TIDMTECH
RNS Number : 9261Q
TechFinancials Inc.
01 July 2022
TechFinancials Inc.
("TechFinancials" or the "Company" or the "Group")
Preliminary non audited Annual Report for the year ended 31
December 2021
The information set out below has been extracted from the
Company's draft report and accounts for the year ended 31 December
2021 and has not been audited. A further announcement will be
released by the Company on completion of the audit, expected
shortly, and any material changes between the financial information
set out below and the audited financial information will be
disclosed in that announcement.
Financial Highlights
-- No Revenues in 2021 as there are no operating businesses left.
-- Pre-tax loss attributable to shareholders of US$0.368 million
(2019: profit of US$1.1 million)
-- Cash position of US$0.92 million as at 31 December 2021 (2020: US$1.4 million)
-- Basic earnings per share ('EPS') (US$0.43) (2020: (US$0. 01 ))
-- In October 2021, the Company's sold its subsidiary Cedex Holdings Limited ("Cedex"),.
-- In June 2021, the Company stuck off Footies Ltd. ("Footies)
-- In 2021, the Company acquired shares in few transactions, of
listed companies in the LSE and AIM (Note 28)
Operational Highlights
Operational Cost Reduction
-- The Company decided to close all its subsidiaries and
initiated the strike-off of its entities in Israel in 2021. The
strike off of both TechFinaials Israel 2014 Ltd and Softbox was
initiated in H2 2021 and concluded in 2022.
-- The Company sold Cedex in October 2021.
Investment Activities
-- The Company invested small amounts in several London placings
in 2021. This activity resulted in profit of $88k .
-- As of today, the Company has only one legal entity -
TechFinancials Inc, and as results the costs of operating the
Company is set to the minimum possible.
Chairman's Statement
2021 was a year in which the company focused on reducing costs
and consolidating its assets. We initiated the closure of all our
subsidiaries and sold Cedex.
The Board decided to invest some amounts in listed companies and
was able to generate good returns for these investments. The
Company will continue to look for new ways to increase its
value.
Dividend s
The Board will not be recommending a final dividend to the
shareholders of the Company for FY2021 (2020: $nil).
Outlook and current trading
The year was a turning point for the Group, where we initiated
to closure of all our subsidiaries and consolidated all our assets,
while seeking new investment opportunities to increase the value of
the Company.
The Group will continue to look for business and investment
opportunities to maximize the Company's value, leveraging its
available cash.
I would like to thank our shareholders for their continued
support in what has been a difficult year.
We look forward to updating the market on our progress in due
course.
Eitan Yanuv
Independent Non-Executive Chairman
30 July 2022
Strategic Report
Financial Results
The Company did not have any revenues in 2021 as it shut down
all its operation businesses and closed all subsidiaries. The
Company will continue to look for business and investment
opportunities.
The loss for the period attributable to shareholders of the
Company was US$ 0.368m (2020: US$ 1.00m*).
The Group's cash position for the period ended 31 December 2021
was US$0.92m (31 December 2020: US$1.42m).
Operations
In October 2021, TechFinancials sold its 99.84% holding of Cedex
in order to consolidate cash and reduce operating expenses.
On October 2021 TechFinancials sold its 99.84% owned subsidiary,
Cedex Holdings Limited ("Cedex"), to Lem Management Limited
("Buyer"), to consolidate cash and reduce operating expenses.
According to the terms of the Agreement, the Company will be
entitled to future consideration upon the Buyer succeeding to raise
US$20 million in a single or series of related transactions, for
the future operation of Cedex, or selling Cedex for a minimum of
US$2 million. In certain circumstances of a sale of Cedex, or the
assets of Cedex, by the Buyer, the Company will be entitled to
receive 50% of that consideration above US$ 2 million. Between US$5
million and US$50 million, the Company will be entitled to receive
US$1.6 million out of the first US$5 million and 4% out of the
remainder, but no more than US$2 million. US$50 million and above,
the Company will be entitled to receive 4% of the proceeds.
The Group has closed all its operating activities.
Growth Strategy and Outlook
Since the company has laid off its last few employees in 2020,
the Board is focused on attempts to generate value to the
shareholders by locating investment opportunities. The Company has
invested in London placings. The Board will also continue to search
for additional investment opportunities that may have a positive
outcome on the Company's cashflow.
We hope that our new strategy will create a positive impact on
the Company's business value for the shareholders.
I would like to thank our shareholders once again for their
continued support during this challenging year.
Asaf Lahav
Executive Director
30 July 2022
For further information:
TechFinancials, Inc. Tel: +972 54 5233
943
Asaf Lahav, Executive Board member
Peterhouse Capital Limited (AQSE Growth Tel: +44 (0) 20 7469
Market Advisor and Broker) 0930
Guy Miller and Mark Anwyl
Consolidated Statement of Comprehensive Income
For the year ended 31 December 2021
2021 2020
--------------------------------------------- ------------------------------------------
US$'000 US$'000
Revenue - 1,309
Cost of sales - (87)
--------------------------------------------- ------------------------------------------
Gross profit - 1,222
Expenses:
Research and development - ( 512 )
Selling and marketing - ( 53 )
Administrative ( 200 ) ( 662 )
Impairment of goodwill - -
--------------------------------------------- ------------------------------------------
Operating Income
(Loss) (200) 3
Bank fees (9) (50)
Foreign exchange income
(loss) (30) 70
Other financial
(expenses)
/ income 86 (1)
--------------------------------------------- ------------------------------------------
Financing income
(expenses 47 19
Other Income (expenses)
Other non-operational
income (expenses) (152) 875
Profit (Loss) before
taxation (305) 897
Taxation (4) 70
--------------------------------------------- ------------------------------------------
Profit (Loss) for
the year from
continuing
operations** (309) 967
Gain (loss) from
discontinued
operations (181) 50
Capital loss from ____________________(30) ____________________-
a sale of subsidiary
Gain / (loss) for
the year from
discontinued
operations, net (211) 50
Other comprehensive - -
income
Total comprehensive
Profit (Loss)** (520) 1,017
============================================= ==========================================
Profit (Loss) attribute
able to:
Owners of the Company (520) 997
Non-controlling interest - 20
--------------------------------------------- ------------------------------------------
Profit (Loss) for
the period (520) 1,017
2021 2020
Cents USD Cents USD
Basic (0.61) 1.16
====================================== ======================================
Diluted (0.61) 1.16
====================================== ======================================
From continuing operations
- Basic (0.36) 1.10
====================================== ======================================
From continuing operations
- Diluted (0.36) 1.10
====================================== ======================================
From discontinued operations
- Basic (0.25) 0.06
====================================== ======================================
From discontinued operations
- Diluted (0.25) 0.06
====================================== ======================================
Consolidated Statement of Financial Position
As at 31 December 2021
31 December 31 December
------------- -------------
2021 2020
------------- -------------
US$'000 US$'000
Non-current assets
Long-term investments - 152
- 152
------------- -------------
Current assets
Trade receivables, net and other
receivables - 13
Short-term investments 26 -
Cash 920 1,419
------------- -------------
946 1,432
------------- -------------
Total Assets 946 1,584
Current liabilities
Trade and other payables 56 88
Income tax payable - 86
------------- -------------
56 174
------------- -------------
Non-current liabilities
Shareholders loan 84 84
Equity
Share capital 61 61
Share premium account 12,022 12,022
Share-based payment reserve 798 798
Accumulated profits / (losses) (12,075) (11,555)
------------- -------------
Equity attributable to owners
of the Company 806 1,326
Non-controlling interests - -
Total equity 806 1,326
Total Equity and Liabilities 946 1,584
Consolidated statements of changes in equity
For the year ended 31 December 2021
Share
based
Share Share payment Revaluation Non -controlling
capital Premium reserve reserve interests
Accumulated
(Note (Note (Note, (Note, profits/ (Notes
14) 14) 15) 9) (losses) Total 1 8) Total
---------- ---------- --------- ------------ ------------ -------- ----------------- --------
US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000 US$'000
---------- ---------- --------- ------------ ------------ -------- ----------------- --------
Balance
at 1 January
2020 934 (12,459) 558 (249) 309
========= ============ ============ ======== ================= ========
Balance
at 1 January
2020 61 12,022 934 (12,459) 588 (249) 309
Total comprehensive
income (expense)
for the
year - - - - 997 997 20 1,017
Gain on
revaluation
of cryptocurrency
digital
assets in
the year - - - 577 577 577
Disposal
of cryptocurrency
digital
assets in
the year - - - (577) (577) (577)
Purchase
of NCI in
Footies
during the
year - - - - (229) (229) 229 -
Share based
payment - - 6 (6) - - -
Transfer
of Share
based payment
reserve
on lapsed
options - - (142) 142 - - -
Balance
at 31 December
2020 61 12,022 798 - (11,555) 1,326 - 1,326
====== ========== ======= ======== ============ ======= ====== =========
Total comprehensive
loss for
the year - - - - (520) (520) - (520)
Balance
at 31
December
2021 61 12,022 798 - (12,075) 806 - 806
====== ========== ======= ===== ============ ===== ==== =======
Consolidated statements of cash flows
For the year ended 31 December 2021
The consolidated statements of cash flows for the Group for the
years ended 31 December 2020 and 31 December 2021 are set out
below:
Years ended 31
December
-------------------
2021 2020
-------- ---------
US$'000 US$'000
-------- ---------
Cash Flows from operating activities
Profit (Loss) before tax for the period (516) 946
Adjustment for:
Amortisation of intangible assets - 75
Impairment of intangible assets, net - 37
Gain on bargain purchase (309)
Depreciation of property and equipment - 4
Revaluation of traded securities (87)
Share option charge - 6
Waiver of loan due to NCI - (51)
Loss on disposal of subsidiary 30 -
Capital loss on disposal of property
and equipment - 12
Gain from revaluation of intangible assets - (577)
Impairment of investment 152 -
Income tax expenses - 92
Operating cash flows before movements
in working capital:
Decrease in trade and other receivables 13 589
Decrease in long term receivables - -
Increase (decrease in trade and other
payables 15 (1,453)
R&D tax credit received - 163
Income tax paid (92) (109)
-------- ---------
Net cash used for operating activities (485) (575)
-------- ---------
Cash flows from investing activities
Decrease in restricted bank deposits - 71
Consideration from sale of intangible
assets - 974
Net cash acquired on acquisition (note
A) - 649
Net cash on disposal of a subsidiary (75) -
Loans eliminated from obtaining control
of a subsidiary - (296)
Purchase of traded securities (102) -
Sale of traded securities 163 -
Funds advanced under SAFE agreement - (152)
-------- ---------
Net cash generated from (used in) investing
activities (14) 1,246
-------- ---------
Net increase (decrease) in cash and
cash equivalents (499) 671
Cash and equivalents at beginning of
period 1,419 672
Effect of changes in exchange rates on
Cash - 76
-------- ---------
Cash and equivalents at end of period 920 1,419
======== =========
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END
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