News Column

GEO GLOBAL GROUP LTD - Half-yearly Report

June 30, 2014

Geo Global Group Limited ("Geo Global" or the "Company") Interim Results Geo Global Group Limited, an advisory and investment company focused on emerging markets and growth companies, announces its unaudited interim results for the six months ended 31 March 2014. The financial information set out in this interim financial statement is unaudited and does not constitute statutory financial statements. CHAIRMAN'S STATEMENT Over the six month period to 31 March 2014, Geo Global has continued to reinforce its business position. The Company continues to generate consulting fees with U.S. entities with international operations and is making progress on various projects, most of which should impact on the Company's balance sheet prior to the end of the fiscal year. For the six months ended 31 March 2014, we are reporting a profit of USD 52,839 (2013: loss USD 206,346) after an increase in consulting revenues and a substantial reduction in administrative costs during the period. We continue to pursue new opportunities and remain confident that we can deliver an improvement in results in the fiscal year. Marc Koplik Non-Executive Chairman 28 June 2014 The directors of Geo Global Group Limited accept responsibility for this announcement. For further information visit www.geoglobalgroup.com or contact: Roger Bendelac Tel: +1 (646) 643 03 75 Geo Genesis Group Limited CEO Fungai Ndoro and Mark Anwyl Tel: +44 (0)20 7469 0934 Peterhouse Corporate Finance Limited GEO GLOBAL GROUP LTD CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED 31MARCH 2014 Note Six months to Six months Year to 30 31 March 2014 to 31 March September 2013 2013 US$ US$ US$ (unaudited) (unaudited) (audited) Continuing operations Revenue 3 142,749 75,000 290,083 Operating expenses : Selling expenses (1,700) (4,977) (4,979) General and administrative (77,567) (225,198) (488,801) expenses Rent expense (1,965) (833) (3,210) Total operating expenses (81,232) (231,008) (496,990) Operating profit (loss) 4 61,517 (156,008) (206,907) Other expenses Change in fair value of 6 (8,574) (47,341) (59,448) investments Loss on disposal of investments - (1,440) (1,440) Share of the loss of the joint - - (54,034) venture Finance charges (104) (1,557) (3,679) Profit (loss) before taxation 52,839 (206,346) (325,508) Taxation 5 - - - Profit (loss)for the year 52,839 (206,346) (325,508) Other comprehensive profit - - - (loss) for the year Total comprehensive profit (loss 52,839 (206,346) (325,508) )for the yearattributable to equity holders Profit (Loss) per share: Basic (cents) 9 0.07 (0.30) (0.43) Diluted (cents) 9 0.07 (0.30) (0.43) The notes to the financial statements form an integral part of these financial statements. GEO GLOBALGROUP LTD CONSOLIDATED STATEMENT OF FINANCIAL POSITION FOR THE SIX MONTHS ENDED 31 MARCH 2014 As at March As at March Year ended 31 2014 31 2013 30 September 2013 Note US$ US$ US$ ASSETS (unaudited) (unaudited) (audited) Non-current assets Investment in Joint Venture 6 84,216 - 84,216 Investment in Associate 6 - 100,000 - Investment 6 250,000 250,000 250,000 Total non-current assets 334,216 350,000 334,216 Current assets Financial assets - investments 6 5,097 23,676 11,570 Prepaid Expenses 120,766 - - Trade and other receivables - 53,961 33,302 Cash and cash equivalents 92,532 16,653 4,280 Total current assets 218,395 94,290 49,152 Total assets 552,611 444,290 383,368 EQUITY AND LIABILITIES Current liabilities Financial liabilities - loans 7 51,157 185,264 54,842 Trade and other payables 282,184 107,528 162,095 Total liabilities 333,341 292,792 216,937 Equity Issued capital 8 7,970 7,020 7,970 Share premium 8 3,080,042 2,946,897 3,080,042 Accumulated losses (3,814,302) (3,747,979) (3,867,141) Share option reserve 945,560 945,560 945,560 Total equity attributable to equity 219,270 151,498 166,431 shareholders Total equity and liabilities 552,611 444,290 383,368 This report was approved by the board and authorised for issue on 28 June 2014 and signed on its behalf by RBendelac CEO / Director The notes to the financial statements form an integral part of these financial statements. GEO GLOBAL GROUP LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED 31 MARCH 2014 1. GENERAL INFORMATION The Company was incorporated on 2 April 2007 under the Business Corporation Act of the Republic of Marshall Islands. The Company's registered office address is noted in the Directors, Secretary and Advisers sections of the financial statements. The Company changed its name from Geo Genesis Group Limited on 11 January 2013. The Company and its subsidiaries (`the Group') was formed to provide professional services as strategic advisors to corporate and government entities throughout Africa, Asia, Europe, Central and South America and the United States. The Group's principal place of business is in Switzerland, the address of which is noted in the Directors, Secretary and Advisers sections of the financial statements. The Group is a Limited Company and is quoted on the ISDX-Quoted Stock exchange "growth market" in the United Kingdom. The consolidated financial information is presented in United States Dollars (US$), unless otherwise stated which is also considered to be the functional currency of the Group. 2. BASIS OF PREPARATION The principal accounting policies adopted by the Group and Company in the preparation of the financial statements are set out below. The non-statutory Consolidated and Company financial statements have been presented in US Dollars (US$) as this is the functional currency of the Group and Company. The non-statutory Consolidated and Company financial statements have been prepared in accordance with International Financial Reporting Standards, including interpretations made by the international financial reporting interpretations committee (IFRIC) issued by the International Accounting Standards Board (IASB)- together "IFRS". The company has adopted all relevant standards effective for accounting periods beginning on or after 1 October 2013. At the date of authorisation of these financial statements, the following standards and interpretations were in issuebut not yet effective. IAS19 - (amended) - Employee Benefits IFRS 7 and IAS 32 Offsetting financial assets and financial liabilities IAS 27 - Separate Financial Statements IAS 28 - Investments in Associates and Joint Ventures IFRS 10 Consolidated Financial Statements IFRS 11 Joint Arrangements IFRS 12 Disclosure of Interests in Other Entities IFRS 13 Fair Value Measurement IFRIC 20 - Stripping costs in the production Phase of a surface mine IFRS 1 (amendments) Government Loans Transitional Guidance (Amendments to IFRS 10, IFRS 11 and IFRS 12) Novation of Derivatives and Continuation of Hedge Accounting (Amendments to IAS 39) Investment Entities (Amendments to IFRS 10, IFRS 12 and IAS 27) IAS 36 (amendments) Recoverable Amount Disclosures for non-Financial Assets IFRIC 21 Levies IFRS14 Regulatory Deferral Accounts GEO GLOBAL GROUP LTD NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE SIX MONTHS ENDED 31 MARCH 2014 2. BASIS OF PREPARATION(CONTINUED) Numerous other minor amendments to statements have been made as a result of the IASB's annual improvement project. The preparation of financial statements in conformity with IFRSs accounting principles requires the use of estimates and assumptions that affect the reported amount of assets and liabilities at the date of the financial statements and the reported amount of expenses during the reporting period. Although these estimates are based on a manager's best knowledge of the amount, events or clients, ahead results may differ from those estimates. The directors do not anticipate that the adoption of these standards are interpreted will have a material impact on the non-statutory financial statement in the year of initial application. 3. BUSINESS SEGMENTS For the purpose of IFRS8, the Chief Operating Decision Maker "CODM" takes the form of the Board of Directors; the directors are of the opinion that the business of the Group comprises a single activity being investments and advice within emerging markets. The analysis of the Group's turnover, gross profit, assets, liabilities, additions to plant, property and equipment and depreciation and amortisation by the component used by the CODM to make decisions about operating matters is as follows: Six months Six months Year ended 30 ended 31 March ended 31 September 2014 March 2013 2013 US$ US$ US$ Revenue (unaudited) (unaudited) (audited) Marshall Islands 142,749 75,000 157,583 USA - - 132,500 142,749 75,000 290,083 Gross profit Marshall Islands 142,749 75,000 157,583 USA - - 132,500 142,749 75,000 290,083 Carrying amount of assets Marshall Islands 383,598 428,015 346,023 USA 169,013 16,275 37,345 552,611 444,290 383,368 Liabilities Marshall Islands 259,084 80,413 139,614 USA 74,257 212,379 77,323 333,341 292,792 216,937 GEO GLOBAL GROUP LTD NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE SIX MONTHS ENDED 31 MARCH 2014 4. GAIN / LOSS FROM OPERATIONS Gain / Loss from operations has been arrived at after charging: Six months Six months Year ended ended 31 ended 31 30 September March 2014 March 2013 2013 US$ US$ US$ Rent 1,965 833 3,210 Realised foreign exchange (gain) / loss - - - Auditors remuneration - audit fees - 32,139 32,139 5. TAXATION Six months Six months Yearended ended 31 ended 31 March 30 September March 2014 2013 2013 US$ US$ US$ (unaudited) (unaudited) (audited) Total tax charge - - - Factors affecting tax charge: (Loss) / Profit before tax 52,839 (206,346) (325,508) Tax at effective tax rate 0% (2013: - - - 0%) Adjustment for different tax - - - jurisdictions Creation of tax losses 52,839 (206,346) (325,508 Total tax charge - - - The effective corporation tax is calculated at 0% (2013: 0%) of the estimated assessable profit for the period, with the principal tax jurisdiction being the Marshall Islands. The tax rate is the effective rate applicable to the Group. Taxation for other jurisdictions is calculated at the prevailing rate in the respective jurisdictions. The Company's corporation tax rate is 0% (2013: 0%), since the Company is a registered company in Marshall Islands. GEO GLOBAL GROUP LTD NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE SIX MONTHS ENDED 31 MARCH 2014 6.Investments The Group have received equity instruments as consideration in return for the provision of services. These investments are classified as held for trading and measured at fair value through profit or loss as the directors consider that these investments have been incurred principally for the purpose of selling in the near term. The fair value of the listed equity securities are based upon their current bid prices in active markets. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm's length basis. These instruments are included at level 1 in the fair value hierarchy and compromise of listed equity instruments classified as held for trading. The fair value of the other and non current investments are included at level 2 in the fair value hierarchy and represent the latest active market transaction in the shares of these entities. Six months Six months Year ended 30 ended 31 ended 31 March September 2013 March 2014 2013 US$ US$ US$ (unaudited) (unaudited) (audited) Trading investments carried at fair value through profit or loss As at 1 October 11,570 188,354 188,354 Additions in the period 2,101 1,973 1,839 Disposals in the period - (119,310) (119,175) Fair value movement during the (8,574) (47,341) (59,448) period 5,097 23,676 11,570 Non-Current Investments As at 1 October 334,216 350,000 350,000 Additions - - 170,750 Movement - - (186,534) 334,216 350,000 334,216 339,313 373,676 345,786 Six months Six months Year ended 30 ended 31 ended 31 March September 2013 March 2014 2013 Listed equity securities US$ US$ Santaro Interactive 2,250 23,250 11,250 Entertainment Changda International Holdings, 96 400 314 Inc. Four Rivers BioEnergy, Inc. - 26 6 Solid Resources Ltd 2,751 - - 5,097 23,676 11,570 Non-Current Investments US$ US$ US$ Alphatec Holdings Inc. 250,000 250,000 250,000 (options) Open Cap Brazil 84,216 100,000 84,216 334,216 350,000 334,216 GEO GLOBAL GROUP LTD NOTES TOTHEFINANCIAL STATEMENTS (CONTINUED) FOR THE SIX MONTHS ENDED 31 MARCH 2014 7. INTEREST BEARING LOANS AND BORROWINGS 31 March 2014 31 March 30 September 2013 2013 US$ US$ US$ (audited) Current liabilities - - - Financial liabilities - loans 51,157 185,264 54,842 51,157 185,264 54,842 These are due within one year, of which US$ nil (US$185,264 in 2013) are unsecured, US$51,157 is secured over 75,000 shares of Santaro Interactive Entertainment Company an investment held by the company at the 31 March 2014 and 2013. Interest is accruing at between 5% and 12.5% per annum. 8. SHARE CAPITAL 31 31 30 March March September 2014 2013 2013 US$ US$ US$ Authorised 350,000,000 common shares 35,000 35,000 35,000 of US$0.0001 each 31 March 2014 Share Share Capital Premium US$ US$ Allotted, called up and fully paid 79,703,192 common shares of US$0.0001 each 7, 970 3,080,042 31 March 2013 Share Share Capital Premium US$ US$ Allotted, called up and fully paid 70,203,192 common shares of US$0.0001 each 7,020 2,946,897 30 September 2013 Share Share Capital Premium US$ US$ Allotted, called up and fully paid 79,703,192 common shares of US$0.0001 each 7, 970 3,080,042 The Company has one class of shares. Each share entitles the holder to one vote at general meetings of the Company. The authorised number of shares is 350,000,000 with a par value of US$0.0001 per share. For shares that are ultimately owned by directors, executive directors, or their immediate family members, these are subject to lock up agreements that expired on April 10, 2010. All directors and insiders are required to inform the public of any changes in their holdings. GEO GLOBAL GROUP LTD NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE SIX MONTHS ENDED 31 MARCH 2014 9. earnings PER SHARE (i) Basic continuing Basic earnings/(loss) per share is calculated by dividing the profit attributable to equity holders of the Group/Company by the weighted average number of ordinary shares in issue during the period ended March 31, 2014: Profit/ (Loss) attributable to equity holders of the Group: US$52,839 (2013: US ($206,346)) Weighted average number of ordinary shares in issue: 79,703,192 (2013: 70,203,192) Basic profit/ (loss) per share (Group): US$0.07 cents (2013: US ($0.30 cents)) (ii) Diluted continuing Diluted earnings/(loss) per share is calculated by adjusting the weighted average number of ordinary shares in issue to assume conversion of all potential dilutive options over ordinary shares during the period ended March 31, 2014:: Profit/ (Loss) attributable to equity holders of the Group: US$52,839 (2013: US ($206,346)) Weighted average number of ordinary shares in issue: 79,703,192 (2013: 70,203,192) Dilutive share options: nil (2013: nil) In accordance with IAS33 and as the average share price in the year is lower than the exercise price, the share options do not have a dilutive impact on earnings per share for the year ended 31 March 2014. Weighted average number of ordinary shares for diluted earnings per share: 79,703,192 (2013: 70,203,192) Diluted profit/ (loss) per share (Group): US$0.07 cents (2013: US ($0.30 cents))




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Source: PR Newswire (UK Disclosure)