3 October 2022
Codex Acquisitions plc
(the "Company")
Unaudited interim results for the period from 11 October 2021 to 30 June 2022
Codex Acquisitions plc (LON:CODX) announces its unaudited interim results for the period from the date of incorporation on 11 October 2021 to 30 June 2022.
- Ends -
For further information please contact:
| Codex Acquisitions plc
| Julio Perez +44 (0)20 8682 0582
|
About Codex Acquisitions plc
Codex Acquisitions plc is a special purpose acquisition company (SPAC) seeking suitable acquisition targets in the clean and renewable energy sector.
Codex Acquisitions plc is actively seeking to partner with sector-leading companies in the renewable energy sector, and believes that renewable energy investments is an asset class where it is possible to achieve attractive long-term investment yield whilst making a major contribution to lower global carbon emissions.
Codex Acquisitions plc is seeking to deliver not only financial performance, but a positive contribution to society, benefitting all stakeholders and fostering long-term sustainable growth. Environmental Social and Governance (ESG) considerations are important factors that will guide the Company when selecting possible investment opportunities.
The Company is supported by its financial adviser, Codex Capital Partners Limited.
For further information on the Company, please visit www.codexplc.com, with the Company's Prospectus to be found at http://www.codexplc.com/investors-2.
Forward-looking statements
Certain statements in this announcement constitute ''forward-looking statements''. Forward-looking statements include statements concerning the plans, objectives, goals, strategies and future operations and performance of the Company and the assumptions underlying these forward-looking statements. The Company uses the words ''anticipates'', ''estimates'', ''expects'', ''believes'', ''intends'', ''plans'', ''may'', ''will'', ''should'', and any similar expressions to identify forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the Company's actual results, performances or achievements to be materially different from any future results, performances or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding present and future business strategies and the environment in which the Company will operate in the future. These forward-looking statements speak only as at the date of this announcement. The Company is not obliged, and does not intend, to update or to revise any forward-looking statements, whether as a result of new information, future events or otherwise except to the extent required by any applicable law or regulation. All subsequent written or oral forward-looking statements attributable to the Company, or persons acting on behalf of the Company, are expressly qualified in their entirety by the cautionary statements contained throughout this announcement. As a result of these risks, uncertainties and assumptions, a prospective investor should not place undue reliance on these forward-looking statements.
CHAIRMAN'S STATEMENT
I am pleased to announce the Company's interim results for the period from the date of incorporation on 11 October 2021 to 30 June 2022.
Financial review
The Company incurred a loss of £206,000 in the period. The majority of this comprises the expenditure relating to the admission of the Company's entire share capital to listing on the standard segment of the Official List of the Financial Conduct Authority (a "Standard Listing") and to trading on the main market for listed securities of London Stock Exchange plc ("Main Market") on 9 March 2022.
The Company had a cash position of £654,000 as at 30 June 2022. The Company had a basic loss per share of 2p.
Outlook
The Company's near-term goal remains focused on evaluating opportunities to acquire and to ultimately undertake one or more acquisitions in the clean and renewable energy sector.
On behalf of the board of directors of the Company (the "Board" or "Directors"), I would like to take this opportunity to thank our staff and advisers for their hard work as well as our shareholders for their continued support.
We look forward to updating shareholders on our progress in due course.
James Lawson-Brown
Chairman
STATEMENT OF DIRECTORS' RESPONSIBILITIES IN RESPECT OF THE CONDENSED INTERIM REPORT AND CONDENSED FINANCIAL STATEMENTS
The Directors, being James Lawson-Brown, Julio Perez and Kate Osborne (all statutory non-executive), confirm that the condensed interim financial information has been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting', as adopted by the UK and that the Interim Report includes a fair review of the information required by DTR 4.2.7R and DTR 4.2.8R, namely: an indication of important events that have occurred during the period and their impact on the condensed interim financial information, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and material related-party transactions in the period.
By order of the Board
Julio Perez
Director
|
STATEMENT OF COMPREHENSIVE INCOME | ||||
| | |
| | 11 October 2021 to |
| | |
| | 30 June |
| |
|
|
Notes | 2022 (Unaudited) £ |
|
Administrative expenses |
|
|
5 |
(206,444) |
|
Finance costs | |
| |
- |
|
Loss before taxation | |
| |
(206,444) |
| Income tax expense | |
| | - |
|
Loss for the period attributable to equity | | | |
|
| holders of the parent company |
| | (206,444) | |
|
Total comprehensive loss for the period |
| |
(206,444) | |
|
Earnings per share | | |
| |
| Earnings per share attributable to the equity holders (pence) | | |
(0.2) | |
| STATEMENT OF FINANCIAL POSITION | ||||
| | |
| | At 30 June |
| |
|
|
Notes | 2022 (Unaudited) £ |
|
Assets | | | |
|
| Current assets | | | |
|
| Cash and cash equivalents | |
| | 653,586 |
| Total current assets | |
| | 653,586 |
| Total assets | |
| | 653,586 |
|
Liabilities | | | |
|
| Current liabilities | | | |
|
| Trade and other payables | |
| | 10,030 |
| Total current liabilities | |
| | 10,030 |
| Total liabilities | |
| | 10,030 |
|
Capital and reserves attributable to shareholders | | | |
|
| Share capital | |
| 4 | 850,000 |
| Accumulated losses | |
| | (206,444) |
| Total capital and reserves | |
| | 643,556 |
| Total equity and liabilities | |
| | 653,586 |
The statement of changes in equity of the Company from the date of incorporation on 11 October 2021 to 30 June 2022 is stated below:
| STATEMENT OF CHANGES IN EQUITY |
| ||
| | Share capital | Accumulated losses |
Total |
| | £ | £ | £ |
| At 11 October 2021 (unaudited) | 50,000 | - | 50,000 |
| Loss for the period | - | (206,444) | (206,444) |
| Total comprehensive loss for the period | - | (206,444) | (206,444) |
| Issue of shares | 800,000 | - | 800,000 |
| At 30 June 2022 (unaudited) | 850,000 | (206,444) | 643,556 |
For the period from 11 October 2021 to 30 June 2022
| STATEMENT OF CASH FLOWS | | |
| |
Notes | Period ended 30 June 2022 Unaudited £ |
| Cash flow from operating activities Loss before taxation | |
(206,444) |
| Operating cash flows before working capital changes | |
(206,444) |
| Changes in working capital: (Increase)/decrease in receivable | |
- |
| Increase in payables | | 10,030 |
|
Net cash used in operating activities | |
(196,414) |
|
Financing activities Issue of ordinary shares | |
850,000 |
| Net cash flow from financing activities | | 850,000 |
|
Net Increase in cash and cash equivalents in the period | |
653,586 |
|
Total cash and cash equivalents at the end of the period | | 653,586
|
NOTES TO THE COMPANY FINANCIAL INFORMATION
1. General information and basis of preparation
The principal activity of the Company is to identify potential companies, businesses or asset(s) in the clean and renewable energy sector that will increase shareholder value. The Company is domiciled in the United Kingdom and incorporated and registered in England and Wales as a public limited company. The Company's registered office is 9th Floor, 107 Cheapside, London EC2V 6DN, United Kingdom. The Company's registered number is 13672588.
2. Accounting policies
Basis of preparation
The Financial Statements of the Company have been prepared in accordance with UK-adopted international accounting standards. The Financial Statements have been prepared under the historical cost convention unless otherwise stated. The Financial Statements are prepared in pounds Sterling and presented to the nearest pound.
The preparation of the Company financial statements in conformity with UK-adopted international accounting standards requires the use of certain critical accounting estimates. It also requires the Directors to exercise their judgment in the process of applying the Company's accounting policies.
In the opinion of the management, the interim unaudited financial information includes all adjustments considered necessary for fair and consistent presentation of this financial information.
Going concern
The Company financial statements have been prepared on a going concern basis as the Directors have assessed the Company's ability to continue in operational existence for the foreseeable future. The operations are currently being financed by issuances of new equity. The Company is reliant on the continuing support from its shareholders and the expected support of future shareholders. The Company financial statements do not include the adjustments that would result if the Company were not to continue as a going concern.
2. Segmental analysis
In the opinion of the Directors, the Company is primarily organised into a single operating segment. This is consistent with the Company's internal reporting to the chief operating decision maker. Separate segmental disclosures have therefore not been included.
3. Loss per share
Basic loss per share is based on the net loss for the period of £206,444 attributable to equity holders related to the weighted average number of ordinary shares in issue during the period of 8,500,000.
The following reflects the loss and share data used in the basic loss per share computations:
|
For six months ended |
| 30 June 2021 |
| Unaudited |
|
Loss after tax (206,444) Number of ordinary shares of £0.10 in issue 8,500,000 |
| Loss per share - basic (pence) (0.2)
|
4. Share capital
Issued equity share capital
At 30 June 2022
Unaudited
Number £
________________________________________________________________________________________
Issued and fully paid
Ordinary Shares of £0.10 each 8,500,000 850,000
The Company was incorporated on 11 October 2021, on which date the issued share capital was
£50,000 divided into 500,000 shares of nominal value £0.10 each.
Conditional on admission to a Standard Listing and to trading on the Main Market of the Company's entire share capital on 9 March 2022, the Company issued 8,000,000 Ordinary Shares at a price of 10p each to raise gross cash subscription receipts of £800,000.
|
5. Administrative expenses | | ||
| |
| | For the period ended |
| |
| | 30 June |
| |
| | 2022 Unaudited £ |
|
This is stated after charging: | | |
|
| Auditor's remuneration | | |
|
| -audit of the Company |
| | 25,000 |
| -non-audit services |
| | - |
| Directors' remuneration |
| | - |
| Legal, professional and consultancy fees |
| | 125,250 |
| Other expenses |
| | 56,194 |
|
6. Post balance sheet events | | | |
There were no significant events subsequent to the balance sheet date.
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