27 Oct 2017 07:00
27 October 2017
Draganfly Investments Limited
("Draganfly" or the "Company")
Final Results
The Board of Draganfly, the AIM quoted investing company, are pleased to announce its annual results for the year ending 30 April 2017.
Copies of the annual report and accounts for the year ended 30 April 2016 will be available to view and download from the Company's website www.draganflyinvestments.com.
This announcement contains inside information for the purposes of Article 7 of Regulation (EU) 596/2014 of the European Parliament and of the Council.
For further information please contact:
For further information please contact:
Luke Bryan +44 (0) 7786 929 966
Dennis Edmonds +44 (0) 7796 338 372
Tom Price
Northland Capital Partners (Nominated Adviser) +44 (0) 20 3861 6625
Jon Belliss
Beaufort Securities Limited (Broker) +44 (0) 20 7382 8300
Chairman's Statement
For the year ended 30 April 2017
I am pleased to present the Directors' Report and Financial Statements for Draganfly Investments Limited ("Draganfly", "Draganfly Investments" or the "Company") for the year ended 30 April 2017.
Following discussions with the Company in early 2017 I accepted the position of Chairman and was appointed on 30 May 2017. The discussions leading to this decision were centred on the Company's intention to focus on the minerals sector, be that exploration or mining. I have been charged with identifying investment opportunities in the sector and presenting them to the Board for consideration.
I was very pleased to be able to announce the appointment of Adam Wooldridge as CEO in August 2017. Adam is a well-regarded and highly experienced geologist and geophysicist and his appointment has greatly strengthened the Board's technical skills base. Adam is based in South Africa and, following his years of high level consulting, he brings a strong network of contacts within the African mining industry.
Prior to these appointments the Company had successfully improved its financial position via the completion of two capital raisings, initially to provide working capital and subsequently to provide some investment funds. A total of £274,350 was raised in July and September 2016, followed by £500,000 following the year end on the 8th May 2017.
In recent months, the Company has been very active in assessing a number of possible mineral investment opportunities. The Board has not limited the type of potential investment, or investments, however given the size of the Company and the background of the Board the initial focus has been on quality early stage exploration projects where the Company can potentially secure a route to majority ownership following staged investment and the application of technical management.
The Company continues to assess further potential transactions.
I look forward to being able to report back to you during the year on developments.
Luke Bryan
Directors' Report
For the year ended 30 April 2017
The directors present their report and the financial statements for the year ended 30 April 2017.
Principal activity
The principal activity of the company was as an investment trading company. The company is registered and managed in Jersey.
Review of the business and future developments
The original investment brief is to run a small and focused portfolio of investments. The company is now regarded as an AIM Rule 15 cash shell and accordingly must announce a reverse takeover or seek readmission as an investing company within 12 months from the date of an announcement to the market released on the 21 March 2017.
The Statement of financial position total has decreased from £45,918 (net assets of 0.13p per share) on 30 April 2016, to £43,636 (net assets of 0.06p per share) on 30 April 2017. For the year ended 30 April 2017 the company made a loss of £276,632 (2016 - loss of £79,667), which includes a realised gain on the company's investments of £16,778 (2016 - loss of £2,924) and legal and advisory costs relating to an aborted acquisition of £232,512 (2016: £nil).
The key performance indicator used to monitor the progress of the business is net assets per share which is announced to the market and published on the company website (www.draganflyinvestments.com) quarterly.
At 30 April 2017, the company held one new investment in a convertible loan (2016: two), having realised the two investments in order to fund other activities.
The board is always alert to fresh investment opportunities and believes the current environment for small companies and pre-IPO investments remains very encouraging.
Post balance sheet events
On 8 May 2017, the Company raised gross proceeds of £500,000 through a share subscription of 100,000,000 new Ordinary shares of no par valued at a price of 0.5 pence per share.
The following table shows the impact of the effect of the fund raise completed post year end on the company's net assets, as if the fund raise had taken place on 30 April 2017:
Directors' Report (Continued)
For the year ended 30 April 2017
|
Draganfly Investments Limited 30 April 2017 (audited) |
Fund raise, net of costs (note 18) |
Contingent fees paid (note 14) |
Pro forma net assets at 30 April 2017 (unaudited) |
| £ | £ | £ | £ |
Assets |
|
|
|
|
Fixed assets |
|
|
|
|
Investments | - | - | - | - |
Total non-current assets | - | - | - | - |
|
|
|
|
|
Current assets |
|
|
|
|
Debtors | 7,353 | - | - | 7,353 |
Cash at bank and in hand | 959 | 489,150 | (66,667) | 423,442 |
Loan receivable | 60,000 | - | - | 60,000 |
Total current assets | 68,312 | 489,150 | (66,667) | 490,795 |
|
|
|
|
|
Total assets | 68,312 | 489,150 | (66,667) | 490,795 |
|
|
|
|
|
Liabilities |
|
|
|
|
Current liabilities |
|
|
|
|
Accruals | 24,676 | - | - | 24,676 |
Total current liabilities | 24,676 | - | - | 24,676 |
|
|
|
|
|
Net assets | 43,636 | 489,150 | (66,667) | 466,119 |
Dividends
The directors are unable to recommend payment of a final dividend.
Risk management
Risks are considered across the following broad categories:
Strategic Risks arising from the analysis, design and implementation of the company's business model, and key decisions on investment levels and capital allocation.
Investment Risks in respect of specific asset investment decisions, the subsequent performance of an investment or exposure concentrations across business sectors.
Treasury and funding Risks arising from:
(i) uncertainty in market prices and rates,
(ii) an inability to raise adequate funds to meet investment needs or meet obligations as they fall due, or
(iii) inappropriate capital structure.
Operational Risks arising from inadequate or failed processes, people and systems or from external factors affecting these.
Directors' Report (Continued)
For the year ended 30 April 2017
Risk is managed and monitored by the board and kept under regular review during the year. Given their fundamental significance to the company, investment and treasury and funding risks are managed by specific processes which are described below.
Investment risk
The company can invest across a range of economic sectors. The portfolio is subject to periodic reviews to ensure there is no undue exposure to any one sector.
Treasury and funding risk
The company's funding objective is that the funding of investment assets is primarily met from shareholders' funds.
Directors and their interests
The directors who served during the year and their interests in the company are as stated below:
Class of share 30/04/17 30/04/16
T E G Bayman Ordinary shares - -
J P Hamilton Ordinary shares - -
D Edmonds Ordinary shares - -
L B A De Ste Croix Ordinary shares - -
On 1 June 2017 L Bryan was appointed a director of the company and on 2 August 2017 A Woolridge was appointed a director of the company.
On 31 May 2017, the Company granted Luke Bryan an option to acquire 5,000,000 shares in the Company at 0.5p each. In addition Dennis Edmonds was granted an option to acquire 8,000,000 shares at 0.5p each. Both of these grants of options are exercisable between 1 June 2018 and 31 May 2023. Dennis Edmonds has agreed that he will either utilise the £27,500 owing to him in director's fees to exercise part of the options granted to him, or waive repayment of the money. Accordingly, the company will not have to pay these fees to him in cash.
Directors' responsibilities
The directors are responsible for preparing the Directors' report and the financial statements in accordance with applicable law and regulations.
Jersey company law requires the directors to prepare financial statements for a period of not more than eighteen months in accordance with generally accepted accounting principles. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Accounting Standards.
Directors' Report (Continued)
For the year ended 30 April 2017
Directors' responsibilities (continued)
The financial statements of the company are required by law to give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.
In preparing the company's financial statements, the directors should:
a. select suitable accounting policies and then apply them consistently;
b. make judgements and accounting estimates that are reasonable and prudent;
c. state whether they have been prepared in accordance with United Kingdom Accounting Standards; and
d. prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and are such as to disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the requirements of the Companies (Jersey) Law 1991. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in Jersey governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Statement as to disclosure of information to Auditor
The directors who were in office on the date of approval of these financial statements have each confirmed, as far as they are aware, that there is no relevant audit information of which the auditor is unaware. Each of the directors have confirmed that they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that it has been communicated to the auditor.
This report was approved by the Board on 26 October 2017 and signed on its behalf by T Edward G Bayman
Director
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DRAGANFLY INVESTMENTS LIMITED
Opinion on financial statements
We have audited the financial statements on pages 10 to 21. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".
In our opinion, the financial statements:
· give a true and fair view of the state of the company's affairs as at 30 April 2017 and of its loss for the year then ended;
· have been properly prepared in accordance with United Kingdom Accounting Standards; and
· have been properly prepared in accordance with the requirements of the Companies (Jersey) Law 1991.
Emphasis of matter - fair value of convertible loan
In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the disclosure made in note 1.10 to the financial statements concerning the uncertainty of the assumptions made in arriving at the fair value of the convertible loan made to a third party.
Scope of the audit of the financial statements
A description of the scope of an audit of financial statements arising from the requirements of International Standards on Auditing (UK and Ireland) is provided on the Financial Reporting Council's website at http://www.frc.org.uk/auditscopeukprivate
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters where the Companies (Jersey) Law 1991 requires us to report to you if, in our opinion:
· proper accounting records have not been kept by the company, or proper returns adequate for our audit have not been received from branches not visited by us; or
· the financial statements are not in agreement with the accounting records and returns; or
· we have failed to obtain any information or explanation that, to the best of our knowledge and belief, was necessary for our audit.
Respective responsibilities of directors and auditor
As more fully explained in the Directors' Responsibilities Statement set out on pages 6 to 7, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. Our responsibility is to audit and express an opinion on the financial statements in accordance with applicable law and International Standards on Auditing (UK and Ireland). Those standards require us to comply with the Auditing Practices Board's (APB's) Ethical Standards for Auditors.
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF DRAGANFLY INVESTMENTS LIMITED (CONTINUED)
We read the other financial and non-financial information contained in the annual report and consider the implications for our report if we become aware of any material inconsistency with the financial statements or with knowledge acquired by us in the course of performing the audit, or any material misstatement of fact within the other information. We also read the information in the directors' report and consider the implications for our report if we become aware of any material inconsistency with the financial statements
This report is made solely to the company's members, as a body, in accordance with Article 113A of the Companies (Jersey) Law 1991. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.
Geoff Wightwick
For and on behalf of RSM UK AUDIT LLP, Auditor
Chartered Accountants
Portland
25 High Street
Crawley
West Sussex
RH10 1BG
Statement of comprehensive income
for the year ended 30 April 2017
|
|
| Year End 30/4/17 |
| Year End 30/4/16 | |||
| Notes |
| £ |
| £ | |||
Fair Value gain/(loss) on investments |
7 |
|
16,778 |
|
(2,924) | |||
Income | 2 |
| 2,763 |
| 136 | |||
|
|
| 19,541 |
| (2,788) | |||
Administrative expenses |
|
| (107,808) |
| (76,879) | |||
Aborted acquisition costs |
|
| (188,365) |
| - | |||
|
|
|
|
|
| |||
Loss before taxation | 3 |
| (276,632) |
| (79,667) | |||
Taxation | 1.5 |
| - |
| - | |||
Loss on ordinary activities after taxation and loss for the financial year
|
|
| (276,632) |
| (79,667) | |||
|
|
|
|
|
| |||
Loss per share (pence) |
|
|
| |||||
Basic and diluted | 6 |
| 0.47 |
| 0.23 | |||
Statement of financial position |
as at 30 April 2017 |
|
| 30/04/17 | 30/04/16 | ||
| Notes | £ | £ | £ | £ |
|
|
|
|
|
|
Fixed assets |
|
|
|
|
|
Investments | 7 |
| - |
| 10,568 |
|
|
|
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
Debtors | 8 | 7,353 |
| 1,663 |
|
Cash at bank and in hand Convertible loan |
9 | 959 60,000 |
| 52,729 - |
|
|
| 68,312 |
| 54,392 |
|
|
|
|
|
|
|
Creditors: amount falling due within one year |
10 |
(24,676) |
|
(19,042) |
|
|
|
|
|
|
|
Net current assets |
|
| 43,636 |
| 35,350 |
|
|
|
|
|
|
Net assets |
|
| 43,636 |
| 45,918 |
|
|
|
|
|
|
Capital and reserves Called up share capital |
12 |
|
- |
|
- |
Stated capital | 13 |
| 3,870,923 |
| 3,596,573 |
Retained loss | 13 |
| (3,827,287) |
| (3,550,655) |
Equity shareholders' funds |
|
| 43,636 |
| 45,918 |
|
|
|
|
|
|
The financial statements on pages 10 to 21 were approved and authorised for issue by the Board on 26 October 2017 and signed on its behalf by T Edward G Bayman and L De Ste Croix. | |||||
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|
|
Director | Director |
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Statement of changes in equity for the year ended 30 April 2017
| ||||||||
| Called up share capital £ | Stated capital
£ | Retained loss
£ | Total
£ | ||||
Balance at 1 May 2015 | - | 3,596,573 | (3,470,988) | 125,585 | ||||
Loss & total comprehensive income for the year | - | - | (79,667) | (79,667) | ||||
Balance at 30 April 2016 | - | 3,596,573 | (3,550,655) | 45,918 | ||||
Loss & total comprehensive income for the year | - | - | (276,632) | (276,632) | ||||
Transactions with owners in their capacity as owners: |
|
|
|
| ||||
Issue of shares, net of issue costs | - | 274,350 | - | 274,350 | ||||
Total transactions with owners in their capacity as owners | - | 274,350 | - | 274,350 | ||||
Balance at 30 April 2017 | - | 3,870,923 | (3,827,287) | 43,636 | ||||
Statement of cash flows for the year ended 30 April 2017
|
| |||||||
|
| Year ended 30/04/17 |
| Year ended 30/04/16 |
| |||
|
| £ |
| £ |
| |||
Cash flow from operating activities |
|
|
|
|
| |||
Loss for the financial year Adjustments for: (Gain) / loss on investments (Increase)/decrease in debtors Increase in creditors Proceeds on disposal of investments Convertible term loan advanced
|
| (276,632)
(16,778) (5,690) 5,634 27,346 (60,000)
|
| (79,667)
2,924 5,725 1,094 - - |
| |||
Net cash used in operating activities |
| (326,120) |
| (69,924) |
| |||
Cash flows from financing activities Proceeds from issue of share capital
|
|
274,350
|
|
-
|
| |||
|
|
|
|
|
| |||
Net cash from financing activities |
| 274,350 |
| - |
| |||
Net (decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the year |
|
(51,770)
52,729
|
|
(69,924)
122,653 |
| |||
Cash and cash equivalents at the end of the year |
| 959 |
| 52,729 |
| |||
|
|
|
|
|
| |||
Notes to the financial statements
for the year ended 30 April 2017
1. Accounting policies
1.1. General information
Draganfly Investments Limited ("the Company") is a public company domiciled and incorporated in Jersey. The address of the Company's registered office and principal place of business is 26 Esplanade, St Helier, Jersey, JE4 8PS. The Company's principal activities and the nature of the Company's operations are disclosed in the Directors' Report.
The Company is listed on the Alternative Investment Market of the London Stock Exchange.
1.2. Accounting convention
The financial statements are prepared under the historical cost convention modified to include the measurement of fixed asset investments at fair value, and in accordance with applicable United Kingdom Accounting Standards, including Financial Reporting Standard 102 - "The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland" ("FRS 102").
1.3. Going concern basis of accounting
The Company's business activities, together with the factors likely to affect its future development and financial position are set out in the Chairman's Statement on page 3, the review of the business on page 4 and in the risk management disclosures on pages 5 and 6.
The Company has sufficient liquid funds after taking account of the proceeds received post year end through the share subscription, as detailed in note 18, to manage its financial risks and to ensure it can meet its obligations as they fall due.
The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for a minimum period of at least 12 months from the date of approval of the financial statements. Thus they continue to adopt the going concern basis of accounting in preparing the financial statements.
1.4. Foreign currencies
The Company's accounts are presented in sterling which is its functional currency. Transactions in currencies other than the functional currency (foreign currencies) are initially recorded at the exchange rate prevailing on the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies are translated at the rate ruling at the date of the transaction or, if the asset or liability is measured at fair value, the rate when that fair value was determined.
All translation differences are taken to the statement of comprehensive income.
Notes to the financial statements
for the year ended 30 April 2017
1.5. Taxation
The Company is eligible to pay Jersey tax at the standard rate of 0% and consequently, no provision for taxation, either current or deferred, has been made in these financial statements.
1.6. Financial instruments
The Company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.
Financial assets and liabilities are recognised in the Statement of financial position when the Company has become party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the financial asset is measured at the present value of the future receipts discounted at a market rate of interest.
Other financial assets
Other financial assets are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
Trade investments
Trade investments are equity investments over which the Company has no significant influence, joint control or control and are initially measured at transaction price. Transaction price includes transaction costs, except where trade investments are measured at fair value through profit or loss when transaction costs are expensed to profit or loss as incurred.
Trade investments in non-convertible and non-puttable preference shares or non-puttable ordinary shares are measured at fair value through profit or loss. The fair value of trade investments quoted on a recognised stock exchange is the quoted bid price.
Financial liabilities
Short term creditors comprise accrued costs at the year end, which satisfy the definition of a financial liability as they create an obligation for the Company to pay cash in the future, and are initially measured at fair value and subsequently at amortised cost using the effective interest method.
Basic financial liabilities are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest.
Debt instruments are subsequently carried at amortised cost, using the effective interest method.
Notes to the financial statements
for the year ended 30 April 2017
1.7. Equity instruments
Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs.
Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.
1.8. Income
Interest income is recognised using the effective interest method. Dividend income from investments is recognised when the shareholders' right to receive payment has been established.
1.9. Segmental reporting
The Company's activities consist solely of investment trading, which in the view of the directors is one activity.
1.10. Critical accounting estimates and areas of judgement
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Critical accounting estimates and assumptions
The Company makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the related actual results.
Convertible loan
In determining the carrying value of convertible loans the directors are required to make significant judgements over the expected future cash flows and the expected return of those investments. These judgements are based on the information available to the directors during any accounting period.
Included in the company's balance sheet is a single convertible loan. This loan is to an early stage entity currently seeking investment to enable it to exploit opportunities in developing and commercialising emerging technologies.
Due to the early stage of the lifecycle of the borrower there is, therefore, some uncertainty over the credit risk associated with this investment. The directors' judgement is that this credit risk is negligible, given the progress which has been made by the borrower in its fundraising, and that the impact of this on the measurement of fair value is minimal. The directors acknowledge, however, that should this judgement be incorrect, the carrying value of the convertible loan would be materially affected.
Notes to the financial statements
for the year ended 30 April 2017
2. Income
The income of the Company for the year comprises:
|
| Year ended 30/04/17 £ |
| Year ended 30/04/16 £ | ||||
|
|
|
|
| ||||
Bank interest received Loan interest receivable |
| 41 2,722
|
| 136 - |
| |||
|
| 2,763 |
| 136 |
| |||
3. Operating loss
|
| Year ended 30/04/17 |
| Year ended 30/04/16 |
|
| £ |
| £ |
Operating loss is stated after charging: |
|
|
|
|
Auditor's remuneration |
| 15,051 |
| 14,484 |
|
|
|
|
|
Remuneration paid to the auditor is solely in respect of the statutory audit of the company.
4. Employees
There were no employees during the year apart from the directors.
5. Directors' remuneration
The services of the directors are made available by Pentera Trust Company Limited within the fees disclosed in note 15. The cost of the directors' services included within these fees is £800 (2016: £800).
Notes to the financial statements
for the year ended 30 April 2017
6. Loss per share
The basic loss per ordinary share is calculated by dividing the loss for the year by the weighted average number of equity shares outstanding during the year.
The diluted loss per ordinary share is calculated by dividing the loss for the year by the weighted average number of equity shares outstanding during the year (after adjusting both figures for the effect of dilutive potential ordinary shares).
The calculation of the basic loss per ordinary share is based upon the following data:
|
| 30/04/17 |
| 30/04/16 |
|
| £ |
| £ |
Loss for the purposes of basic earnings per share and diluted earnings per share | (276,632) |
|
(79,667) | |
Number of shares |
| 30/04/17 |
| 30/04/16 |
|
|
|
|
|
Basic weighted average number of shares | 58,392,190 |
| 35,062,687 | |
|
|
|
|
|
Weighted average number of shares for the purposes of diluted earnings per share |
|
|
| |
58,392,190 |
| 35,062,687 | ||
|
|
|
| |
Loss per share (pence) | 0.47 |
| 0.23 | |
7. Fixed asset investments
The carrying value of investments is stated as follows:
|
|
| Quoted £ |
|
Fair value of investments at 1 May 2016 |
|
| 10,568 |
|
|
|
|
|
|
Increase in fair value |
|
| 16,778 |
|
Proceeds on disposal |
|
| (27,346) |
|
|
|
|
|
|
Fair value of investments at 30 April 2017 |
|
| - |
|
Notes to the financial statements
for the year ended 30 April 2017
8. Debtors
|
| 30/04/17 |
| 30/04/16 |
|
| £ |
| £
|
Prepayments | 7,353 |
| 1,663 | |
9. Convertible loan |
| 30/04/17 |
| 30/04/16 |
|
| £ |
| £
|
Convertible loan |
| 60,000 |
| - |
The loan is an unsecured Sterling loan facility of a total principal amount not exceeding £60,000 bearing interest at the rate of 8% per annum and is repayable on the first anniversary of the date of the agreement, being 6 October 2017. The lender shall be entitled at any stage whilst the loan remains outstanding to convert the entire loan into ordinary shares in the capital of the borrower, such shares to equate to 2% of the entire issued share capital of the borrower at the time by serving a conversion notice to the borrower. The directors have agreed informally to roll over the loan for a further 3 months.
10. Creditors: amounts falling due
within one year
|
| 30/04/17 |
| 30/04/16 |
|
| £ |
| £
|
Accruals |
| 24,676 |
| 19,042 |
11. Financial instruments
Financial assets and liabilities comprise:
| 30/04/17 |
| 30/04/16 |
| £ |
| £ |
|
|
|
|
Convertible loan at fair value through profit or loss Fixed asset investments at fair value through profit or loss | 60,000 - |
| - 10,568 |
| 60,000 |
| 10,568 |
|
|
|
|
Accruals at amortised cost | 24,676 |
| 19,042 |
Notes to the financial statements
for the year ended 30 April 2017
12. Share capital
|
| 30/04/17 |
| 30/04/16 |
|
| number |
| number |
Authorised equity |
|
|
|
|
Ordinary shares of no par value | 142,500,000 |
| 107,500,000 | |
|
|
|
|
|
Allotted, called up and fully paid equity |
|
|
| |
Ordinary shares of no par value |
|
|
| |
At 1 May | 35,062,687 |
| 35,062,687 | |
Issued in year | 34,293,750
|
| -
| |
At 30 April | 69,356,437 |
| 35,062,687 | |
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On 14 July 2016 a general meeting was held where it was resolved to authorise 35,000,000 additional ordinary shares.
On 15 July 2016 the company issued and allotted 16,168,750 new ordinary shares of no par value at a subscription price of 0.80 pence per ordinary share raising £129,350.
On 30 September 2016 the company issued and allotted 18,125,000 new ordinary shares of no par value at a subscription price of 0.80 pence per ordinary share raising £145,000.
13. Equity Reserves
Reserves of the company represent the following:
Retained loss
Cumulative profit and loss net of distribution to owners
Stated capital
Consideration received for shares issued above their nominal value
Notes to the financial statements
for the year ended 30 April 2017
14. Contingent liabilities
With effect from 1 April 2015, it was agreed with Pentera Trust Company Limited that the annual administration fees would be reduced to £10,000. It was agreed that the reduction in fees would be valid until there is a trigger event, such as a transaction having been undertaken, or Pentera Trust Company Limited ceasing to act as administrators and providing directors for Draganfly Investments Limited. Following such trigger event Pentera Trust Company Limited will reserve the right to charge fees for the period from 1 January 2015, on a time spent basis subject to additional independent director approval.
With effect from 1 April 2015, it was agreed with Dennis Edmonds to amend and defer his future remuneration. The deferral would be up until there is a trigger event, such as a transaction having been undertaken and until such triggering event the Company would not accrue costs in relation to his services. At the time of a triggering event a fee will be payable to Dennis Edmonds representing a reduced £25,000 per annum remuneration, calculated from 1 April 2015 onwards.
On 8 May 2017 £500,000 was raised through a share subscription which represented a trigger event. Upon the trigger event Pentera Trust Company Limited was paid contingent fees of £40,000 for the period from 1 January 2015, and contingent directors' fees totalling £26,667 were also paid to Dennis Edmonds.
Pentera Trust Company Limited has agreed to carry forward £30,000 of additional fees which are payable only on the occurrence of a further trigger event, being a further fundraise or a corporate transaction. Dennis Edmonds has also agreed that the remaining £27,500 owing to him in director's fees will become payable on the occurrence of a further trigger event and will be used either to settle part of the exercise price on share options granted to him, or he will waive repayment of the money.
15. Related party disclosures
During the year the Company paid fees of £11,089 (2016 - £9,627) to Pentera Trust Company Limited for administration and bookkeeping services under an administration agreement dated 30 June 2008. Pentera Trust Company Limited is a company of which T E G Bayman, L B A De Ste Croix, and J P Hamilton are directors. T E G Bayman and J P Hamilton are also majority shareholders. Following the post balance sheet fund raise detailed in note 18, Pentera Trust Company Limited received agreed fees totalling £40,000 in respect of contingent fees covering services provided over the past two years, plus £15,475 for services in respect of 2017/18.
Immediately following the year end, the company entered into an agreement with David Steinepreis, who is considered to be a related party under the AIM Rules due to his interest in Pelamis Holdings Ltd, a substantial shareholder, for advisory services for a fee of £1,500 per month.
Notes to the financial statements
for the year ended 30 April 2017
16. Remuneration of key management personnel
The total remuneration of the directors, who are considered to be key management personnel of the company, has been disclosed in note 5.
17. Ultimate controlling party
The directors consider there to be no single ultimate controlling party.
18. Post balance sheet events
On 31 May 2017, the Company granted Luke Bryan an option to acquire 5,000,000 shares in the Company at 0.5p each. In addition, Dennis Edmonds was granted an option to acquire 8,000,000 shares at 0.5p each. Both of these grants of options are exercisable between 1 June 2018 and 31 May 2023. Dennis Edmonds has agreed that he will either utilise the £27,500 owing to him in director's fees to exercise part of the options granted to him, or waive repayment of the money. Accordingly, the company will not have to pay these fees to him in cash.
On 8 May 2017, the Company raised gross proceeds of £500,000 through a share subscription of 100,000,000 new Ordinary shares of no par valued at a price of 0.5 pence per share.