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Half year results

Half Year Results26 November 2021BAIHealthcare

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Ascension Capital Limited


Ascension Capital Limited (NZX: ACE)


The Board of Ascension Capital Limited (NZX: ACE) has today announced the unaudited half-year

financial results of the business for the six months ended 30 September 2021.


Half year results announcement for the six months ended 30 September 2021


Results for announcement to the market

Name of issuer Ascension Capital Limited (NZX: ACE)

Reporting Period 6 months to 30 September 2021

Previous Reporting Period 6 months to 30 September 2020

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$- -%

Total Revenue $- -%

Net profit/(loss) from

continuing operations

$(83) 19.5%

Total net profit/(loss) $(83) 19.5%

Interim/Final Dividend

Amount per Quoted Equity

Security

The company does not propose to pay a dividend at this time.

Imputed amount per Quoted

Equity Security

Not applicable

Record Date Not applicable

Dividend Payment Date Not applicable

Current period Prior comparable period

Net tangible assets per Quoted

Equity Security

$(0.00029)

(as at 30 September 2021)

$(0.00027)

(as at 30 September 2020)

A brief explanation of any of

the figures above necessary to

enable the figures to be

understood

Refer to the unaudited interim financial statements that accompany

this announcement.

Authority for this announcement

Name of person authorised to

make this announcement

Sean Joyce

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Contact person for this

announcement

Sean Joyce

Contact phone number +64 21 865 704

Contact email address sean@corporate-counsel.co.nz

Date of release through MAP 26 November 2021


Unaudited financial statements accompany this announcement.

---

Ascension Capital Limited


Condensed Interim Financial Statements



For the six months ended 30 September 2021







Ascension Capital Limited

Interim Financial Statements

For the six months ended 30 September 2021




1

Contents


Letter from the Chair 2

Statement of Comprehensive Income 3

Statement of Changes in Equity 4

Statement of Financial Position 5

Statement of Cash Flows 6

Notes to the Financial Statements 7

Company Directory 11










Ascension Capital Limited

Letter from the Chair

For the six months ended 30 September 2021




2



26 November 2021



The financial result for the Group for the six months ended 30 September 2021 is a loss after taxation of

NZ$83,449, which is largely made up of the directors’ fees, NZX listing costs, legal and accounting costs.

During the course of the half year period, the focus of the Board has been to identify a suitable business

opportunity to invest in and/or acquire through a reverse takeover (“RTO”) transaction. Currently, there are

no new RTO initiatives being actively investigated, but the Company will provide the market with any

updates as to material developments as they may arise.

Post the end of the half year period, on 5 November 2021, the Company implemented a 100 to one share

consolidation. In terms of the consolidation, the number of shares on issue was consolidated down from

1,914,888,105 shares to 19,148,881 shares. The Board believes that the consolidation initiative provides the

Company with a more “user friendly” capital structure for the purposes of an RTO transaction in the future.

We thank you for your continued patience and support and look forward to working hard to ultimately

provide you with an RTO transaction proposal to consider during the first half of the 2022 calendar year.






Keith Jackson

Chair



Ascension Capital Limited

Statement of Comprehensive Income

For the six months ended 30 September 2021



These interim financial statements have not been audited, nor reviewed by the auditor. The accompanying notes

form part of these interim financial statements and should be read in conjunction with them.


3





6 mths ended6 mths ended

30 Sep 202130 Sep 2020

(unaudited)(unaudited)

Note

NZ$NZ$

Operating revenue--

Interest income68220

Operating expenses3(83,517)(70,045)

Operating loss before tax(83,449)(69,825)

Tax expense--

Net loss for the period

(83,449)(69,825)

Other comprehensive income

Other comprehensive income for the period, net of tax--

Total comprehensive loss for the period attributable to shareholders(83,449)(69,825)

Earnings/(loss) per share from continuing operations:

- basic and diluted loss per share (NZ$)5(0.00436)(0.00471)



Ascension Capital Limited

Statement of Changes in Equity

For the six months ended 30 September 2021



These interim financial statements have not been audited, nor reviewed by the auditor. The accompanying notes

form part of these interim financial statements and should be read in conjunction with them.


4







Share AccumulatedTotal

capitallossesequity

NZ$NZ$NZ$

Balance at 1 April 2020 (audited)15,926,000(16,385,056)(459,056)

Loss attributable to shareholders-(69,825)(69,825)

Total comprehensive income/(loss) for the year-(69,825)(69,825)

Issue of ordinary shares83,295-83,295

Balance at 30 September 2020 (unaudited)16,009,295(16,454,881)(445,586)

Balance at 1 April 2021 (audited)16,071,545(16,535,587)(464,042)

Loss attributable to shareholders-(83,449)(83,449)

Total comprehensive income/(loss) for the year-(83,449)(83,449)

Balance at 30 September 2021 (unaudited)16,071,545(16,619,036)(547,491)



Ascension Capital Limited

Statement of Financial Position

As at 30 September 2021



These interim financial statements have not been audited, nor reviewed by the auditor. The accompanying notes

form part of these interim financial statements and should be read in conjunction with them.


5







For and on behalf of the Board:






Director: Director


Dated: 26 November 2021


30 Sep 202131 Mar 2021

(unaudited)(audited)

Note

NZ$NZ$

ASSETS

Current assets

Cash and cash equivalents8,016 49,085

Trade and other receivables12,300 4,842

Taxation receivable1,079 70

Term deposit - NZX bond20,636 20,569

Total current assets42,031 74,566

LIABILITIES

Current liabilities

Trade and other payables59,612 68,698

Payables to directors150,000 110,000

Related party advances (unsecured)6379,910 359,910

Total current liabilities589,522 538,608

Total liabilities589,522 538,608

Net assets (liabilities)

(547,491)(464,042)

EQUITY

Share capital16,071,545 16,071,545

Accumulated losses(16,619,036)(16,535,587)

Total equity

(547,491)(464,042)



Ascension Capital Limited

Statement of Cash Flows

For the six months ended 30 September 2021



These interim financial statements have not been audited, nor reviewed by the auditor. The accompanying notes

form part of these interim financial statements and should be read in conjunction with them.


6




6 mths ended6 mths ended

30 Sep 202130 Sep 2020

(unaudited)(unaudited)

NoteNZ$NZ$

Cash flows from operating activities

Interest received

--

Payments to suppliers

(61,139)(83,621)

Income tax refunded (paid)

70276

Net cash used in operating activities

7

(61,069)(83,345)

Net cash used in investing activities

--

Cash flows from financing activities

Borrowings from related party20,000-

Cash proceeds from issue of shares-83,295

Net cash flows from financing activities20,00083,295

Net decrease in cash and cash equivalents

(41,069)(50)

Cash and cash equivalents at the beginning of the period49,08515,679

Cash and cash equivalents at the end of the period

8,01615,629



Ascension Capital Limited

Condensed Notes to the Interim Financial Statements

For the six months ended 30 September 2021


7

1. General information

These unaudited interim condensed financial statements are for Ascension Capital Limited (“Ascension” or

“the Company”).

Ascension Capital Limited, is a limited liability company incorporated and domiciled in New Zealand. Its

registered office is at c/- Duncan Cotterill Lawyers, Level 2, Tower Building, 50 Customhouse Quay,

Wellington 6143.

The Company is currently non trading. There are no seasonal or cyclical influences on these interim

results.


2. Summary of Significant Accounting Policies

2.1. Basis of preparation

These unaudited interim condensed financial statements have been prepared in accordance New Zealand

Generally Accepted Accounting Practice (“NZ GAAP”), with New Zealand Equivalent to International

Accounting Standard 34: Interim Financial Reporting (“NZ IAS 34”) and with International Accounting

Standard 34: Interim Financial Reporting (“IAS 34”).

Ascension is a company registered under the Companies Act 1993 and is an FMC reporting entity under

the Financial Markets Conduct Act 2013. The Company is listed on the NZX Market. These financial

statements have been prepared in accordance with the requirements of the Financial Markets Conduct

Act 2013 and the NZX Main Board Listing Rules.

The interim condensed financial statements do not include all of the notes of the type normally included in

an annual financial report. Accordingly, this report should be read in conjunction with the financial

statements included in the annual report for the year ended 31 March 2021 which have been prepared in

accordance with New Zealand equivalents to International Financial Reporting Standards (“NZ IFRS”) and

International Financial Reporting Standards (“IFRS”).

The interim condensed financial statements are presented in New Zealand dollars.

The interim condensed financial statements are unaudited. The comparative information as at 31 March

2021 is audited.

2.2. Going concern

The Company incurred a net loss of $83,449 for the six months ended 30 September 2021 (six months

ended 30 September 2020: net loss $69,825) and generated negative operating cash flows of $61,069

(six months ended 30 September 2020: $83,345 negative). As at 30 September 2021 the Company has

reported net liabilities of $547,491 (31 March 2021: $464,042 negative).

The considered view of the Board of Directors is that, after making enquiries, there is a reasonable

expectation that the Company will have access to adequate resources and commitments from its

creditors, that will enable it to meet its financial obligations for the foreseeable future.

The Company has a Loan Facility Agreement with Excalibur Capital Partners Limited (“Excalibur”).

Excalibur is a substantial shareholder in Ascension and is controlled by S Joyce (a non-executive director

of Ascension). On 30 September 2021 Excalibur provided a further loan advanced of $20,000. These

funds are being used to satisfy ongoing immediate working capital requirements.

As at 30 September 2021 the total liability payable to Excalibur is $379,910 (31 March 2021: $359,910)

and is shown as related party advances in the Statement of Financial Position.

The loan facility is repayable on demand however, Excalibur has agreed to not make demand unless and

until the Company is in a position to repay the advance and pay its creditors as they fall due.



Ascension Capital Limited

Condensed Notes to the Interim Financial Statements

For the six months ended 30 September 2021


8

Excalibur has also confirmed that it anticipates most, if not all, of the $379,910 due from the Company to

Excalibur, may ultimately be converted into ordinary shares in Ascension in the event of a reverse

takeover transaction proceeding.

As at 30 September 2021 the Company had $8,016 in cash and cash equivalents to settle trade payables

of $5,612 and accruals of $54,000. Aside from the $20,636 term deposit that earns interest, the Company

has no income earning assets from which to derive revenue that may enable the Company to settle its

obligations unless it is able to obtain cash through the sale of further equity or a new business transaction.

The directors have agreed to forego payment of directors’ fees until such time as the Company has

sufficient funds to make such payments.

On 10 November 2021 the Company entered into a loan funding agreement with Excalibur for a further

funding line of $75,000. This loan facility is expected to deliver sufficient financial capacity for the

Company for the 12 months from the date the financial statements are approved. The funds advanced

under this facility will accrue interest at a rate of 5% per annum. The loan becomes repayable when the

Company completes a reverse takeover transaction and is repayable either in new shares issued at the

same price as the shares issued for the reverse takeover transaction, or in cash, at the discretion of

Excalibur. On 10 November 2021 the Company received an initial loan advance of $25,000 from

Excalibur under this loan facility.

The focus of the Board going forward is to identify a suitable business opportunity to invest in and/or

acquire through a reverse takeover transaction.

The Board of Directors acknowledge that there are material uncertainties with respect to the going

concern assumption. In the event that the Company is unable to raise additional cash from further share

subscriptions or loan advances, or the Company is unable to identify a suitable business opportunity to

invest in and/or acquire, this would give rise to a material uncertainty in relation to the Company’s ability to

continue as a going concern. If the going concern assumption is not valid, the Company may be unable to

realise its assets and discharge its liabilities in the normal course of business. The financial statements do

not include any adjustments that may need to be made should the Company no longer continue to be a

going concern.

2.3. Accounting policies

The interim financial statements have been prepared using the same accounting policies and methods of

computation detailed in the audited financial statements for the year ended 31 March 2021. For details of

the accounting policies please refer to the 2021 Annual Report.


3. Operating expenses



6 mths ended6 mths ended

30 Sep 202130 Sep 2020

(unaudited)(unaudited)

NZ$NZ$

Directors' fees(40,000)(30,000)

NZX fees(7,299)(16,249)

Legal fees(975)(1,199)

Audit fees(10,890)(8,500)

Other expenses(24,353)(14,097)

(83,517)(70,045)



Ascension Capital Limited

Condensed Notes to the Interim Financial Statements

For the six months ended 30 September 2021


9

4. Segment reporting

The Company operates in one business and geographical segment in New Zealand. One segment has

therefore been identified by the Directors. The Statement of Comprehensive Income and Statement of

Financial Position represent the Company’s one segment.


5. Earnings per share



On 5 November 2021 the Company undertook a one hundred to one share consolidation. The earnings

per share calculation for both the current and comparative periods, reflects the impact of this share

consolidation.


6. Related party advances

The working capital facility is with Excalibur Capital Partners Limited (“Excalibur”). Excalibur is a

substantial shareholder in Ascension and is controlled by S Joyce (a non-executive director of Ascension).

On 30 September 2021 Excalibur provided a further loan advanced of $20,000.

The loan facility is repayable on demand however, Excalibur has agreed to not make demand unless and

until the Company is in a position to repay the advance and pay its creditors as they fall due. This balance

is unsecured. Further, Excalibur has confirmed no interest is due or payable on the balance owed.

Excalibur has also confirmed that it anticipates most, if not all, of the $379,910 due from the Company to

Excalibur, may ultimately be converted into ordinary shares in Ascension in the event of a reverse

takeover transaction proceeding.


6 mths ended6 mths ended

30 Sep 202130 Sep 2020

(unaudited)(unaudited)

Basic & diluted earnings/(loss) per share (NZ$):

From continuing operations(0.00436)(0.00471)

Total basic & diluted earnings/(loss) per share(0.00436)(0.00471)

6 mths ended6 mths ended

30 Sep 202130 Sep 2020

NZ$NZ$

Loss from continuing operations(83,449)(69,825)

(83,449)(69,825)

19,148,88114,836,528

The profit/(loss) and weighted average number of ordinary shares used in the calculation of earrings/(loss)

per share are as follows:

Weighted average number of ordinary shares used in the calculation of

basic and diluted earnings per share (post adjustment for 100 to 1 share

consolidation)



Ascension Capital Limited

Condensed Notes to the Interim Financial Statements

For the six months ended 30 September 2021


10


7. Reconciliation of loss after taxation with cash flow from operating activities



8. Contingent liabilities

There are no contingent liabilities as at 30 September 2021 (30 September 2020: nil).


9. Commitments

There are no commitments as at 30 September 2021 (30 September 2020: nil)


10. Events subsequent to interim reporting date

On 5 November 2021 the Company undertook a one hundred to one share consolidation.

On 10 November 2021 the Company entered into a loan funding agreement with Excalibur Capital

Partners Limited (‘Excalibur’). In accordance with the terms of the agreement, Excalibur has made

available a funding line of $75,000. Interest will accrue at 5% p.a. on advances made under the facility.

The loan becomes repayable when the Company completes a reverse takeover transaction and is

repayable either in new shares issued at the same price as the shares issued for the reverse takeover

transaction, or in cash, at the discretion of Excalibur. On 10 November 2021 the Company received an

initial loan advance of $25,000 from Excalibur under this loan facility.

There have been no other significant events after the reporting date.


6 mths ended6 mths ended

30 Sep 202130 Sep 2020

(unaudited)(unaudited)

NZ$NZ$

Net loss after taxation(83,449)(69,825)

Adjustments for:

Interest on term deposits(68)(220)

Movements in working capital

(Increase) / decrease in trade and other receivables(8,537)(8,200)

(Decrease) / increase in trade payables and other liabilities30,915(5,376)

Decrease / (increase) in taxation receivable70276

Net cash outflows from operating activities(61,069)(83,345)



Ascension Capital Limited

Company Directory



11


Company Number:

1009777


Incorporated

21 January 2000


Directors

J Cilliers

R H Gower

G K Jackson

S Joyce


Registered Office

c/- Duncan Cotterill Lawyers

Level 2, Tower Building

50 Customhouse Quay

Wellington 6143


Bankers

ANZ Bank Ltd

23-29 Albert Street

Auckland 1010


Auditor

BDO Wellington Audit Ltd

Level 1, Tower Building

50 Customhouse Quay

Wellington 6143


Share Registry

Computershare Investor Services Ltd

Level 2, 159 Hurstmere Road

Takapuna

Ph: +64 9 488 8777

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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