TIDMGSC

RNS Number : 8595U

GS Chain PLC

31 March 2023

31 March 2023

GS CHAIN PLC

("GS Chain " or the "Company")

Half-Year Results

GS Chain (LSE: GSC) announces is pleased to announce its Half-Year results for the Period Ended 31 December 2022. The full unaudited financial statements will be uploaded to the Company website: https://gschain.world/

IMPORTANT EVENTS

The Company continued with its quest to analyse a list of potential acquisition targets throughout the period. The Company also submitted its application to list on the OTCQB market, aiming to facilitate participation for US investors.

The directors also provided a cash injection post period end of GBP400,000 to ensure sufficient cash reserves were available to the Company. This has been disclosed under Note 15 below.

The directors have also assessed the principal risks and uncertainties and have disclosed this under Note 7 below.

This announcement contains information which, prior to its disclosure, constituted inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended).

The directors of GS Chain plc accept responsibility for this announcement.

For further information please contact:

 
  GS Chain plc 
  Alan Austin, CEO                      alan@gschain.world 
                                         +44 20 3989 2217 
                                      -------------------------- 
  Leon Filipovic, Chairman              leon@gschain.world 
                                      -------------------------- 
  First Sentinel (Corporate Adviser) 
                                      -------------------------- 
  Brian Stockbridge                     brian@first-sentinel.com 
                                         +44 7876 888 011 
                                      -------------------------- 
 
 
                                  UNAUDITED CONDENSED STATEMENT OF COMPREHENSIVE 
                                      INCOME FOR THE PERIODED 31 DECEMBER 
                                                        2022 
 
                                                                       Period Ended  Period Ended 
                                       31 December 22                                31 December 
                                        Notes GBP                                         21 
                                                                                          GBP 
CONTINUING OPERATIONS 
 Revenue                                                                          -             - 
Administrative expenses                                                   (681,879)         (582) 
                                                                                     ------------ 
OPERATING LOSS                                                            (681,879)         (582) 
                                                                                     ------------ 
LOSS BEFORE INCOME 
 TAX                                                                      (681,879)         (582) 
Income tax                                 4 -                                                  - 
                                                                                     ------------ 
 
LOSS FOR THE PERIOD                                                       (681,879)         (582) 
                                                                                     ------------ 
 
 
  Earnings per share 
  expressed in pence 
  per share:                                 5 
Basic                                                                             -             - 
Diluted                                                                           -             - 
 

UNAUDITED CONDENSED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE PERIODED 31 DECEMBER 2022

 
                                  Period Ended       Period Ended 
                                31 December 22     31 December 21 
                                           GBP                GBP 
 LOSS FOR THE PERIOD                 (681,879)              (582) 
 
 OTHER COMPREHENSIVE INCOME                  -                  - 
 
 TOTAL COMPREHENSIVE INCOME 
  FOR THE PERIOD                     (681,879)              (582) 
 
 

UNAUDITED CONDENSED STATEMENT OF FINANCIAL POSITION 31 DECEMBER 2022

 
                                         31 December      30 June 
                                 Notes       2022           2022 
  ASSETS                                      GBP           GBP 
  CURRENT ASSETS 
Cash and cash equivalents         8        221,604      953,838 
                                        --------------  ----------- 
TOTAL ASSETS                               221,604      953,838 
                                        --------------  ----------- 
EQUITY 
SHAREHOLDERS' EQUITY 
 Called up share capital           9         66,798         66,798 
Share premium Account             10       927,802      927,802 
Retained earnings                 10       (985,283)    ( 303,404) 
                                        --------------  ----------- 
TOTAL EQUITY                                 9,317      691,196 
                                        --------------  ----------- 
LIABILITIES 
CURRENT LIABILITIES 
 Trade and other payables          11        (212,287)    (262,642) 
                                        --------------  ----------- 
TOTAL LIABILITIES                          (212,287)     (262,642) 
                                        --------------  ----------- 
TOTAL EQUITY AND LIABILITIES               (221,604)    (953,838) 
                                        ==============  =========== 
 

The unaudited condensed interim financial statements were approved by the Board of Directors and authorized for issue on 30 March 2023 and were signed on its behalf by:

L Filipovic - Director

UNAUDITED CONDENSED STATEMENT OF CHANGES IN EQUITY FOR THE PERIODED 31 DECEMBER 2022

The unaudited statement of changes in equity of the Company for the period from 1 July 2021 to 31 December 2021is set out below:

 
                                    Called up                              Share premium 
                                      share         Retained                  Account           Total equity 
                                     capital        earnings 
                                       GBP            GBP                       GBP                 GBP 
Changes in equity 
 Issue of share capital               66,798            -                      927,002             993,800 
Total comprehensive loss                -            (582)                       -                 (582) 
                              ---------------  -----------------  ----------------------  ----------------------- 
Balance at 31 December 2021          66,798          (582)                    927,002             993,218 
                              ===============  =================  ======================  ======================= 
 The unaudited statement of changes in equity of the Company for 
  the period from 01 July 2022 to 31 December 2022 is set out below: 
                                    Called up                            Share premium 
                                      share             Retained          Account                    Total equity 
                                     capital            earnings 
                                     GBP               GBP                   GBP                      GBP 
Changes in equity 
 Issue of share capital                66,798                  -                 927,802           994,600 
Brought forward                             -          (303,404)                       -         (303,404) 
Total comprehensive loss                    -          (681,879)                       -                (681,879) 
                              ---------------  -----------------  ----------------------  ----------------------- 
Balance at 31 December 2022            66,798          (985,283)                 927,802            9,317 
                              ===============  =================  ======================  ======================= 
 

UNAUDITED CONDENSED STATEMENT OF CASH FLOWS

FOR THE PERIODED 31 DECEMBER 2022

   Period Ended                               Period Ended 
 
                                                31 December 22       31 December 
                                                      GBP                 21 
                                                                         GBP 
 Cash flows from operating 
  activities 
  Cash generated from operations           A          (469,592)            (582) 
 Net cash from operating 
  activities                                        (469,592)              (582) 
 
   Cash flows from financing                          (219,070)                - 
   activities 
   Payment of loan creditors 
 Amount introduced by                               18,980                     - 
  directors 
 Amount withdrawn by directors                      (62,552)              66,798 
 Net cash from financing 
  activities                                        (262,642)             66,798 
 
 
(Decrease)/increase in cash and cash equivalents 
 Cash and cash equivalents at beginning of         (732,234)   66,216 
period B                                           953,838          - 
                                                   ---------  ------- 
Cash and cash equivalents at end of period 
 B                                                 221,604    993,218 
                                                   ---------  ------- 
 

NOTES TO THE UNAUDITED CONDENSED STATEMENT OF CASH FLOWS FOR THE PERIODED 31 DECEMBER 2022

A. RECONCILIATION OF LOSS BEFORE INCOME TAX TO CASH GENERATED FROM OPERATIONS

 
                                    Period Ended   Period Ended 
                                     31 December    31 December 
                                         22             21 
                                        GBP            GBP 
 
  Loss before income tax              (681,879)        (582) 
  (Increase)/Decrease in trade 
   and other payables                  212,287           - 
 Cash generated from operations      (469,592)        (582) 
 

B. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

 
 Period ended 31 December 2022 
                                    31 December         1 July 
                                         22             22 
 
   Cash and cash equivalents          GBP 221,604       GBP953,838 
 Period ended 31 December 2021 
                                    31 December         1 July 
                                         21             21 
                                         GBP              GBP 
   Cash and cash equivalents           993,218              - 
 

NOTES TO THE CONDENSED FINANCIAL STATEMENTS FOR THE PERIODED 31 DECEMBER 2022

   1.          STATUTORY INFORMATION 

GS Chain Plc is a public company, limited by shares, registered in England and Wales. The Company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (GBP).

   2.           ACCOUNTING POLICIES 

Basis of preparation

The unaudited interim condensed unaudited financial statements for the period ended 31 December 2022 have been prepared in accordance with IAS 34 Interim Financial Reporting. They do not include all the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Company's financial position and performance since the last annual consolidated financial statements as at the year ended 30 June 2022. The results for the period ended 31 December 2022 are unaudited.

The unaudited condensed interim financial statements for the period ended 31 December 2022 have adopted accounting policies consistent with those followed in the preparation of the Company's annual financial statements for the year ended 30 June 2022.

Going Concern

The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future and therefore continues to adopt the going concern basis in preparing its financial Information.

Critical accounting judgements and key sources of estimation uncertainty

The preparation of these financial statements requires management to make judgments and estimates and form assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of expenses during the reporting period. On an ongoing basis, management evaluates its judgments and estimates in relation to assets, liabilities and expenses. Management uses historical experience and various other factors it believes to be reasonable under the given circumstances as the basis for its judgments and estimates. Actual outcomes may differ from these estimates.

The most significant judgment relates to the adoption of the going concern basis given the Company is newly incorporated and has not recorded any revenue since the date of incorporation.

The directors consider the Company's cash balances to be sufficient given the cash burn rate of the Company since listing on London Stock Exchange to ensure the Company will be able to continue as a going concern for a period of at least 12 months from the authorization of these financial statements.

Cash and cash equivalents

Cash represents cash in hand and deposits held on demand with financial institutions. Cash equivalents are short-term, highly liquid investments with original maturities of three months or less (as at their date of acquisition). Cash equivalents are readily convertible to known amounts of cash and subject to an insignificant risk of change in that cash value.

In the presentation of the Statement of Cash Flows, cash and cash equivalents also include bank overdrafts. Any such overdrafts are shown within borrowings under 'current liabilities' on the Statement of Financial Position.

   2.          ACCOUNTING POLICIES - continued Taxation 

Tax on profit or loss for the period comprises current and deferred tax. Tax is recognized in the statement of loss.

and comprehensive loss except to the extent that it relates to items recognized directly in equity, in which case it is recognized in equity.

Current tax is the expected tax payable on the taxable income for the period, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous periods.

Deferred tax is provided on temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.

The following temporary differences are not provided for: the initial recognition of assets or liabilities that affect neither accounting nor taxable profit other than in a business combination. The amount of deferred tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the statement of financial position date.

A deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the asset can be utilized.

   3.      EMPLOYEES AND DIRECTORS 

The average number of employees during the period were 4:

 
                                       Period Ended      Period Ended 
                                        31 December 22    31 December 
                                                          21 
                                           GBP                  GBP 
             Directors' remuneration   110,976                      - 
 
   4.      INCOME TAX 

Analysis of tax expense

No liability to UK corporation tax arose for the period ended 31 December 2022 nor for the period ended 31 December 2021.

Factors affecting the tax expense

The tax assessed for the period is higher than the standard rate of corporation tax in the UK. The difference is explained below:

 
                                          Period Ended      Period Ended 
                                          31 December 22     31 December 
                                                                 21 
                                               GBP              GBP 
 Loss before income tax                        (681,880)            (582) 
 Loss multiplied by the standard rate 
  of corporation tax in the UK of 19% 
  (2021 - 19%)                                 (129,557)            (111) 
 Effects of: 
 Unrecognized deferred tax assets                129,557              111 
 Tax expense                                           -                - 
 
   4.      INCOME TAX - continued 

No liability to UK corporation tax arose for the period ended 31 December 2022.

At the period end, there were unrecognized deferred tax assets of GBP129,557 in respect of unutilised tax losses. These have not been recognised as their recovery cannot be determined with reasonable certainty.

Deferred tax assets in respect of carried forward losses are not recognised in the financial statements.

   5.      EARNINGS PER SHARE 

Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.

Diluted earnings per share is calculated using the weighted average number of shares adjusted to assume the conversion of all dilutive potential ordinary shares.

Reconciliations are set out below.

 
 Basic EPS                           Earnings          2022          Per-share 
                                                  Weighted average     amount 
                                                  Number Per-share     pence 
                                                  of amount shares 
                                     GBP         GBP                 GBP 
 Earnings attributable to ordinary   (681,879)   -                   - 
  shareholders 
 Effect of dilutive securities       -           -                   - 
                                    ----------  ------------------  ---------- 
 
 Diluted EPS 
 Adjusted earnings                   (681,879)   -                   - 
                                    ==========  ==================  ========== 
 
 
 Basic EPS                           Earnings         2021          Per-share 
                                                 Weighted average     amount 
                                                 Number Per-share     pence 
                                                 of amount shares 
                                     GBP        GBP                 GBP 
 Earnings attributable to ordinary   (582)      -                   - 
  shareholders 
 Effect of dilutive securities       -          -                   - 
                                    ---------  ------------------  ---------- 
 
 Diluted EPS 
 Adjusted earnings                   (582)      -                   - 
                                    =========  ==================  ========== 
 
   6.      OPERATING SEGMENTS 

The Board considers that during the period ended 31 December 2022 the Company does not have a specific segment of operating given the recent listing.

Going forward the Company intends to focus on acquisitions in the technology space; specifically targeting companies that leverage state of the art technology in automotive, fintech, real estate, banking, finance, telecommunications, and blockchain industries.

   7.      FINANCIAL INSTRUMENTS 

Categories of financial assets and liabilities

The following table categorizes the carrying value of the financial assets and liabilities at the balance sheet date. In each case the fair value is not materially different to the carrying value

 
                     31 December 
  Financial assets          2022 
                             GBP 
Cash at bank             221,604 
Total                    221,604 
 

The contractual maturities of financial assets are all within 1 period of the balance sheet date.

 
 Financial liabilities               31 December 2022 
                                                  GBP 
 Trade and other current payables 
  excluding accruals and deferred 
  income                                      189,273 
 Total                                        189,273 
 

The contractual maturities of financial liabilities, including estimated interest payments are all within 1 period of the balance sheet date.

Risks arising from financial assets and liabilities

The following summarises the principal risks associated with the Company's financial assets and liabilities and how those risks are managed.

Liquidity and capital risk management

The Company's capital structure consists of items in shareholders' equity (deficiency). The Company's objectives when managing capital are to safeguard the Company's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

This is done primarily through equity financing. Future financings are dependent on market conditions. There were no changes to the Company's approach to capital management during the period.

The Company has adequate sources of capital to complete its business plan, current obligations and ultimately the development of its business over the long term and will need to raise adequate capital by obtaining equity financing and/or incurring debt.

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. As at 31 December 2022, the Company had a cash balance of GBP221,604 to settle current liabilities of GBP212,287. The Company's current financial liabilities have contractual maturities of 30 days or are due on demand and are subject to normal trade terms.

Interest rate risk

The Company does not currently have financial instruments that expose the Company to significant interest rate risk as the Company does not have any debt that bears variable interest rate.

Currency risk

The Company's financial instruments are currently all denominated in British Pounds.

Price risk

The Company does not hold any equity securities and therefore is not exposed to price risk.

Credit risk

The Company does not currently have any receivable and therefore is not exposed to credit risk.

   8.      CASH AND CASH EQUIVALENTS 
 
                  31 December 2022   30 June 2022 
                  GBP                GBP 
 Bank accounts    221,604            953,838 
 

Cash and cash equivalents consist of cash on hand and short-term deposits held with banks with an A-1+ rating. The carrying value of these approximates their fair value. Cash and cash equivalents included in the cash flow statement comprise the following balance sheet amounts.

   9.      CALLED UP SHARE CAPITAL 

Allotted, issued and fully paid:

 
   Number:        Class:                Nominal                   2022        2022 
                                         value:                    GBP         GBP 
   399,985,888    Ordinary                        0.000167       66,798        66,798 
 
   10.    RESERVES 
 
                    Retained earnings   Share premium Account   Totals 
                    GBP                 GBP                     GBP 
 At 1 June 2022     (303,404)           927,802                 624,398 
 Deficit for the 
  period            (681,879)                  -                (681,879 ) 
 At 31 December 
  2022              (985,283)           927,802                 (57,481) 
 
   11.    TRADE AND OTHER PAYABLES 
 
                               31 December 2022   30 June 2022 
 Current:                      GBP                GBP 
 Trade payable                 108,629            56,859 
 Other loan payable            62,460             - 
 Accrued expenses              23,014             10,608 
 Director's current account    18,184             195,175 
                               212,287            262,642 
 

The amounts due to directors represent management fees and other amounts accrued since the listing of the Company.

   12.    ULTIMATE PARENT COMPANY 

There is no one shareholder that owns greater than 50% of the issued share capital of GS Chain Plc. Therefore, the Company does not have an ultimate controlling party.

   13.    CONTINGENT LIABILITIES 

As at 31 December 2022 the Company had no material contingent liabilities.

   14.    RELATED PARTY DISCLOSURES 

There were no related party transactions except for the payments of directors' transactions disclosed in the interim financial statements.

   15.    EVENTS AFTER THE REPORTING PERIOD 

There have been no subsequent events since the reporting period end date other than a cash injection by the directors of GBP400,000 on 14(th) March 2023 to ensure that there was sufficient cash available to cover the Company's 1-year runway projections.

   16.    SHARE-BASED PAYMENT TRANSACTIONS 

There have been no share-based payment schemes or share option compensation since the Company was incorporated.

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END

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