REG - Milton Capital PLC - Half-year Report

Milton CapitalAnnouncement

20/10/2023 15:30

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RNS Number : 8566Q  Milton Capital PLC  20 October 2023

20 October 2023

Milton Capital Plc

Unaudited interim results for the period ended 31 July 2023

Milton Capital Plc ("Milton" or the "Company") is pleased to announce
its interim results for the six months ending 31 July 2023 ("The Period").

 

The Interims Report will shortly be available to view on the Company's
website.

 

Milton is a company incorporated and registered in England and Wales under
the Companies Act 2006 and is a SPAC listed on the Standard segment of the
London Stock Exchange. Milton was formed with the intention to identify and
acquire a suitable business opportunity or opportunities and undertake an
acquisition or merger or a series of acquisition or mergers. These Interim
results have not been audited or reviewed by the Company's auditors.

Highlights:

·      The Company recorded a loss before tax of £33,841 and had cash
balances of £910,589 at the end of the period.

·      Search for a suitable acquisition target continues.

Enquiries

 Peterhouse Capital Limited

 Financial Adviser
 Guy Miller                   Tel: +44 (0) 20 7469 0930

 Corporate Broker
 Lucy Williams/ Duncan Vasey  Tel: +44 (0) 20 7469 0930

CHAIRMAN'S STATEMENT

The past half-year has presented challenges in the capital markets due to the
upward trend in interest rates, leading to a general slowdown in markets. The
heightened uncertainties have made investors exercise caution, impacting our
ability to identify a suitable RTO (Reverse Takeover) candidate. Nevertheless,
we are confident in the Company's long-term prospects, and we are actively
exploring all avenues to create shareholder value. During this period, we are
committed to cost-efficiency, as we persist in our quest for a suitable
acquisition target. Further updates regarding our acquisition search process
will be provided in due time.

Malcolm Burne

Executive Director

Chairman

 

 

Responsibility Statement

We confirm that to the best of our knowledge:

·      the Interim Report has been prepared in accordance with
International Accounting Standards 34, Interim Financial Reporting, as adopted
by the EU.

·      gives a true and fair view of the assets, liabilities, financial
position and profit/loss of the Group.

·      the Interim Report includes a fair review of the information
required by DTR 4.2.7R of the Disclosure and Transparency Rules, being an
indication of important events that have occurred during the first six months
of the financial year and their impact on the set of interim financial
statements; and a description of the principal risks and uncertainties for the
remaining six months of the year.

·      the Interim Report includes a fair review of the information
required by DTR 4.2.8R of the Disclosure and Transparency Rules, being the
information required on related party transactions.

·      The Interim Report was approved by the Board of Directors and the
above responsibility statement was signed on its behalf by:

 

Eran Zucker

Non-Executive Director

20 October 2023

 

 

Milton Capital Plc: Statement of Profit or Loss and Other Comprehensive Income

 

                                                                              For 6 months period ended 31 July 2023  for the period ended 31 January 2023

                                                                                                                      2023 (*)

                                                                              £                                       £

 Administrative expenses                                                      (31,319)                                (96,485)
                                                                                                                      (96,485)

 Operating loss                                                               (31,319)
 Net finance expenses                                                         (2,522)                                 (2,500)
 Loss before taxation from continuing operations                                                                      (98,985)

                                                                              (33,841)

 Income tax                                                                   -                                       -
 Loss for the period from continuing operations                                                                       (98,985)

                                                                              (33,841)

 Loss for the period attributable to the owners of the Company and total
 comprehensive loss for the period

                                                                              (33,841)                                (98,985)

 Loss per share attributable to the owners of the Company
 From loss from continuing operations/loss for the period:
 Basic and diluted (pence per share)                                          (0.03) p                                (0.1) p

(*) For the reporting period since 17 September 2021 till 31 January 2023.

 

 

Milton Capital Plc: Statement of Financial Position

                                   For 6 months period ended 31 July 2023      for the period ended 31 January 2023 (*)

                                   £                                           £
 Current assets
 Cash and cash equivalents         910,589                                     960,130
 Total current assets              910,589                                     960,130

 Total assets                      910,589                                     960,130

 Current liabilities
 Trade and other payables          (16,630)                                    (34,034)
 Total current liabilities         (16,630)                                    (34,034)

 Total liabilities                 (18,334)                                    (34,034)

 Net assets                        892,255                                     926,096

 Shareholders' equity
 Share capital                     1,000,000                                   1,000,000
 Share based payments reserve      25,081                                      25,081
 Retained earnings                 (132,826)                                   (98,985)
 Total shareholders' equity        892,255                                     926,096

 

 

 

 

 

Milton Capital Plc: Statement of Cash Flows

 

                                                                 For 6 months period ended 31 July 2023      for the period ended 31 January 2023 (*)

                                                                                                             £

                                                                 £
 Operating activities
 Loss for the period                                             (33,841)                                    (98,985)
 Adjustments to reconcile profit before tax to net cash flows
 Share based payment                                             -                                           25,081
 Working capital adjustments
 Change in trade and other payables                              (15,700)                                     34,034
 Net cash used in operating activities                                                                       (39,870)

                                                                 (49,541)

 Financing activities
 Proceeds from issue of equity                                   -                                           1,000,000
 Net cash generated from financing activities                                                                1,000,000

                                                                 -

 Net increase (decrease) in cash and cash equivalents                                                        960,130

                                                                 (49,541)
 Cash and cash equivalents at start of the period                                                            -

                                                                 960,130
 Cash and cash equivalents at end of the period                                                              960,130

                                                                 910,589

 

(*) For the reporting period since 17 September 2021 till 31 January 2023.

 

 

NOTES TO THE UNAUDITED INTERIM ACCOUNTS

FOR THE PERIOD ENDED 31 July 2023

1.     Basis of preparation

The condensed financial statements included in these interim accounts have
been prepared under the historical cost convention and in accordance with
International Financial Reporting Standards in conformity with the
requirements of the Companies Act 2006 (IFRS).

The condensed consolidated interim financial information has been prepared in
accordance with International Accounting Standard ("IAS") 34 "Interim
Financial Reporting" and presented in GBP.

The company was incorporated on 17 September 2021 and was admitted to Standard
List of London Stock Exchange on 4 October 2022. The period under review
represents the first interim set of accounts.  The interim financial
information for the period ending 31 July 2023 has not been audited.  The
interim financial report has been approved by the Board on 20 October 2023.

No comparative information is presented as this is the first interim reporting
period of the Company.

The interim financial information for the six months ended 31 July 2023 does
not constitute statutory accounts within the meaning of section 434 of the
Companies Act 2006.

The Company's business activities, together with the factors likely to affect
its future development, performance and position are set out in this review.
The financial position of the Company, its cash flows and liquidity position
are described in this business review. As highlighted below, the Company meets
its day to day working capital requirements through its on-going cash flows.

The principal accounting policies used in preparing these interim accounts are
those expected to be applied in the Company's Financial Statements for the
year ending 31 January 2024.

 2.    Accounting policies

The principal accounting policies adopted in the preparation of these
financial results are set out below.

Segment reporting

The Company is currently a cash shell, and the directors believe that there is
no benefit to show any segmental reporting until a new strategy is undertaken.

Cash and cash equivalents

Cash and cash equivalents include cash in hand and deposits held at call with
banks. Bank overdrafts that are repayable on demand and form an integral part
of the Company's cash management are included as a component of cash and cash
equivalents for the purpose of the cash flow statement.

Share capital

Ordinary shares

Ordinary shares are classified as equity. Incremental costs directly
attributable to the issue of ordinary shares and share options are recognised
as a deduction from equity, net of any tax effects.

Taxation

Income tax payable is provided on taxable profits using tax rates enacted or
substantively enacted at the balance sheet date.

Deferred taxation is provided in full, using the liability method on temporary
differences arising between the tax bases of assets and liabilities and their
carrying amounts in the consolidated financial results. Deferred tax is
determined using tax rates (and laws) that have been enacted or substantively
enacted at the balance sheet date and are expected to apply when the related
balance sheet tax asset is realised or the deferred liability is settled.
Deferred income tax assets are recognised to the extent that it is possible
that future taxable profit will be available against which temporary
differences can be utilised.  Income tax is recognised in the consolidated
income statement except to the extent that it relates to items recognised
directly in equity, in which case it is recognised in equity.

Critical accounting estimates and judgements

Estimates and judgements are continually evaluated and are based on historical
experience and other factors, including expectations of future events that are
believed to be reasonable under the circumstances.

The Company makes estimates and assumptions concerning the future. The
resulting accounting estimates will, by definition, seldom equal the related
actual results. The estimates and assumptions that have a significant risk of
causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial period are discussed below.

Going concern basis of preparation

The Company had approximately £910,589 in cash at the period end. The
Directors have prepared the accounts on a going concern basis as they consider
that the company has adequate funding.

3.    Earnings (Loss) per share

 

The basic earnings per share is calculated by dividing the (loss)/profit
attributable to the ordinary shareholders of the Company by the weighted
average number of Ordinary shares in issue during the period, excluding
Ordinary shares purchased by the Company and held as treasury shares.

 

                                                                              Unaudited
                                                                              Period ended
                                                                              31 July 2023
                                                                              £

 Loss used for calculation of basic and diluted EPS                           (33,841)
 Weighted average number of ordinary shares in issue used for calculation of  100,000,000
 basic and diluted EPS

 Loss per share (pence per share)
 Basic and diluted loss per share:                                            (0.03)

 

There are no diluted earnings per share as the share warrants and options
currently in issue do not have a dilutive effect.

 

 

 

4.    Distribution of Interim Report and Registered Office

A copy of the Interim Report will be available shortly on the Company's
website, and copies will be available from the Company's registered office,
3(rd) Floor, 80 Cheapside, London, EC2A 6E.

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