REG - Craven House Capital - Interim Results
28/02/2024 07:00
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RNS Number : 6852E Craven House Capital PLC 28 February 2024
28 February 2024
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 2023
CRAVEN HOUSE CAPITAL PLC
INVESTMENT MANAGER'S REPORT FOR THE SIX MONTH PERIOD ENDED
30 NOVEMBER 2023
Statement by the Investment Manager
The Company's investment portfolio comprises minority shareholdings in five
Swedish-managed businesses operating in the eCommerce and pharmaceutical
sectors. The valuations of the respective entities at the end of the period
are as follows
Investment Value at 30 Nov 2023 Value at 31 May 2023
Shares in Garimon Limited - -
Shares in Stormfjord Limited - -
Shares in Bio Vitos Medical Limited $1,136,256 $1,136,256
Shares in Rosedog Limited - -
Shares in Honeydog Limited - -
The investee companies remain at a 'pre-revenue' stage of business
development.
The was no material activity during the current period.
As publicly disclosed, BioVitos has completed its RTO transaction with
Hemcheck Sweden AB (a Swedish medical technology company, listed on the
Stockholm Stock Exchange) whereby BioVitos has been issued 259,654,000 shares
in Hemcheck. Craven House remains a 24.5% shareholder in BioVitos and we
anticipate that Craven will a receive a pro-rata distribution of Hemcheck
shares in the near future.
Desmond Holdings Ltd
Investment Manager to Craven House Capital Plc
CRAVEN HOUSE CAPITAL PLC
STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023
Six months ended Year Ended
30 Nov 2023 30 Nov 2022 31 May 2023
Note (Unaudited) (Unaudited) (Audited)
$'000 $'000 $'000
CONTINUING OPERATIONS
Changes in fair value - - (5,264)
Administrative expenses (77) (72) (186)
OPERATING LOSS (77) (72) (5,450)
Interest expense (37) - (65)
LOSS BEFORE INCOME TAX (114) (72) (5,515)
Income tax 2 - - -
LOSS FOR THE PERIOD (114) (72) (5,515)
Earnings per share expressed
In cents per share:
Basic and diluted 5 (2.95) (1.86) (142.74)
CRAVEN HOUSE CAPITAL PLC
STATEMENT OF FINANCIAL POSITION
AS AT 30 NOVEMBER 2023
Six months ended Year Ended
30 Nov 2023 30 Nov 2022 31 May 2023
(Unaudited) (Unaudited) (Audited)
Note $'000 $'000 $'000
ASSETS
NON-CURRENT ASSETS
Investments at fair value through
profit or loss 3 1,136 6,400 1,136
1,136 6,400 1,136
CURRENT ASSETS
Trade and other receivables 25 32 38
Cash and cash equivalents - 1 4
25 33 42
TOTAL ASSETS 1,161 6,433 1,178
EQUITY
SHAREHOLDERS' EQUITY
Called up share capital 4 3,802 3,802 3,802
Share premium 11,153 11,153 11,153
Accumulated deficit (15,453) (9,896) (15,339)
TOTAL EQUITY (498) 5,059 (384)
LIABILITIES
CURRENT LIABILITIES
Trade and other payables 114 78 109
NON-CURRENT LIABILITIES
Other payables ,1,545 1,296 1,453
TOTAL LIABILITIES 1,659 1,374 1,562
TOTAL EQUITY AND LIABILITIES 1,161 6,433 1,178
CRAVEN HOUSE CAPITAL PLC
STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023
Called up share capital
$'000 Share premium Accumulated deficit
$'000 $'000 Total
$'000
Balance at 1 June
2022 3,802 11,153 (9,824) 5,131
Changes in equity
Issue of share capital - - - -
Transactions with owners 3,802 11,153 (9,824) 5,131
Loss for the period - - (72) (72)
Balance at 30 November 2022
3,802 11,153 (9,896) 5,059
Changes in equity
Issue of share capital - - - -
Transactions with owners 3,802 11,153 (9,896) 5,059
Loss for the period - - (5,443) (5,443)
Balance at 31 May
2023 3,802 11,153 (15,339) (384)
Changes in equity
Issue of share capital - - - -
Transactions with owners 3,802 11,153 (15,339) (384)
Loss for the period - - (114) (114)
Balance at 30 November
2023 3,802 11,153 (15,453) (498)
CRAVEN HOUSE CAPITAL PLC
STATEMENT OF CASH FLOWS
FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023
Six months ended Year Ended
30 Nov 2023 30 Nov 2022 31 May 2023
(Unaudited) (Unaudited) (Audited)
$'000 $'000 $'000
Cash flows from operating activities
Loss before income tax (114) (72) (5,515)
Adjustments for non-cash items
Fair value adjustment arising on investments - - 5,264
Decrease in trade and other receivables 13 11 5
Increase in trade and other payables 5 2 33
Interest expense 37 - 65
Net cash used in operating activities (59) (59) (148)
Cash flows from financing activities
Loans received 55 59 151
Net cash from financing activities 55 59 151
Net (decrease)/increase in cash and cash equivalents
(4) - 3
Cash and cash equivalents at the beginning
of the period 4 1 1
Cash and cash equivalents at the end of the period
- 1 4
CRAVEN HOUSE CAPITAL PLC
NOTES TO THE FINANCIAL INFORMATION
FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023
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 International Financial Reporting Standards and
IFRIC interpretations and with those parts of the Companies Act 2006
applicable to companies reporting under UK adopted international standards.
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 2024.
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 International Financial Reporting
Standards and IFRIC interpretations and with those parts of the Companies Act
2006 applicable to companies reporting under UK adopted international
standards. 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 2023,
which were prepared in accordance with International Financial Reporting
Standards and IFRIC interpretations and with those parts of the Companies Act
2006 applicable to companies reporting under UK adopted international
standards, 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 2023
was approved by the directors on 27 February 2024.
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.
CRAVEN HOUSE CAPITAL PLC
NOTES TO THE FINANCIAL INFORMATION - continued
FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023
2. Taxation
No tax charges arose in the period or in comparative periods as a result of
losses incurred.
3. Investments at fair value through profit or loss
Unquoted equity investments
$'000
Total
$'000
As at 1 June 2023 and 30 November2023 1,136 1,136
The value of Investments represents the Company's acquisitions during 2020 of
interests in the below-named five 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 $nil representing a 29.9% holding.
Garimon Limited is the owner of "Magazinos.com", an on-line media magazine and
periodical content provision service. Despite the potential future value of
this investment, the fair value has been impaired to zero due to the current
absence of tangible arm's length or market-based valuation metrics.
Shares in Stormfjord Limited are valued at $nil representing a 25.5% holding.
Stormfjord is the owner of the domain www.onebas.com (http://www.onebas.com) ,
an optimised search engine providing a portal to music content freely
circulating online. Despite the potential future value of this investment, the
fair value has been impaired to zero due to the current absence of tangible
arm's length or market-based valuation metrics.
Shares in Honeydog Limited are valued at $nil representing a 29.9% holding.
Honeydog Limited is 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. Despite the potential future value of this
investment, the fair value has been impaired to zero due to the current
absence of tangible arm's length or market-based valuation metrics.
CRAVEN HOUSE CAPITAL PLC
NOTES TO THE FINANCIAL INFORMATION - continued
FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023
3. Investments at fair value through profit or loss (continued)
Shares in Rosedog Limited are valued at $nil representing a 28.6% holding,
unchanged from the prior year. Rosedog Limited is the owner of TV Zinos
(www.tvzinos.com), a website which offers a number of free-to-view television
channels. Despite the potential future value of this investment, the fair
value has been impaired to zero due to the current absence of tangible arm's
length or market-based valuation metrics.
Shares in Bio Vitos Medical Limited are valued at $1,136,256 representing a
24.5% holding. Bio Vitos is the owner of the licence to market a patented
heart drug 'Succifer' (also marketed as 'Inofer'). The drug has been
demonstrated to improve iron uptake in patients with chronic heart conditions.
The valuation of this shareholding is supported by an RTO undertaken by
BioVitos during the period into Hemcheck Sweden AB (a Swedish medical
technology company, listed on the Stockholm Stock Exchange) in a transaction
which values Succifer at $5,000,000. As a result BioVitos will be issued
259,654,000 shares in Hemcheck.
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.
4. Called up share capital
Authorised, issued and fully paid share capital as at 30 November 2023 is as
follows:
Number Class: Nominal 30 Nov 31 May
Value 2023 2023
(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.
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.
CRAVEN HOUSE CAPITAL PLC
NOTES TO THE FINANCIAL INFORMATION - continued
FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023
5. Earnings per share
The calculation of basic earnings per share is based on the loss attributable
to the equity holders of $114,000 divided by the weighted average number of
shares in issue during the period of 3,863,590 (six months ended 30 November
2022: loss of $72,000 and 3,863,590 shares; year ended 31 May 2023: loss of
$5,515,000 and 3,863,590 shares).
6. 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 $1,545,00. 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.
7. Events after the reporting period
None.
For further information please contact:
Craven House Capital Plc Tel: 0203 286 8130
Mark Pajak
www.Cravenhousecapital.com (http://www.cravenhousecapital.com/)
SI Capital Tel: 01483 413500
Broker
Nick Emerson
www.sicapital.co.uk (http://www.sicapital.co.uk/)
SPARK Advisory Partners Limited Tel: 0203 368 3550
Nominated Adviser
Matt Davis
www.Sparkadvisorypartners.com (http://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.
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