TIDMAAA
RNS Number : 4959N
All Asia Asset Capital Limited
24 September 2019
Press Release
24 September 2019
All Asia Asset Capital Limited
("All Asia Asset Capital", "AAA" or the "Company")
Unaudited Interim Results for the period ended 30 June 2019
All Asia Asset Capital (AIM: AAA), an investing company focused
on investing in the growing markets of the Asia Pacific region,
today announces its unaudited interim results for the six months
ended 30 June 2019.
All Asia Asset Capital Limited
Robert Berkeley, Executive Chairman and
Finance Director
James Normand, Executive Director
Tel: +44 (0) 207 621 8910
www.aaacap.com
Allenby Capital Limited
(Nominated Adviser and Joint Broker)
Nick Athanas / Alex Brearley
Tel: +44 (0) 203 328 5656
www.allenbycapital.com
Peterhouse Capital Limited
(Joint Broker)
Lucy Williams / Duncan Vasey / Eran Zucker
Tel: +44 (0) 207 469 0930
www.peterhousecap.com
About AAA
AAA is an investment company that has been established as a
platform for investors looking to access growing markets in the
Asia-Pacific region. The Company invests in a portfolio of
companies with at least a majority of operations (or early-stage
companies that intend to have at least a majority of their
operations) in the Asia-Pacific region in industries with high
growth potential including, but not limited to: agriculture,
forestry and plantations, mining, natural resources, property,
and/or technology. AAA is publicly quoted and its shares are traded
on the AIM Market, which is operated by the London Stock
Exchange.
CHAIRMAN'S STATEMENT
I am pleased to report the results of All Asia Asset Capital
Limited (the "Company") together with its subsidiaries (the
"Group") for the six months ended 30 June 2019.
Business Review
During the six months ended 30 June 2019 the Company's sole
investment held was its 7% investment position in Myanmar Allure
Group Co., Ltd., ("MAG"), which owns and operates the Allure
Resort, a combined hotel, resort and gaming facility located in
Tachileik province, Myanmar, in the vicinity of the
Thailand-Myanmar Mae Sai border. In maintaining its minority
investment of 7% in MAG, the Board is positive regarding the
long-term outlook towards Myanmar and the hotel, resort and gaming
sector in particular.
As previously reported, the Board understands that MAG has
continued its planning in relation to expanding its facilities and
has maintained its focus on commencing such expansion at the
beginning of 2020. Partnership opportunities are still being
explored in the nascent sector of online gaming, with a particular
emphasis on collaborating with regional foreign gaming partners
including those from the Chinese-speaking region, Malaysia and
further afield. It is still understood that once MAG has committed
to its expansion plans, the expected construction time would be two
years. Once completed, these initiatives should lead to an increase
in MAG's revenue streams and capacity, which would therefore be
expected to start during 2022.
Notwithstanding these latest developments, as noted in the
results for the year ended 31 December 2018, the Company continues
to actively seek the realisation of its investment in MAG. The
Company will seek to utilise the potential upside of these
development plans to progress its strategy for seeking a
realisation of its investment in MAG, although the Company has yet
to engage in any material discussions with third parties in respect
of such a transaction.
Financial Results
During the six months ended 30 June 2019 the Company incurred a
net loss of GBP0.11 million (six months ended 30 June 2018: net
profit of GBP0.12 million). The loss was mainly attributable to
administrative expenses incurred by the Company.
During the six months ended 30 June 2019, the main asset of the
Group consisted of its minority investment in MAG. AAA's investment
in MAG was valued by an independent third-party valuer at a fair
value of GBP0.94 million as at 30 June 2019 (31 December 2018:
carrying value of MAG was GBP0.97 million). As at 30 June 2019, the
net assets of the Group were GBP0.97 million (31 December 2018: net
assets of GBP1.11 million) and the Group had cash and cash
equivalents of GBP0.082 million (31 December 2018: cash and cash
equivalents of GBP0.196 million). Given AAA's limited cash
position, the Company has recently completed a fundraising to raise
gross proceeds of GBP125,000, as announced on 17 September and as
described in more detail below.
Post Period Events and Board Changes Subsequent to the Reporting
Period
The Company raised GBP125,000 (before expenses) by way of a
placing of 31,250,000 new Ordinary Shares in the Company at a price
of 0.4 pence per share. The shares were admitted for trading on AIM
on 23 September 2019. It is intended that the net proceeds of the
placing will be used for additional working capital purposes. The
placing was arranged by Peterhouse Capital Limited, who have been
appointed as the Company's joint broker. In addition, the Company
has also granted a total of 1,562,500 warrants over new Ordinary
Shares to Peterhouse Capital Limited.
Additionally, James Normand joined the Company's Board as an
Executive Director on 23 September 2019. This will significantly
strength the board and allow it to explore new avenues going
forward, especially given the proposed adoption of an amendment to
the Company's investing policy. I will remain on the Board as the
Company's Executive Chairman and Finance Director and Dominic Seah
will remain as Independent Non-Executive Director.
The Company has also sought Shareholder approval to widen the
geographic focus of the Company's Existing Investing Policy so that
this includes investing in the European Region, via the adoption of
a proposed amendment to the Company's investing policy, further
details of which can be found below. It is also proposed that the
Company changes its name to All Active Asset Capital Limited, in
order to align the Company's name with the amended investing
policy.
The Company has convened an Extraordinary General Meeting, which
is to be held at the offices of Allenby Capital Limited, 5 St.
Helen's Place, London EC3A 6AB at 10.00 a.m. (UK time) on 10
October 2019. At this Extraordinary General Meeting, the Company
will seek shareholder approval for: (i) the proposed amendment to
the Company's investing policy; (ii) the change of the name of the
Company to All Active Asset Capital Limited and amendments to the
Company's memorandum and articles of association to reflect such
change of name and the adoption of amended and restated memorandum
and articles of association which incorporate the above changes;
and (iii) seek the authority to allot relevant securities and the
waiver of pre-emption rights.
Economic Outlook
As you will see from the statement above, the Company is
proposing an amendment to its investing policy with the intention
it to widen the geographical focus to include the European Region
and therefore potentially reduce the reliance/risk on one
particular region. This should significantly increase the potential
opportunities for the Company going forward. Notwithstanding the
proposed amendment the Company's investing policy, given that the
Company's sole current investment is situated in Myanmar, it is
important that we understand Myanmar's current economic
environment
The World Bank's June 2019 Myanmar Economic Monitor report noted
that overall Myanmar was regaining stability after a volatile 2018,
with the services sector remaining the key driver of growth. The
forecasted outlook remains positive, with economic growth projected
to further accelerate to 7.6% by 2020/21, underscored by reforms,
large planned infrastructure projects and investments into sectors
undergoing liberalisation.
Within the tourism and hospitality sector, according to
statistical data from the Ministry of Hotels and Tourism, as well
as World Bank staff estimates cited in the World Bank June 2019
Myanmar Economic Monitor report, tourist arrivals appear to have
increased, based on the available figures up to March 2019.
Appreciation
I would like to thank fellow Board members and staff, our
advisers and of course our shareholders for their continuing
support for AAA. I sincerely hope that the Company will continue to
enjoy such support towards the development of the Group in the
years to come.
Robert Anthony Rowland Berkeley
Chairman
Proposed Investing Policy
The proposed investing policy, which is subject to the approval
of shareholders at the Extraordinary General Meeting on 10 October
2019, is set out below, with those parts being in bold and
underlined showing the changes made from the existing investing
policy of the Company.
The Proposed Investing Policy is to be as follows:
The Company intends to invest in companies with at least the
majority of their operations (or early stage companies that intend
to have at least the majority of their operations) in the Asia
Pacific or European regions. The Company intends to invest in a
portfolio of companies with an initial focus on companies that
operate (or early stage companies that intend to operate) in
industries with likely high growth potential including, but not
limited to: agriculture, forestry and plantation, mining, natural
resources, property and/or technology.
The Directors intend to source and identify potential
investments in line with the Investing Policy through their own
research and network of contacts and possibly strategic
partnerships with other companies or persons who can assist the
Company in sourcing and identifying potential investments.
Investments are expected to be mainly in the form of equity
although investments may be by way of debt, convertible securities
or investments in specific projects. In the case of equity
investments, the Directors intend typically to take minority
positions (with suitable minority protection rights), primarily in
unquoted companies. Investments will therefore typically be of a
passive nature. However, whilst the Directors intend that typical
investments will constitute minority positions in investee
companies, should the Company make majority investments, the
Company may seek participation in the management or board of
directors of such an entity with a view to seeking to improve the
performance and growth of the business.
There is no limit on the size of an investment in a project. The
Directors expect that each investment will typically yield a
targeted internal rate of return of at least 20 to 30 per cent. per
annum. It is likely that a substantial portion of the Company's
financial resources will be invested in a small number of
companies, however the Company has not excluded the possibility of
making just one investment. Depending on the size of investments,
they may be deemed to be reverse takeovers for the purposes of the
AIM Rules, which would require Shareholder approval and
re-admission of the Company, as enlarged by the acquisition, to
trading on AIM.
In addition to paying the costs of the Company's ongoing
expenses, the Company's cash resources will primarily be used to
identify, evaluate and select suitable investment opportunities and
to make investments, either in part or in full, as applicable. The
Directors consider that as investments are made, or promising new
investment opportunities arise, further funding of the Company will
be required and they anticipate further equity fundraisings by the
Company. Subject to prevailing authorities to issue new Ordinary
Shares or, if required, with Shareholder approval, new Ordinary
Shares may be used as consideration, in whole or in part, for
investments. The Company will not be subject to any borrowing or
leverage limits. In order to mitigate investment risk, the
Directors intend to carry out a thorough due diligence process in
evaluating each potential investment including: site visits,
analysis of financial, legal and operational aspects of each
investment opportunity, meetings with management, risk analysis,
review of corporate governance and anti-corruption procedures and
the seeking of third party expert opinions and valuation reports
where the Directors see fit.
The Directors will apply investment criteria including: the
potential for capital growth and/or the potential for profit
generation with a view to receiving dividend income over time, high
attractiveness to potential buyers of the company in question in
order to facilitate exits and a strong and experienced management
team.
Given the time frame to fully maximise the value of an
investment, the Board expects that investments will be held for the
medium to long term, although short-term disposals of assets cannot
be ruled out in exceptional or opportunistic circumstances. The
Directors intend to re-invest the proceeds of disposals in
accordance with the Company's Investing Policy unless, at the
relevant time, the Directors believe that there are no suitable
investment opportunities in which case the Directors will consider
returning the proceeds to Shareholders in a tax efficient
manner.
Cash held by the Company pending investment, reinvestment or
distribution will be managed by the Company and placed in bank
deposits or in capital guaranteed schemes offered by major global
financial institutions, in order to protect the capital value of
the Company's cash assets. The Company may, where appropriate, also
enter into agreements or contracts in order to hedge against
interest rate or currency risks. Investments are expected to be
held by the Company or a subsidiary to be incorporated for the
purpose of holding an investment.
Any material change to the Company's Investing Policy will only
be made following the approval by ordinary resolution of
Shareholders in general meeting. In addition, if the Company has
not substantially implemented its Investing Policy within 18 months
of Admission, the Company will seek the approval of Shareholders at
its next annual general meeting for its Investing Policy and on
annual bases thereafter until such time that its Investing Policy
has been substantially implemented. If it appears unlikely that the
Company's Investing Policy can be implemented at any time, the
Directors will consider returning remaining funds to
Shareholders.
The Directors will review the Investing Policy on an annual
basis and will implement any non-material changes or variations as
they consider fit. Details of any such non-material changes or
variations will be announced as appropriate. Any material change or
variation of the Investing Policy will be subject to the prior
approval of Shareholders.
ALL ASIA ASSET CAPITAL LIMITED
CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
FOR THE SIX MONTHSED 30 JUNE 2019
Six months ended 30 June
2019 2018
------------- -------------
Notes GBP GBP
(Unaudited) (Unaudited)
Administrative expenses (111,276) (124,132)
------------- -------------
Loss before tax 3 (111,276) (124,132)
Income tax 5 - -
------------- -------------
Loss for the period attributable
to the owners of the Company (111,276) (124,132)
Other comprehensive income:
Items that may reclassified
subsequently to profit or loss:
(29,251) -
Loss on exchange difference on translating
financial
statements of foreign subsidiaries
------------- -------------
Total comprehensive expense
for the period (140,527) (124,132)
============= =============
Loss per share
Basic loss per ordinary share 6(a) (0.05) pence (0.06) pence
============= =============
Diluted loss per ordinary share 6(b) (0.05) pence (0.06) pence
============= =============
The notes on pages 11 to 14 form an integral part of these
financial statements.
ALL ASIA ASSET CAPITAL LIMITED
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2019
As at 30 As at 31
Jun 2019 Dec
2018
------------- ------------
Notes GBP GBP
(Unaudited) (Audited)
ASSETS
Non-current assets
Property, plant and equipment 3,074 4,186
Investment in equity instrument
at fair value through profit
or loss 7 942,001 971,252
------------- ------------
945,075 975,438
-------------
Current assets
Prepayment, deposit and other
receivable 59,059 4,128
Cash and bank balances 82,391 196,262
------------- ------------
Total current assets 141,450 200,390
------------- ------------
Total assets 1,086,525 1,175,828
============= ============
CAPITAL AND RESERVES
Share capital 8 6,284,194 6,284,194
Reserves (5,315,233) (5,174,706)
------------- ------------
Total equity 968,961 1,109,488
============= ============
LIABILITIES
Current liabilities
Other payables and accruals 117,564 66,340
------------- ------------
Total liabilities 117,564 66,340
============= ============
Total equity and liabilities 1,086,525 1,175,828
============= ============
Net current assets 23,886 134,050
============= ============
Total assets less current liabilities 968,961 1,109,488
============= ============
Net assets 968,961 1,109,488
============= ============
Approved and authorised for issue by the board of directors on
24 September, 2019.
Robert Anthony Rowland Berkeley Seah Boon Chin
Director Director
The notes on pages 11 to 14 form an integral part of these
financial statements.
ALL ASIA ASSET CAPITAL LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CHANGE IN EQUITY
FOR THE SIX MONTHSED 30 JUNE 2019
Fair Share
Share value option Exchange Accumulated
capital reserve reserve reserve losses Total
---------- ---------- --------- --------- ------------ ----------
GBP GBP GBP GBP GBP GBP
At 1 January 2019 6,284,194 - - 374,565 (5,549,271) 1,109,488
Total comprehensive
expense for the
period - - - (29,251) (111,276) (140,527)
At 30 June 2019 6,284,194 - - 345,314 (5,660,547) 968,961
========== ========== ========= ========= ============ ==========
At 1 January 2018 6,284,194 (350,618) - 300,051 (4,668,774) 1,564,853
Reclassification
of
investment
revaluation reserve
under IFRS 9 - 350,618 - - (350,618) -
---------- ---------- --------- --------- ------------ ----------
At 1 January 2018
(Restated) 6,284,194 - - 300,051 (5,019,392) 1,564,853
Total comprehensive
expense for the
period - - - 50,070 (124,132) (74,062)
At 30 June 2018 6,284,194 - - 350,121 (5,143,524) 1,490,791
========== ========== ========= ========= ============ ==========
The notes on pages 11 to 14 form an integral part of these
financial statements.
ALL ASIA ASSET CAPITAL LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHSED 30 JUNE 2019
Six months ended 30 June
2019 2018
------------- -------------
GBP GBP
(Unaudited) (Unaudited)
Operating activities
Loss before taxation (111,276) (124,132)
Adjustments for:
Depreciation of property, plant
and equipment 1,112 1,112
Gain on change in fair value of - -
convertible loan
Net realised gain on disposal of - -
available-for-sale investments
Operating loss before working capital
changes (110,164) (123,020)
(Increase)/Decrease in prepayment,
deposit and other receivables (54,931) 33
Increase in accruals and other payables 51,224 16,156
Cash used in operations (113,871) (106,831)
Interest received - -
------------- -------------
Net cash used in operating activities (113,871) (106,831)
------------- -------------
Net decrease in cash and cash equivalents (113,871) (106,831)
Cash and cash equivalents at beginning
of the period 196,262 355,418
Effect of foreign exchange rate changes,
net - 18,851
------------- -------------
Cash and cash equivalents at end
of the period 82,391 267,438
============= =============
Analysis of balances of cash and
cash equivalents
Cash and bank balances 82,391 267,438
============= =============
The notes on pages 11 to 14 form an integral part of these
financial statements.
ALL ASIA ASSET CAPITAL LIMITED
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHSED 30 JUNE 2019
1. GENERAL INFORMATION
All Asia Asset Capital Limited (the "Company") is an investment
company incorporated in British Virgin Islands on 14 September 2012
with its registered office located on Commerce House, Wickhams Cay
1, P.O. Box 3140, Road Town, Tortola, British Virgin Islands. The
shares of the Company were admitted to trading on the AIM market of
the London Stock Exchange on 2 May 2013.
The principal activity of the Company is to invest in growing
markets of Asia Pacific region.
The interim financial information relating to the six months
ended 30 June 2019 is unaudited and does not constitute statutory
accounts.
2. APPLICATION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS ("IFRSs")
(a) Statement of compliance
These condensed consolidated financial statements have been
prepared in accordance with International Accounting Standard
("IAS") 34, Interim financial reporting, issued by the
International Accounting Standards Board ("IASB"), the applicable
disclosure provisions of the AIM Rules issued by the London Stock
Exchange. The interim financial information is presented in Great
British Pound ("GBP"), rounded to the nearest thousand, unless
otherwise stated.
In the current interim period, the Group has applied, for the
first time, the following new and amendments to IFRSs and an
interpretation issued by the IASB which are mandatorily effective
for the annual period beginning on or after 1 January 2019 for the
preparation of the Group's condensed consolidated financial
statements:
IFRS 16 Leases
IFRS 23 Uncertainty over Income Tax Treatments
Amendments to IFRS 9 Prepayment Features with Negative Compensation
Amendments to IFRS 19 Plan Amendment, Curtailment or Settlement
Amendments to IFRS 28 Long-term Interests in Associates and Joint Ventures
The adoption of the amendments to IFRSs in the current period
has had no material effect on the Group's financial performance and
positions for the current and prior years and/or the disclosures
set out in these interim condensed consolidated financial
statements.
The preparation of condensed consolidated financial statements
in conformity with IAS 34 requires management to make judgements,
estimates and assumptions that affect the application of policies
and reported amounts of assets and liabilities, income and expenses
on a year to date basis. Actual results may differ from these
estimates.
This interim financial information contains condensed
consolidated financial statements and explanatory notes. The notes
include an explanation of events and transactions that are
significant to an understanding of the changes in financial
position and performance of the Group since the 2018 annual
financial statements. The condensed consolidated financial
statements and notes thereon do not include all of the information
required for a full set of financial statements prepared in
accordance with International Financial Reporting Standards
("IFRSs").
3. LOSS BEFORE TAX
Loss before tax arrived at after charging:
Six month ended 30 June
2019 2018
------------- -------------
GBP GBP
(unaudited) (unaudited)
Depreciation of property, plant and
equipment 1,112 1,112
Staff costs (including directors'
remuneration)
* Salaries and other benefits 26,250 26,250
* Fees 12,000 12,000
- -
* Retirement scheme contribution
4. DIRECTORS' REMUNERATION
The emoluments paid or payable to each of the directors were as
follows:
For six months ended 30 June 2019 (unaudited):
Salaries Retirement
and other scheme contribution
Fees benefits Total
--------- ----------- --------------------- ---------
GBP GBP GBP GBP
Executive directors
Mr. Robert Anthony
Rowland Berkeley - 15,000 - 15,000
Mr. Chu Wai Tak - - - -
Jonathan(1)
Independent
non-executive director - 15,000 - 15,000
Mr. Seah Boon Chin 11,250 - - 11,250
--------- ----------- --------------------- ---------
11,250 15,000 - 26,250
========= =========== ===================== =========
Note: (1) Resigned on 14 May 2019
For six months ended 30 June 2018 (unaudited):
Salaries Retirement
and other scheme contribution
Fees benefits Total
--------- ----------- --------------------- ---------
GBP GBP GBP GBP
Executive directors
Mr. Robert Anthony
Rowland Berkeley - 15,000 - 15,000
Mr. Chu Wai Tak - - - -
Jonathan
Independent
non-executive director - 15,000 - 15,000
Mr. Seah Boon Chin 11,250 - - 11,250
--------- ----------- --------------------- ---------
11,250 15,000 - 26,250
========= =========== ===================== =========
5. INCOME TAX
No change to income tax arises in the period as there were no
taxable profits in the period. The Company and its subsidiaries are
incorporated in British Virgin Islands and are not subject to any
income tax.
No deferred tax asset has been recognised in respect of the tax
loss due to the loss are not recognised by the tax authority of
relevant jurisdictions.
6. LOSS PER SHARE
(a) Basic loss per share
During the period, the calculation of basic loss per share is
based on the loss for the period attributable to shareholders of
GBP111,276 (2018: loss of GBP124,132) by the weight average number
of 212,826,072 ordinary shares in issue during the period (2018:
212,826,072).
(b) Diluted loss per share
In calculating diluted loss per share, no adjustment has been
made to the basic loss per share presented for the six months ended
30 June 2019 and 30 June 2018 in respect of a dilution as there is
no event creating any dilutive impact on the basic loss per share
during the respective periods.
7. INVESTMENT IN EQUITY INSTRUMENT AT FAIR VALUE THROUGH PROFIT OR LOSS
Investment in equity instrument at fair value through profit or
loss/available-for-sale financial assets comprise of:
30 June 31 December
2019 2018
------------- ------------
GBP GBP
(Unaudited) (Audited)
Unlisted equity securities
Myanmar Allure Group Company Limited 942,001 971,252
============= ============
The unlisted equity securities are measured at fair value and
are classified as Level 3 fair value measurement. Fair value is
estimated using Discounted Cash Flow ("DCF") method. There were no
changes in valuation techniques during the periods.
The movement of available-for-sale financial assets during the
period was mainly arising from the exchange realignment.
8. SHARE CAPITAL
30 June 31 December
2019 2018
----------- -----------
Authorised
1,000,000,000 ordinary shares
of no par value 100,000,000 100,000,000
=========== ===========
Issued
212,826,072 ordinary shares of
no par value 6,284,194 6,284,194
=========== ===========
All the shares issued were ranked pari passu in all respects
with the existing ordinary shares of the Company.
-ENDS-
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END
IR DMGZLZDDGLZM
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