TIDMPNPL
RNS Number : 7879N
Pineapple Power Corporation PLC
01 October 2021
The 'Pineapple Power Corporation Interim Results' announcement
released on 30 September 2021 at 16:28 under RNS No 6159N has been
reformatted.
All material details remain unchanged.
The full text is shown below.
30 September 2021
Pineapple Power Corporation Plc / Index: LSE / Epic : PNPL /
Sector: Utilities
Pineapple Power Corporation Plc
("Pineapple" or "the Company")
Interim Results
Pineapple Power Corporation Plc, a special purpose acquisition
company, is pleased to present its interim unaudited results
for the six-month period ended 30 June 2021.
Highlights:
-- Subsequent to the period end, Pineapple entered into
a non-binding heads of terms agreement with the
shareholders of BVP Investments Limited ("BVP"), an
Irish fund management company headquartered in Dublin,
to acquire 100% of the outstanding shares in BVP in
an all share transaction, subject to legal, financial
and other due diligence and entry into a legally
binding sale and purchase agreement. At this time,
Pineapple and BVP have appointed lawyers, accountants
and corporate finance advisors in the Republic of
Ireland and the UK to enact due diligence and
preparation of the contractual documentation to
progress the transaction. BVP Investments Ltd is
regulated by the Central Bank of Ireland and holds
investments in clean, renewable energy and associated
green technology companies of promise. As no binding
agreement has yet been reached, the Company cannot
guarantee that the proposed transaction will
complete. Pineapple was formed as a "cash shell" with
a specific focus on acquisitions in the clean and
renewable energy energy sectors, as outlined in its
prospectus published on 21 December 2020, which can
be found on the Company's website -
http://www.pineapple-powercorp.com/investors
-- Since listing, Pineapple has carefully maintained a
significant cash position in order to retain adequate
funds to address the potentially substantial costs of
an RTO transaction. Cash balance at the end of the
period - GBP930,035.
Chairman's Statement
I am pleased to present the Company's interim unaudited financial
statements to shareholders for the six months ended 30 June
2021.
The period under review was extremely busy and productive and
focused on the search and identification of a suitable reverse
takeover candidate which culminated in the identification of
BVP Investments Limited. Since the initial announcement and
suspension of trading of the Company's shares on August 17 2021,
we have been engaged with the complexities of progressing the
reverse takeover transaction. This process is now underway and
we hope to substantially advance the transaction during the
next few months. We will make further announcements concerning
our progress in due course. We are grateful for the support
of our numerous shareholders, as we work to conclude matters.
Financial Review
For the six months to 30 June 2021, the Company reports a net
loss of GBP238,797 (2019: GBP35,748). During the six months
to 30 June 2021, the Company continued its strict financial
discipline, incurring a net operating cash inflow of GBP902,240
(2020: outflow GBP15,807). The Company held cash at 30 June
2021 of GBP930,035 (2019: GBP5,281).
Directors
The following directors have held office during the period:
Claudio Morandi
Andrew Holland
Corporate Governance
The UK Corporate Governance Code (July 2018) ("the Code"),
as appended to the Listing Rules, sets out the Principles of
Good Corporate Governance and Code Provisions which are applicable
to listed companies incorporated in the United Kingdom. As a
standard listed company, the Company is not subject to the Code,
but the Board recognises the value of applying the principles
of the Code where appropriate and proportionate and has endeavoured
to do so where practicable.
Responsibility Statement
The Directors are responsible for preparing the Unaudited Interim
Condensed Financial Statements in accordance with the Disclosure
and Transparency Rules of the United Kingdom's Financial Conduct
Authority ("DTR") and with International Accounting Standard
34 on Interim Reporting ("IAS 34"). The directors confirm that,
to the best of their knowledge, this condensed interim report
has been prepared in accordance with IAS 34 as adopted by the
European Union. The interim management report includes a fair
review of the information required by DTR 4.2.7 and DTR 4.2.8,
namely:
-- an indication of important events that have occurred
during the six months ended 30 June 2021 and their
impact on the condensed financial statements for the
period, and a description of the principal risks and
uncertainties for the remaining six months of the
financial year; and
-- related party transactions that have taken place in
the six months ended 30 June 2021 and that have
materially affected the financial position of the
performance of the business during that period.
On behalf of the board
Claudio Morandi
Director
30 September 2021
PINEAPPLE POWER CORPORATION PLC
Interim Statement of Comprehensive Income
(Unaudited) For the six months ended 30 June 2021
Six months Six months Year ended
ended 30 ended 30 June 31 December
Notes June 2020 2020
2021 Unaudited Audited
Unaudited
GBP GBP GBP
Revenue - -
-
Administrative expenses
Operating loss
Interest receivable
Loss on ordinary
activities
before taxation
Income tax expense
Loss for the period
Other comprehensive
income
/ (loss) Total
comprehensive
loss for the period
attributable
to equity holders
Loss per share (basic and
diluted) attributable to
equity holders (p)
(238,840) (35,748) (91,367)
(238,840) (35,748) (91,367)
43 - -
3 (238,798) (35,748) (91,367)
- - -
(238,797) (35,748) (91,367)
- - -
(238,797) (35,748) (91,367)
4 (0.0064)p (0.0027)p (0.0062)p
The income statement has been prepared on the basis that all
operations are continuing operations.
PINEAPPLE POWER CORPORATION PLC
Interim Statement of Financial Position
(Unaudited) As at 30 June 2021
At 30 At 30 At 31
June June December
2021 2020 2020
Unaudited Unaudited Audited
Notes GBP GBP GBP
Fixed Assets
Equipment 1,523 - -
Current assets
Prepayments and other
receivables Cash at bank
and in hand
TOTAL ASSETS
Current liabilities
Trade and other payables
TOTAL LIABILITIES
NET ASSETS/(LIABILITIES)
EQUITY
Share capital Share premium
Share based payment reserve
Retained loss
TOTAL EQUITY
3,621 - 1,191,828
930,035 5,281 27,795
933,656 5,281 1,219,623
935,179 5,281 1,219.623
-----------
31,374 79,390 195,471
31,374 79,390 195,471
903,805 (74,109) 1,024,152
-----------
5 597,362 135,002 573,672
5 781,908 - 687,148
28,062 - 28,062
(503,527) (209,111) (264,730)
903,805 (74,109) 1,024,152
-----------
Statements of changes in equity (Unaudited)
For the six months ended 30 June 2021
Share Share Share Retained
Capital Premium Based Loss TOTAL
Account Payment
Reserve
GBP GBP GBP GBP GBP
Balance at 31
December
2019 Issue of new
shares
Transaction costs
Issue of warrants
Total
comprehensive loss
for the year
Balance at 31
December
2020
Issue of new
shares
Total
comprehensive loss
for the period
Balance at 30 June
2021 135,002 - - (173,363) (38,361)
438,670 877,340 - - 1,316,010
- (162,130) - - (162,130)
- (28,062) 28,062 - -
- - - (91,367) (91,367)
--------------------- ------------------------ ------------------ ---------- ----------------
573,672 687,148 28,062 (264,730) 1,024,152
23,690 94,760 - - 118,450
- 597,362 - 781,908
(238,797) (238,797)
(503,527) 903,805
28,062
--------------------- ------------------------ ------------------ ---------- ----------------
Statement of cash flow (Unaudited)
For the six months ended 30 June 2021
Six months Six months 12 months
to 30 June to 30 June to 31 December
2021 2020 2020
GBP GBP GBP
Cash flows from operating activities
Loss for the period
Adjustments for: (238,797) (35,748) (91,367)
------------ ---------------- ----------------
Depreciation 295 - -
------------ ---------------- ----------------
Operating cashflow before working
capital movements (238,402) (35,748) (91,367)
Decrease / (increase) in prepayments
and other receivables 1,188,207 11,747 9,419
Increase / (decrease) in other payables
and accruals (164,097) 8,194 (23,663)
------------ ---------------- ----------------
Net cash flow from operating activities 785,708 (15,807) (105,611)
------------ ---------------- ----------------
Investing activities (1,818) - -
Purchases of equipment
------------ ---------------- ----------------
Net cash used in investing activities (1,818) - -
------------ ---------------- ----------------
Financing activities
------------ ---------------- ----------------
Net proceeds from issue of ordinary
shares 118,450 - 112,318
------------ ---------------- ----------------
Net cash generated from financing
activities 118,450 - 112,318
------------ ---------------- ----------------
Net Increase in cash and cash equivalents 902,240 (15,807) 6,707
Cash and cash equivalents at beginning
of the period 27,795 21,088 21,088
Cash and cash equivalents at end
of the period 930,035 5,281 27,795
1. General information
Pineapple Power Corporation Plc (the "Company") looks to identify
potential companies, businesses or asset(s) that have operations
in the clean and renewable energy sector.
The Company is domiciled in the United Kingdom and incorporated
and registered in England and Wales, with registration number
09081452.
The Company's registered office is Studio 16, Cloisters House,
8 Battersea Park Road, London SW8 4BG.
2. Accounting policies
The principal accounting policies applied in preparation of
these consolidated financial statements are set out below. These
policies have been consistently applied unless otherwise stated.
The principal accounting policies applied in preparation of
these consolidated financial statements are set out below. These
policies have been consistently applied unless otherwise stated.
Basis of preparation
The interim unaudited financial statements for the period ended
30 June 2021 have been prepared in accordance with IAS 34 Interim
Financial Reporting. This interim financial information is not
the Company's statutory financial statements and should be read
in conjunction with the annual financial statements for the
period ended 31 December 2020, which have been prepared in accordance
with International Financial Reporting Standards (IFRS) and
have been delivered to the Registrars of Companies. The auditors
have reported on those accounts; their report was unqualified,
did not include references to any matters which the auditors
drew attention by way of emphasis of matter without qualifying
their report and did not contain statements under section 498
(2) or (3) of the Companies Act 2006.
The interim financial information for the six months ended
30 June 2021 is unaudited. In the opinion of the Directors,
the interim financial information presents fairly the financial
position, and results from operations and cash flows for the
period.
The Directors have made an assessment of the Company's ability
to continue as a going concern and are satisfied that the Company
has adequate resources to continue in operational existence
for the foreseeable future. The Company, therefore, continues
to adopt the going concern basis in preparing its consolidated
financial statements.
The financial information of the Company is presented in British
Pounds Sterling (GBP).
Critical accounting estimates and judgements
The preparation of interim financial information requires management
to make judgements, estimates and assumptions that affect the
application of accounting policies and the reported amounts
of assets and liabilities and the reported amounts of income
and expenses during the reporting period. Although these estimates
are based on management's best knowledge of current events and
actions, the resulting accounting estimates will, by definition,
seldom equal related actual results.
In preparing the interim financial information, the significant
judgements made by management in applying the Company's accounting
policies and the key sources of estimation uncertainty were
the same as those that applied to the financial statements for
the year ended 31 December 2021.
3. Income tax expense
No tax is applicable to the Company for the six months ended
30 June 2021. No deferred income tax asset has been recognised
in respect of the losses carried forward, due to the uncertainty
as to whether the Company will generate sufficient future profits
in the foreseeable future to prudently justify this
4. Loss per share
Basic loss per ordinary share is calculated by dividing the
loss attributable to equity holders of the Company by the weighted
average number of ordinary shares in issue during the period.
Diluted earnings per share is calculated by adjusting the weighted
average number of ordinary shares outstanding to assume conversion
of all dilutive potential ordinary shares.
There are currently no dilutive potential ordinary shares.
Weighted average Per-share
Earnings number of shares amount
unit pence
GBP
Loss per share attributed
to ordinary shareholders (238,797) 37,575,091 (0.0064)p
5. Share capital
Number
of shares Share Share
in issue capital premium Total
GBP GBP GBP
57,367,211 573,672 687,148 1,260,820
2,369,000 23,690 94,760 118,450
------------ -------------- --------- -----------
Balance at 31 December 2020
Movements during the period
Balance at 30 June 2021 59,736,211 597,382 791,908 1,379,270
============ ============== ========= ===========
The Company has one class of ordinary share which carries no
right to fixed income.
6. Share Options
On 5 February, 2021 a total of 6,000,000 options were awarded
to Directors and Advisors involved in the continuing advancement
of the Company's goal to complete a reverse take-over transaction
in the renewable energy sector. The options vest and are exercisable
6 months from the date of grant and expire in two years from
the date of grant. The exercise price is 11p per Ordinary Share.
7. Related party disclosures
Remuneration of directors and key management personnel
The remuneration of the Directors during the six-month period
to 30 June 2021 amounted to GBP24,000 (30 June 2020: GBPNIL).
Shareholdings in the Company
Shares and options held by the Directors of the Company.
Shares Options
Mr Claudio Morandi 2,000,000 1,250,000
Mr Andrew Holland 2,000,000 1,250,000
---------- ----------
Balance at 30 June 2021 4,000,000 2,500,000
---------- ----------
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END
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October 01, 2021 13:20 ET (17:20 GMT)
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