RNS Number : 0433B
APQ Global Limited
29 September 2022
 

APQ Global Limited

("APQ Global" or the "Company")

Interim results for the period from 1 January 2022 to 30 June 2022

HIGHLIGHTS

For the six months ended 30 June 2022

 

Financial highlights

 

Book Value at 30 June 2022 was $12.53m, a decrease of $11.06m from $23.59m since the start of the period. The term "book value" herein includes the assets of APQ Global Limited and its subsidiaries net of any liabilities. The results include the net assets of the Company and its subsidiaries, presented in US dollars.

 

Book Value per share in the period decreased by 14.1 cents from 30.07 to 15.97 cents.

 

Loss per share for the period was -$0.14117 (loss for six months ended 30 June 2021: -$0.06001).

 

The meaningful decline in book value was driven by the risk-off mood in global markets. The liquid equity market positioning was unchanged at the end of June, however equities and bonds suffered from material price declines. The private investments are unaffected by the market volatility and continue to perform well in line with management expectations.

 

No dividends were paid in the 6 months period ended 30 June 2022 (6 months ended 30 June 2021: none).

 

There have been further AIM market trades since 30 June 2022, details of these can be found on the London Stock Exchange website by following the link below. Monthly book values are also made available as they fall due.

 

http://www.londonstockexchange.com/exchange/prices-and-markets/stocks/summary/company-summary/GG00BZ6VP173GGGBXASQ1.html

 

 

For further enquiries, please contact:

 

APQ Global Limited

Bart Turtelboom - Chief Executive Officer

 

020 3478 9708

 

Singer Capital Markets Advisory LLP - Nominated Adviser and Broker

James Maxwell / Justin McKeegan/ Oliver Platts

 

020 7496 3000

 

Carey Group - TISE sponsor

Claire Torode

 

01481 737 279

 

Investor Relations

IR@APQGlobal.com

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Notes to Editors

 

APQ Global Limited

 

APQ Global (ticker: APQ LN) is an investment company incorporated in Guernsey. The Company focuses its investment activities globally (in Asia, Latin America, Eastern Europe, the Middle East, Africa and the Channel Islands, particularly).

 

The objective of the Company is to steadily grow its earnings to seek to deliver attractive returns and capital growth through a combination of building growing businesses as well as earning revenue from income generating operating activities in capital markets[1]. APQ Global run a well-diversified and liquid portfolio, take strategic stakes in selected businesses and plan to take operational control of companies through the acquisition of minority and majority stakes in companies with a focus on emerging markets.

 

 

For more information, please visit apqglobal.com

 

 

Business highlights

 

Shortly after the 6-month period ended 30 June 2022 APQ received MFSA approval for the 100% share purchase and acquisition of WDM Advisory Limited and WDM Trustees Limited, both to be renamed Promethean respectively. These 2 businesses are an addition to the existing corporate service providers within the APQ Group. APQ is continuing to review the market for strategic investments which would provide further synergies with the current investment portfolio.

 

There have been no changes to the board composition, or any key market advisors and no changes are expected to be made at this stage.

 


STATEMENT OF DIRECTORS' RESPONSIBILITIES

 

 

We confirm that to the best of our knowledge:

 

·      the condensed set of financial statements has been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU and gives a true and fair view of the assets, liabilities, financial position and profit of the group as required by DTR 4.2.4R;

 

·      the half yearly report includes a fair review of the information required by:

 

o  DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year 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 year; and

 

o  DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period.

 

For and on behalf of the Board

 

 

 

Wayne Bulpitt
Chairman, APQ Global Limited

Date:   28 September 2022               

 


 

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)

For the six months ended 30 June 2022

 

 

 

 

Note

For the six months ended

30 June 2022

 

For the six months ended

30 June 2021



$

 

$






Turnover

4

5,519,712


3,184,587






Net loss on financial assets at fair value through profit and loss

13

(16,679,054)


(4,118,423)






Administrative expenses

5

1,310,886


(2,400,408)






Operating loss for the period before tax

 

(9,848,456)

 

(3,334,244)

 





Interest receivable

8

7,100


6,202






Finance costs

9

(1,227,892)


(1,375,415)

 





Loss on ordinary activities before taxation

 

(11,069,248)

 

(4,703,457)

 





Tax on loss on ordinary activities


-


-






Loss on ordinary activities before taxation


(11,069,248)


(4,703,457)

 





Other comprehensive income


-


-

 





Total comprehensive loss for the period

 

(11,069,248)

 

(4,703,457)

 

 

 

 

 

Basic and diluted earnings per share

10

-0.14117

 

(0.06001)

 





 

 

 

 

 

 

 

 

 

 

 

The notes on pages 14 to 32 form an integral part of the Financial Statements.

 

 


 

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED)----

As at 30 June 2022


30 June

2022

 

31 December 2021

 

Note

$

 

$

Assets





Non-current assets





Property, plant and equipment

12

34,791


34,168

Right of use assets

21

40,093


80,187

Investments

13

44,454,997


59,734,052

Total non-current assets

 

44,529,881

 

59,848,407






Current assets





Trade and other receivables

14

411,289


940,428  

Cash and cash equivalents


1,784,151


670,644

Total current assets

 

2,195,440

 

1,611,072






Total assets

 

46,725,321

 

61,459,479






 

 




Current liabilities

 




Trade and other payables

15

(477,694)


(840,406)

Total current liabilities

 

(477,694)

 

(840,406)

 





Long term liabilities





3.5% Convertible Unsecured Loan Stock

16

(33,715,582)


(37,025,083)

Total long-term liabilities

 

(33,715,582)

 

(37,025,083)

 

 




Net assets

 

12,532,045

 

25,593,990

 

 




Equity

 




Share capital

18

100,073,549


100,005,450

Equity component of 3.5% Convertible Unsecured Loan Stock

16

6,919,355


6,919,355

Other capital reserves

19

106,535


167,331

Retained earnings


(89,639,881)


(78,570,633)

Exchange reserve


(4,927,513)


(4,927,513)

 





Total equity

 

12,532,045

 

23,593,990

 

 

 

 

 

Net asset value per ordinary share

 

15.97

 

30.07

 

 

The Financial Statements were approved by the Board of Directors of APQ Global Limited and signed on     28 September 2022 on its behalf by:

 

 ___________________                    ___________________                                                                   

Bart Turtelboom                                  Philip Soulsby                      

Chief Executive Officer                     Director                 

                                                                               



The notes on pages 14 to 32 form an integral part of the Financial Statements.


CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)

For the six months ended 30 June 2022

Share capital

 

$

 

CULS equity component

 

$

 

Convertible preference shares equity component

 

$

Share warrants

 

$

 

Other

capital reserves

 

$

Retained earnings

 

$

Exchange reserve

 

$

Total

 

$

At 1 January 2021

99,869,252

6,919,355

100,813

107,702

259,460

(71,085,642)

(4,927,513)

31,243,427










Comprehensive income

for the period









Loss for the period

-

-

-

-

-

(4,703,457)

-

(4,703,457)










Total comprehensive

income for the period

-

 

-

-

-

-

(4,703,457)

-

(4,703,457)










Contributions by and distributions to owners









Share based payments

-

-

-

-

34,130

-

-

34,130

Share based payments settled in cash

-

-

-

-

(6,736)

-

-

(6,736)

Issue of share awards

68,099

-

-

-

(68,099)

-

-

-










As at 30 June 2021

99,937,351

6,919,355

100,813

107,702

218,755

(75,789,099)

(4,927,513)

26,567,364










 

 

 

 

The notes on pages 14 to 32 form an integral part of the Financial Statements.

 


CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED) (continued)

For the six months ended 30 June 2022

Share capital

 

$

 

CULS equity component

 

$

 

Convertible preference shares equity component

 

$

Share warrants

 

$

 

Other

capital reserves

 

$

Retained earnings

 

$

Exchange reserve

 

$

Total

 

$

At 1 January 2022

100,005,450

6,919,355

-

-

167,331

(78,570,633)

(4,927,513)

23,593,990










Comprehensive income

for the period









Loss for the period

-

-

-

-

-

(11,069,248)

-

(11,069,248)










Total comprehensive

income for the period

-

 

-

-

-

-

(11,069,248)

-

(11,069,248)










Contributions by and distributions to owners









Share based payments

-

-

-

-

14,039

-

-

34,130

Share based payments settled in cash

-

-

-

-

(6,736)

-

-

(6,736)

Issue of share awards

68,099

-

-

-

(68,099)

-

-

-










As at 30 June 2022

100,073,549

6,919,355

-

-

106,535

(89,639,881)

(4,927,513)

12,532,045










 

 

 

The notes on pages 14 to 32 form an integral part of the Financial Statements.


CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW (UNAUDITED)

For the six months ended 30 June 2022


For the six months ended

30 June 2022

 

For the six months ended

30 June 2021

Cash flow from operating activities

Note

$

 

$

 





Cash generated from operations





Loss for the financial period


(11,069,248)


(4,703,457)

Adjustments for non-cash income and expenses

 

 

 

 

Equity settled share-based payments

19

14,039


34,130

Depreciation tangible fixed assets

12

8,405


4,633

Depreciation right of use assets


40,094


40,094

Net loss on financial assets at fair value through profit and loss

13

16,679,054


4,118,423

Exchange rate fluctuations


(3,811,117)


374,919

Changes in operating assets and liabilities





Increase in trade and other receivables

14

(31,628)


(80,540)

Decrease in trade and other payables

15

(187,107)


(28,202)

Decrease in receivables from group undertakings

14

560,767


292,468

(Decrease)/increase in payables from group undertakings

15

(129,876)


19,140

Cash generated from operations


2,073,383


71,608






Interest receivable

8

(7,100)


(6,202)

Finance costs

9

1,227,892


1,375,415






Net cash inflow from operating activities

 

2,744,176

 

1,440,821

 

 

 

 

 

Cash flow from investing activities





Payments to acquire investments

13

(1,400,000)


(449,145)

Payments to acquire property, plant and equipment

12

(9,028)


(11,081)

Interest received

8

7,100


6,202






Net cash outflow from investing activities

 

(1,401,928)

 

(454,024)

 

 

 

 

 

Cash flow from financing activities

 

 

 

 

Equity dividends paid

11

-


-

Preference share dividends paid

9

-


(80,400)

Interest on CULS

16

(669,427)


(729,107)

Cash settled share-based payments

19

(6,736)


(6,736)

Payments for lease rental

21

(55,395)


(44,213)






Net cash outflow from financing activities

 

(731,558)

 

(860,456)

 





Net increase / (decrease) in cash and cash equivalents

 

1,160,689

 

126,341

 





Cash and cash equivalents at beginning of period


670,644


509,928






Exchange rate fluctuations on cash and cash equivalents


(47,182)


10,152






Cash and cash equivalents at end of period 

 

1,784,151

 

646,421


CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW (UNAUDITED) (CONTINUED)

For the six months ended 30 June 2022

 

 

 

For the six months ended

30 June 2022

 

For the six months ended

30 June 2021

 

 

$

 

$

Reconciliation of cash flows to debt

 

 

 

 

Brought forward

 

37,108,863


37,734,253

Cash flows used in servicing interest payments of CULS

 

(669,427)


(729,107)

Cash flows used in principal payments of lease liabilities

 

(55,395)


(44,213)

Non cash flows - amortisation of discount on CULS issue

 

1,225,319


1,288,720

Non cash flows - amortisation of discount on lease liabilities

 

2,573


6,295

Exchange differences

 

(3,858,300)


382,245

Closing balance

 

33,753,633

 

38,638,193

 

 

 

 

 

Net debt comprises the following:

 

 

 

 

Convertible Unsecured Loan Stock 2024

 

33,715,582

 

37,166,854

6% convertible preference shares

 

-

 

1,347,099

Lease liabilities

 

38,051

 

124,240

 

 

33,753,633

 

38,638,193

 

 

The notes on pages 14 to 32 form an integral part of the Financial Statements.

 

 

 

 

 

 

 

 

 

 

 

 

 


 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

For the six months ended 30 June 2022

 

1. Corporate information

 

The interim consolidated financial statements of APQ Global Limited (the "Group") for the six months ended 30 June 2022 were authorised for issue in accordance with a resolution of the Board of Directors on 29 September 2022. The Company is incorporated as a limited company in Guernsey. The Company was incorporated on 10 May 2016 for an unlimited duration in accordance with the Companies (Guernsey) Law, 2008. The Company's registered office is at PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT.

 

The objective of the Company is to steadily grow its earnings to seek to deliver attractive returns and capital growth through a combination of building growing businesses in emerging markets as well as earning revenue from income generating operating activities[2].

 

The Company and its subsidiaries have no investment restrictions and no maximum exposure limits will apply to any investments made by the Group, unless otherwise determined and set by the Board from time to time. No material change will be made to the Company's or subsidiaries objective or investing policy without the approval of Shareholders by ordinary resolution.

 

The Group's investment activities are managed by the Board. 

 

The shares are quoted on The International Stock Exchange for informational purposes. The ordinary shares are admitted to trading on AIM.

 

2. Significant accounting policies

 

2.1 Basis of preparation

 

These interim consolidated financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting. They do not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the 2021 Annual Report.

 

Taking account of the financial resources available to the Company, the directors believe that the Company is well placed to manage its business risks successfully despite the current uncertain economic outlook. After making enquiries the directors have a reasonable expectation that the Company has adequate resources for the foreseeable future, a period of not less than twelve months from the date of this report. Accordingly, they continue to adopt the going concern basis in preparing the condensed financial statements.

 

2.2 Basis of accounting

 

APQ Global Limited has applied the same accounting policies and methods of computation in its interim consolidated financial statements as in its 2021 annual financial statements.

 

2.3 Functional and presentational currency

 

The Company's presentational and functional currency is US Dollars.

 

2.4 Fair value measurement

 

The Company measures its investments in APQ Cayman Limited, APQ Corporate Services Limited, APQ Knowledge Limited and BARTR Holdings Limited at fair value at each reporting date.

 

For APQ Cayman Limited this is considered to be the carrying value of the net assets of APQ Cayman Limited. APQ Cayman Limited measures its underlying investments at fair value.

 

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either in the principal market for the asset or liability or, in the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible to the Company. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.


 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

For the six months ended 30 June 2022

 

2. Significant accounting policies (continued)

 

2.4 Fair value measurement (continued)

 

The fair value for financial instruments traded in active markets at the reporting date is based on their quoted price (bid price for long positions and ask price for short positions), without any deduction for transaction costs.

 

For all other financial assets, not traded in an active market, including APQ Corporate Services Limited, APQ Knowledge Limited and BARTR Holdings Limited, the fair value is determined by using valuation techniques deemed to be appropriate in the circumstances. These have been determined in accordance with the International Private Equity and Venture Capital Valuation (IPEV) Guidelines. These guidelines require the valuer to make judgements with regards to the most appropriate valuation method to be used and the results and inputs used to determine these valuations. Valuation methods that may be used include:

 

·      The income approach - valuation through discounted cash flow forecast of future cash flows or earnings, using appropriate discount rates.

·      The market approach - valuation by comparing the asset being valued to comparable assets for which price information is readily available. This price information can be in the form of transactions that have occurred or market information on companies operating in a similar industry.

·      The cost approach - valuation based on the cost of reproducing or replacing the asset being valued.

 

The use of these guidelines requires management to make judgements in relation to the inputs utilised in preparing these valuations. These include but are not limited to:

 

·      Determination of appropriate comparable assets and benchmarks; and

·      Adjustments required to existing market data to make it more comparable to the asset being valued.

 

The use of these guidelines additionally requires management to make significant estimates in relation to the inputs utilised in preparing these valuations. These include but are not limited to:

 

·      Future cash flow expectations deriving from these assets; and

·      Appropriate discount factors to be used in determining the discounted future cash flows.

 

Where an assets fair value cannot be determined the Company measures these assets at a valuation of $nil. For assets and liabilities that are measured at fair value on a recurring basis, the Company identifies transfers between levels in the hierarchy by re-assessing the categorisation (based on the lowest level input that is significant to the fair value measurement as a whole), and deems transfers to have occurred at the beginning of each reporting period.

 

2.5 6% Convertible preference shares

 

APQ Capital Services Limited, a subsidiary of the Company, issued 6% convertible preference shares ("CPS"). The CPS contain a perpetual 6% dividend rate and a conversion option for ordinary shares of APQ Global Limited. On initial issue the CPS were recognised as a liability comprising a liability held at amortised cost and a derivative conversion option held at fair value through profit and loss.

 

At the date of issue, the fair value of the liability component held at amortised cost was estimated by assuming that an equivalent non-convertible obligation of the Company would have a coupon rate of 7.9%. The fair value of the derivative component, containing a variable conversion rate, is derived from the difference between the value of the consideration determined for the acquisition of Parish Group Limited and the fair value assigned to the liability held at amortised cost.

 

The terms of the CPS were amended on the 30 June 2020, to amend the conversion option to a fixed ratio of CPS to ordinary shares. Subsequent to this amendment to the CPS are regarded as a compound instrument, comprising of a liability component and an equity component.  Due to the significant change in the terms of the CPS the initial instrument was derecognised and then recognised at the new fair value. Any gain/loss on the derecognition of the liability is recognised in the statement of comprehensive income.

 

On amendment, the fair value of the liability component was estimated by assuming that an equivalent non-convertible obligation of the Company would have a coupon rate of 11.9%. The fair value of the equity component was determined in based on the present value of the average gain on conversion based on a range of simulated share prices. 

 

The dividends on the convertible preference shares are taken to the statement of comprehensive income as finance costs.


 

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

For the six months ended 30 June 2022

 

2. Significant accounting policies (continued)

 

2.6 Share warrants

 

Share warrants issued are measured at fair value at the date of issue using the Black-Scholes pricing model, which incorporates certain input assumptions including the warrant price, risk-free interest rate, expected warrant life and expected share price volatility. The fair value is included as a component of equity and is transferred from the share warrant equity reserve to share capital on exercise. If the warrants expire then the fair value is transferred from the share warrant equity reserve to retained earnings.

 

3. Segment Information                                                                                                  

 

For management purposes, the Group is organised into one main operating segment, which invests in equities and credit, government and local currency bonds. All of the Group's activities are interrelated, and each activity is dependent on the others. Accordingly, all significant operating decisions are based upon analysis of the Group as one segment. The financial results from this segment are equivalent to the financial statements of the Group as a whole.                                                                                                             

                                                                                                               

The following table analyses the Group's assets by geographical location. The basis for attributing the assets are the place of listing for the securities or for non-listed securities, country of domicile.


30 June

 2022

 

30 June

 2021

 Group

 

$

 

$

 





Cayman


28,971,027


49,687,720

United Kingdom


480,794


497,397

Guernsey


15,092,820


11,979,620

Europe

 

2,180,678

 

3,501,488


 

 

 

 



46,725,319


65,666,225

 

4. Analysis of turnover


For the six months ended

30 June 2022

 

For the six months ended

30 June 2021

 

 

$

 

$

 





Dividends received from APQ Cayman Limited


5,519,712


3,087,885

Dividends received from APQ Knowledge


-


96,702


 

 

 

 



5,519,712


3,184,587


                                                                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

                                                                                                                                                                                                                               

5. Analysis of administrative expenses

 


For the six months ended

30 June 2022

 

For the six months ended

30 June 2021

 

 

$

 

$

 





Personnel expenses


420,954


522,525

Depreciation of tangible fixed assets expenses


8,405


4,633

Depreciation of right of use assets


40,094


40,661

Payments on short term leases


61,556


-

Audit fees


78,205


85,489

Nominated advisor fees


-


34,364

Administration fees and expenses


107,651


87,436

Director's remuneration


115,180


84,668

Other expenses


232,732


98,691

Professional fees

 

1,564,016

 

1,262,868

Share based payment expenses

 

14,039

 

34,130

Insurance

 

8,988

 

5,586

Recharge of expenses to APQ Cayman Limited

 

(180,577)

 

(242,529)

Net exchange (gains)/losses

 

(3,782,129)

 

381,886


 

 

 

 



(1,310,886)


2,400,408

 

6. Directors' remuneration

 


For the six months ended

30 June 2022

 

For the six months ended

30 June 2021

 

 

$

 

$

 





Directors' remuneration


115,180


84,668

Share based payment expenses


11,231


27,304


 

 

 

 



126,411


111,972






The highest paid director was Bart Turtelboom (2021: Bart Turtelboom)


26,701


43,959






Average number of directors in the year


4


4







                                                                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

                                                                                               

7. Personnel expenses

 


For the six months ended

30 June 2022

 

For the six months ended

30 June 2021

 

 

$

 

$

 





Short term benefits - wage and salaries


133,295


184,094

Short term benefits - social security costs


10,695


15,701

Short term benefits - other benefits


271,632


314,273

Short term benefits - Share based payment expenses


2,808


6,826

Post-employment benefits


5,332


8,457


 

 

 

 



423,762


529,351






Personnel expenses include expenses per note 5 and the portion of share based payments relating to individuals who are not directors of the Company.






Key management personnel expenses, excluding director's remuneration detailed in note 6, is as follows:






Short term benefits - other benefits


264,656


272,024

Short term benefits - Share based payment expenses


2,808


6,826



267,464


278,850

 

8. Interest receivable

 


For the six months ended

30 June 2022

 

For the six months ended

30 June 2021

 

 

$

 

$

 





Loan interest receivable from Palladium Trust Services Limited


7,100


6,202


 

 

 

 



7,100


2,515

 

9. Finance costs

 


For the six months ended

30 June 2022

 

For the six months ended

30 June 2021

 

 

$

 

$

 





Interest on 3.5% Convertible Unsecured Loan Stock 2024 


1,225,319


1,288,720

Discount on unwinding of lease liability


2,573


6,295

Dividends paid on 6% convertible preference shares


-


80,400








1,227,892


1,375,415

 

 

 


                                                                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

 

10. Earnings Per Share

 

The basic and diluted earnings per shares are calculated by dividing the profit or loss by the average number of ordinary shares outstanding during the period.

 


For the six months ended

30 June 2022

 

For the six months ended

30 June 2021

 

 

$

 

$

 





Total comprehensive income for the period


(11,069,248)


(4,703,457)

Average number of shares in issue


78,408,067


78,382,601


 

 

 

 

Earnings per share


(0.14117)

 

(0.06001)



 

 

 

The Group had share awards vested but not yet issued, which are not dilutive in 2022, as the impact of dilution would be to decrease the loss per share. The impact of these share awards would have no impact on the total comprehensive income/loss for the year. They would increase the weighted average number of shares by 58,414 (30 June 2021: 204,450).

 

The Group has 6,000 (30 June 2021: 6,000) units of Convertible Loan Stock which are potentially dilutive if converted into ordinary shares. This would increase the weighted average number of shares by 6,000 (30 June 2021: 6,000) exercise price on these conversion options currently exceeds the traded share price of APQ Global. These are not currently dilutive (30 June 2021: dilutive).

 

11. Dividends

 

No dividends were declared in the period ended 30 June 2022 nor the period ended 30 June 2021.

 

The stated dividend policy of the Company is to target an annualised dividend yield of 6% based on the Placing Issue Price.  Due to the impact of market volatility on the Company's book value, it has ceased all dividends until further notice.

                                                                               

There is no guarantee that any dividends will be paid in respect of any financial period. The ability to pay dividends is dependent on a number of factors including the level of income returns from the Group's investments. There can be no guarantee that the Group will achieve the target rates of return referred to in this document or that it will not sustain any capital losses through its activities.

 

12. Property, plant and equipment

 

 

Office

 equipment

 

Furniture and fixtures

 

Leasehold

improvements

 

 

Total

 

$

 

$

 

$

 

$

Cost








At 1 January 2022

104,703


20,251


34,588


159,542

Additions during the period

9,028


-


-


9,028

At 30 June 2022

113,731


20,251


34,588


168,570









Accumulated depreciation








At 1 January 2022

71,689


19,097


34,588


125,374

Charge for the period

7,789


616


-


8,405

At 30 June 2022

79,478


19,713


34,588


133,779









Net book value








At 30 June 2022

34,253


538


-


34,791









At 31 December 2021

33,014


1,154


-


34,168


                                                                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

 

13. Investments

 

Unlisted investments

 

 

 

 

 


APQ

Cayman Limited

 

APQ Corporate Services Limited

 

 

APQ Knowledge Limited

 

Delphos Holdings Limited

 

BARTR Holdings Limited

 

 

Evergreen Impact Limited

 

 

 

Listed Investments

 

 

 

 

Total

 

$

 

$

 

$

 

$

 

 

 

$

 

$

 

$

At 1 January 2022

         44,555,286


         4,632,220


         1,437,071


5,901,149


-


-


         3,208,326


         59,734,052

Additions 

-


-


-


1,400,000


-


-


-


850,000

Fair value movement

(15,584,259)


-


-


(67,148)


1


-


        (1,027,648)


(16,679,054)

Disposal

-


-


-


-


(1)


-


-


(1)


 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 30 June 22

28,971,027


4,632,220


1,437,071


7,234,001


-


-


2,180,678


44,454,997

 

The Company meets the definition of an investment entity, it is therefore required to measure its investments, including its subsidiary undertakings at fair value. Subsidiary undertakings whose primary purpose is to support the investment activities of the Company are consolidated on a line for line basis. Subsidiary undertakings which act as an investment holding company are valued based on the underlying trading investment companies they hold. These investments are held solely for capital appreciation and investment income and measured at fair value through profit and loss ("FVTPL").

 

Investments in subsidiaries

 

The following tables outlines the subsidiary undertakings of the Company:

 

Name

 

Country of incorporation

 

Registered Office

 

Immediate Parent Company

 

Holding %

 

Acquisition/ Incorporation Date

 

Activity

 

Recognition

 








 







APQ Partners LLP


England and Wales


22a St. James's Square, London, SW1Y 4JH

 


APQ Global Limited


100


10 August 2016


Investment support


Consolidated


                                                                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

 

13. Investments (continued)

 

Investments in subsidiaries

 

The following tables outlines the subsidiary undertakings of the Company:

 

Name

 

Country of incorporation

 

Registered Office

 

Immediate Parent Company

 

Holding %

 

Acquisition/ Incorporation Date

 

Activity

 

Recognition

APQ Cayman Limited


Cayman Islands


Mourant Ozannes Corporate Services (Cayman) Limited, 94 Solaris Avenue, Camana Bay, PO Box 1348, Grand Cayman KY1-1108


APQ Global Limited


100


10 August 2016


Investment entity


FVTPL

APQ Corporate Services Limited


Guernsey


PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT


APQ Global Limited


100


10 January 2019


Investment holding company


FVTPL

APQ Knowledge Limited


Guernsey


PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT


APQ Global Limited


100


1 March 2019


Investment holding company


FVTPL

New Markets Media & Intelligence Ltd


England and Wales


22a St. James's Square, London, SW1Y 4JH


APQ Knowledge Limited


100


26 February 20191


Trading investment company


FVTPL

Palladium Finance Group Limited


Seychelles


Global Gateway 8, Rue de la Perle, Providence, Seychelles


APQ Corporate Services Limited


100


22 February 20192


Trading investment company


FVTPL

Palladium Trust Company (NZ) Limited


New Zealand


Level 8, AIG Building, 41 Shortland Street, Auckland, New Zealand 1010


APQ Corporate Services Limited


100


22 February 20192


Trading investment company


FVTPL


                               

                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                                                                                          

For the six months ended 30 June 2022

 

13. Investments (continued)

 

Name


Country of incorporation


Registered Office


Immediate Parent Company


Holding %


Acquisition/ Incorporation Date


Activity


Recognition

Palladium Trust Services Ltd


England and Wales


22a St. James's Square, London, SW1Y 4JH


APQ Corporate Services Limited


100


22 February 20192


Trading investment company


FVTPL

Parish Corporate Services Limited


Guernsey


PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT.


APQ Corporate Services Limited


100


29 January 2020


Trading investment company


FVTPL

Parish Group Limited


Guernsey


PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT.


APQ Corporate Services Limited


100


29 January 2020


Trading investment company


FVTPL

Parish Nominees Limited


Guernsey


PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT.


APQ Corporate Services Limited


100


29 January 2020


Trading investment company


FVTPL

Parish Trustees Limited


Guernsey


PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT.


APQ Corporate Services Limited


100


29 January 2020


Trading investment company


FVTPL

Delphos Holdings Limited1


Guernsey


PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT.


APQ Global Limited


100


13 August 2021


Investment holding company


FVTPL

Delphos International, Ltd


United States


2121 K St, N 2121 K St, NW, Suite 1020, Washington, DC 20037


Delphos Holdings Limited


100


3 March 2020


Trading investment company


FVTPL

Delphos FMA - Frontier Markets Advisors Inc


Canada


202-230 ch. du Golf, Montreal, QC H3E 2A8, Canada


Delphos Holdings Limited


70


20 January 2021


Trading investment company


FVTPL

Delphos Impact Limited2


Guernsey


PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT.


Delphos Holdings Limited


100


18 August 2021


Trading investment company


FVTPL


                               

                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)  

For the six months ended 30 June 2022

 

13. Investments (continued)

 

Name


Country of incorporation


Registered Office


Immediate Parent Company


Holding %


Acquisition/ Incorporation Date


Activity


Recognition

Delphos Partners LLP


England and Wales


22a St. James's Square, London, England, SW1Y 4JH


Delphos Holdings Limited


97


6 October 2021


Trading investment company


FVTPL

Delphos Services Limited


Guernsey


PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT.


Delphos Holdings Limited


100


27 September 2021


Trading services company


FVTPL

Evergreen Impact Limited


Guernsey


PO Box 142, Suite 2, Block C, Hirzel Court, St Peter Port, Guernsey, GY1 3HT.


APQ Global Limited


50


10 August 2021


Trading management consultancy


FVTPL

 

1 The Company made capital contributions to Delphos Holdings Limited in order to meet working capital requirements of its subsidiaries Delphos International, Ltd ($550,000 contributed) and Delphos Impact Limited ($850,000 contributed).

2 Delphos Capital Limited changed its name to Delphos Impact during the period.

Other investments

On the 19 November 2018, APQ Global Limited acquired a capital interest represents a 40% shareholding and equivalent voting rights BARTR Holdings Limited, a company incorporated in England and Wales, whose registered office is Tobias House St. Marks Court, Thornaby, Stockton-On-Tees, United Kingdom, TS17 6QW. BARTR Holdings Limited wholly owns two subsidiaries, BARTR Connect Limited, whose registered office is Tobias House St. Marks Court, Thornaby, Stockton-On-Tees United Kingdom, TS17 6QW, and BARTR Technologies Limited, whose registered office is 156 Great Charles Street Queensway, Birmingham, England, B3 3HN. On 19 May 2020, the capital interest was converted from ordinary shares to preference shares which have no voting rights, but preferential dividends and preferential rights on assets on wind up of BARTR Holdings Limited. BARTR Holdings Limited is held as an investment at fair value through profit or loss. On 3 February 2022, APQ Global exited its investment in BARTR Holdings Limited for a total consideration of £1.

 

The Company has made direct investments in equities that are freely traded on international stock exchanges. These investments are highly liquid and measured at fair value through profit and loss.

 

 

 

 


                               

                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

 

13. Investments (continued)

 

Valuation techniques        

                                                                                               

APQ Cayman Limited has a portfolio of tradable assets and liabilities which it values at fair value using the same policies as the Company. The Company is able to redeem its holding of APQ Cayman Limited at its net asset value.  Fair value of the investment in APQ Cayman Limited is therefore measured at its Net Asset Value ("NAV"). NAV is determined based on the observable market values of its portfolio of assets and liabilities.

 

Fair value of the investment in APQ Corporate, has been determined by determining the valuation of its underlying investments. The underlying investments have been valued through the income approach, incorporating comparison with external sources and the expected cash flows of the investment. The income approach was determined to be the most appropriate as the underlying investments are revenue generating businesses.

 

The investment in APQ Knowledge Limited was completed on 1 March 2019. Fair value has been determined by determining the valuation of its underlying investments. The underlying investments have been valued through the income approach, incorporating comparison with external sources and the expected cash flows of the investment. The income approach was determined to be the most appropriate as the underlying investments are revenue generating businesses.

 

The fair value of BARTR Holdings Limited is nil. This is due to BARTR Holdings Limited being a pre-revenue technology start-up company for which future revenue is highly uncertain, and without comparable companies to benchmark the valuation against. The income approach and market approach therefore do not produce a reliable valuation and management has therefore determined the valuation to be $nil.

 

Listed investments are measured at fair value using the current market bid price for the underlying equity as quoted on the applicable stock exchange the security is traded on.

 

Unlisted managed funds  

               

The Company classifies its investments into the three levels of the fair value hierarchy based on:                                                                                                                                                  

Level 1: Quoted prices in active markets for identical assets or liabilities;                                                                             

Level 2: Those involving inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices); and                                                             

Level 3: Those with inputs for the asset or liability that are not based on observable market data (unobservable inputs).         

The Company has classified its investments in BARTR Holdings Limited, APQ Corporate Services Limited and APQ Knowledge Limited as level 3 as the inputs utilised in valuing the investments are deemed to be unobservable, as they are private investments. The most significant unobservable input used in the fair value of the investments in APQ Corporate Services Limited and APQ Knowledge Limited are the future expected cash flows of the investments these companies hold, used in deriving a valuation using discounted cash flows. Valuation is determined for these holding companies by the value of the underlying investments held. The Company has valued its investment in BARTR Holdings Limited as $nil. The unobservable inputs of future cash flows could not be reliably determined due to the pre-revenue nature of the business and therefore the most reliable fair value to be determined was $nil. The movement in the investments in the year are shown above.

 


                               

                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

 

13. Investments (continued)

 

Unlisted managed funds  

 

The Company has classified its investments in APQ Cayman Limited as level 3. Valuation is determined based on the NAV. The majority of underlying assets and liabilities of APQ Cayman Limited are held at fair value based on observable markets.

 

The listed investments are designated as Level 1 instruments in the fair value hierarchy as fair value can be determined by the quoted market price for these assets. The movement of investments classified by level is as per the below.

 

The movement of investments classified by level is as per the below.

                                                                               

 

Level 1

 

Level 2

 

Level 3

 

Total

 

 

$

 

$

 

$

 

$

 

 

 

 

 

 

 

 

 

At 1 January 2022


3,208,326


         -


56,525,726


        59,734,052

Additions 


-


-


1,400,000


1,400,000

Fair value movement


(1,027,648)


-


(3,940,482)


(16,679,054)

Disposals


-


-


(1)


(1)


 

 

 

 

 

 

 

 

At 30 June 2022


2,180,678


-


42,274,319


44,454,997










14. Trade and other receivables

 


 

 

 

30 June

2022

 

31 December 2021

 

 

 

 

 

$

 

$

 








Trade debtors





95,982


128,526

Amounts due from group undertakings 





157,490


718,257

Prepayments and accrued income





46,980


50,138

Other debtors





110,837


43,507














411,289


940,428









 

15. Trade and other payables

 


 

 

 

30 June

2022

 

31 December

2021

 

 

 

 

 

$

 

$

 








Trade creditors





96,365


146,060

Amounts due to group undertakings





185,892


315,768

Other creditors 





16,918


21,605

Accruals





140,468


273,193

Lease liability





38,051


83,780














477,694


840,406

 

 

 

 

 


                                                                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

 

16. 3.5% Convertible Unsecured Loan Stock 2024

 

Nominal number

 of CULS

 

Liability

component

 

Equity

component

 

$

 

$

 

$

 






As at 1 January 2022

41,446,167


37,025,083


6,919,355

Amortisation of discount on issue and issue expenses

-


1,225,319


-

Interest paid during the period

-


(669,427)


-

Exchange differences

-


(3,865,393)


-







As at 30 June 2022

41,446,167


33,715,582


6,919,355

 

At an Extraordinary General Meeting held on 4 September 2017, Resolutions were passed approving the issue of 4,018 3.5 per cent. convertible unsecured loan stock 2024 ("CULS") to raise £20,090,000 before expenses. The CULS were admitted to trading on the International Securities Market, the London Stock Exchange's market for fixed income securities and dealings commenced at 8.00 a.m. on 5 September 2017.

 

Following Admission there were 4,018 CULS in issue. Holders of the CULS are entitled to convert their CULS into Ordinary Shares on a quarterly basis throughout the life of the CULS, commencing 31 December 2017, and all outstanding CULS will be repayable at par (plus any accrued interest) on 30 September 2024. The initial conversion price is 105.358 pence, being a 10 per cent. premium to the unaudited Book Value per Ordinary Share on 31 July 2017. Following conversion of 80 per cent. or more of the nominal amount of the CULS originally issued, the Company will be entitled to require remaining CULS Holders to convert their outstanding CULS into Ordinary Shares after they have been given an opportunity to have their CULS redeemed.

 

On 22 January 2018, the Company raised a further £10,207,300 ($14,492,418) before expenses through the issue of 1,982 units of 3.5 per cent. convertible unsecured loan stock 2024 in denominations of £5,000 ($7,099) nominal each, at an issue price of £5,150 ($7,312) per unit.

 

17. 6% convertible preference shares

 

The 268,000 convertible preference shares, issued on 29 January 2020, were repurchased on 9 November 2021 at a rate of 2.9851 US dollars per convertible preference share. This resulted in a gain on repurchase of $647,912 which has been recognised in the profit and loss. The convertible preference shares were cancelled subsequent to repurchase.

 

18. Share Capital              

                                                                               

As at 30 June 2022, the authorised and issued share capital of the Company is 78,506,827 ordinary shares of no par value listed on The International Stock Exchange and AIM. All shares are fully paid up.                                                    

                                                                                               

Quantitative information about the Company's capital is provided in the statement of changes in equity and in the tables below.

                                                                                               

Holders of ordinary shares are entitled to dividends when declared and to payment of a proportionate share of the Companies net asset value on any approved redemption date or upon winding up of the Company. They also hold rights to receive notice, attend, speak and vote at general meetings of the Company.   

                                                                               

The Company's objectives for managing capital are:                                                                                

                                                                                               

·      To invest the capital in investments meeting the description, risk exposure and expected return indicated in its listing documents.

·      To maintain sufficient liquidity to meet the expenses of the Company, pay dividends and to meet redemption requests as they arise.

·      To maintain sufficient size to make the operation of the Company cost-efficient.

·      The Board has authority to purchase up to 14.99 percent. of the issued Ordinary Share capital of the Company. The Board intends to seek a renewal of this authority at each annual general meeting of the Company. No buy backs occurred during the period under review.


                                                                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

 

18. Share Capital (continued)

 

 

Ordinary

shares

 

 

 

 

 

No

 

£

 

$

 






At 1 January 2022

78,453,671


76,999,179


100,005,450







Shares issued from share awards during the period

12,848


50,3401


68,099







At 30 June 2022

78,466,519


77,049,520


100,073,549

 

During the period ended 30 June 2022, 12,848 (period ended 30 June 2021: 53,156) shares were issued as part of the share award scheme as detailed in note 19.

 

19. Share awards

 

On 19 April 2017 (and amended 17 July 2018), the Company established a share award scheme for the employees of the Company. The scheme grants the Board the authority to allot share awards or share options with service conditions attached. Share awards or options can only be awarded for performance periods whereby the book value per share (excluding dividend transactions) exceeds the book value per share for all previous performance period ends. The maximum amount of share awards or options is determined by reference to 20% of the increased performance of the current book value per share against all previous performance periods. The Board retains the right to settle these awards in either shares or cash. As the Company does not have a present obligation to settle in cash the awards are all recognised as equity settled share awards.

 

The first share awards were granted in 2018 with respect to the performance period ended 31 December 2017.

 

Grant date

 

Type of award

 

No. of instruments

 

Fair value of instrument granted pence

 

Vesting conditions

 

Final vesting date

 











1 January 2018


Shares


584,141


 

 

 

128.11


Awards vest quarterly over 5 years provided the employee is still in service of the Group.


31 December 2022

 

Fair value for the award dated 1 January 2018 is calculated by reference to the fixed value of cash per share that the Board is at discretion to pay rather than settle the award in shares.

 

 

 

2022

 

2021

 

 

Number of awards

 

Weighted average of fair value of instrument

 

Number of awards

 

Weighted average of fair value of instrument

 


 

 

cents

 

 

 

cents

 









Outstanding at 1 January


146,036


128.11


262,864


128.11

Settled in equity


(53,156)


128.11


(53,156)


128.11

Settled in cash


(5,258)


128.11


(5,258)


128.11

Outstanding at 30 June


87,622


128.11


204,450


128.11

 

 

 

                                                                            

                                                                            


                                                                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

 

19. Share awards (continued)

 

 

 

 

 

Charge for awards to be settled in Equity

 

Charge for awards settled in Cash

 

Total charge for share based awards

 


 

 

$

 

$

 

$

 









Period ended 30 June 2022




6,735


7,304


14,039










Period ended 30 June 2021




27,394


6,736


34,130

 

 

The unvested portion of the share awards currently granted is $5,711 (At 30 June 2021: $46,161). Of the awards outstanding, the number vested that are available for settlement amount to 29,207 (At 30 June 2021: 29,207).

 

20. Share warrants

 

On 29 January 2020, the Company issued 1,000,000 warrants as part of the acquisition of Parish Group Limited. The share warrants were cancelled during November 2021 and an amount of £107,702 transferred to retained earnings from the share warrants reserve.

 

21. Leases

 

Finance lease commitments

 

The Company's subsidiary, APQ Partners LLP, leases rental space and information with regards to this lease is outlined below:

 

 

Right of use asset

 

 

 

Land and buildings

 

 

 

 

$

Cost





At 1 January 2022




295,392

At 30 June 2022




295,392






Accumulated depreciation





At 1 January 2022




215,205

Charge for the period

 


 

40,094

At 30 June 2022

 


 

255,299


 


 


Net book value

 

 

 

 

At 30 June 2022




40,093

At 31 December 2021




80,187


                                                                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

 

21. Leases (continued)

 

Lease liability

 

 

30 June

2022

 

31 December 2021

 


$


$ 

Leased asset on 1 January


83,780


160,376

Interest on lease liability


2,573


10,773

Payments for lease


(55,395)


(88,016)

Exchange differences


7,093


647


 

 

 

 

At 30 June


38,051

 

83,780






The lease falls due:





Within 1 year


38,051


83,780



38,051

 

83,780

 

22. Capital Management                                                                                 

 

The Group can raise new capital which may be implemented through the issue of a convertible debt instrument, or such other form of equity or debt as may be appropriate.  It also has a buy-back authority subject to a maximum buy-back of 14.99 per cent of the issued Ordinary Shares.                                                                                 

                                                                                               

The Group's objectives for managing capital are:       

                                                                               

•              To invest the capital into investments through its subsidiaries.                                         

•              To maintain sufficient liquidity to meet the expenses of the Group and pay dividends.                                             

•              To maintain sufficient size to make the operation of the Group cost-effective.                                                                                                                                                                   

The Group may utilise borrowings in connection with its business activities. Although there is no prescribed limit in the Articles or elsewhere on the amount of borrowings that the Group may incur, the Directors will adopt a prudent borrowing policy and oversee the level and term of any borrowings of the Group and will review the position on a regular basis.

The Group's capital comprises:

 


30 June

2022

 

31 December 2021



$

 

$






Share capital


100,073,549


100,005,450

Equity component of 3.5% Convertible Unsecured Loan Stock 2024


6,919,355


6,919,355

Other capital reserves


106,535


167,331

Retained earnings


(89,639,881)


(78,570,633)

Exchange reserve


(4,927,513)


(4,927,513)

 





Total shareholders' funds


12,532,045


23,593,990

 

23. Related party transactions                       

                                                                                                               

Wayne Bulpitt founded the Active Group, now renamed the Aspida Group, who acted as administrator until 10 June 2020; he is also a shareholder of the Company.

                                                                                                                                                                                          

Bart Turtelboom founded APQ Partners LLP and is also a director of APQ Cayman Limited as well as the largest shareholder of the Company. 


The Directors are remunerated from the Company in the form of fees, payable monthly in arrears. Bart Turtelboom was entitled to an annual salary of £120,000 as Chief Executive Officer of the Company. From 1 April 2018 this was split between the Company and APQ Cayman Limited.


                                                                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

 

23. Related party transactions (continued)

 

 


APQ Global Limited - remuneration

 

APQ Global Limited - Share based remuneration

 

APQ Cayman Limited - remuneration

 

APQ Capital Services Limited - remuneration

 

APQ Knowledge Limited - remuneration

 

APQ Corporate Services Limited - remuneration

 

Total

 

 

$

 

$

 

$

 

$

 

      $

 

$

 

$

 


For the six months ended 30 June 2022

For the six months ended 30 June 2021


For the six months ended

30 June 2022

For the six months ended

30 June 2021


For the six months ended

30 June 2022

For the six months ended 30 June 2021

 

For the six months ended 30 June 2022

For the six months ended 30 June 2021

 

For the six months ended 30 June 2022

For the six months ended 30 June 2021

 

For the six months ended 30 June 2022

For the six months ended 30 June 2021

 

For the six months ended 30 June 2022

For the six months ended 30 June 2021

Bart Turtelboom

Chief Executive Officer

15,470

16,655


11,231

27,304


62,139

66,679


-

-


 

 

-

 

 

-


 

 

-

 

 

-


88,840

 

 

110,638

Wayne Bulpitt 

Non-Executive Chairman

25,117

27,712


-

-


-

-


-

-


 

 

-

 

 

-


 

 

-

 

 

-


25,117

 

 

27,712

Wesley Davis

Executive Director

22,500

22,500


-

-


22,500

22,500


417

1,313


 

107

 

1,597


 

443

 

1,692


45,967

 

49,602

Philip Soulsby

Non-Executive Director

19,328

12,157


-

-


-

-


-

1,042


 

 

-

 

 

-


 

 

-

 

 

-


19,328

 

 

13,199

Al Wadhah Al Adawi

Non-Executive Director

12,659

-


-

-


-

-


-

-


 

 

-

 

 

-


 

 

-

 

 

-


12,659

 

 

-

























95,074

79,024


11,231

27,304


84,639

89,179


417

2,355

107

1,597

443

1,692

191,911

201,151

 

The directors represent key management personnel. Additional key management personnel are the partners of the LLP, details of their remuneration is disclosed in Note 6.

 

The Company's administrator is Parish Group Limited, a wholly owned subsidiary of APQ Global Limited. APQ Global Limited has incurred $74,174 (six months ended 30 June 2021: $43,584) of fees and expenses to Parish Group Limited as administrator of the Company. As at 30 June 2022 the balance owed to Parish Group Limited was $nil (31 December 2021: $nil).


                                                                                                               

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)                                          

For the six months ended 30 June 2022

 

23. Related party transactions (continued)

 

As described in the Listing Document, and under the terms of the Services Agreement, APQ Partners LLP assist the Board and the Group's management based in Guernsey with the implementation of its business strategy, provide research on business opportunities in emerging markets and provide support for cash management and risk management purposes. APQ Partners LLP are entitled to the reimbursement of expenses properly incurred on behalf of APQ Global Limited in connection with the provision of its services pursuant to the agreement.

 

APQ Partners LLP has recharged expenses of $525,525 (six months ended 30 June 2021: $250,868) to APQ Global Limited during the period. As at 30 June 2022, APQ Global Limited was owed $104,671 from APQ Partners LLP (31 December 2021: $32,891). In both the current and prior period amounts have been eliminated on consolidation.

 

During the period, the Group recharged expenses to APQ Cayman Limited of $192,355 (six months ended 30 June 2021: $250,868) and was recharged expenses of $11,778 (six months ended 30 June 2021: $8,339) from APQ Cayman Limited. During the six months period to 30 June 2022, APQ Global Limited received dividends from APQ Cayman Limited of $5,519,712 (six months ended 30 June 2021: $3,087,885).

 

During the period, APQ Global Limited provided capital contributions to Delphos Holding Limited totalling $1,400,000 (six months ended 30 June 2021: $nil).

 

As at 30 June 2022, APQ Global Limited owed $264,410 (31 December 2021: $ 264,410) to APQ Corporate Services Limited.

 

During the period, APQ Global Limited received dividends of $nil (six months ended 30 June 2021: $96,702) from APQ Knowledge Limited.

 

In 2021, APQ Global provided a loan to Palladium Trust Services Limited, a group undertaking, of $nil (31 December 2020 - $77,849). In addition, the loan attracts interest at a rate of 10%. During the period, APQ Global charged interest of $7,099 (six months ended 30 June 2021: $6,202). As at 30 June 2022, APQ Global Limited was owed $157,490 (31 December 2021: $168,257) from Palladium Trust Services Limited.

 

As at 30 June 2022 APQ Global Limited owed $46,050 (31 December 2021: $52,382) to New Markets Media & Intelligence Ltd.

 


[1] Where we refer to revenue from income generating operating activities this relates to the revenue of our investee companies.

[2] Where we refer to revenue from income generating operating activities this relates to the revenue of our investee companies.



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