TIDMDVT
RNS Number : 5614A
daVictus plc
30 September 2020
DAVICTUS PLC
CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL
STATEMENTS
For the six months ended 30 June 2020
I am pleased to report the interim financial statements of
Davictus PLC (the "Company" or Davictus") for the six months ended
30 June 2020.
The Company had, on the 19 February 2020, received approval from
the Financial Conduct Authority for:
(i) conditional acquisition by way of a reverse takeover of the
intellectual property rights in a restaurant concept owned by
Typical Dutch N.V. ("TDNV");
(ii) the placing of 900,000 new ordinary shares of no par value at 15 pence per share; and
(iii) the admission of 12,150,00 ordinary shares of no par value
to the Official List (by way of Standard Listing under Chapter 14
of the Listing Rules) and to trading on the London Stock Exchange's
Main Market for listed securities.
Subsequently, on 5 March 2020, the Company published a
supplementary prospectus relating to the same which was duly
approved by the Financial Conduct Authority on 5 March 2020.
Subsequently on 10 March 2020, the Company's entire issued share
capital of 12,150,000 ordinary shares was readmitted to the stock
exchange.
Despite the Covid-19 pandemic that had affected the world
economy and especially the hard hit hospitality industry covering
hotels and restaurants, the Company had managed to keep its
business outlook positive. Having completed the reverse takeover
exercise, the Company on the 26 March 2020, as the proprietor of
the Havana Rolled Cigar Music Café premium dining franchise, signed
a Memorandum of Understanding with Asia Food Venture Sdn Bhd for
its appointment as the first franchisee for our premium dining
restaurant concept. Accordingly, the franchise was successfully
opened in July 2020.
I am hopeful that with the launch of the first Havana franchise
restaurant, the Company will continue to expand its business albeit
slowly through the prevailing economic uncertainty that continues
to affect the restaurant and in-house dining business. I remain
optimistic with our business prospects because we have a great
premium dining brand with many unique offerings.
The board would like to thank all the stakeholders of the
Company for their continued support.
Abd Hadi Bin Abd Majid
Chairman
30 September, 2020
For the reporting period under review, the Company reported a
net loss of GBP116,576. At 30 June 2020, the Company had cash in
bank of GBP48,032.
There are a number of potential risks and uncertainties which
may have material impact on the Company's performance over the
remaining six months of the financial year and could cause actual
results to differ materially from expected and historical results.
The directors do not consider any changes on the principal risks
and uncertainties since the publication of the annual report for
the year ended 31 December 2019, which contained a detailed
explanation of the risks relevant to the Company, is also available
at http://www.davictus.co.uk .
The Board looks forward to providing further updates to the
shareholders in due course.
Responsibility Statement
The Directors are responsible for preparing the Condensed
Interim 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 Financial Reporting (IAS 34).
The directors confirm that, to the best of their knowledge, this
condensed consolidated interim financial statements have 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 first six months and their impact on the condensed set of
financial statements, 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 first six months
and any material changes in the related-party transactions
described in the last annual report.
Director
30 September, 2020
Notes 6 months 6 months
period ended period ended
30 June 2020 30 June 2019
(Unaudited) (Unaudited)
GBP GBP
Revenue 4 3,333 -
Cost of sales - -
-------------- --------------
Gross profit 3,333
Operating expenses (119,000) (128,009)
-------------- --------------
Operating loss (115,667) (128,009)
Interest income 168 556
Finance expenses (1,077)
--------------
Loss before taxation (116,576) (127,453)
Tax expense 5 - -
Loss for the period attributable
to equity holders of the company (116,576) (127,453)
-------------- --------------
Basic and diluted loss per share
(pence) 6 (0.98) p (1.13) p
Notes As at As at As at
30 June 30 June 31 December
2020 2019 2019
(Unaudited) (Unaudited) Audited
GBP GBP GBP
Non-current assets
Intangible assets 7 100,000 - -
Right-of-use asset 57,911 - -
157,911 - -
------------ ------------ -------------
Current assets
Trade receivables 20,000 - -
Cash and cash equivalents 48,032 212,167 116,553
------------ ------------ -------------
68,032 212,167 116,553
------------ ------------ -------------
Total assets 225,943 212,167 116,553
Equity attributable
to equity holders of
the company
Stated capital 8 1,188,400 1,053,400 1,053,400
Accumulated losses (1,083,802) (855,112) (967,226)
------------ ------------ -------------
Total equity 104,598 198,288 86,174
------------ ------------ -------------
Non-current liabilities
Lease liabilities 48,119 - -
48,119 - -
------------ ------------ -------------
Current liabilities
Other payables 9 55,550 13,561 30,061
Amount owing to directors 7,568 318 318
Lease liabilities 10,108 - -
73,226 13,879 30,379
------------ ------------ -------------
Total equity and liabilities 225,943 212,167 116,553
============ ============ =============
6 months 6 months
period ended period ended
30 June 2020 30 June 2019
(Unaudited) (Unaudited)
GBP GBP
Cash flow from operating activities
Operating loss (116,576) (127,453)
Adjustment for:
Depreciation of right-of-use-assets 7,239 -
Interest on lease liabilities 1,077 -
-------------- --------------
(108,260) (127,453)
Changes in working capital
Decrease / (increase) in receivables (20,000) -
Increase / (decrease) in other payables 25,489 (16,009)
Increase / (decrease) in amount due 7,250 -
to directors
Net cash flow used in operating activities (95,521) (143,462)
-------------- --------------
Cash flows from investment activities
Acquisition of intellectual property (100,000) -
rights
Net cash used in investment activities (100,000) -
Cash flows from financing activities
Proceed from issuance of shares 135,000 -
Repayment on lease liability (8,000)
Net cash generated from financing 127,000 -
activities
Net increase in cash and cash equivalents (68,521) (143,462)
Cash and cash equivalents at beginning
of period 116,553 355,629
-------------- --------------
Cash and cash equivalents at end of
period 48,032 212,167
============== ==============
Period from 1 January 2020 to 30 June 2020
Stated capital Accumulated Total
losses
GBP GBP GBP
As at 1 January 2020 1,053,400 (967,226) 86,174
Loss for the period - (116,576) (116,576)
--------------- ------------ ----------
Total comprehensive loss
for the period - (116,576) (116,576)
--------------- ------------ ----------
Issue of ordinary shares 135,000 - 135,000
As at 30 June 2020 1,188,400 (1,083,802) 104,598
=============== ============ ==========
Period from 1 January 2019 to 30 June 2019
Stated capital Accumulated Total
losses
GBP GBP GBP
As at 1 January 2019 1,053,400 (727,659) 325,741
( 127,453 ( 127,453
Loss for the period - ) )
--------------- ------------ ----------
Total comprehensive loss ( 127,453 ( 127,453
for the period - ) )
--------------- ------------ ----------
As at 30 June 2019 1,053,400 (855,112) 198,288
=============== ============ ==========
For the year ended 31 December 2019
Stated capital Accumulated Total
losses
GBP GBP GBP
As at 1 January 2019 1,053,400 (727,659) 325,741
( 239,567 ( 239,567
Loss for the period - ) )
--------------- ------------ ----------
Total comprehensive loss ( 239,567 ( 239,567
for the period - ) )
--------------- ------------ ----------
As at 31 December 2019 1,053,400 (967,226) 86,174
=============== ============ ==========
1. GENERAL INFORMATION
The Company was incorporated and registered in Jersey as a
public company limited by shares on 5 February 2015 under the
companies (Jersey) Law 1991 and registered number 117716. The
registered office of the Company is at the offices of 28 Esplanade,
St. Helier, Jersey, JE1 8SB.
On 15 March 2020, the Company acquired a dormant British Virgin
Island incorporated company as a wholly owned subsidiary for
purpose of business operation (together in this financial report
referred as the 'Group').
2. ACCOUNTING POLICIES
Basis of preparation
The interim financial statements for the six month period ended
30 June 2020 have been prepared in accordance with IAS 34 Interim
Financial Reporting. It is unaudited and does not constitute
statutory financial statements. The comparative interim financial
information covers the period ended 30 June 2019.
The interim financial statements have been prepared on a basis
consistent with, and on the basis of, the accounting policies set
out in the audited financial statements of the Group for the year
ended 31 December 2019, which have been prepared in accordance with
International Financial Reporting Standards as adopted by the
European Union. .
The interim financial information is presented in British Pound
Sterling ("GBP").
New standards and interpretations
A number of new standards and amendments to standards and
interpretations have been issued by International Accounting
Standards Board but are not yet effective and in some cases have
not yet been adopted by the EU. The Directors do not expect that
the adoption of these standards will have a material impact on the
financial statements of the Group in future periods.
Basis of consolidation
The consolidated financial statements incorporate the financial
statements of the Company and entities controlled by the Company
(its subsidiaries). Control is achieved where the Company is
exposed to, or has rights to, variable returns from its involvement
with the entity and has the ability to affect those returns through
its power over the entity.
All intercompany transactions, balances, income and expenses are
eliminated in consolidation.
Going concern
The condensed interim financial statements have been prepared on
a going concern basis, which assumes that the Group will continue
to be able to meet its liabilities as they fall due for the
foreseeable future.
The Covid-19 pandemic has been unprecedented in scale and
impact, and the Group have taken swift and decisive action to
protect our customers, colleagues, franchisees and their staff and
the communities in which the Group operates, by implementing the
necessary steps to safeguard the business through the crisis, in
line with the government guidelines.
The significant impact of Covid-19 to the Group business is
summarised below:
-- Delay in franchisee restaurant engagement. - Due to MCO
(movement control order) announced by Malaysian Government, the
launch the new franchise restaurants was being delayed
-- Working capital inflow of fund are lagging behind initial
plan. The Group has arranged additional short term financing from
directors if required to support continuity of business
operations
-- This might impact the business revenue of franchisees, and
reduce the royalty payment that is by percentage of gross revenue
sales.
Based on the current working capital forecast, the Group is
unlikely to need additional funds within twelve months of the date
of approval of these financial report in order to maintain its
proposed work levels and to continue successfully managing its cash
resources. After making enquiries and considering the assumptions
upon which the forecasts have been based, the directors have a
reasonable expectation that the Group has adequate resources to
continue in operational existence for the foreseeable future. For
these reasons, they continue to adopt the going concern basis of
accounting in preparing the annual financial statements.
Revenue recognition
Revenue is recognised to the extent that it is probable that the
economic benefits will flow to the Group and the revenue can be
reliably measured, regardless of when the payment is made. Revenue
is measured at the fair value of consideration received or
receivable, taking into account contractually defined terms of
payment and excluding taxes or duty.
Fees receivable from franchisee according to franchise agreement
at which time the Group has performed its obligation. Fees
receivable in advance are stated on the Consolidated Statement of
Financial Position as deferred income.
Leases
The Group assesses whether a contract is or contains a lease, at
the inception of the contract. The Group recognises a right-of-use
asset and corresponding lease liability with respect to all lease
arrangements in which it is the lessee, except for low-value assets
and short-term leases with 12 months or less. For these leases, the
Group recognises the lease payments as an operating expense on a
straight-line method over the term of the lease unless another
systematic basis is more representative of the time pattern in
which economic benefits from the leased assets are consumed.
The Group recognises a right-of-use asset and a lease liability
at the lease commencement date. The right-of-use assets and the
associated lease liabilities are presented as a separate line item
in the statement of financial position.
The right-of-use asset is initially measured at cost. Cost
includes the initial amount of the corresponding lease liability
adjusted for any lease payments made at or before the commencement
date, plus any initial direct costs incurred, less any incentives
received.
The right-of-use asset is subsequently measured at cost less
accumulated depreciation and any impairment losses, and adjustment
for any remeasurement of the lease liability. The depreciation
starts from the commencement date of the lease. If the lease
transfers ownership of the underlying asset to the Group or the
cost of the right-of-use asset reflects that the Group expects to
exercise a purchase option, the related right-of-use asset is
depreciated over the useful life of the underlying asset.
Otherwise, the Group depreciates the right-of-use asset to the
earlier of the end of the useful life of the right-of-use asset or
the end of the lease term.
The lease liability is initially measured at the present value
of the lease payments that are not paid at the commencement date,
discounted by using the rate implicit in the lease. If this rate
cannot be readily determined, the Group uses its incremental
borrowing rate.
The lease liability is subsequently measured at amortised cost
using the effective interest method. It is remeasured when there is
a change in the future lease payments (other than lease
modification that is not accounted for as a separate lease) with
the corresponding adjustment is made to the carrying amount of the
right-of-use asset or is recognised in profit or loss if the
carrying amount has been reduced to zero.
3. REVENUE
The Group revenue are derived from franchise related fees
including brand licence, management fee and royalties according to
Restaurant Franchise Agreement between the Group operating
subsidiary company Havana Dining Limited with the franchisee. For
the reporting period, revenue contributions are from a franchisee
located in Kuala Lumpur, Malaysia.
There are no seasonal factors that materially affect the
operations of the Group.
4. INCOME TAX EXPENSE
The Company is not a "Financial Services Company" registered
under the relevant Jersey laws; or a specified utility company and
therefore it is subject to Jersey income tax at the general rate of
0 per cent. If the Company derives any income from Jersey property,
including development of land or quarrying, such income will be
subject to tax at the rate of 20 per cent. It is not expected that
the Company will derive any such income.
5. 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.
6 months 6 months
period ended period ended
30 June 2020 30 June 2019
Loss for the period (GBP) (116,576) (127,453)
Weighted average number of shares
(Unit) 11,892,857 11,250,000
Loss per share (pence) (0.98) p (1.13) p
6. INTANGIBLE ASSETS
Intangible assets refers to intellectual property rights in
restaurant concept brand of HAVANA Rolled Cigar Music Café
including their recipes and collection of Cuban/Havana graphics
acquired at the cost of GBP100,000 from Typical Dutch N.V.
The asset acquired has indefinite useful life and will be
reviewed for impairment annually to determine whether the
indefinite life continues to be supportable. If not, the change in
useful life from indefinite to finite is made on a prospective
basis.
7. RIGHT-OF-USE ASSETS
The Company has entered into a non-cancellable operating lease
agreement for tenancy of office space. The lease is for a period of
36 months operating lease agreement commencing 1 March 2020 with an
option to renew the lease for a further 12 months.
GBP
Cost 65,151
Accumulated depreciation (7,239)
As at 30 June 2020 57,912
--------
8. STATED CAPITAL
Number of
ordinary GBP
shares
As at 1 January 2020 11,250,000 1,053,400
Issuance of new ordinary shares 900,000 135,000
As at 30 June 2020 12,150,000 1,188,400
----------- ----------
On 25 February 2020, issuance were made through the placement of
900,000 new ordinary shares at no par value at 15 pence per
share.
9. OTHER PAYABLES
As at As at
30 June 30 December
2020 2019
GBP GBP
Other creditors 15,144 6,322
Deferred income 16,667 -
Accruals and provision 23,739 23,739
--------- -------------
55,550 30,061
--------- -------------
10. LEASE LIABILITIES
As at
30 June
2020
GBP
Initial recognition 65,151
Interest expensed 1,077
Repayment of principal (8,000)
Interest paid (1,077)
---------
58,227
---------
Lease liabilities are payable as follow:
Within 1 year 24,000
Between 2- 5 years 40,000
11. SUBSIDIARY UNDERTAKINGS
The details of the subsidiary in the Group are as follows:
Name of company Country of incorporation Effective Principal activities
holding
Havana Dining British Virgin 100% Facilitator for
Limited. Island Group operation
Address: Coastal Building, Wickham's Cay II, P.O. Box 2221,
Road Town, Tortola, British Virgin Islands
12. RELATED PARTY TRANSACTION
The directors are considered to be the key management personnel.
Details concerning Directors remuneration can be found below:
6 months 6 months
period ended period ended
30 June 2020 30 June 2019
GBP GBP
Robert Pincock 7,500 7,500
Abd Hadi Bin Abd Majid 5,000 5,000
Maurice James Malcolm Groat 2,000 2,000
-------------- --------------
14,500 14,500
-------------- --------------
13. SUBSEQUENT EVENTS
There are no subsequent events requiring disclosure in these
interim financial statements.
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END
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