RNS Number : 6087C
Craven House Capital PLC
23 February 2022
 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK VERSION OF THE MARKET ABUSE REGULATION NO 596/2014 WHICH IS PART OF ENGLISH LAW BY VIRTUE OF THE EUROPEAN (WITHDRAWAL) ACT 2018, AS AMENDED.  ON PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.

 

Craven House Capital PLC

("Craven House" or the "Company")

Unaudited Interim Report for the period ended 30 November 2021

CRAVEN HOUSE CAPITAL PLC

 

INVESTMENT MANAGER'S REPORT FOR THE SIX MONTH PERIOD ENDED
30 NOVEMBER 2021

 

Statement by the Investment Manager

The Company's investment portfolio comprises minority shareholdings in five Swedish-managed eCommerce businesses. The valuations of the respective entities have remained unchanged during the period and are as follows

 

 

Investment                                                                        Value at 30 Nov 2021                      Value at 31 May 2021

                               

Shares in Garimon Limited                                                           $1,600,000                                           $1,600,000

Shares in Rosedog Limited                                                           $1,600,000                                           $1,600,000

Shares in Honeydog Limited                                                        $1,600,000                                           $1,600,000

Shares in Bio Vitos Medical Limited                                           $1,600,000                                           $1,600,000

 

 

 

 

The investee companies have each demonstrated positive progress during the period however remain at an early stage of business development.

 

 

Desmond Holdings Ltd

Investment Manager to Craven House Capital Plc

 

For further information please contact:

 

Craven House Capital Plc                                                                                           Tel: 0203 286 8130

Mark Pajak

www.Cravenhousecapital.com 

 

 

SI Capital                                                                                                                           Tel: 01483 413500

Broker

Nick Emerson

www.sicapital.co.uk 

 

 

SPARK Advisory Partners Limited                                                                           Tel: 0203 368 3550

Nominated Adviser

Matt Davis/James Keeshan

www.Sparkadvisorypartners.com

 

About Craven House Capital:

The Company's Investing Policy is primarily to invest in or acquire a portfolio of companies, partnerships, joint ventures, businesses or other assets participating in the e-Commerce sector.

 

 

 

 

 

 

 

3

            CRAVEN HOUSE CAPITAL PLC

 

STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2021

 

 

 

                             

 

 

 

Six months ended

 

Year Ended

 

 

 

30 Nov 2021

 

30 Nov 2020

 

31 May 2021

 

Note

 

(Unaudited)

 

(Unaudited)

 

(Audited)

 

 

 

$'000

 

$'000

 

$'000

 

 

 

 

 

 

 

 

CONTINUING OPERATIONS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Changes in fair value

 

 

-

 

-

 

(1,600)

 

Administrative expenses

 

Exceptional costs

 

 

 

2

 

 

(78)

 

-

 

 

(119)

 

-

 

 

(208)

 

(623)

 

 

 

 

 

 

 

 

OPERATING LOSS

 

 

(78)

 

(119)

 

(2,431)

 

 

 

 

 

 

 

 

 

LOSS BEFORE INCOME TAX

 

 

 

(78)

 

 

(119)

 

 

(2,431)

 

 

 

 

 

 

 

 

Income tax

3

 

-

 

-

 

-

 

 

 

 

 

 

 

 

LOSS FOR THE PERIOD

 

 

(78)

 

(119)

 

(2,431)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share expressed

 

 

 

 

 

 

 

In cents per share:

 

 

 

 

 

 

 

Basic and diluted

6

 

(2.02)

 

(3.08)

 

(62.92)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4

 

 

 

 

 

             CRAVEN HOUSE CAPITAL PLC

 

STATEMENT OF FINANCIAL POSITION

AS AT 30 NOVEMBER 2021

 

 

 

 

 

 

Six months ended

 

Year Ended

 

 

 

 

30 Nov 2021

 

30 Nov 2020

 

31 May 2021

 

 

 

 

(Unaudited)

 

(Unaudited)

 

(Audited)

 

 

Note

 

$'000

 

$'000

 

$'000

 

ASSETS

 

 

 

 

 

 

 

NON-CURRENT ASSETS

 

 

 

 

 

 

 

Investments at fair value through

 

 

 

 

 

 

 

profit or loss

4

 

6,400

 

8,000

 

6,400

 

 

 

6,400

 

8,000

 

6,400

 

 

 

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

 

 

Trade and other receivables

 

 

16

 

28

 

38

Cash and cash equivalents

 

 

1

 

3

 

5

 

 

 

17

 

31

 

43

TOTAL ASSETS

 

 

6,417

 

8,031

 

6,443

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

 

 

SHAREHOLDERS' EQUITY

 

 

 

 

 

 

 

Called up share capital

5

 

3,802

 

3,802

 

3,802

Share premium

 

 

11,153

 

11,153

 

11,153

Accumulated deficit

 

 

(9,666)

 

(7,276)

 

(9,588)

TOTAL EQUITY

 

 

5,289

 

7,679

 

5,367

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

 

 

Trade and other payables

 

 

86

 

352

 

87

NON-CURRENT LIABILITIES

 

 

 

 

 

 

 

Other payables

 

 

1,042

 

-

 

989

TOTAL LIABILITIES

 

 

1,128

 

352

 

1,076

TOTAL EQUITY AND LIABILITIES

 

 

6,417

 

8,031

 

6,443

                       

 

 

 

 

 

 

 

 

 

 

 

 

 

5

CRAVEN HOUSE CAPITAL PLC

 

STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2021

 

 

 

 

 

 

Called up share capital

$'000

 

 

Share premium

$'000

 

 

 

Accumulated deficit

$'000

 

 

 

Total

$'000

 

 

 

 

 

 

 

 

 

Balance at 1 June

2020

 

 

3,802

 

 

 

11,153

 

 

 

 

(7,157)

 

 

7,798

 

 

 

 

 

 

 

 

Changes in equity

 

 

 

 

 

 

 

Issue of share capital

-

 

-

 

 

-

-

Transactions with owners

3,802

 

11,153

 

 

(7,157)

7,798

Loss for the period

-

 

-

 

 

(119)

(119)

 

 

 

 

 

 

 

 

Balance at 30 November 2020

 

3,802

 

 

11,153

 

 

 

(7,276)

 

7,679

 

 

 

 

 

 

 

 

Changes in equity

 

 

 

 

 

 

 

Issue of share capital

-

 

-

 

 

-

-

Transactions with owners

3,802

 

11,153

 

 

(7,276)

7,679

Loss for the period

-

 

-

 

 

(2,312)

(2,312)

 

 

 

 

 

 

 

 

Balance at 31 May

2021

 

3,802

 

 

11,153

 

 

 

(9,588)

 

5,367

 

 

 

 

 

 

 

 

Changes in equity

 

 

 

 

 

 

 

Issue of share capital

-

 

-

 

 

-

-

Transactions with owners

3,802

 

11,153

 

 

(9,588)

5,367

Loss for the period

-

 

-

 

 

(78)

(78)

 

 

 

 

 

 

 

 

Balance at 30 November

2021

 

3,802

 

 

 

11,153

 

 

 

(9,666)

 

5,289

CRAVEN HOUSE CAPITAL PLC

 

STATEMENT OF CASH FLOWS

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2021

 

 

 

 

 

Six months ended

 

Year Ended

 

 

 

30 Nov 2021

 

30 Nov 2020

 

31 May 2021

 

 

 

(Unaudited)

 

(Unaudited)

 

(Audited)

 

 

 

$'000

 

$'000

 

$'000

 

 

 

 

 

 

 

 

Cash flows from operating activities

Loss before income tax

Adjustments for non-cash items

Fair value movement arising on investments

Decrease in trade and other receivables

(Decrease)/increase in trade and other payables

 

 

 

(78)

 

-

22

(1)

 

 

(119)

 

-

18

98

 

 

 

(2,431)

 

1,600

8

(167)

 

Net cash used in operating activities

 

 

(57)

 

 

(3)

 

(990)

Cash flows from financing activities

 

 

 

 

 

 

 

Loans received

 

 

53

 

 

-

 

 

989

Net cash from financing activities

 

 

53

 

-

 

989

 

 

 

 

 

 

 

 

 

Net decrease in cash and cash equivalents

 

 

 

(4)

 

 

(3)

 

 

(1)

 

 

 

 

 

 

 

 

Cash and cash equivalents at the beginning

 

 

 

 

 

 

 

of the period

 

 

5

 

6

 

6

 

 

 

 

 

 

 

 

Cash and cash equivalents at the end of the period

 

 

 

1

 

 

3

 

 

5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7

                 

             CRAVEN HOUSE CAPITAL PLC

 

NOTES TO THE FINANCIAL INFORMATION

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2021

 

 

 

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 2022.

 

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 2021, 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 2021 was approved by the directors on 22 February 2022.

 

Going concern

            The directors consider that the Company is well placed to manage its business risks successfully and 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.

 

 

 

 

 

 

 

8

             CRAVEN HOUSE CAPITAL PLC

 

NOTES TO THE FINANCIAL INFORMATION - continued

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2021

 

 

 

 

2. Exceptional costs

 

 

 

 

Six months ended

 

Year Ended

 

 

 

30 Nov 2021

 

30 Nov 2020

 

31 May 2021

 

 

 

(Unaudited)

 

(Unaudited)

 

(Audited)

 

 

 

$'000

 

$'000

 

$'000

 

 

 

 

 

 

 

 

 

One-off legal expenses

 

 

-

 

-

 

623

 

 

 

 

-

 

-

 

623

 

 

 

 

 

 

 

 

 

 

                       

 

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

 

 

 

 

 

 

 

 

 

 

Unquoted equity investments

$'000

 

 

 

Total 

$'000

 

 

 

 

 

 

 

 

As at 1 June 2021 and 30 November 2021

 

 

 

 

 

6,400

6,400

 

 

 

 

 

 

 

 

The value of Investments represents the Company's acquisitions during 2020 of a 29.9% interest in the below-named four UK entities. These are all unquoted investments and have therefore been measured on a Level 3 basis as no observable market data is available. Further information on each investment holding is as follows;

 

Shares in Garimon Limited are valued at $1,600,000 representing a 29.9% holding. This shareholding has been valued on a Price of Recent Investment basis which the directors consider represents the best indication of the fair value at the year end. Garimon Limited is the owner of "Magazinos.com", the world's largest-by-content on-line media magazine and periodical content provision service. The management of Magazinos are currently evaluating options available to broaden Magazinos' shareholder base by means of IPO and/or partnering with a major industry investor.

 

Shares in Honeydog Limited are valued at $1,600,000 representing a 29.9% holding. This shareholding has been valued on a Price of Recent Investment basis which the directors consider represents the best indication of the fair value at the year end. During the period this entity became the 25% owner of the entity which owns the licence to manufacture and distribute the chemotherapy drug, Temodex, which is used in the treatment of brain tumours.

 

 

 

 

 

9

             CRAVEN HOUSE CAPITAL PLC

 

NOTES TO THE FINANCIAL INFORMATION - continued

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2021

 

 

 

4.  Investments at fair value through profit or loss (continued)

 

Shares in Rosedog Limited are valued at $1,600,000 representing a 29.9% holding. This shareholding has been valued on a Price of Recent Investment basis which the directors consider represents the best indication of the fair value at the year end. Rosedog Limited is the owner of TV Zinos (www.tvzinos.com), a website which offers a number of free-to-view television channels.

 

Shares in Bio Vitos Medical Limited are valued at $1,600,000 representing a 29.9% holding. This shareholding has been valued on a Price of Recent Investment basis which the directors consider represents the best indication of the fair value at the year end. Bio Vitos Medical Limited is the owner of all Omega-3 brands previously owned by 'Rosedog Limited' in addition to its range of collagen products marketed under the "Ocean Skin Lab" brand. During the course of 2021, it has expanded its product offering and now has a portfolio of over 40 different Omega-3 supplements. It has also entered into an agreement with Double Bond Pharmaceuticals to acquire its license to market its patented drug 'Inofer' which is used in the treatment of heart disease.

 

The businesses of all of the above portfolio investments are presently loss-making although their cost bases are low and there is minimal committed future expenditure, meaning that the extent and timing of the Company's further investment in the businesses are highly controllable. The Company and the incumbent management teams of the investee companies will continue to work together with the aim that these businesses become financially self-sustaining and generating surpluses within the short- to medium-term and to crystallise additional capital value for shareholders through strategic, third-party partnerships.

 

 

5.  Called up share capital

 

Authorised, issued and fully paid share capital as at 30 November 2021 is as follows:

 

Number

Class:

Nominal

30 Nov

  31 May

 

 

 

Value

2021

2021

 

 

 

(Unaudited)

(Audited)

 

 

 

$'000

$'000

 

 

 

 

 

3,863,590

Ordinary

$1.00

3,802

3,802

 

 

 

3,802

3,802

 

 

 

 

 

The aggregate nominal values of the ordinary shares include exchange differences arising from the translation of shares at historic rates and the translation at the rate prevailing at the date of the change in functional currency.

 

 

 

10

             CRAVEN HOUSE CAPITAL PLC

 

NOTES TO THE FINANCIAL INFORMATION - continued

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2021

 

 

 

6.  Earnings per share

 

The calculation of basic earnings per share is based on the loss attributable to the equity holders of $78,000 divided by the weighted average number of shares in issue during the period of 3,863,590 (six months ended 30 November 2020: loss of $119,000 and 3,863,590 shares; year ended 31 May 2021: loss of $2,431,000 and 3,863,590 shares).

 

 

7.  Related party disclosures

 

Craven Industrial Holdings Plc

During the period, Craven Industrial Holdings Plc paid costs on behalf of and advanced loans to the Company. At the period end, the outstanding balance due to Craven Industrial Holdings Plc was $1,042,196. Despite the common director in Mr M J Pajak, the board of Craven House Capital Plc do not believe that Craven House Capital Plc or Craven Industrial Holdings Plc are able to exert control or influence over each other and neither are accustomed to act in accordance with instructions from the other.

 

 

8.  Events after the reporting period 

 

None.

 

 

 

 

 

 

 

11

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