National Storage Mechanism | Additional information
RNS Number : 9904W
Tally Ltd
29 April 2021
 

 

TALLY LTD

 

("Tally", or the "Company")

 

Half Year Report

for the six months ended 31 December 2020

 

 

Tally Ltd, the money innovator and Non-Bank Financial Institution ("NBFI") developer of the full-reserve banking platform and physical gold digital currency, tally®, announces its unaudited results for the six months ended 31 December 2020.

 

Highlights for the period:

 

·      New equity capital issue raised gross proceeds of £311,300 at 2p during the period increasing shares on issue to 648,122,781 and representing a company valuation of £13m at the end of period (up 37% from £9.5m in 2019).

·      Tally sold 41,538 Railsbank shares (30 June 2020 holding: 98,782 shares) for a total gross cash consideration of $2.5 million (£1,923,927).  The price per share achieved on the November 2020 disposal of $60.18 was 376% higher than the original cost ($12.63) in early 2018.

·      Product development included adding interactive charts in app so customers can see the devaluing of their fiat currency (i.e. GBP) by more than 80% over the last 20 years when compared to gold, and conversely the over 600% rise in the value of tally (gold) when measured in GBP since 2000.

·      Easy Access Safes were added to help customers budget and set up multiple-focused savings tools.

 

Key financials

 

The loss after tax for the period was £697,794 compared to £693,615 for the 6-month period to 31 December 2019.

 

Cash at bank increased from £55,936 to £555,969.  Financial assets (tally held representing physical gold owned by the Company) held at fair value increased from £60,587 to £316,039.

 

 

Chief Executive Officer of Tally Ltd, Cameron Parry, commented:

 

"During the period Tally Ltd completed its commercial-grade technology platform and smartphone app, with increased levels of security, greater processing speed, new product functionality capacity and data management tools, that the global vision for tally requires.  Following completion of this stage of tech development we raised in excess of £300,000 in equity funding and injected circa £1.9m from the part-sale of an investment asset. The Company also focused on increasing organisational capabilities and the team approximately doubled in size from 7 full-time employees and 4 part-time personnel to 14 full-time and 6 part-time team members.  Tally Ltd ended the period with a commercially robust banking technology platform and a growing organisational structure to progress the next phase of business development and strategy implementation."

 

 

 

 

For further information or if shareholders have any queries, please contact our office via [email protected] 

 

Enquiries:

 

Cameron Parry (Chief Executive Officer)

 

 

Tel: +44 (0)20 3490 6210

 

[email protected]

 

www.tallymoney.com

 

 

TALLY LTD and its controlled entities

Condensed consolidated Statement of Comprehensive Income (Unaudited)

for the six months ended 31 December 2020

 

 

 

 

 

 

 

 

Six months ended

31 December 2020

Six months ended

 31 December 2019

Year ended

 30 June

 2020

 

 

Unaudited

Unaudited

Audited

 

 

£

£

£

Revenue

 

4,830

10,002

20,431

Administrative expenses

 

(586,371)

(621,486)

(1,242,652)

Profit/(loss) from operating activities

 

(581,541)

(611,484)

(1,222,221)

 

 

 

 

 

Finance income

 

-

-

-

Finance costs

 

(59,416)

(53,102)

(57,203)

Net finance income/(costs)

 

(59,416)

(53,102)

(57,203)

 

 

 

 

 

Share of loss of associates

 

(18,214)

(30,715)

(64,362)

Fair value adjustment on assets held for sale

 

(4,183)

-

-

Gain on disposal of investments

 

-

-

3,017,523

Gain/(loss) on financial assets at fair value

 

(5,581)

1,686

10,115

Exceptional costs

 

(28,859)

-

-

Profit/(loss) before tax

 

(697,794)

(693,615)

1,683,852

 

Tax

 

-

-

116,151

Profit/(loss) after tax

 

(697,794)

(693,615)

1,800,003

 

Other comprehensive loss

Foreign exchange translation

 

(635)

(888)

(5,512)

Total comprehensive profit/(loss)

 

(698,429)

(694,503)

1,794,491

 

 

 

 

 

 

 

 

 

 

 

Basic earnings/(loss) per share (p)

 

 

(0.11)

(0.12)

0.29

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

           

 

 

 

 

TALLY LTD and its controlled entities

Condensed consolidated Statement of Comprehensive Income (Unaudited)

for the six months ended 31 December 2020

 

 

 

 

 

 

 

 

Note

31 December 2020

Unaudited

£

30 June

2020

Audited

£

 

Non-current assets

 

 

 

 

Intangible assets

5

1,123,340

956,859

 

Tangible assets

 

16,968

11,186

 

Right of use asset

 

79,049

98,812

 

Investment in associates

3

3,309,420

3,327,634

 

Investments at fair value through profit or loss

3

2,651,387

4,575,314

 

Total non-current assets

 

 7,180,164

 8,969,805

 

 

 

 

 

 

Current assets

 

 

 

 

Assets held for sale

3

563,773

563,334

 

Financial assets at fair value through profit or loss

4

316,069

60,587

 

Trade and other receivables

 

114,285

72,816

 

Cash and cash equivalents

 

555,969

55,936

 

Total current assets

 

 1,550,096

 752,673

 

 

 

 

 

 

Total assets

 

8,730,260

9,722,478

 

 

 

 

 

 

Current liabilities

 

 

 

 

Trade and other payables

 

374,249

951,113

 

Lease liabilities

 

39,412

38,506

 

Total current liabilities

 

413,661

989,619

 

 

 

 

 

 

Non-current liabilities

 

 

 

 

Lease liabilities

 

41,283

61,214

 

Total non-current liabilities

 

41,283

61,214

 

Total net assets

 

 

8,275,316

 

8,671,645

 

 

 

 

 

 

Equity          

 

 

 

 

Share capital

 

-

-

 

Share premium

9

30,319,376

30,017,276

 

Reserves

 

22,870

23,505

 

Accumulated losses

 

(22,066,930)

(21,369,136)

 

 

Total equity

 

8,275,316

8,671,645

 

 

These financial statements were approved by the Board of Directors on the 28 April 2021 and were signed on its behalf by: 

 

 

_______________________

Cameron Parry

Director

 

TALLY LTD and its controlled entities

Condensed consolidated Statement of Comprehensive Income (Unaudited)

for the six months ended 31 December 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share

capital

 

Share premium

Share based payment

reserve

Foreign exchange translation

 reserve

 

Shares to be issued to reserve

 

Accumulated losses

 

Total

equity

 

£

£

£

£

£

£

£

 

 

 

 

 

 

 

 

Balance at 1 July 2019

-

29,394,063

13

29,017

235,000

(23,169,139)

6,488,954

Loss for the period

-

-

-

-

-

(693,615)

(693,615)

Other comprehensive loss - foreign exchange translation

-

-

-

(888)

 

-

-

(888)

Total comprehensive loss

-

-

-

(888)

-

(693,615)

(694,503)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Issue of ordinary shares

-

655,000

-

-

-

-

655,000

Cost of issue

-

(31,800)

-

-

-

-

(31,800)

Issue of shares paid in prior periods

-

-

-

-

(235,000)

 

(235,000)

Exercise/expiration of warrants

-

13

(13)

-

-

-

-

Total contributions by and distributions to owners

-

623,213

(13)

-

 

(235,000)

-

388,200

 

 

 

 

 

 

 

 

Balance at 31 December 2019

-

30,017,276

-

28,129

-

(23,862,754)

6,182,651

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

TALLY LTD and its controlled entities

Condensed consolidated Statement of Comprehensive Income (Unaudited)

for the six months ended 31 December 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share

capital

£

 

Share

premium

£

Share based payment

reserve

£

Foreign exchange translation

 reserve

£

 

Accumulated losses

£

 

Total

 equity

£

 

 

 

 

 

 

 

 

 

 

Balance at 1 July 2020

-

30,017,276

-

23,505

(21,369,136)

8,671,645

 

 

 

 

 

 

 

 

 

Loss for the period

-

-

-

-

(697,794)

(697,794)

 

Other comprehensive loss - foreign exchange translation variances

-

-

-

(635)

-

(635)

 

Total comprehensive loss

-

-

-

(635)

(697,794)

(698,429)

 

 

 

 

 

 

 

 

 

Issue of ordinary shares (note 9b)

-

315,300

-

-

-

315,300

 

Cost of issue

-

(13,200)

-

-

-

(13,200)

 

Total contributions by and distributions to owners

-

292,005

-

-

-

302,100

 

Balance at 31 December 2020

-

 30,319,376

-

22,870

(22,066,930)

8,275,316

 

                             

 

TALLY LTD and its controlled entities

Condensed consolidated Statement of Comprehensive Income (Unaudited)

for the six months ended 31 December 2020

 

 

 

Note

Six months ended

 31 December 2020

Six months ended

 31 December 2019

Year

 ended

 30 June 2020

 

 

Unaudited

£

Unaudited

£

Audited

£

Cash flows from operating activities

 

 

 

 

Profit/(loss) for the year

 

(697,794)

(693,615)

1,800,003

Adjustments for:

 

 

 

 

Depreciation

 

21,421

1,382

22,567

Amortisation

5

119,121

77,450

148,409

Share of loss of associate

3

18,214

30,715

64,362

Fair value adjustment

3

(439)

-

-

Fair value movement on financial assets

4

5,581

(1,686)

(3,027,525)

Exceptional costs

3

28,859

-

-

Share-based payments to consultants

9

4,000

-

-

Net financing charge

 

59,416

53,102

57,203

Foreign exchange variances

 

(635)

(888)

(5,512)

 

 

 

 

 

Operating loss before changes in working capital and provisions

 

(442,256)

(533,540)

(940,493)

Change in trade and other receivables

 

(41,469)

(14,741)

5,238

Change in trade and other payables

 

(576,864)

274,893

462,936

Net cash used in operating activities

 

(1,060,589)

(273,388)

(472,319)

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

Net financing charge

 

(59,416)

(53,102)

(57,203)

Acquisition of intangible assets

5

(285,603)

(134,463)

(364,053)

Acquisition of tangible assets

 

(7,440)

(300)

(1,047)

Acquisition of financial assets at fair value

4

(261,063)

(51,809)

(22,941)

Exceptional costs

3

(28,859)

-

-

Disposal of investments at fair value

3

1,923,927

-

504,924

Net cash from/(used in) investing activities

 

1,281,546

(239,674)

59,680

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

Proceeds from the issue of shares

9

311,300

420,000

420,000

Cost of issue

9

(13,200)

(31,800)

(31,800)

Repayment of lease liabilities

 

(19,024)

-

(18,855)

Net cash from financing activities

 

279,076

388,200

369,345

 

Net increase / decrease in cash and cash equivalents

 

500,033

(124,862)

(43,294)

 

Cash and cash equivalents at 1 July

 

55,936

99,230

99,230

 

Cash and cash equivalents at period end

 

555,969

(25,632)

55,936

 

 

TALLY LTD and its controlled entities

Notes to the condensed consolidated half year report (unaudited)

For the six months ended 31 December 2020

 

1.    Basis of preparation and changes to the Group's accounting policies

 

Basis of Preparation:

 

As permitted, the Group has chosen not to adopt IAS 34 "Interim Financial Statements" in preparing this interim financial information. The half-yearly financial statements have been prepared on the historical cost basis except for the following items in the statement of financial position and statement of comprehensive income:

 

●     Share-based payments are measured at fair value;

●     Financial assets and investments at fair value through profit or loss;

●     Assets held for sale, held at the lower of the carrying value or fair value less costs to sell

●     Investment in associates measured using the equity accounting method.

 

The financial statements are presented in pounds sterling ("GBP" or "£"), which is the currency of the primary economic environment in which the Group operates. All amounts have been rounded to the nearest pound, unless otherwise stated. The unaudited condensed consolidated half yearly financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the annual financial statements for the year ended 30 June 2020, which have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.   As required by accounting standards, the Company has disclosed comparative data for the statement of comprehensive income for the trading company for the six months ended 31 December 2019.

 

The unaudited condensed consolidated half yearly financial statements do not constitute statutory financial statements within the meaning of the Guernsey (Companies) Law, 2008, and have been prepared on a going concern basis in accordance with the recognition and measurement criteria of IFRSs. Statutory financial statements for the year ended 30 June 2020 were approved by the Board of Directors on 25 February 2021 and delivered to the Registrar of Companies. The report of the auditor on those financial statements was unqualified but included a material uncertainty paragraph in relation to going concern.

 

The same accounting policies, presentation and methods of computation are followed in these unaudited condensed consolidated half yearly financial statements as were applied in the preparation of the Group's annual audited financial statements for the year ended 30 June 2020.

 

These interim condensed consolidated financial statements were approved by the Board of Directors on the 28 April 2021 and will be available from the Company's website, https://www.tallymoney.com/investors/reports.

 

New standards, interpretations and amendments adopted by the Group:

 

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Group's annual consolidated financial statements for the year ended 30 June 2020. There have been no new standards which have materially impacted the interim financial statements.

 

 

TALLY LTD and its controlled entities

Notes to the condensed consolidated half year report (unaudited)

For the six months ended 31 December 2020

 

2.      Judgements and key sources of estimation uncertainty

 

In the application of the Group's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods

 

There have been no material changes in the estimates and assumptions as outlined in the audited financial statements for the year ended 30 June 2020.

 

3      Investments

 

 

Investments in Associates

Geomysore Services India Private Limited ("Geomysore"):

 

Tally Ltd has an equity interest in Geomysore equal to 21.35% (year ended 30 June 2020: 21.35%). Geomysore is an Indian gold exploration company based in Bangalore with an extensive portfolio of gold exploration projects including their most developed project being a planned mine development at Jonnagiri in Southern India.  Geomysore is accounted for as an associate because, while Tally Ltd has significant influence over Geomysore, it does not have control, and it is accounted for on an equity accounting basis. 

The share subscriptions by Tally Ltd and the other shareholders throughout the duration of the equity holding, subscribed initially by Tally Ltd in August 2013, has resulted in the Group's interest in Geomysore fluctuating on a regular basis.

 

The carrying value of the investment in associate is determined as follows:

 

 

31 December 2020

30

 June

 2020

31

 December

 2019

 

£

£

£

Investment in associate

 

 

 

Opening balance

3,327,634

3,341,970

3,367,103

Investment additions

-

-

-

Share of loss in associate

(18,214)

(14,336)

(25,133)

Total

3,309,420

3,327,634

3,341,970

 

 

 

The Board has considered the valuation of its investment in Geomysore and determined that its fair value is at least equal to the carrying value of £3,309,420 (June 2020: £3,327,634) and no impairment loss is warranted.   The areas of judgement for this have not changed from those stated in the audited financial statements for year ended 30 June 2020. 

 

Kalevala Gold Oy:

 

As at the balance sheet date, Tally Ltd held 32% (30 June 2020: 32%) of a Finnish operating company Kalevala Gold Oy ("Kalevala"). Kalevala was established to develop the various licences subject to the joint venture with Mineral Exploration Network (Finland) Limited ("MENF" or the "JV").

 

TALLY LTD and its controlled entities

Notes to the condensed consolidated half year report (unaudited)

For the six months ended 31 December 2020

 

Kalevala has historically been accounted for as an associate due to the percentage holding and due to the fact that Tally Ltd, whilst having influence over Kalevala, does not have control and was accounted for on an equity accounting basis.

 

As at 31 December 2020, the Company was seeking a buyer for their investment in Kalevala, following interest from third parties during the prior year. The sale of the asset is expected to occur within 12 months of the reporting date and as a result, the investment value has been kept as held for sale. The amount stated as held for sale is considered to be the fair value of the asset as at the period end.

 

In reviewing the fair value of the asset the indicators of impairment under IAS 36 have been considered by the Board with respect to the carrying value of Kalevala.  From their review, the Board consider there are no indicators of impairment.

 

The carrying value of the investment in Kalevala is determined as follows:

 

 

 

 

31

 December 2020

30

 June

 2020

 

 

£

£

Assets held for sale

 

 

 

Opening balance

 

563,334

-

Reclassification from investment in associate

 

-

563,334

Investment additions

 

4,622

-

Fair value adjustment

 

(4,183)

-

Total

 

563,773

563,334

 

 

 

 

 

Investments at fair value through profit and loss

 

Railsbank Technology Limited:

 

At the balance sheet date Tally Ltd held 57,244 (June 2020: 98,782) shares of Railsbank Technology Limited ("Railsbank"), the provider of a global banking and compliance platform API, that Tally's full-reserve banking platform operates on.  

 

Management has assessed the level of influence that the Group has on Railsbank and determined that the Group has not exercised significant influence during the year.  The assessment also took into consideration board representation, the contractual terms and the substance of the arrangement.  Consequently, Railsbank has been classified as an investment.   The Company's investment in Railsbank is held at fair value through profit and loss.

In November 2020, Railsbank completed a funding round of c$37 million in connection with which Tally sold 41,538 Railsbank shares for a total gross cash consideration of $2.5 million (£1,923,927).  The price per share achieved on the November 2020 disposal of $60.18 was 376% higher than the original cost ($12.63).

 

The carrying value of the 57,244 Railsbank shares held as at 31 December 2020 of £2,651,387 (June 2020: £4,575,314) reflects the price per share of £46.32 ($60.18 @ GBP/USD: 1.30) achieved on the November 2020 disposal.  This remains unchanged from the price per share applied to the year end 30 June 2020 value and thus there has been no profit or loss recognised during the period to 31 December 2021.

The investment is entirely categorised as level 3 under the fair value hierarchy.

 

TALLY LTD and its controlled entities

Notes to the condensed consolidated half year report (unaudited)

For the six months ended 31 December 2020

 

 

 

Fair Value

Level 1

Fair Value

Level 2

Fair Value

Level 3

Fair Value

Total

 

 

£

£

£

£

As at 1 July 2020

-

-

4,575,314

4,575,314

Disposals during the period

-

-

(1,923,927)

(1,923,927)

Gains and losses recognised in profit or loss

-

-

-

-

Fair value at 31 December 2020

-

-

2,651,387

2,651,387

 

 

 

 

Fair Value

Level 1

Fair Value

Level 2

Fair Value

Level 3

Fair Value

Total

 

 

 

 

£

£

£

£

 

 

As at 1 January 2020

-

-

2,062,715

2,062,715

 

 

Disposals during the period

-

-

(504,924)

(504,924)

 

 

Gains and losses recognised in profit or loss

-

-

3,017,523

3,017,523

 

 

Fair value at 30 June 2020

-

-

4,575,314

4,575,314

 

 

 

 

 

 

 

 

 

Exceptional costs

Total costs incurred in the sale of the Railsbank shares in November 2020 were:

 

 

31 December 2020

£

 

Brokerage fees

19,239

 

 

Stamp duty

9,620

 

 

Total

28,859

 

 

 

 

 

 

4.

Financial assets at fair value

 

                           

 

The following table analyses the fair value of the Group's financial assets by category as defined in IFRS 13.

 

 

 

Fair Value

Level 1

Fair Value

Level 2

Fair Value

Level 3

Fair Value

Total

 

 

£

£

£

£

 

 

 

 

 

 

As at 1 July 2020

60,587

-

-

60,587

Net additions/(disposals) during the period

261,063

-

-

261,063

Gains and losses recognised in profit or loss

(5,581)

-

-

(5,581)

Fair value at 31 December 2020

316,069

-

-

316,069

 

 

 

 

Fair Value

Level 1

Fair Value

Level 2

Fair Value

Level 3

Fair Value

Total

 

 

 

£

£

£

£

 

 

 

 

 

 

 

 

As at 1 January 2020

81,139

-

-

81,139

 

Net additions/(disposals) during the period

(28,981)

-

-

(28,981)

 

Gains and losses recognised in profit or loss

8,429

-

-

8,429

 

Fair value at 30 June 2020

60,587

-

-

60,587

 

 

 

TALLY LTD and its controlled entities

Notes to the condensed consolidated half year report (unaudited)

For the six months ended 31 December 2020

 

 

 

 

 

 

 

 

 

 

 

Fair Value

Level 1

Fair Value

Level 2

Fair Value

Level 3

Fair Value

Total

 

 

 

£

£

£

£

 

 

 

 

 

 

 

 

As at 1 July 2019

27,644

-

-

27,644

 

Net additions/(disposals) during the period

51,809

-

-

51,809

 

Gains and losses recognised in profit or loss

1,686

-

-

1,686

 

Fair value at 31 December 2019

81,139

-

-

81,139

 

                           

 

The Level 1 financial assets are holdings in gold. The fair value at the period-end is the quoted market value.

 

 

5.         Intangible Assets

 

 

Non-current assets

 

 

 

Goodwill

Internally Generated Software

 

 

Trademarks

 

 

Total

 

 

 

£

£

£

£

 

Balance at 1 July 2020

 

178,719

911,230

15,578

1,105,527

 

Additions - internal development

 

-

285,603

 

-

 

285,603

 

 

Amortisation

 

 

 

 

 

 

Balance at 1 July 2020

 

-

146,850

1,818

148,668

 

Charge for the year

 

-

118,343

 

778

 

119,121

 

Net book value at 31 December 2020

 

178,719

931,640

 

 

12,982

 

 

1,123,340

 

 

 

 

 

 

 

 

Tally Ltd, designed and developed, through its 100% owned operating subsidiary TallyMoney Ltd, a full-reserve banking and monetary system and mobile phone banking app that allows customers to hold an individual bank account denominated in tally® (1 tally® = 1 milligram of physical gold), sourced and vaulted on behalf of the customer. The app delivers the utility and convenience of everyday banking, for the customer's directly owned physical asset. Costs directly attributable to the continued development and enhancement of this platform have been capitalised under IAS 38.

 

The group estimates the useful life of the software to be at least 5 years based on the expected technical obsolescence of such assets. The software is amortised from the date that it was ready for use, being June 2019.

 

 

 

 

TALLY LTD and its controlled entities

Notes to the condensed consolidated half year report (unaudited)

For the six months ended 31 December 2020

 

6.         Earnings/loss per share

 

The calculation of basic loss per share at 31 December 2020 was based on the loss of £697,794 and a weighted average number of ordinary shares outstanding of 640,923,107

 

 

31 December

 2020

 

30 June

 2020

 

£

£

 

Profit/(loss) attributable to ordinary shareholders

(697,794)

1,800,003

 

 

 

Weighted average number of ordinary shares

Number

Number

 

'000

'000

Issued ordinary shares at 1 July

632,308

588,641

Effect of shares issued during the year

8,615

25,482

 

Weighted average number of shares at period end

640,923

614,123

 

7.         Related Parties

 

Key management personnel

 

As at the 31 December 2020 period end, there were no key management personnel employed by the Group who were not a Director.

 

Directors' remuneration and interests

 

 

Six months
to 31 Dec 2020
 
Remuneration
 
Interests
 
Director
Cash-based payments
Share-based payments
 
Totals
Shares
Options
 
£
£
£
No.
No.
Cameron Parry* (CEO)
64,000
-
64,000
35,295,988
10,000,000
Ralph Hazell
16,002
-
  16,002
30,941,455
-
Michael Joseph**
-
-
-
53,525,000
-
 
80,002
-
80,002
119,762,443
10,000,000

 

* Cameron Parry invested cash of £30,000 during the period for 1,500,000 new ordinary shares and 1,500,000 IPO warrants .

 

No new options were issued or exercised during the period.

 

Transactions with other related parties

 

On 29 July 2019, Mike Joseph made available an unsecured drawdown facility of £400,000 that had a facility fee of £50,000 (12.5%) payable on commencement for the period up to 12 months and that subsequently attracted an annual facility fee on the anniversary of the commencement calculated as 12.5% on any remaining balance including fees.  The facility was fully drawn down in two tranches; £250,000 on 29 July 2019 and £150,000 on 5 December 2019.  The total amount outstanding under this loan facility as at 30 June 2020 of £450,000 comprised the principal of £400,000 and facility fee of £50,000.  On 30 November 2020 the unsecured loan of £400,000 together with the total facility fees applicable of £106,250 was repaid to Mike Joseph and the drawdown facility cancelled.

 

 

TALLY LTD and its controlled entities

Notes to the condensed consolidated half year report (unaudited)

For the six months ended 31 December 2020

 

 

First Equity Limited is an FCA-licensed London Stockbroking firm, established 1987, FCA Ref. No. 124394.  Tally Ltd CEO and Founder, Cameron Parry, owns more than 25% and less than 50% of First Equity Limited and he is Joint-CEO and an FCA approved person with the firm, FCA Ref. No. CJP01234. During the period First Equity Limited was engaged to assist with the £220,000 capital raise Tally Ltd conducted in August 2020 and was paid £13,200 for those capital raising services.

 

Geomysore is a related party, as the Group holds a 21.35% equity investment in this entity (30 June 2020: 21.35%) as at the reporting date.  During the period, the Company (Kolar Gold Resources India) provided a loan to Geomysore of 1,000,000 INR (year ended 30 June 2020: nil). This amount was outstanding as at 31 December 2020 (30 June 2020: nil). No other transactions occurred during the year.

 

Kalevala is a related party by way of it being an associate of the Group. During the period, the Company provided additional funding of £4,622 to Kalevala (year ended 30 June 2020: nil). No other transactions occurred during the year.

 

 

 

8.        Warrants

 

a)        Options

 

 

The Company has the ability to issue options to Directors to compensate them for services rendered and incentivise them to add value to the Group's longer-term share value.

 

As at 31 December 2020, the following unexpired options were in existence over the shares of Tally Ltd:

 

 

Name

Date of Grant

Ordinary Shares under option

Expiry Date

Exercise Price £

 

Cameron Parry

18.01.17

10,000,000

31.12.22*

0.022

 

 

Each option entitles the holder to subscribe for one ordinary share in Tally Ltd.  Options do not confer any voting rights on the holder. 

 

The number and weighted average exercise price of the options are as follows:

 

 

Weighted average exercise price

Number of options

Weighted average exercise price

Number of options

 

31 Dec 2020

£

31 Dec 2020

No

30 June 2020

£

30 June 2020

No

Options issued by Tally Ltd

 

 

 

 

Outstanding at the beginning of the period/year

0.0220

10,000,000

0.0220

13,800,000

Expired during the period/year

-

-

0.0220

(3,800,000)

 

0.0220

10,000,000

0.0220

10,000,000

           

 

As at 31 Dec 2020, the weighted average remaining contractual life of the options was 2 years (30 June 2020 - 2.5 years).

 

 

 

 

 

 

 

TALLY LTD and its controlled entities

Notes to the condensed consolidated half year report (unaudited)

For the six months ended 31 December 2020

 

b)         Warrants

As at 31 Dec 2020, the following warrants were in existence:

 

Date of grant

Warrants issued

Warrants exercised

Warrants expired

Warrants remaining

Expiry date

Exercise price £

08.11.2017

2,500,000

-

-

2,500,000

30.11.2022

0.011

08.11.2017

2,500,000

-

-

2,500,000

30.11.2022

0.022

29.11.2019

47,200,000

-

-

47,200,000

*

*

28.08.2020

12,100,000

-

-

12,100,000

**

**

28.08.2020

3,800,000

-

-

3,800,000

31.12.2022

0.015

04.12.2020

4,765,000

-

-

4,765,000

**

**

04.12.2020

1,000,000

-

-

1,000,000

31.12.2022

0.015

04.12.2020

1,450,000

-

-

1,450,000

31.12.2022

0.02

 

75,315,000

-

-

75,315,000

 

 

 

 

 

 

 

 

 

The warrants issued in 2017 were attached to the appointment of a global strategy consultant and shares issued to this individual. The fair value of these warrants is considered to be £nil as the amount paid for the share and warrant bundle is equivalent to the fair value of the share.

 

* the exercise price of the warrants issued on 29 November 2019 is 150% of the Company's Initial Public Offering ("IPO") price with a term of 2 years from IPO. As the IPO date and price is uncertain, these are not included in the above analysis.

 

** the exercise price of the warrants issued on 28th August and 4th December 2020 is 200% of the Company's Initial Public Offering ("IPO") price with a term of 3 years from IPO. As the IPO date and price is uncertain, these are not included in the above analysis.

 

The number and weighted average exercise price of warrants are as follows:

Warrants in issue

Weighted

average

exercise price

 

Number of warrants

Weighted average exercise price

 

Number of warrants

 

31 Dec 2020

31 Dec 2020

30 June 2020

30 June 2020

 

£

No

£

No

Outstanding at 1 July

0.0165

5,000,000

0.0165

5,000,000

Outstanding at 1 July

***

47,200,000

-

-

Issued during the period

*****

16,865,000

***

47,200,000

Issued during the period

0.015

4,800,000

-

-

Issued during the period

0.02

1,450,000

-

-

 

0.0163**

       75,315,000

0.0165

       52,200,000

 

***the warrants issued on 29 November 2019 have an exercise price of 150% of the Company's Initial Public Offering ("IPO") price and will expire two years from the date of the IPO exercise.   As the exercise price and the expiry date of these warrants will be determined by the eventual pricing and timing of the future IPO of the company, they have been excluded from calculation of the weighted average exercise price and weighted average remaining contractual life of the total warrants outstanding.

 

****the warrants issued on 28 August and 4 December 2020 have an exercise price of 200% of the Company's Initial Public Offering ("IPO") price and will expire three years from the date of the IPO exercise.   As the exercise price and the expiry date of these warrants will be determined by the eventual pricing and timing of the future IPO of the company, they have been excluded from calculation of the weighted average exercise price and weighted average remaining contractual life of the total warrants outstanding.

 

As at 30 June 2020, the weighted average remaining contractual life of the 11,250,000 warrants which do have a defined expiry date was 2 years (30 June 2020: 2 years and 5 months).  

           

 

TALLY LTD and its controlled entities

Notes to the condensed consolidated half year report (unaudited)

For the six months ended 31 December 2020

 

9.         Share capital and reserves

a)   Movement in issued and fully paid share capital:

 

Ordinary Shares

no par value

In issue at 30 June 2020

 

632,307,781

Issued

 

15,815,000

In issue at 31 December 2020

 

648,122,781

 

All shares issued by the Company are 'ordinary' shares and rank equally in all respects, including for dividends, shareholder attendance and voter rights at meetings, on a return of capital and in a winding-up.

 

In August and December 2020, Tally Ltd completed a pre-Series A funding round raising a total of £311,300, of which the board and management contributed £30,000, via the issue of 15,565,000 new ordinary shares at 2 pence per share. An additional 250,000 shares were issued to external consultants in consideration for services provided. These new shares rank pari-passu with all existing ordinary shares.

 

As a result of the above events, the total shares in issue as at 30 June 2020 was 648,122,781 (30 June 2020: 632,307,781).

 

In accordance with the provision of the Disclosure Guidance and Transparency Rules of the FCA, the issued ordinary share capital of Tally Ltd including the issue of the new ordinary shares is 648,122,781 Ordinary Shares with voting rights attached (one vote per share).  There are no shares held in treasury.

 

b)          Reserves

 

Share premium reserve

The share premium reserve comprises the excess of consideration received over the par value of the shares issued, plus the nominal value of share capital at the date of re-designation at no par value.

 

 

 

Share premium reserve

£

In issue at 30 June 2020

 

30,017,276

Pre-Series A funding round

 

311,300

Share-based payments to consultants

 

4,000

Cost of issue

 

(13,200)

In issue at 30 June 2020

 

30,319,376

 

 

Share based payment reserve

The share-based payment reserve comprises the fair value of warrants and options granted, less the fair value of lapsed and expired warrants and options.

 

Foreign exchange translation reserve

The foreign exchange translation reserve contains all foreign currency differences arising from the translation of the financial statements of foreign operations.  Changes arising from monetary items that are considered to be part of the net investment are also included in the foreign exchange translation reserve.

 

Reserves in the Consolidated Statement of Financial Position comprise the share-based payment reserve, shares to be issued reserve and the foreign exchange translation reserve.

 

 

TALLY LTD and its controlled entities

Notes to the condensed consolidated half year report (unaudited)

For the six months ended 31 December 2020

 

10.       Post Balance sheet events

 

No material events have taken place since 31 December 2020.

 

 

11.       Approval of half year report

 

The condensed consolidated half year report was approved by the Board of Directors on 28 April 2021.

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