TIDMPSY
RNS Number : 4640O
Psych Capital PLC
31 January 2023
31 January 2023
PSYCH CAPITAL PLC
("Psych", "Psych Capital", or "the Company")
Unaudited Interim Results for the Six Months Ended 31 October
2022
We are pleased to present the unaudited interim results for
Psych Capital plc (AQSE: PSY) for the period to 31 October
2022.
During the period, the Company was admitted to the AQSE Growth
Market on 09 June 2022, the first listed pure-play psychedelic
company in London, raising gross proceeds of GBP810,000.
The Company held its inaugural PSYCH Symposium at the National
Gallery on 11 May 2022 in London, generating over GBP150,000 in
revenue, and with over 350 delegates in attendance, incorporating
thought leaders from science, advocacy, regulation, and
finance.
We strengthened the depth and experience of our management and
advisory teams; with the appointment of an independent
non-executive director and a CFO, and the appointment of the
Conservative Party Drug Policy Reform Group ("CDPRG"), represented
by Crispin Blunt, to the Company's Psychedelic Medicines Technical
Advisory Board ("PMTAB").
Our investee company, Awakn Life Sciences Corp. ("Awakn"), has
expanded its clinic operations in North America (Canada and the US)
and Norway, and obtained approval of Phase III of its Ketamine
assisted therapy for alcohol use disorder program, with the
National Institute for Health and Care Research (NIHR) providing
funding of CA$2.5m. Awakn continue to strengthen their intellectual
property strategy, via the licencing of a propriety patent pending
oral thin film (S)-ketamine formulation. At 30 January 2023, the
Company held a stake of approximately 1.3% in Awakn.
The management teams and the PTMAB, have analysed potential
disruptive psychedelic healthcare delivery models in the UK and
Europe, and assessed M&A opportunities via the Company's
network of experts, proprietary market intelligence, and access to
deal flow.
Post period events
The Company has held positive discussions with the management
team of an early-stage bio-tech company, who are developing a
proprietary psychedelic therapeutic drug development program. The
Company signed an exclusivity agreement with the target on 29
November 2022, and has been conducting extensive due-diligence over
the last number of months on the target's clinical research plans,
intellectual property strategy, and their scientific and management
team. We are in the final stages of a potentially transformational
acquisition for Psych Capital, and we look forward to updating the
market in the coming weeks.
In November PSYCH published the fourth 'Psychedelics as a
Medicine Report', the flagship information source for the industry.
The report has recorded almost 5,500 readers to date and featured
contributions from the Medicines and Healthcare products Regulatory
Agency ("MHRA"), the Oregon Health Authority and the CDPRG.
On 17 November 2022, the Company hosted a PSYCH event in London
for 'Emerging Innovations in Psychedelic Healthcare', attended by
60 industry leaders to evaluate milestones in the commercialisation
of psychedelic medicine. The event and fourth edition of the report
generated a combined GBP25,000 in corporate sponsorship revenue and
marked the launch of a new event series for PSYCH.
Financial Review
The Company achieved GBP157,021 of revenue in the period, due to
the success of hosting the inaugural PSYCH Symposium. A pre-tax
loss of GBP929,932 was reported, compared to a profit in GBP136,003
in the prior-period, driven by GBP334,277 of non-cash share-based
payment charges relating to the grant of options upon admission to
the AQSE Growth Market. The Company also incurred GBP253,594 of
fair value losses on the valuation of the investment in Awakn, and
GBP439,760 of administrative expenses (GBP279,937 in the prior
period).
The Company's cash position at the end of the period was
GBP780,095.
The unaudited interim results to 31 October 2022 have not been
reviewed by the Company's auditor.
Joseph Colliver
Non-Executive Chairman
The Directors of the Company accept responsibility for the
contents of this announcement.
Enquiries:
Company:
Joseph Colliver: +44 20 3838 7621
William Potts: +44 20 3838 7621
info@psych.capital
https://psych.capital
Peterhouse Capital Limited:
Corporate Adviser:
Guy Miller /Narisha Ragoonanthun: + 44 (0) 20 7469 0930
Corporate Broker
Lucy Williams: +44 (0) 20 7469 0930
Duncan Vasey: +44 (0) 20 7220 9797 (Direct)
Psych Capital Plc
Statement of Comprehensive
Income
For the six months ended 31 October
2022
6 Months 6 Months Year ended
ended ended
31-Oct-22 31-Oct-21 30-Apr-22
Unaudited Unaudited Audited
GBP GBP GBP
Revenue 157,021 - 62,228
Cost of sales (59,322) - (22,257)
Gross profit 97,699 - 39,971
Administrative expenses (439,760) (279,937) (622,445)
Share-based payments -
share options (334,277)
Operating loss (676,338) (279,937) (582,474)
Fair value gains on fixed
asset investments (253,594) 415,940 38,541
Profit/(Loss) on ordinary
activities before taxation (929,932) 136,003 (543,933)
Income tax - - -
Total comprehensive profit/(loss)
for the financial period (929,932) 136,003 (543,933)
Basic profit/(loss) per
share attributable to owners
of the parent (0.003) 0.001 (0.004)
Weighted average number
of shares 267,293,991 128,906,542 155,317,399
The weighted average number of shares for the year ended 30 April 2022
was incorrectly
calculated and has been restated here
Statement of Financial
Position
As at As at As at
31-Oct-22 31-Oct-21 30-Apr-22
Unaudited Unaudited Audited
GBP GBP GBP
Non-current Assets
Intangible assets 350,000 425,000 387,500
Investments 84,948 715,940 338,542
Total Non-current Assets 434,948 1,140,940 726,042
Current Assets
Cash and cash equivalents 780,095 419,073 322,634
Other receivables 23,615 574 150,568
Total Current Assets 803,710 419,647 473,202
Current Liabilities
Trade and other payables 102,846 504,584 723,177
Total Current Liabilities 102,846 504,584 723,177
Net Current Assets/(Liabilities) 700,864 (84,937) (249,975)
Net Assets 1,135,812 1,056,003 476,067
Equity
Issued share capital 290,033 176,667 183,333
Share premium 1,680,832 743,333 836,667
Share options reserve 638,812
Retained earnings (1,473,865) 136,003 (-543,933)
Total Equity 1,135,812 1,056,003 476,067
Statement of Changes in
Equity
Share Share Share Retained Total
capital premium options earnings equity
reserve
GBP GBP GBP GBP GBP
Transactions with equity
owners
At incorporation - issue
of share capital
2 ordinary shares at GBP0.0001
each 4 - 4
Ordinary Shares issued 183,329 866,667 1,49,996
Less owed by shareholders (6,666) (93,334) (100,000)
Transaction costs (30,000) (30,000)
Total comprehensive income
Total comprehensive income
for the period ended 31
October 2021 136,003 136,003
As at 31 October 2021 176,667 743,333 - 136,003 1,056,003
Transactions with equity
owners
Ordinary Shares paid 6,666 93,334 100,000
Total comprehensive income
Total comprehensive income
for the 6 months ended
30 April 2022 (679,936) (679,936)
As at 30 April 2022 183,333 836,667 - (543,933) 476,067
Transactions with equity
owners
Share-based payments 90,500 384,500 475,000
Ordinary Shares issued 16,200 793,800 810,000
Transaction costs (29,600) (29,600)
Share options/warrants
issued (304,535) 638,812 334,277
Total comprehensive income
Total comprehensive income
for the period ended 31
October 2021 (929,932) (929,932)
As at 31 October 2022 290,033 1,680,832 638,812 (1,473,865) 1,135,812
Statement of Cash Flows
6 Months 6 Months Year ended
ended ended
31-Oct-22 31-Oct-21 30-Apr-22
Unaudited Unaudited Audited
GBP GBP GBP
Cash flows from operating
activities
Loss before tax (929,932) 136,002 (543,933)
Adjusted for:
Fair value (gain) / loss
on investments 253,594 (415,940) (38,541)
Amortisation of intangible
assets 37,500 25,000 62,500
Share-based payments 334,277
(Increase) / Decrease in
trade and other receivables 126,953 (574) (150,568)
Increase / (Decrease) in
trade and other payables (145,331) 54,585 273,177
Net cash used in operating
activities (322,939) (200,927) (397,365)
Cash flows from investing
activities
Purchase of investments (240,000) (240,001)
Net cash used in investing
activities - (240,000) (240,001)
Cash flows from financing
activities
Proceeds from the issue
of shares 780,400 860,000 960,000
Net cash generated from
financing activities 780,400 860,000 960,000
Net increase in cash and
cash equivalents 457,461 419,073 322,634
Cash and cash equivalents 322,634 - -
at beginning of year
Cash and cash equivalents
at end of year 780,095 419,073 322,634
1. GENERAL INFORMATION
The Company was incorporated on 22 April 2021 in England and
Wales with Registered Number 13351629 under the Companies Act 2006.
The principal activity of the business will be to identify, fund
and build future leaders in psychedelic science and
healthcare, with a focus in UK and Europe.
The registered address of the Company is 17 Hanover Square,
London, England, W1S 1BN.
2. BASIS OF PREPARATION
These condensed interim financial statements for the period
ended 31 October 2022 have been prepared in accordance with the
AQSE rules for Companies. As permitted, the Company has chosen not
to adopt IAS 34 "Interim Financial Statements" in preparing this
interim financial information. The condensed interim financial
statements should be read in conjunction with the annual financial
statements for the year ended 30 April 2022, which have been
prepared in accordance with UK-adopted International Financial
Reporting Standards (IFRS).
The directors are satisfied that, at the time of approving the
condensed interim financial statements, it is appropriate to adopt
a going concern basis of accounting and in accordance with the
recognition and measurement principles of UK-adopted International
Financial Reporting Standards (IFRS) adopted for use in the United
Kingdom ("IFRS"). In reaching this conclusion the directors have
considered the financial position of the Company, its cash,
liquidity position and borrowing facilities together with its
forecasts and projections for a period in excess of 12 months from
the date of approval.
The interim financial information set out above does not
constitute statutory accounts as defined by Section 434 of the
Companies Act 2006. Statutory financial statements for the year
ended 30 April 2022 were approved by the Board of Directors on 31
October 2022 and delivered to the Registrar of Companies. The
report of the independent auditor on those financial statements was
unqualified.
3. EARNINGS PER SHARE
Basic earnings per share is calculated by dividing the earnings
attributable to shareholders by the weighted average number of
ordinary shares ("WANS") outstanding in the period. Diluted loss
per share has not been calculated as the options and warrants have
no dilutive effect given the loss arising in the period.
The weighted average number of shares for the year ended 30
April 2022 was incorrectly calculated and has been restated in this
interim report.
4. SHARE CAPITAL AND RESERVES
On 9 June 2022, the Company admitted its shares to trading on
the AQSE Growth Market. The Company raised gross proceeds of
GBP810,000 from the issue and allotment of 16,200,000 Placing
Shares, taking the total number of shares to 290,033,335. The issue
of 16,200,000 shares gave rise to a share premium of GBP793,800 and
a charge to share premium of GBP29,600 for transaction costs.
Share-based payments
The company issued 90,000,000 ordinary shares to acquire the
PSYCH platform intangible assets from Prohibition Holdings Ltd, and
500,000 ordinary shares to CPDRG as a payment for consulting
services received. These share-based payments gave rise to a share
premium of GBP360,000 and GBP24,500 respectively.
Share options and broker warrants
On 23 May 2022, the Company granted 31,835,832 share options to
10 of its directors, consultants, and advisors. The options were
exercisable upon a successful Admission to AQSE and lapse after two
years from this date.
15,917,916 share options are exercisable at a strike price of
5p, 7,958,958 are exercisable at a strike price of 6p and 7,958,958
are exercisable at 8p.
On 23 May 2022, the Company granted 14,501,667 warrants to its
brokers at a strike price of 5p. The options were exercisable upon
a successful Admission to AQSE and lapse after five years from this
date.
The fair value of the share options and the broker warrants
issued in the 6 months to 31 October 2022 was derived using a Black
Scholes model. The following key assumptions were used in the
calculations:
Grant Date 23 May 2022
Exercise price 5p - 8p
------------
Share Price on date of admission 4.5p
------------
Risk free rate 2.19%
------------
Volatility 55%
------------
Expected life - share options 2 years
------------
Expected life - broker warrants 5 years
------------
Expected volatility was determined by calculating the historical
volatility of the company's share price between 9 June 2022 and 24
January 2023.
The expected lives used in the model are the relative terms of
the share options and the broker warrants.
The risk-free rate used was the yield on 10-year UK Gilts on 6
June 2022.
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END
NEXUARVROUUAOAR
(END) Dow Jones Newswires
January 31, 2023 10:03 ET (15:03 GMT)
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