Craven House Capital Plc

("Craven House" or the "Company")

Unaudited Interim Report for the period ended 30 November 2019

For the six months to 30 November 2019, Craven House Capital Plc reports a decrease in the gross asset value to $20.5m vs. $27.4m as of May 2019. The Net Asset Value on a per share basis fell from $9.89 to $6.70. This change was almost solely the result of a reduction in mark-to-market prices of liquid securities (shares in DLC Holdings Corp. as discussed further below), which we intend to hold for an extended period of time.

Portfolio Update

The summary of the valuations of Craven's investment holdings as at the period end is as follows:

DLC Holdings Corp. (TSX:DLC)

DLC is a Toronto Stock Exchange listed agricultural investment company with holdings in Brazil and South Africa. The valuation ascribed to CIH's shareholding in DLC in CRV's financial statements reflects the published share price of DLC's shares as of 30 November multiplied by the number of shares owned by CIH. The valuation of DLC has decreased as a result in a drop in the mark-to-market valuation of the shares on the 30 November vs. the 31 May. Whilst the share price reduced from CAD$0.27 to CAD$0.12 during this period it is important to emphasise that the share price remained at or above the $0.27 level for the majority of the period and only traded down on very low volume during the tax loss selling season in Canada. The share price has recovered to CAD$0.18 as of 24 February 2018. There has been no deterioration in the valuation of the underlying holdings of DLC and management believes that the end of period share price represents a significant discount to the orderly liquidation value of DLC. Management also believes that the political and economic situation in South America will likely provide for further acquisition opportunities as distressed sellers are forced to liquidate good properties. Any update in relation to the acquisition of the Blacktail Mountain Ski Area, which has been delayed, will be provided by DLC as appropriate.  

Qeton Ltd

Qeton Ltd is a joint venture company focusing on the distribution of mobile phones, tablet computers and accessories into emerging markets.

The valuation of Qeton during the past six-month period has reduced from $414k to $305k reflecting a small reduction in the adjusted earnings of Qeton during the respective trailing twelve-month periods. Qeton remains profitable, however trading is likely to continue to be subdued in comparison to historic levels due to weakness of currencies in local markets, particularly the Angolan Kwanza vs. the US Dollar. This means products (manufactured and shipped on a US Dollar basis) have become more expensive for local consumers and demand is reduced. Management believes that the importation of consumer electronics will remain a viable business over the long term and will be highly correlated to the global oil price which is the determining factor in access to foreign currency and discretionary consumer spending.

CRAVEN HOUSE CAPITAL PLC

INVESTMENT MANAGER'S REPORT FOR THE SIX MONTH PERIOD ENDED

30 NOVEMBER 2019 - continued

Craven House Angola LDA

There was no change in the valuation of CHA during the period. The underlying loan portfolios continued to perform according to their terms with interest payments received as expected during the period. Management continues to evaluate options to repatriate capital from Angola on an accelerated basis to take advantage of opportunities in Europe and North America.

Craven House Capital North America LLC

The valuation of Craven's US investment holding company, CHNA, reduced from $7.9m to $5.9m during the six months to November 2019. This decrease is the result of mark-to-market valuation of shares in DLC and LM Funding America Inc. owned by CHNA, which both declined during the period.

Kwikbuild Corp.

The valuation of Kwikbuild remained almost unchanged during the period. There was no activity relating to the underlying assets of this subsidiary.

Performance Fee due to Investment Manager

The Investment Manager has again confirmed that it has agreed to waive $1.66m in performance fees which are payable to them under the terms of the Management Services Agreement in place with the Company. Additionally, the Investment Manager has offered to permanently eliminate the performance fee from the management agreement. The Board welcomes this decision by the Investment Manager as it, once again, emphasises the Investment Manager's desire that their interests remain aligned with all other shareholders.

Additionally, the board has begun the process of identifying a new Chairman. Mark Pajak has been serving as an interim Chairman and will fulfil those duties until a new Chairman is appointed. The board expects to have a new appointee identified and in place by the end of the first quarter 2020.

Reduction in Capital

Following the end of the period, the Company completed the process to cancel all of its deferred shares and the transfer of $25m in capital from its share premium account to its profit and loss reserve. The board now has the authority to repurchase shares in the open market for cancellation. The board will continue to evaluate the best opportunities for the allocation of the company's capital to include the purchase and cancellation of shares. The board is also contemplating a special dividend to be paid in cash or in specie with further details to be disclosed in due course. For the avoidance of doubt this does not mean that the company will repurchase shares, pay a special dividend in cash or in specie in the immediate future. It merely means that these are options available to the company along with utilising its resources to make acquisitions and investments that generate an acceptable rate of return and position the company for long-term growth.

CRAVEN HOUSE CAPITAL PLC

INVESTMENT MANAGER'S REPORT FOR THE SIX MONTH PERIOD ENDED

30 NOVEMBER 2019 - continued

Transactions after the period end

In January 2020 the Company's subsidiary Craven House Capital North America announced the buy-back of IIU Inc (a US based insurance broker) from LM Funding America Inc. CHNA had previously sold IIU to LMFA for $5.1m in January 2019.

In February, the company raised an additional $3.9 million in capital through a sale of new shares at a valuation of $10 per share.

Also in February the company simultaneously entered into five option agreements to acquire significant stakes in a portfolio of high growth consumer facing technology companies. The option is non-binding and diligence is on-going. There is no guarantee that any transaction will be consummated. 

            Desmond Holdings Ltd

Investment Manager to Craven House Capital Plc

For further information please contact:

About Craven House Capital:

The Company's Investing Policy is to invest in or acquire a portfolio of companies, partnerships, joint ventures, businesses or other assets globally in any geographic jurisdiction. The company will invest in both developed and developing markets providing long term patient capital and is often involved in special situations, restructuring, expansion and turn around investments in crisis and transitioning economies.

             CRAVEN HOUSE CAPITAL PLC

STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2019

             CRAVEN HOUSE CAPITAL PLC

STATEMENT OF FINANCIAL POSITION

AS AT 30 NOVEMBER 2019

CRAVEN HOUSE CAPITAL PLC

STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2019

CRAVEN HOUSE CAPITAL PLC

STATEMENT OF CASH FLOWS

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2019

             CRAVEN HOUSE CAPITAL PLC

NOTES TO THE FINANCIAL INFORMATION

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2019

1.       ACCOUNTING POLICIES

          General Information

Craven House Capital Plc is a company incorporated in the United Kingdom under the Companies Act 2006. The address of the registered office is given on the company information page. The Company is listed on the AIM Market of the London Stock Exchange (ticker: CRV).

The next annual financial statements of Craven House Capital Plc will be prepared in accordance with applicable International Financial Reporting Standards (IFRS) as adopted for use by the European Union. Accordingly, the interim financial information in this report has been prepared using accounting policies consistent with IFRS. IFRS are subject to amendment and interpretation by the International Accounting Standards Board (IASB) and the International Financial Reporting Interpretations Committee (IFRIC) and there is an on-going process of review and endorsement by the European Commission. The financial information has been prepared on the basis of the IFRS that the directors expect to be applicable as at 31 May 2020.

The financial information has been prepared under the historical cost convention, except to the extent varied for fair value adjustments required by accounting standards, and in accordance with applicable International Financial Reporting Standards (IFRS) as adopted for use by the European Union. The principal accounting policies have been applied to all periods presented.

This financial information is unaudited and does not constitute statutory financial statements within the meaning of Section 434 of the Companies Act 2006. The financial statements of the Company for the year ended 31 May 2019, which were prepared in accordance with IFRS as adopted for use by the European Union, have been reported on by the Company's auditors and delivered to the Registrar of Companies. The report of the auditors was unqualified and did not include any statement under Section 498 of the Companies Act 2006.

This financial information is presented in United States dollar, rounded to the nearest $'000.

The directors do not propose the issuance of a dividend.

The interim financial information for the six months ended 30 November 2019 was approved by the directors on 25 February 2020.

Going concern

            The Company has considerable financial resources. As a consequence, the directors believe that the Company is well placed to manage its business risks successfully. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the financial information

             CRAVEN HOUSE CAPITAL PLC

NOTES TO THE FINANCIAL INFORMATION - continued

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2019

2. Other operating income

3.  Taxation

No tax charges arose in the period or in comparative periods as a result of losses incurred.

4.  Investments at fair value through profit or loss

The revaluation outlined above represents the valuation applied to the investments held by Craven Industrial Holdings Plc, the Company's principal wholly owned subsidiary holding company, and its subsidiaries as at 30 November 2019 and are described in further detail below.

Unquoted investments at 30 November 2019 have been measured on a Level 3 basis as no observable market data was available.

Shares in Craven Industrial Holdings Plc are valued at $20,476,266 representing a 100% holding. These have been valued based on the underlying investments within Craven Industrial Holdings Plc as at 30 November 2019. The value of Craven Industrial Holdings Plc is segmented across its principal investments as follows:

Shares in DLC Holdings Corp. are valued at $3,956,495 representing 43,785,206 preferred shares, which are freely convertible into common shares. Shares in DLC Holdings Corp. are quoted on the Toronto Stock Exchange and were valued at $CAD 0.12 per share as at 30 November 2019.

             CRAVEN HOUSE CAPITAL PLC

NOTES TO THE FINANCIAL INFORMATION - continued

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2019

             CRAVEN HOUSE CAPITAL PLC

NOTES TO THE FINANCIAL INFORMATION - continued

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2019

The calculation of basic earnings per share is based on the loss attributable to the equity holders of $5,676,000 divided by the weighted average number of shares in issue during the period of 2,537,354 (six months ended 30 November 2018: loss of $3,439,000 and 2,499,039 shares; year ended 31 May 2019: loss of $1,809,000 and 2,499,039 shares).

Diluted earnings per share has not been disclosed as the inclusion of the unexercised warrants described in note 5 would be non-dilutive.

7.  Convertible loan note

During the year period, the note holder, GEM Investments America, LLC, exercised options to convert $300,000 worth of a convertible loan. Henceforth, 150,343 Ordinary shares in the capital of the Company were allotted and issued to GEM. At the period end, $500,000 of the loan note remained outstanding. The loan note holder has the right to convert the note at any time prior to maturity. The loan note bears no interest and has a five year term, maturing in 2022.

             CRAVEN HOUSE CAPITAL PLC

NOTES TO THE FINANCIAL INFORMATION - continued

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2019

8.      Related party disclosures

Craven Industrial Holdings Plc

During the period, the Company paid costs on behalf of, and received a loan from, its subsidiary Craven Industrial Holdings Plc. At the period end the outstanding balance of these loans was $186,169.

DLC Holdings Corp

During the period, the Company advanced and received loans to/from its subsidiary DLC Holdings Corp. At the period end, the balance outstanding was $30,290.

Craven House Capital North America LLC

During the period, the Company paid costs on behalf of, advanced and received loans to/from its subsidiary Craven House Capital North America LLC. At the period end, the balance outstanding was $725,028.

Craven House Angola LDA

During the period, the Company received a loan from its subsidiary Craven House Angola LDA. At the period end, the balance outstanding was $1,208,187.

Kwikbuild Corporation Ltd

During the period, the Company paid costs on behalf of, advanced and received loans to/from its subsidiary Kwikbuild Corporation Ltd. At the period end, the balance outstanding was $803,353.

Qeton Ltd

During the period, the Company advanced and received loans to/from its joint venture Qeton Ltd. At the period end, the balance outstanding was $6,783.

All loans accrue interest of 5% as of 1 June 2019 and are repayable on demand.

7Mobile LDA

During the period, the Company's joint venture, Qeton Ltd, made sales totalling €99,950 to 7Mobile LDA. 7Mobile LDA shares a director with Craven House Capital Angola LDA. At the period end, amounts receivable by Qeton Ltd from 7Mobile LDA were €1,528,111.

Desmond Holdings Limited

Desmond Holdings Limited is the Investment Manager of the Company. Mr M J Pajak is the sole shareholder and director of Desmond Holdings Limited. During the period, the Company incurred management fees of $110,332 from Desmond Holdings Limited. A performance fee of $1,657,439 payable to Desmond Holdings Limited in respect of the year ended 31 May 2019 was waived in full. At the period end, an amount of $544,758 was due to Desmond Holdings Limited in relation to management fees. A further $30,000 was owed to Desmond Holdings Limited at the period end in relation to a working capital loan provided by Desmond Holdings Limited to the Company in October 2018. This loan accrues interest at 5% and is repayable on demand.

             CRAVEN HOUSE CAPITAL PLC

NOTES TO THE FINANCIAL INFORMATION - continued

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2019

              9.      Events after the reporting period

3 January 2020: The Company announced that its 100% owned subsidiary undertaking, Craven House Capital North America Inc. entered into a loan agreement with LM Funding America Inc. The Company is a 26% shareholder of LMFA.

Under the terms of the loan agreement CHNA will borrow $1.5m from LMFA (the "LMFA loan"). The proceeds from the LMFA loan will provide liquidity for investment purposes in advance of the repayment of the $3.6m convertible loan due from LMFA to CHNA (the "CHNA loan"). CHNA have agreed to extend the original maturity date of the CHNA loan from 16 January 2020 to 15 April 2021. In order to accommodate this, CHNA requested a partial repayment of $1.5m against the CHNA loan, however, at the request of LMFA this has been structured as separate loan facility in the form of the LMFA loan which is repayable in shares of LMFA at a premium to the current market price of LMFA.

The LMFA loan is repayable on 15 April 2020 with interest payable at a rate of 6% p.a. The LMFA loan is repayable in cash or, alternatively, the principal and all accrued interest can be repaid via the transfer of 640,000 shares in LMFA from CHNA to LMFA.

13 January 2020: The Company announced that its 100% owned subsidiary undertaking, Craven House Capital North America Inc. completed the purchase of 100% of the outstanding share capital of IIU Inc., ("IIU" - a medical insurance broker) from LM Funding America Inc..

CHNA previously sold IIU to LMFA in January 2019 for a total purchase price of approximately $5.1m, $3.6m of which was paid via the issuance by LMFA of a Convertible Promissory Note ("Convertible Note").

In consideration for the purchase of IIU, CHNA will cancel the Convertible Note along with any principal and accrued interest payments.

12 February 2020: The Company announced that it had raised $1,900,000 via a placing of 190,000 new ordinary shares in the Company to existing and new investors.

18 February 2020: The Company announced that it had raised $2,000,000 via a placing of 200,000 new ordinary shares in the Company to new investors.

24 February 2020: The Company announced that it had simultaneously entered into five non-binding option agreements to acquire shareholdings in five high growth consumer facing technology companies, whereby the shares being acquired by Craven House upon execution of the options will represent a 29.9% shareholding in each company. The options give Craven House the sole discretion, to acquire each 29.9% stake in the companies for a consideration of $1,600,000, equating to a total consideration of $8,000,000. If exercised, the Options must be exercised simultaneously and may not be exercised selectively. If unexercised by 20th May 2020, the options will expire. In the event that the options are exercised, the entire consideration will be paid from the proceeds of a simultaneous share subscription by the sellers of the respective shareholdings for 800,000 new Ordinary Shares in the Company priced at $10.00 per share, amounting to an aggregate subscription of $8,000,000.