TIDMTECH

RNS Number : 3242U

TechFinancials Inc.

29 July 2022

TechFinancials, Inc

("TechFinancials" or the "Company")

29 July 2022

Audited Annual Report for the year ended 31 December 2021

Financial Highlights

   --   No Revenues in 2021 following cessation of operations. 

-- Pre-tax loss attributable to shareholders of US$0.553 million (2020: profit of US$1.0 million)

   --   Cash position of US$0.92 million as at 31 December 2021 (2020: US$1.4 million) 
   --   Basic earnings per share ('EPS') (US$0.0064) (2020: (US$0. 016 )) 
   --   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 to take minority holdings in a number of companies listed on the LSE and AIM

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 TechFinancials Israel 2014 Ltd and Softbox Technologies Ltd was initiated in H2 2021 and concluded in March 2022.

   --   The Company sold Cedex Holdings Limited in October 2021. 

Investment Activities

-- The Company invested small amounts in several listed entities in 2021. This activity resulted in profit of $86k .

-- As of today, the Company has only one legal entity - TechFinancials Inc, and as results the costs of operating the company is now minimal.

-- In November 2020, the Company signed with RenewSenses Ltd., an Israeli start-up, a Simple Agreement for Future Equity ("SAFE") following which the Company invested in RenewSenses a total amount of US$ 152k. This was accounted for as a financial asset through profit and loss.

As of December 31, 2021, RenewSenses has failed to raise additional capital for its operations and in the beginning of 2022, it was forced to make all employees redundant. As a result of the conditions that existed at year end (inability of raise funds), the financial asset fair valued was revalued to a nil balance and a total loss of $152k recognized.

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 from 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 the year ended 2021 (2020: $nil).

Outlook and current trading

The year was a turning point for the Group, where we initiated the 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 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

29 July 2022

The directors of the Company accept responsibility for the contents of this announcement.

For further information:

 
 TechFinancials, Inc.                   Tel: +972 54 5233 
                                         943 
 Asaf Lahav, Executive Director 
 Eitan Yanuv, Non-Executive Chairman 
 
 
 Peterhouse Capital Limited (Aquis     Tel: +44 (0) 20 7469 
  Stock Exchange 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                                                                    -                                          619 
  Cost of sales                                                              -                                         (35) 
                                 ---------------------------------------------  ------------------------------------------- 
 
  Gross profit                                                               -                                          584 
 
  Expenses: 
  Research and 
   development                                                               -                                      ( 384 ) 
  Selling and marketing                                                      -                                       ( 33 ) 
  Administrative                                                       ( 233 )                                      ( 207 ) 
  Impairment of goodwill                                                   -                                            - 
                                 ---------------------------------------------  ------------------------------------------- 
                                                                         (233)                                        (624) 
 
 
    Operating (Loss) 
    Income                                                               (233)                                         (40) 
 
  Bank fees                                                                (9)                                         (20) 
  Foreign exchange income                                                 (30)                                            - 
   (loss) 
  Profit on disposal of                                                     86                                            - 
   traded securities 
                                 ---------------------------------------------  ------------------------------------------- 
  Financing income 
   (expenses                                                                47                                         (60) 
 
  Other Income (expenses) 
  Other non-operational 
   income/ (expenses)                                                        -                                          441 
  Impairment loss on the                                                 (152)                                            - 
   financial asset held 
   at FVTPL 
 
  (Loss)/ Profit before 
   taxation                                                              (338)                                          381 
 
  Taxation                                                                 (4)                                           70 
                                 ---------------------------------------------  ------------------------------------------- 
 
    (Loss) / Profit for 
    the year from 
    continuing 
    operations                                                           (342)                                          451 
  Gain (loss) from 
   discontinued 
   operations                                                            (181)                                          566 
  Capital loss from a                                 ____________________(30)     ____________________- 
   sale of subsidiary 
  (Loss) / Gain for the 
   year from discontinued 
   operations, net                                                       (211)                                          566 
 
  Other comprehensive                                                      -                                              - 
   income 
  Total comprehensive 
   Income                                                                (553)                                        1,017 
                                 =============================================  =========================================== 
 
  (Loss) / Profit 
   attribute 
   able to: 
  Owners of the Company                                                  (553)                                          997 
  Non-controlling 
   interest                                                                  -                                           20 
                                 ---------------------------------------------  ------------------------------------------- 
  Profit (Loss) for the 
   period                                                                (553)                                        1,017 
 
 
 
 
 
                                                                     2021                                    2020 
                                                             Cents USD                          Cents USD 
 
 Basic 17                                                          (0.64)                                    1.16 
                                   ======================================  ====================================== 
 Diluted                                                              N/A                                    1.16 
                                   ======================================  ====================================== 
 From continuing operations 
  - Basic                                                          (0.40)                                    0.50 
                                   ======================================  ====================================== 
 
   From continuing operations 
   - Diluted                                                          N/A                                    0.50 
                                   ======================================  ====================================== 
 
   From discontinued operations 
   - Basic                                                         (0.24)                                    0.66 
                                   ======================================  ====================================== 
 From discontinued operations 
  - Diluted                                                           N/A                                    0.66 
                                   ======================================  ====================================== 
 

Consolidated Statement of Financial Position

As at 31 December 2021

 
                                       31 December    31 December 
                                     -------------  ------------- 
                                              2021           2020 
                                     -------------  ------------- 
                                           US$'000        US$'000 
 Non-current assets 
 Financial asset held at FVPL                    -            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                       89             88 
 Income tax payable                              -             86 
                                     -------------  ------------- 
                                                89            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)           (12,108)       (11,555) 
                                     -------------  ------------- 
 Equity attributable to owners 
  of the Company                               773          1,326 
 
 Total Equity and Liabilities                  946          1,584 
 
 

The Financial Statements were approved by the Board of Directors and authorised for issue on 29 July 2022 and are signed on its behalf by:

................................................

Director

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                     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 
  income for 
  the year                  -           -        -      -         (553)   (553)          (553) 
 Balance 
  at 31 December 
  2021                     61      12,022      798      -      (12,108)     773     -      773 
                       ======  ==========  =======  =====  ============  ======  ====  ======= 
 

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             Years ended 31 
  December 2021 are set out below:                    December 
                                                ------------------- 
                                                    2021       2020 
                                                --------  --------- 
                                                 US$'000    US$'000 
                                                --------  --------- 
 
 Cash Flows from operating activities 
  (Loss) / Profit before tax period               (549)      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 
 Profit on disposal of traded securities          (86)        - 
 Share option charge                                -         6 
 Foreign exchange differences                      82        (70) 
 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        - 
 
 Operating cash flows before movements 
  in working capital: 
 Decrease in trade and other receivables           13        589 
 
 Increase (decrease in trade and other 
  payables                                          48      (1,445) 
 R&D tax credit received                            -        163 
 Income tax paid                                  (93)      (109) 
                                                --------  --------- 
 Net cash used for operating activities           (403)     (729) 
                                                --------  --------- 
 
 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)        - 
 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)      1,400 
                                                --------  --------- 
 
 
 Net increase (decrease) in cash and 
  cash equivalents                                (417)      671 
 Cash and equivalents at beginning of 
  period                                          1,419      672 
 (Effect of changes in exchange rates 
  on Cash                                         (82)        76 
                                                --------  --------- 
 Cash and equivalents at end of period             920      1,419 
                                                ========  ========= 
 

The comparative cashflow has been restated to correct the allocation of cashflow movements.

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July 29, 2022 11:35 ET (15:35 GMT)

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