BLOC.L Regulatory News (BLOC)

24th September 2018

BLOCKCHAIN WORLDWIDE PLC

("Blockchain" or "the Company")

Final Results for the 12 month period ended 30 June 2018

Blockchain (ticker: BLOC) announces its audited financial results for the period ended 30 June 2018.

Period highlights

· On 21 September 2017, the Company was admitted to the standard segment of the Official List and to trading on the London Stock Exchange's Main Market 

· Raised £1.5 million cash (gross) through the listing of 30,000,000 new ordinary shares

· Changed strategy from investing in telecoms to seeking business in the blockchain technology sector and changed name to Blockchain Worldwide plc

· Loss for the period of £82,251 with over £1.4m cash at period end

Jon Hale, Chairman of Blockchain said: "The blockchain sector continues to grow rapidly, attracting large amounts of capital investment, the formation of new sub-sectors and the development of innovative applications for blockchain around the world. 

"Since January, the board has examined a number of investment opportunities within the sector and remain confident we will identify and complete an acquisition to generate significant shareholder value in the near future. I look forward to being able to give shareholders further updates as soon as I can."

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CHAIRMAN'S STATEMENT

INTRODUCTION

I am pleased to present the financial results for the period ended 30 June 2018. Blockchain Worldwide Plc incorporated on 15 February 2017 and floated on the London Stock Exchange on 29 September 2017. The Company was created to undertake an acquisition within the telecoms sector, but on 22 January 2018, the strategy was changed to seek investment opportunities within the blockchain technology industry. To reflect this change, the Company changed its name from Stapleton Capital Plc to Blockchain Worldwide Plc.

Blockchain is a digital networked database system of ledgers that can record almost any type of data or transaction. The system is continually reconciled and, as information is stored in multiple locations, it is public and easily verifiable. Currently blockchain's mainstream use is as the basis for digital currency, however it has applications across multiple other industries such as data, banking, gaming and communications. It is within these industries and applications, among others, where the Directors believe the technology has the potential to cause major disruption and that they will focus the Company's resources.

BUSINESS REVIEW

During this period, Blockchain Worldwide Plc recorded a loss of £82,251 and the loss per share was 0.38p. This reflects the costs of the formation of the Company and its admission to the London Stock Exchange. The Company held cash reserves at the period end of over £1.4m with no debt financing.

FUTURE DEVELOPMENTS

The sector continues to grow rapidly as evidenced by the attraction of large amounts of capital investment, the formation of new sub-sectors and the development of innovative applications for blockchain around the world.

Since January, the board has examined a number of investment opportunities within the sector and remain confident we will identify and complete an acquisition to generate significant shareholder value in the near future. I look forward to being able to give shareholders further updates as soon as I can. 

Jon Hale

Chairman

21 September 2018

STRATEGIC REPORT

The Directors present the Strategic Report for the period ended 30 June 2018.

Blockchain Worldwide Plc incorporated on 15 February 2017. On 19 January 2018, the Company changed its name from Stapleton Capital Plc to Blockchain Worldwide Plc.

RESULTS

The Company made a loss for the period of £82,251.

REVIEW OF THE BUSINESS AND FUTURE DEVELOPMENTS

Information on the Company's activities is contained in the Chairman's Statement.

KEY PERFORMANCE INDICATORS

The Board seeks to maximise share value by investing in businesses with high growth potential. When an investment has been identified, the Board will assess it against a number of KPIs to assess its suitability.

PRINCIPAL RISKS AND UNCERTAINTIES AND RISK MANAGEMENT

Capital risk management

The Company manages its capital to ensure that it will be able to continue as a going concern while maximising returns to the shareholders. It is the current strategy of the Group to finance its activities from existing equity and reserves and by the issue of new equity whenever required.

Financial risk management

The directors consider the Company to be exposed to the following financial risks:

a. Price risk: the price paid for securities is subject to market movement that will have an impact on the operations of the Company.

b. Cash flow interest rate risk: the company has significant cash balances which exposes it to movements in the market interest rates.

c. Liquidity risk: the Company manages its cash requirements in order to maximise interest income.

Given the relatively small sized and operation of the Company in the period, the directors have not delegated the responsibility of risk monitoring to a sub-committee of the board, but will closely monitor the risks on a regular basis. The directors consider their exposure in the financial period to have been low.

Rodger Sargent

CEO 

21 September 2018

STATEMENT OF COMPREHENSIVE INCOME

FOR THE PERIOD ENDED 30 JUNE 2018

There was no other comprehensive income in 2018.

STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2018

These financial statements were approved by the Board of Directors on 21 September 2018 and were signed on its behalf by:

…………………………..

Rodger Sargent (CEO)

STATEMENT OF CHANGES IN EQUITY

FOR THE PERIOD ENDED 30 JUNE 2018

Share premium is stated net of issue costs of £170,870.

STATEMENT OF CASH FLOWS

FOR THE PERIOD ENDED 30 JUNE 2018

The cashflows during the year have had no impact on the movements in net debt; at the 30 June 2018 the company had no debt finance.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 30 JUNE 2018

1. GENERAL INFORMATION

Blockchain Worldwide Plc is a public limited company registered and incorporated in the England and Wales. The Company's principal activities are described in the Directors' Report. The Company's registered office and principal place of business is 4th floor, 43-44 Albemarle Street, London, England, W1S 4JJ. The Company's registered number is 10621059.

2. ACCOUNTING POLICIES

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union. The financial statements have been prepared using the measurement bases specified by IFRS for each type of asset, liability, income and expense. The measurement bases are more fully described in the accounting policies below.

The financial statements are presented in pounds sterling (£) which is the functional currency of the company.

An overview of standards, amendments and interpretations to IFRSs issued but not yet effective, and which have not been adopted early by the Company are presented below under 'Statement of Compliance'.

Statement of compliance

The financial statements comply with IFRS as adopted by the European Union. At the date of authorisation of these financial statements the following Standards and Interpretations affecting the Company, which have not been applied in these financial statements, were in issue, but not yet effective. The company does not plan to adopt these standards early.

· Amendments to IFRS 2 Share Based Payment (effective for accounting periods beginning on or after 1 January 2018)

· Amendments to IFRS 12 Disclosure of Interests in Other Entities (effective for accounting periods beginning on or after 1 January 2017)

· IFRS 15 Clarification of Revenue from Contracts with Customers (effective for accounting periods beginning on or after 1 January 2018)

· IFRS 16 Leases (effective for accounting periods beginning on or after 1 January 2019)

· Amendments to IAS 7 Statement of Cash Flows (effective for accounting periods beginning on or after 1 January 2017)

· Amendments to IAS 12 Income Taxes (effective for accounting periods beginning on or after 1 January 2017)

The implementation of these standards is not expected to have any material effect on the company's financial statements. The company has assessed the impact of implementing the above standards on the financial statements, there is no impact in the current period.

Going Concern

The directors have assessed the Company's position as at 30 June 2018 and at the signing date and consider it appropriate to prepare the financial statements on a going concern basis. There are cash reserves of £1.4m which the directors consider sufficient to ensure that the Company will be able to continue to meet its commitments as they fall due for at least twelve months from the date of approval of the financial statements.

Segment reporting

A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. A geographical segment is engaged in providing products or services within a particular economic environment that are subject to risks and returns that are different from those of segments operating in other economic environments.

The directors are of the opinion that the Company is not currently engaged in any more than a single sector as it has not yet traded and has incurred only set up fees and the costs of running a business for the period. Accordingly, no segmental analysis is considered necessary. The Company is based in the United Kingdom.

2. ACCOUNTING POLICIES (continued)

Expenses

All expenses are accounted for on an accruals basis and are presented through the Statement of Comprehensive Income.

Taxation

Current taxation is the taxation currently payable on taxable profit for the year.

Trade and other receivables

Trade and other receivables are recognised and carried at original invoice value less an allowance for any uncollectible amounts. An estimate for doubtful debts is made when collection of the full amount is no longer probable. Bad debts are written off when identified.

Cash and Cash equivalents

Cash and cash equivalents comprise cash on hand and demand deposits, together with other short-term, highly liquid investments that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in value.

Trade payables

Trade payables are initially measured at fair value and are subsequently measured at amortised cost, using the effective interest rate method.

Financial instruments

The Company's financial assets comprise cash and cash equivalents.

The Company's financial liabilities comprise trade payables. Financial liabilities are obligations to pay cash or other financial assets and are recognised when the Company becomes a party to the contractual provisions of the instruments.

Equity

Equity comprises the following:

· "Share capital" represents the nominal value of equity shares.

· "Share premium" represents the excess over nominal value of the fair value of consideration received for equity shares, net of expenses of the share issue.

· "Retained losses" represents cumulative net gains and losses recognised in the Statement of Comprehensive Income

Critical Accounting Estimates and Judgements

The preparation of financial statement in conformity with IFRS requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting year. These estimates and assumptions are based upon management's knowledge and experience of the amounts, events or actions. Actual results may differ from such estimates.

The Directors' consider the only area subject to estimation and judgement to be transaction costs. The Directors have apportioned certain costs in accordance with IAS 32 to the share premium account as relating to the issue of shares. This area is reviewed on an annual basis by the Directors to ensure that to the best of their knowledge the appropriate costs have been apportioned between share premium and the income statement.

3. SEGMENTAL INFORMATION

The Company is organised around one business class and the results are reported to the Chief Operating Decision Maker according to this class. There is one continuing class of business, being the investment in the blockchain technology industry.

Given that there is only one continuing class of business, operating within the UK, no further segmental information has been provided.

5. STAFF COSTS

Staff costs for all employees, including directors, were £nil and therefore remuneration of key management personnel was £nil. The average monthly number of employees during the year, including directors, was 2.

No deferred tax asset has been recognised as the Directors cannot be certain that future profits will be sufficient for this asset to be realised.

The Directors consider that the carrying amount of cash and cash equivalent represents their fair value.

The fair value of trade and other payables is considered by the Directors not to be materially different to carrying amounts.

Share premium is stated net of issue costs of £170,870. Included within these costs is a share based payment expense recognised against share premium for the period end 30 June 2018 was £75,000.

Fully paid ordinary shares, which have a par value of 1p, carry one vote per share and rank equally in respect of dividends.

Capital management

The Company manages its capital to ensure that it will be able to continue as a going concern while maximising returns to shareholders. It is the current strategy of the Company to finance its activities from existing equity and reserves and by the issue of new equity as required.

The Board's policy is to maintain a strong capital base so as to maintain investors, creditors and market confidence and to sustain future development of the business. The Board manages the Company's affairs to achieve shareholders returns through capital growth and income.

The Company is not subject to externally imposed capital requirements.

11. LOSS PER SHARE

The calculation of loss per ordinary share is based on the loss attributable to ordinary shareholders divided by the weighted average number of shares in issue during the period.

12. NET ASSET VALUATION

The net asset valuation per share is calculated by dividing the net assets attributable to the equity holders of the Company at the end of the reporting period by the number of shares in issue.

13. FINANCIAL INSTRUMENTS

The Company's activities expose it to a variety of financial risks: market risk, credit risk, liquidity risk, cash flow interest rate risk and equity price risk.

Risk management is carried out by the Board of Directors.

(a) Capital management

The Company's objectives when managing capital are:

· to safeguard the Company's ability to continue as a going concern, so that it continues to provide returns and benefits for shareholders;

· to support the Company's growth; and

· to provide capital for the purpose of strengthening the Company's risk management capability.

The Company actively and regularly reviews and manages its capital structure to ensure an optimal capital structure and equity holder returns, taking into consideration the future capital requirements of the Company and capital efficiency, prevailing and projected profitability, projected operating cash flows, projected capital expenditures and projected strategic investment opportunities. Management regards total equity as capital and reserves, for capital management purposes.

(b) Credit risk

The main credit risk relates to liquid funds held at banks. The credit risk in respect of these bank balances is limited because the counterparties are banks with high credit ratings assigned by international credit rating agencies.

(c) Liquidity risk

The Company seeks to manage financial risk, to ensure sufficient liquidity is available to meet foreseeable needs.

An analysis of trade and other payables is given in note 10. These payables are payable within a year.

13. FINANCIAL INSTRUMENTS (Continued)

CATEGORIES OF FINANCIAL INSTRUMENTS

The IAS 39 categories of financial asset included in the statement of financial position and the headings in which they are included are as follows:

14. ULTIMATE CONTROLLING PARTY

The directors do not consider there to be one ultimate controlling party.