Gledhow Investments plc (GDH)
Gledhow Investments plc: Audited Results to 30 September 2019 and AGM Notice
03-Feb-2020 / 07:00 GMT/BST
Dissemination of a Regulatory Announcement that contains inside information
according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
3 February 2020
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Gledhow Investments plc
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("Gledhow" or the "Company")
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Final Audited Results for the Financial Year ended 30 September 2019 and
Notice of Annual General Meeting
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I have pleasure in presenting your company's Annual Report and Financial
Statements for the year ended 30 September 2019.
Your directors continue to follow the same investment strategy, namely to
invest in small to medium sized undervalued or fast growing companies, with
the investment objective of achieving long term capital growth in excess of
the FTSE All Share Index.
We had cash of GBP124,840 at the year-end (2018: GBP167,335). The pre-tax profit
was GBP109,755 (2018: pre-tax profit of GBP28,702).
Despite the uncertain economic environment the Company is in a strong position
thanks to its strong cash position and we look forward to being able to take
opportunistic investments in small to medium sized undervalued companies as
they arise.
The directors have not recommended a dividend for the financial year to 30
September 2019.
After the year end the Company disposed of its entire holding in Yolo Leisure
and Technology plc amounting to
GBP219,950, with a net profit of GBP94,950. The Company had built up a strategic
position in Yolo (now Asimilar Group plc). The Company also received a cash
payment of GBP81,200 when long standing investee company, Netalogue Technologies
plc, was bid for, the offer having gone unconditional in December 2019. The
Company has also continued to build up early stake positions in early stage
public companies, being a combination of NEX Exchange and AIM quoted
companies.
G R Miller
Managing Director
31 January 2020
The directors of the Company accept responsibility for the contents of this
announcement.
For further information please contact:
Guy Miller: +44 (0) 20 7220 9795
Gledhow Investments Plc
Statement of Comprehensive Income for the year ended 30 September 2019
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2019 2018
GBP GBP
863,287 770,604
Turnover
Cost of sales (704,155) (642,380)
Gross profit 159,132 128,224
Administrative expenses (49,377) (99,522)
Profit before taxation 109,755 28,702
Taxation (18,398) -
Profit for the financial year 91,357 28,702
Total comprehensive income for the year 91,357 28,702
Basic profit per share (pence) 0.19p 0.06p
Diluted profit per share (pence) 0.19p 0.06p
The income statement has been prepared on the basis that all operations are
continuing operations.
Statement of Financial Position as at 30 September 2019
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2019 2018
GBP GBP
Current assets
Investments held for resale 793,263 652,885
Debtors 4,080 4,080
Cash at bank and in hand 124,840 167,335
922,183 824,300
Creditors: amounts falling due within one
year
(37,704) (31,178)
Net current assets and total assets less
current liabilities
884,479 793,122
Capital and reserves
Called up share capital 490,000 490,000
Share premium account 71,122 71,122
Profit and loss account 229,287 137,930
Other reserve 94,070 94,070
Shareholders' funds - equity interests 884,479 793,122
The financial statements were approved by the Board and authorised for issue
on 31 January 2020.
G R Miller
Director
Statement of Changes in Equity for the year ended 30 September 2019
Share Share Profit Other
capital premium and loss reserve
reserve
Total
GBP GBP GBP GBP GBP
Balance at 490,000 71,122 109,228 44,102 714,452
1 October
2017
Year ended
30
September
2018:
Profit for - - 28,702 - 28,702
the year
Total
comprehens
ive income
for the
year - - 28,702 - 28,702
Credit to
equity for
equity
settled
share - - - 49,968 49,968
based
payments
Balance at 490,000 71,122 137,930 94,070 793,122
30
September
2018
Year ended
30
September
2018:
Profit for - - 91,357 - 91,357
the year
Total
comprehens
ive income
for the
year - - 91,357 - 91,357
Credit to
equity for
equity
settled
- - - - -
share
based
payments
Balance at 490,000 71,122 229,287 94,070 884,479
30
September
2019
Statement of Cash Flows for the year ended 30 September 2019
2019 2018
GBP GBP
Cash flows from operating activities
Cash used in operations (61,248) (41,653)
Net cash outflow from operating activities (61,248) (41,653)
Investing activities
Proceeds from disposal of investments 860,371 770,604
Purchase of investments (844,534) (664,735)
Dividends received 2,916 105,869
Net cash generated from/(used in) 18,753 64,216
investing activities
Net (decrease)/increase in cash and cash (42,495) 64,216
equivalents
Cash and cash equivalents at beginning of 167,335 103,119
year
Cash and cash equivalents at end of year 124,840 167,335
Relating to:
Cash at bank and in hand 124,840 167,335
Notice of Annual General Meeting
Notice is hereby given that the Annual General Meeting of Gledhow Investments
plc ("the Company") will be held at 11.00 am on 9 March 2020 at Peterhouse
Capital Limited, 3rd Floor, 80 Cheapside, London, EC2V 6EE to consider the
following resolutions of which numbers 1 to 5 will be proposed as ordinary
resolutions and numbers 6 and 7 as special resolutions:
1) To receive the annual report and accounts for the year ended 30 September
2019.
2) To re-elect G Melamet as a director of the Company.
3) To re-elect G R Miller as a director of the Company.
4) To re-appoint UHY Hacker Young as auditors of the Company and to
authorise the directors to fix their remuneration.
5) To consider and, if thought fit, pass the following resolution which will
be proposed as an ordinary resolution:
That the directors be generally and unconditionally authorised under section
551 of the Companies Act 2006 (the Act) to allot shares in the Company and to
grant rights to subscribe for or to convert any security into shares in the
Company on and subject to such terms as the directors may determine up to a
total nominal amount of GBP510,000, such authority shall expire at the
conclusion of the next annual general meeting of the Company after the date of
the passing of this resolution unless renewed, varied or revoked by the
Company in general meeting. The directors shall be entitled, under this
authority, to make at any time prior to the expiry of this authority any offer
or agreement which would or might require relevant securities to be allotted
after the expiry of this authority.
To consider and, if thought fit, pass the following resolutions as special
resolutions:
6) That, subject to the passing of resolution 5 in this notice, the
directors be empowered under section 570 of the Companies Act 2006 ("the
Act") to allot equity securities (within the meaning of section 560 of the
Act) for cash under the authority given by resolution 5 in this notice as if
sub-section 561(1) of the Act did not apply to such allotment, provided that
this power shall be limited:
a) to the allotment of equity securities in connection with an offer of
such securities to holders of ordinary shares where the equity securities
for which ordinary shares are respectively entitled to subscribe are
proportionate (as nearly as may be) to the respective numbers of ordinary
shares held by them, but subject to such exclusions or other arrangements
as the directors may deem necessary or expedient in relation to fractional
entitlements or any legal or practical problems under the laws of any
overseas territory or the requirements of any regulatory body or stock
exchange; and
b) to the allotment (otherwise than under sub-paragraph (a) above) of
equity securities for cash up to a total nominal value of GBP510,000;
and shall expire on the date of the next annual general meeting of the
Company, or if earlier, 15 months after the date of passing this resolution,
save that the Company may before such expiry make an offer or agreement which
would or might require equity securities to be allotted after such expiry and
the Board may allot equity securities under such offer or agreement as if the
power conferred by this resolution had not expired.
7) That the Company be generally and unconditionally authorised to make
market purchases within the meaning of section 693(4) of Companies Act 2006
(the Act) of its ordinary shares of 1p each in the capital of the Company
("shares") on such terms and in such manner as the directors may from time
to time determine, provided that:
a) the maximum number of shares authorised to be purchased is 7,350,000
being the number representing 15% of the issued ordinary share capital of
the Company at the date of the meeting;
b) the minimum price (exclusive of expenses) which may be paid per share
is 1p (being the nominal value per share) and the maximum price which may
be paid per share is an amount equal to 20% higher than the average of the
middle market quotations per share as derived from the NEX Growth Market
for the fifteen business days immediately preceding the day on which the
shares are purchased;
c) the authority shall expire at the conclusion of the next annual general
meeting of the Company; and
d) the Company may make a contract to purchase shares under the authority
before the expiry of the authority, and may make a purchase of shares under
such contract even though the authority has ended.
By Order of the Board Registered Office:
Brett Miller 3rd Floor
Secretary 80 Cheapside
London EC2V 6EE
Dated: 31 January 2020
Notes:
1) Shareholders, their duly appointed representatives or proxies are
entitled to attend, speak and vote at the AGM. A shareholder can appoint the
Chairman of the meeting or anyone else as their proxy and their proxy need
not be a member of the Company. A shareholder may appoint more than one
proxy, provided that each proxy is appointed to exercise the rights attached
to different ordinary shares. To appoint more than one proxy, the proxy form
should be photocopied and completed for each proxy holder. The proxy
holder's name should be written on the proxy form together with the number
of shares in relation to which the proxy is authorised to act. The box on
the proxy form must also be ticked to indicate that the proxy instruction is
one of multiple instructions being given. All proxy forms must be signed
and, to be effective, must be lodged at the registered office of the company
not later than 48 hours before the time of the meeting or any adjourned
meeting.
2) The return of a completed proxy form will not prevent a shareholder
attending the AGM and voting in person if they wish to do so.
3) In accordance with Regulation 41 of the Uncertificated Securities
Regulations 2001, only those members entered on the Company's register of
members at close of business on 27 February 2020 or, of the meeting is
adjourned, shareholders entered on the Company's register of members at
close of business on the day two days before the date of any adjournment
shall be entitled to attend and vote at the AGM.
ISIN: GB0008842717
Category Code: MSCM
TIDM: GDH
Sequence No.: 44101
EQS News ID: 965935
End of Announcement EQS News Service
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February 03, 2020 02:00 ET (07:00 GMT)
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