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Octagonal Plc (OCT)

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Tuesday 16 December, 2014

Octagonal Plc

Half-yearly Report


                                                               16 December 2014

                                 Octagonal PLC                                 
                         ("Octagonal" or the "Company)                         

      Unaudited results for the six month period ended 30 September 2014       

Octagonal Plc announces its interim results for the six months ended 30
September 2014.

Overview

Octagonal Plc has a strong balance sheet with no debt and current assets
including cash as at 30 September 2014 amounting to £356,000.

This has been a period of considerable change for the Company. After
significant work from the directors and its advisers, the Company has
re-emerged as Octagonal Plc ("Octagonal") with a specific focus on acquiring
interests in valuable project opportunities whereby returns can be achieved and
with potential for growth. The board has raised approximately £1.5 million to
strengthen the Company's balance sheet and provide funds that are to be
invested in accordance with the Company's investing policy. The Company has
made 2 new strategic investments.

On 1 October 2014, the Company announced it had substantially implemented its
investing policy in accordance with Rule 15 of the AIM Rules for Companies.

On 7 November 2014, the Company announce that it had raised £500,000 through
the subscription for 166,666,667 new ordinary shares of 0.05 pence each in the
Company (the "Subscription Shares") at a price of 0.30 pence per Subscription
Share by existing shareholders and new investors.

Investments

On 10 April 2014, the Company announced that it had completed the acquisition
of a 9.97% interest in Global Investment Strategy UK Limited ("GIS") which is a
London headquartered financial services company trading in the Global Markets,
including equities, fixed income, commodities, currency and futures, using its
proprietary online trading platforms and clearing and safe custody systems.

GIS's global settlement and safe custody clearing business alone transacts for
over 300 global hedge funds and family wealth offices. GIS manage on average
over 6,000 transactions per month with monthly settlement values exceeding £400
million on behalf of global institutional accounts. GIS is a London Stock
Exchange member firm and is regulated by the FCA.

GIS offer a broad scope of settlement, custody, banking, broking and advisory
services to professional, retail, corporate and eligible counterparty clients.
GIS have over 100 counterparty relationships including most of the major local
and international investments banks transacting in the UK. In addition to its
core business of global settlement and custodial settlement services, GIS has
an Investment Management Division, managing funds for both domestic and
overseas clients on a discretionary basis.

On 30 September 2014, the Company announced that it had acquired, on-market, a
3.05% interest in Hume Capital plc, a boutique London Stockbroker admitted to
trading on AIM.

On 1 October 2014, the Company announced it had invested approximately £60,000
in various quoted financial services businesses in accordance with the
Company's stated investing policy.

Directors

On 5 June 2014, David Lenigas joined the board as a non-executive director and
Dan Maling stepped down from the board. On 16 July 2014, Jason Berry joined the
board as an executive director.

Results for the period

During the period, the Group made a loss before taxation of £170,000 (6 months
ended 30 September 2013: £38,000 loss; 12 months ended 31 March 2014: £
188,000). There was a weighted loss per share of 0.02p (30 September 2013: loss
per share 0.01p, 31 March 2014: loss per share 0.08p).

Current assets including cash at 30 September 2014 amounted to £356,000 (30
September 2013: £74,000; 31 March 2014: £1,337,000).

Outlook

The Board is confident that the investments made by the Company are both
encouraging and potentially rewarding. We will look to realise this potential
over the future years in addition to continuing to review other investment
opportunities.

We believe the Company is now well placed to move forward and to enhance future
shareholder value.

The Board would like to take this opportunity to thank all our shareholders for
their continued support.

Donald Strang
Chairman

16 December 2014

For further information please contact:

Octagonal plc                             +44 (0) 20 7440 0640         
Donald Strang/Jason Berry                                              
                                                                       
Cairn Financial Advisers LLP              +44 (0) 20 7148 7900         
Nominated Adviser and Broker                                           
James Caithie/Avi Robinson                                             
                                                                       
Square 1 Consulting (Public Relations)    +44 (0) 20 7929 5599         
David Bick/Mark Longson                                                


Income Statement (Unaudited)
for the six months ended 30 September 2014

                                       Notes  Six months  Six months       Year
                                                   ended       ended      ended
                                                      30          30         31 
                                               September   September      March   
                                                    2014        2013       2014
                                             (unaudited) (unaudited)  (audited)       
                                                   £'000       £'000      £'000
                                                                               
Turnover                                               -           -          -
                                                                               
Administration costs                               (120)        (63)      (133)
                                                                               
Loans to subsidiaries recovered                        -          25         29
                                                                               
Share based payment charge                          (50)           -       (84)
                                                                               
Total administrative costs                         (170)        (38)      (188)
                                                                               
Operating loss                                     (170)        (38)      (188)
                                                                               
Finance revenue                                        -           -          -
                                                                               
Loss before taxation                               (170)        (38)      (188)
                                                                               
Taxation                                               -           -          -
                                                                               
Retained loss for the financial period             (170)        (38)      (188)
                                                                               
                                                                               
                                                                               
Loss per ordinary share                                                        
                                                                               
Basic and diluted loss per share                  (0.02)      (0.01)     (0.08)
(pence)                                                                        
                                                                               

There were no other comprehensive gains or losses, other than the retained
losses for the financial periods.


Statement of Financial Position (Unaudited)
as at 30 September 2014

                                                  As at       As at       As at      
                                                     30          30          31 
                                              September   September       March 
                                                   2014        2013        2014
                                            (unaudited) (unaudited)   (audited)      
                                                  £'000       £'000       £'000     
                                                                               
ASSETS                                                                         
                                                                               
Non-current assets                                                             
                                                                               
Available for sale investments                      947           -         100
                                                                               
Total non-current assets                            947           -         100
                                                                               
Current assets                                                                 
                                                                               
Trade and other receivables                         264          36          24
                                                                               
Cash and cash equivalents                            92          38       1,313
                                                                               
Total current assets                                356          74       1,337
                                                                               
TOTAL ASSETS                                      1,303          74       1,437
                                                                               
LIABILITIES                                                                    
                                                                               
Current liabilities                                                            
                                                                               
Trade and other payables                           (12)       (186)       (136)
                                                                               
Total current liabilities                          (12)       (186)       (136)
                                                                               
TOTAL LIABILITIES                                  (12)       (186)       (136)
                                                                               
NET ASSETS                                        1,291       (112)       1,301
                                                                               
Equity attributable to equity holders of                                       
the parent                                                                     
                                                                               
Share capital                                       692         309         640
                                                                               
Share premium                                     1,206           -       1,148
                                                                               
Share based payment reserve                          39           -          84
                                                                               
Retained earnings                                 (646)       (421)       (571)
                                                                               
TOTAL EQUITY                                      1,291       (112)       1,301


Statement of Changes In Equity (Unaudited)
for the six months ended 30 September 2014

                        Share      Share      Share   Retained     Total  
                      capital    premium      Based   earnings    equity  
                                            Payment                       
                                            Reserve                       
                        £'000      £'000      £'000      £'000     £'000
                                                                        
Balance at 31             309          -          -      (383)      (74)
March 2013                                                              
                                                                        
Transactions with                                                       
owners                                                                  
                                                                        
Shares issued               -          -          -          -         -
                                                                        
Share issue costs           -          -          -          -         -
                                                                        
Total transactions          -          -          -          -         -
with owners                                                             
                                                                        
Loss & total                -          -          -       (38)      (38)
comprehensive                                                           
income for the                                                          
year                                                                    
                                                                        
Balance at 30             309          -          -      (421)     (112)
September 2013                                                          
                                                                        
Balance at 31             309          -          -      (383)      (74)
March 2013                                                              
                                                                        
Transactions with                                                       
owners                                                                  
                                                                        
Shares issued             331      1,160          -          -     1,491
                                                                        
Share issue costs           -       (12)          -          -      (12)
                                                                        
Share based                 -          -         84          -        84
payment charge                                                          
                                                                        
Total transactions        331      1,148         84          -     1,563
with owners                                                             
                                                                        
Loss & total                -          -          -      (188)     (188)
comprehensive                                                           
income for the                                                          
year                                                                    
                                                                        
Balance at 31             640      1,148         84      (571)     1,301
March 2014                                                              
                                                                        
Balance at 31             640      1,148         84      (571)     1,301
March 2014                                                              
                                                                        
Transactions with                                                       
owners                                                                  
                                                                        
Shares issued              52         79          -          -       131
                                                                        
Share issue costs           -       (21)          -          -      (21)
                                                                        
Share based                 -          -         50          -        50
payment charge                                                          
                                                                        
Share based                 -          -       (95)         95         -
payment charge                                                          
                                                                        
Total transactions         52         58       (45)         95       160
with owners                                                             
                                                                        
Loss & total                -          -          -      (170)     (170)
comprehensive                                                           
income for the                                                          
year                                                                    
                                                                        
Balance at 30             692      1,206         39      (646)     1,291
September 2014                                                          


Statement of Cash Flows (Unaudited)
for the six months ended 30 September 2014

                                           Six months    Six months        Year
                                                ended         ended       ended
                                         30 September  30 September    31 March        
                                                 2014          2013        2014       
                                           (unaudited)  (unaudited)   (audited)                   
                                                 £'000        £'000       £'000
                                                                               
Cash flows from operating activities                                           
                                                                               
Operating (loss)                                 (170)         (38)       (188)
                                                                               
(Increase) in trade and other receivables        (240)         (25)        (13)
                                                                               
(Decrease)/ increase in trade and other          (124)           65        (65)
payable                                                                        
                                                                               
Share based payment charge                          50            -          84
                                                                               
Cash generated by operating activities           (484)            2       (182)
                                                                               
Cash flows from investing activities                                           
                                                                               
Finance revenue                                      -            -           -
                                                                               
Payments to acquire AFS assets                   (847)            -           -
                                                                               
Net cash outflow from investing activities       (847)            -           -
                                                                               
Cash flows from financing activities                                           
                                                                               
Proceeds from issuance of ordinary shares          131            -       1,471
                                                                               
Share issue costs                                 (21)            -        (12)
                                                                               
Net cash inflow from financing activities          110            -       1,459
                                                                               
Net increase in cash and cash equivalents      (1,221)            2       1,277
                                                                               
Cash and cash equivalents at beginning of        1,313           36          36
period                                                                         
                                                                               
Cash and cash equivalents at end of period          92           38       1,313

Notes to the half-yearly results

1. Basis of preparation

As permitted IAS 34, `Interim Financial Reporting' has not been applied to
these half-yearly results. The financial information of the Company for the six
months ended 30 September 2014 have been prepared in accordance with the
recognition and measurement principles of International Financial Reporting
Standards, International Accounting Standards and Interpretations (collectively
"IFRS") issued by the International Accounting Standards Board ("IASB") as
adopted by the European Union ("adopted IFRS") and are in accordance with IFRS
as issued by the IASB. The condensed interim financial information has been
prepared using the accounting policies which will be applied in the Company's
statutory financial statements for the year ending 31 March 2014.

The financial information shown in this publication is unaudited and does not
constitute statutory accounts as defined in Section 434 of the Companies Act
2006. The comparative figures for the financial year ended 31 March 2014 have
been derived from the statutory accounts for 2014. The statutory accounts have
been delivered to the Registrar of Companies. The auditors have reported on
those accounts; their report was unqualified and did not contain statements
under the section 498(2) or 498(3) of the Companies Act 2006.

2. (Loss) per share

The calculation of the basic and diluted (loss) per share is based upon

                                     Six months   Six months         Year
                                          ended        ended        ended
                                   30 September 30 September     31 March                         
                                           2014         2013         2014
                                          £'000        £'000        £'000
                                                                         
(Loss) attributable to ordinary           (170)         (38)        (188)
shareholders                                                             
                                                                         
                                         Number       Number       Number
                                                                         
Weighted average number of          733,418,467  694,692,433  227,895,130
ordinary shares for calculating                                          
basic loss per share                                                     
                                                                         
                                          Pence        Pence        Pence
                                                                         
Basic and diluted loss per share         (0.02)       (0.01)       (0.08)
                                                                         

Note: the EPS for the year ended 31 March 2014, has taken account of the
Capital re-organisation which occurred on 25 November 2013.

3. Availability of the Interim Report

Copies of the report will be available from the Company's registered office and
also from the Company's website www.octagonalplc.com

a d v e r t i s e m e n t