Half Year results

1
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 2022.

Half year results announcement for the six months ended 30 September 2022

Results for announcement to the market
Name of issuer Ascension Capital Limited (NZX: ACE)
Reporting Period 6 months to 30 September 2022
Previous Reporting Period 6 months to 30 September 2021
Currency NZD
Amount (000s) Percentage change
Revenue from continuing
operations
$- -%
Total Revenue $- -%
Net profit/(loss) from
continuing operations
$(83) (0.1)%
Total net profit/(loss) $(83) (0.1)%
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
As at 30 September 2022
$(0.0375)

As at 30 September 2021
$(0.0286)
For comparative purposes the
calculation has been updated to
reflect the impact of the 100 to 1
share consolidation on 5
November 2021.
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.

2
Authority for this announcement
Name of person authorised to
make this announcement
Sean Joyce
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 28 November 2022

Unaudited financial statements accompany this announcement.

---

Ascension Capital Limited


Condensed Interim Financial Statements


For the six months ended 30 September 2022

Ascension Capital Limited
Condensed Interim Financial Statements
For the six months ended 30 September 2022



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Contents

Letter from the Chair 2
Statement of Profit or Loss and Other Comprehensive Income 3
Statement of Changes in Equity 4
Statement of Financial Position 5
Statement of Cash Flows 6
Condensed Notes to the Interim Financial Statements 7
Company Directory 13

Ascension Capital Limited
Letter from the Chair
For the six months ended 30 September 2022



2


28 November 2022


The financial result for the Group for the six months ended 30 September 2022 is a loss after taxation of
NZ$83,386, which is largely made up of the directors’ fees, NZX listing costs, and legal and accounting
costs.
During the course of the half year period, the focus of the Board has been to continue to seek 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.
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 2023 calendar year.




Keith Jackson
Chair

Ascension Capital Limited
Statement of Profit or Loss and Other Comprehensive Income
For the six months ended 30 September 2022


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 202230 Sep 2021
Note(unaudited)(unaudited)
NZ$NZ$
Interest income13768
Total operating income
13768
Operating expenses3(81,627)(83,517)
Finance costs(1,896)-
Operating loss before tax(83,386)(83,449)
Tax expense--
Net loss for the period
(83,386)(83,449)
Other comprehensive income
Other comprehensive income for the period, net of tax--
Total comprehensive loss attributable to shareholders(83,386)(83,449)
Earnings/(loss) per share from continuing operations:
- basic and diluted loss per share (NZ$)5(0.00435)(0.00436)

Ascension Capital Limited
Statement of Changes in Equity
For the six months ended 30 September 2022


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.

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Share AccumulatedTotal
capitallossesequity
NZ$NZ$NZ$
Balance at 1 April 2021 (audited)16,071,545(16,535,587)(464,042)
Net loss attributable to shareholders-(83,449)(83,449)
Total comprehensive loss for the period-(83,449)(83,449)
Balance at 30 September 2021 (unaudited)16,071,545(16,619,036)(547,491)
Balance at 1 April 2022 (audited)16,071,545(16,706,758)(635,213)
Net loss attributable to shareholders-(83,386)(83,386)
Total comprehensive loss for the period-(83,386)(83,386)
Balance at 30 September 2022 (unaudited)16,071,545(16,790,144)(718,599)

Ascension Capital Limited
Statement of Financial Position
As at 30 September 2022


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.

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For and on behalf of the Board:




Director Director

Dated: 28 November 2022

30 Sep 202231 Mar 2022
Note(unaudited)(audited)
NZ$NZ$
ASSETS
Current assets
Cash and cash equivalents5,030 4,080
Other current assets13,421 4,371
Term deposit - NZX bond20,866 20,730
Total current assets39,317 29,181
LIABILITIES
Current liabilities
Trade and other payables60,589 68,963
Payables to directors230,000 190,000
Related party advances (unsecured)6467,327 405,431
Total current liabilities757,916 664,394
Net assets (liabilities)
(718,599)(635,213)
EQUITY
Share capital16,071,545 16,071,545
Accumulated losses(16,790,144)(16,706,758)
Total equity
(718,599)(635,213)

Ascension Capital Limited
Statement of Cash Flows
For the six months ended 30 September 2022


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 202230 Sep 2021
(unaudited)(unaudited)
NoteNZ$NZ$
Cash flows from operating activities
Payments to suppliers
(59,050)(61,139)
Income tax refunded (paid)
-70
Net cash used in operating activities
7
(59,050)(61,069)
Net cash used in investing activities
--
Cash flows from financing activities
Borrowings from related party60,00020,000
Net cash flows from financing activities60,00020,000
Net decrease in cash and cash equivalents
950(41,069)
Cash and cash equivalents at the beginning of the period4,08049,085
Cash and cash equivalents at the end of the period
5,0308,016

Ascension Capital Limited
Condensed Notes to the Interim Financial Statements
For the six months ended 30 September 2022

7
1. General information
These unaudited condensed interim financial statements are for Ascension Capital Limited (“Ascension” or
“the Company”).
Ascension is a limited liability company incorporated and domiciled in New Zealand.
The Company is currently non trading and is focused on identifying a suitable business opportunity to
invest in and/or acquire through a reverse take-over transaction. There are no seasonal or cyclical
influences on these interim results.

2. Summary of Significant Accounting Policies
2.1. Basis of preparation
These unaudited condensed interim 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 interim
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 condensed interim 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 2022 which have been prepared in
accordance with New Zealand equivalents to International Financial Reporting Standards (“NZ IFRS”) and
International Financial Reporting Standards (“IFRS”).
The condensed interim financial statements are presented in New Zealand dollars which is the Company’s
functional and presentation currency, rounded to the nearest dollar.
The condensed interim financial statements are unaudited. The comparative information as at 31 March
2022 is audited.
2.2. Going concern
The Company incurred a net loss of $83,386 for the six months ended 30 September 2022 (six months
ended 30 September 2021: net loss $83,449) and generated negative operating cash flows of $59,050
(six months ended 30 September 2021: $61,069 negative). As at 30 September 2022 the Company has
reported net liabilities of $718,599 (31 March 2022: $635,213 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. Accordingly, the
directors continue to adopt the going concern basis of accounting in preparing the interim financial
statements for the 6 months ended 30 September 2022.
The Company has a Loan Facility Agreement and Working Capital Loan Agreement with Excalibur Capital
Partners Limited (“Excalibur”) (refer note 6.1). Excalibur is a substantial shareholder in Ascension and is
controlled by S Joyce (a non-executive director of Ascension). As at 30 September 2022 the total liability
payable to Excalibur is $467,327 (31 March 2022: $405,431) and is shown as related party advances in
the Statement of Financial Position.
The Loan Facility Agreement 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. Excalibur has also confirmed that it anticipates most, if not all, of the $379,910 due from the

Ascension Capital Limited
Condensed Notes to the Interim Financial Statements
For the six months ended 30 September 2022

8
Company to Excalibur under this facility, may ultimately be converted into ordinary shares in Ascension in
the event of a reverse takeover transaction proceeding.
The Working Capital Loan Agreement with Excalibur provides a funding line of $85,000. At 30 September
2022 the Company had fully utilised this facility. The funds advanced under this loan agreement 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.
As at 30 September 2022 the Company had $5,030 in cash and cash equivalents to settle trade payables
of $4,339 and accruals of $56,250. Of the $56,250, $45,000 relates to former director fees payable that
have been confirmed will not be called upon unless the Company has the means to pay the balance due.
Aside from the $20,866 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.
S Joyce has confirmed that he is willing and able to provide all reasonable financial support to the
Company to ensure that Ascension meets its obligations under the solvency test at section 4 of the
Companies Act 1993 for at least 12 months from the date the interim financial statements are approved.
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 interim 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 condensed 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 2022.
For details of the accounting policies please refer to the 2022 Annual Report.

Ascension Capital Limited
Condensed Notes to the Interim Financial Statements
For the six months ended 30 September 2022

9
3. Operating expenses


4. Segment reporting
The Company is organised into one operating segment and one geographical segment in New Zealand.
The operating segments are reported in a manner consistent with the internal reporting provided to the
chief operating decision maker. The chief operating decision maker is the Board of Directors.

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 mths ended6 mths ended
30 Sep 202230 Sep 2021
(unaudited)(unaudited)
NZ$NZ$
Directors' fees(40,000)(40,000)
NZX fees(8,261)(7,299)
Legal fees(1,015)(975)
Audit fees(11,750)(10,890)
Other expenses(20,601)(24,353)
(81,627)(83,517)
6 mths ended6 mths ended
30 Sep 202230 Sep 2021
(unaudited)(unaudited)
Basic & diluted earnings/(loss) per share (NZ$):
From continuing operations(0.00435)(0.00436)
Total basic & diluted earnings/(loss) per share(0.00435)(0.00436)
6 mths ended6 mths ended
30 Sep 202230 Sep 2021
NZ$NZ$
Loss from continuing operations(83,386)(83,449)
(83,386)(83,449)
19,148,82819,148,828
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

Ascension Capital Limited
Condensed Notes to the Interim Financial Statements
For the six months ended 30 September 2022

10
6. Related parties
6.1. Related party advances


The related party advances are repayable to Excalibur Capital Partners Limited (“Excalibur”). Excalibur is
a substantial shareholder in Ascension and is controlled by S Joyce (a non-executive director of
Ascension).
Loan Facility Agreement
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.
Working Capital Loan Agreement
On 10 November 2021 the Company entered into a Working Capital Loan Facility Agreement with
Excalibur. The funds advanced under this facility 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. The loan is unsecured.


NZ$
Loan facility agreement:
Balance at 1 April 2021
359,910
Loan advances received
20,000
Balance at 31 March 2022
379,910
Loan advances received
-
Balance at 30 September
379,910
Working capital loan agreement:
Balance at 1 April 2021
-
Loan advances received
25,000
Interest accrued at 5%
521
Balance at 31 March 2022
25,521
Loan advances received
60,000
Interest accrued at 5%
1,896
Balance at 30 September
87,417
Total related party advances:
At 31 March 2022
405,431
At 30 September 2022
467,327

Ascension Capital Limited
Condensed Notes to the Interim Financial Statements
For the six months ended 30 September 2022

11
6.2. Directors’ remuneration


6.3. Payable to directors


The $45,000 payable to J van Wijk is included in accruals as J van Wilk had resigned as a director during
the 2021 year.
The amounts payable to directors are payable on demand, however the directors have agreed to forego
payment of directors’ fees until such time as the Company has sufficient funds to make such payments.
No interest is accruing on the outstanding balances.

6 mths ended6 mths ended
30 Sep 202230 Sep 2021
(unaudited)(unaudited)
NZ$NZ$
K Jackson10,00010,000
J Cilliers10,00010,000
R Gower10,00010,000
S Joyce10,00010,000
40,00040,000
30 Sep 202231 Mar 2022
(unaudited)(audited)
NZ$NZ$
Current directors
K Jackson70,00050,000
J Cilliers70,00050,000
R Gower45,00025,000
S Joyce45,00025,000
230,000150,000
Former directors
J van Wijk - resigned 3 July 202045,00045,000
45,000275,000

Ascension Capital Limited
Condensed Notes to the Interim Financial Statements
For the six months ended 30 September 2022

12
7. Reconciliation of loss after taxation with cash flow from operating activities


8. Contingent liabilities
There are no contingent liabilities as at 30 September 2022 (30 September 2021: nil).

9. Commitments
There are no commitments as at 30 September 2022 (30 September 2021: nil)

10. Events subsequent to interim reporting date
On 14 November 2022 the Company received a further $10,000 loan advance from Excalibur under the
working capital agreement described in note 6.1.

6 mths ended6 mths ended
30 Sep 202230 Sep 2021
(unaudited)(unaudited)
NZ$NZ$
Net loss after taxation(83,386)(83,449)
Adjusted for:
Interest on term deposit(136)(68)
Interest on related party advances1,896-
Movements in working capital
(Increase) / decrease in other current assets(9,050)(8,537)
(Decrease) / increase in trade payables and other liabilities31,62630,915
Decrease / (increase) in taxation receivable-70
Net cash outflows from operating activities(59,050)(61,069)

Ascension Capital Limited
Company Directory


13

Company Number:
1009777

Incorporated
21 January 2000

Directors
K Jackson (Chair)
J Cilliers
R Gower
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