Codex Acquisitions
plc
("Codex" or the "Company")
Unaudited Half-Year Results
for the Six Months Ended 30 June 2024
Codex Acquisitions plc (LON:CODX)
announces its unaudited interim results for the six months to 30
June 2024.
- Ends -
For further information please
contact:
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Codex Acquisitions plc
|
Julio Perez
info@codexplc.com
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About Codex Acquisitions plc
Codex Acquisitions plc ("Codex" or
the "Company") is a special purpose acquisition company (SPAC)
seeking suitable acquisition targets in the clean and renewable
energy sector.
In pursuance of that strategy the
Company announced in December 2023, that it entered into
non-binding heads of terms (as amended in June 2024) to acquire the
entire issued share capital of Technologies New Energy S.A.
("TNE"), a sociedade
anónima incorporated in Portugal operating in the renewable
energy sector.
This Proposed Acquisition is
expected to constitute a reverse takeover transaction and any
consideration for the Acquisition to be wholly share-based via the
issuance of new ordinary shares of nominal value 10 pence each in
the capital of the Company ("Ordinary Shares") (the "Proposed
Acquisition").
For further information on the
Company, please visit www.codexplc.com.
Forward-looking statements
Certain statements in this
announcement constitute ''forward-looking statements''.
Forward-looking statements include statements concerning the plans,
objectives, goals, strategies and future operations and performance
of the Company and the assumptions underlying these forward-looking
statements. The Company uses the words ''anticipates'',
''estimates'', ''expects'', ''believes'', ''intends'', ''plans'',
''may'', ''will'', ''should'', and any similar expressions to
identify forward-looking statements. Such forward-looking
statements involve known and unknown risks, uncertainties and other
important factors that could cause the Company's actual results,
performances or achievements to be materially different from any
future results, performances or achievements expressed or implied
by such forward-looking statements. Such forward-looking statements
are based on numerous assumptions regarding present and future
business strategies and the environment in which the Company will
operate in the future. These forward-looking statements speak only
as at the date of this announcement. The Company is not obliged,
and does not intend, to update or to revise any forward-looking
statements, whether as a result of new information, future events
or otherwise except to the extent required by any applicable law or
regulation. All subsequent written or oral forward-looking
statements attributable to the Company, or persons acting on behalf
of the Company, are expressly qualified in their entirety by the
cautionary statements contained throughout this announcement. As a
result of these risks, uncertainties and assumptions, a prospective
investor should not place undue reliance on these forward-looking
statements.
CHAIRMAN'S STATEMENT
I am pleased to announce the
Company's interim results for the period ended 30 June
2024.
Financial review
The Company incurred a loss of
£84,000 in the period (£29,000 for period ended 30 June 2023). The
majority of this comprises of expenditure relating to maintaining
the Company's listing on the standard segment of the Official List
of the Financial Conduct Authority, which transitioned to the
Equity Shares (Transition) category on 29 July 2024, and to
trading on the main market for listed securities of London Stock
Exchange plc.
The Company had a cash position of
£440,000 as at 30 June 2024 (£604,000 at 30 June 2023). The Company
had a basic loss per share of 0.986
pence.
Outlook
Codex is now focusing on completing
the Proposed Acquisition with TNE, which is expected to ultimately
lead to a reverse takeover to complete our mission as an investment
company and the start of TNE's future as a listed
company.
On behalf of the board of directors
of the Company (the "Board" or "Directors"), I would like to take
this opportunity to thank our staff and advisers for their hard
work as well as our shareholders for their continued
support.
We look forward to updating
shareholders on our progress in due course.
James Lawson-Brown
Chairman
STATEMENT OF DIRECTORS'
RESPONSIBILITIES IN RESPECT OF THE CONDENSED INTERIM REPORT AND
CONDENSED FINANCIAL STATEMENTS
The Directors, being James
Lawson-Brown, Julio Perez and Kate Osborne (all statutory
non-executive), confirm that the condensed interim financial
information has been prepared in accordance with International
Accounting Standard 34, 'Interim Financial Reporting', as adopted
by the UK and that the Interim Report includes a fair review of the
information required by DTR 4.2.7R and DTR 4.2.8R, namely: an
indication of important events that have occurred during the period
and their impact on the condensed interim financial information,
and a description of the principal risks and uncertainties for the
remaining six months of the financial year; and material
related-party transactions in the period.
By order of the Board
Julio Perez
Director
NOTES TO THE COMPANY FINANCIAL INFORMATION
1. General information and basis
of preparation
The principal activity of the
Company is to identify potential companies, businesses or asset(s)
in the clean and renewable energy sector that will increase
shareholder value. As part of its acquisition strategy the Company
announced in December 2023, that it entered into non-binding heads
of terms (as amended in June 2024) to acquire the entire issued
share capital of TNE - Technologies New Energy S.A. ("TNE"), a
sociedade anónima
incorporated in Portugal operating in the renewable energy
sector.
The Company is domiciled in the
United Kingdom and incorporated and registered in England and Wales
as a public limited company. The Company's registered office is
9th Floor, 107 Cheapside, London
EC2V 6DN, United Kingdom. The Company's registered number is
13672588.
2. Accounting policies
Basis of preparation
The Financial Statements of the
Company have been prepared in accordance with UK-adopted
international accounting standards. The Financial Statements have
been prepared under the historical cost convention unless otherwise
stated. The Financial Statements are prepared in pounds Sterling
and presented to the nearest pound.
The preparation of the Company
financial statements in conformity with UK-adopted international
accounting standards requires the use of certain critical
accounting estimates. It also requires the Directors to exercise
their judgment in the process of applying the Company's accounting
policies.
In the opinion of the management,
the interim unaudited financial information includes all
adjustments considered necessary for fair and consistent
presentation of this financial information.
Going concern
The Company financial statements
have been prepared on a going concern basis as the Directors have
assessed the Company's ability to continue in operational existence
for the foreseeable future. The operations are currently being
financed by issuances of new equity. The Company is reliant on the
continuing support from its shareholders and the expected support
of future shareholders. The Company financial statements do not
include the adjustments that would result if the Company were not
to continue as a going concern.
2. Segmental analysis
In the opinion of the Directors, the
Company is primarily organised into a single operating segment.
This is consistent with the Company's internal reporting to the
chief operating decision maker. Separate segmental disclosures have
therefore not been included.