29 January 2024
Silverwood Brands Plc
("Silverwood" or the
"Company", together with its subsidiaries, the "Group")
Unaudited Interim Results for the six
months ended 30 June 2023
Silverwood Brands plc (Aquis: SLWD), a holding
company established to invest primarily in branded consumer
businesses, announces the Group's unaudited interim results in
respect of the six months ended 30 June 2023.
Chief
Executive's Statement
During the six months ended 30 June 2023, we
have introduced our various brand teams to one another and started
the creation of a support platform across the Group.
Balmond Skincare Ltd
As mentioned in the Company's audited accounts
for the year ended 31 December 2022, Balmonds enjoyed some
well-placed press coverage during that period, alongside some well
executed marketing activities which gave the business a welcome
boost. We have not seen a repeat of this in the year to date,
although similar marketing and press activities were
undertaken.
The Balmonds' team has remained focused on the
longer-term build of the business, with a number of sensible
initiatives introduced in the current year, which we expect to
deliver growth in the years ahead.
Nailberry
Nailberry has maintained high margins and
enjoyed a steady growth in the six months to June 2023. The brand
remains on track to meet the financial performance objectives set
in the Sale and Purchase agreement. Nailberry is working hard on
developing the US market and other countries.
We have been impressed with the smooth
implementation of the changes to the Nailberry management team
with, the addition of Silvain Reviron as GM. The introduction of
new leadership members is never simple but, in this case, it has
been implemented seamlessly.
Sonatas
Sonotas operates 2 brands, Steamcream and
Cigarro in Japan. In the six months to June 2023, Steamcream began
an exit from its 5 retail stores and shifted to a flexible retail
model of pop-up events. This medium-term strategy is designed
to allow Steamcream to build its retail model without fixed-cost
retail leases as the market settles into new footfall patterns post
Covid-19.
Gross profit in Steamcream and Cigarro improved
with new buying initiatives and direct material imports.
Cigarro's margins are improving more quickly, due to growing sales
volumes driving better production cost of goods.
Nailberry launched in Japan at the end of
September 2023. Sonotas will continue to build its portfolio
of brands leveraging its platform to develop, manufacture and sell
in the Japanese market.
New Opportunities
Silverwood is continually presented with
numerous businesses opportunities to acquire or invest in. We
continue to apply our strict criteria to these opportunities, which
rules out the vast majority quickly. We undertake thorough due
diligence on those that remain.
Financial Performance
The Group's unaudited interim results for the
six months ended 30 June 2023, show:
·
Sales of £5,847,148
·
Gross profit of £4,440,139
·
Pre-tax loss of £189,232
Summary
The Company has been incredibly disappointed
with the Lush management team's opposition to the Lush Transaction,
but we have taken action to minimise the impact of this on our core
brands.
We are pleased with the continued tight cost
control that is exercised across the business, where our main areas
of concern have historically been expenditure on legal fees and
interest. We have taken, and continue to take, positive steps to reduce the spend in both of these
areas, allowing us to direct investment to areas which can directly
impact the further growth of our business.
We continue to
investigate new opportunities to add to our portfolio, whilst
remaining focused on the long-term growth of our existing brands,
whose prospects we view with confidence.
Lush
On 9 October 2023, the Company announced it was
taking steps with a view to unwinding the Company's acquisition of
a 19.8% stake in each of Lush Cosmetics Limited and Lush Cosmetic
Warriors ("Lush", the
"Lush Transaction"). The
Company took this decision in light of legal advice and the
significant risks and uncertainties of continuing the Company's
litigation with Lush, as well as the potentially significant costs
that would be incurred in fully defending the proceedings, and the
associated disruption to the Company's business.
Since then, in accordance with the terms of the
Settlement Deed announced on 10 January 2024, the Company has
received an initial cash payment of £300,000 from Andrew Gerrie and
Alison Hawksley as a contribution to Silverwood for some of the
costs it has incurred and/or will incur in connection with the Lush
Transaction and the subsequent litigation. The Company also retains
an interest in any potential upside from certain ongoing
litigation.
For the avoidance of doubt, the operational
performance of Lush is not recorded in the financial statements of
Silverwood.
The Company will announce further information
regarding the process to unwind the Lush Transaction as soon as
practicable.
Consolidated Profit and Loss and Other Comprehensive
Income
|
|
For
the Six Months ended 30 June 2023
|
|
|
|
|
|
|
|
Unaudited
|
Unaudited
|
Audited
|
|
|
Six Months
to
30 June
2023
|
Period
from incorporation to
31 August
2022
|
Year
ended
31
December 2022
|
|
|
£
|
£
|
£
|
|
Revenue
|
5,847,148
|
831,415
|
3,667,488
|
|
|
|
|
|
|
Cost of Sales
|
(1,407,009)
|
(176,172)
|
(1,398,229)
|
|
Gross Profit
|
4,440,139
|
655,243
|
2,269,259
|
|
|
|
|
|
|
Other operating income
|
-
|
-
|
30,119
|
|
Administrative Expenses
|
(4,225,481)
|
(954,346)
|
(2,559,358)
|
|
Deemed cost of listing
|
-
|
-
|
(2,665,094)
|
|
Acquisitions costs, acquisition
related contingent consideration and earn outs
|
-
|
-
|
(2,832,049)
|
|
Profit/(Loss) from operations
|
214,658
|
(299,103)
|
(5,757,123)
|
|
|
|
|
|
|
Finance income
|
37,645
|
-
|
25,588
|
|
Other income
|
-
|
-
|
-
|
|
Finance expense
|
(441,535)
|
-
|
(160,085)
|
|
Fair value (losses)/gains
|
-
|
-
|
(120,703)
|
|
Loss before tax
|
(189,232)
|
(299,103)
|
6,012,323)
|
|
|
|
|
|
|
Tax expense
|
(15,508)
|
-
|
(23,403)
|
|
Loss for the period
|
(204,740)
|
(299,103)
|
(6,035,726)
|
|
|
|
|
|
|
Total comprehensive income
|
(204,740)
|
(299,103)
|
(6,035,726)
|
|
|
|
|
|
Consolidated Statement of Financial Position
|
|
|
As
at 30 June 2023
|
|
|
|
|
|
Unaudited
|
Unaudited
|
Audited
|
|
|
Six Months
to
30 June
2023
|
Period
from incorporation to
31 August
2022
|
Year
ended
31
December 2022
|
|
|
£
|
£
|
£
|
|
|
|
|
|
|
Non-current assets
|
|
|
|
|
Property, plant and
equipment
|
110,947
|
26,779
|
45,490
|
|
Intangible assets
|
20,214,673
|
6,812,208
|
5,973,797
|
|
Investments
|
216,802,081
|
-
|
216,802,081
|
|
|
237,127,701
|
6,838,987
|
222,821,368
|
|
|
|
|
|
|
Current Assets
|
|
|
|
|
Inventories
|
1,797,117
|
192,159
|
401,132
|
|
Trade and other
receivables
|
7,323,074
|
571,610
|
968,021
|
|
Cash and cash equivalents
|
3,785,124
|
1,761,258
|
2,055,143
|
|
|
12,905,315
|
2,525,027
|
3,424,296
|
|
|
|
|
|
|
Total Assets
|
250,033,016
|
9,364,014
|
226,245,664
|
|
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
Trade and other
liabilities
|
354,991
|
-
|
-
|
|
Loans and borrowings
|
12,199,699
|
-
|
13,947
|
|
Deferred tax
|
657,298
|
-
|
657,535
|
|
|
13,211,988
|
-
|
671,482
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
Trade and other
liabilities
|
1,487,971
|
232,231
|
5,858,054
|
|
Loans and borrowings
|
173,133
|
-
|
1,529,265
|
|
|
1,661,104
|
232,231
|
7,387,319
|
|
|
|
|
|
|
Total Liabilities
|
14,873,092
|
232,231
|
8,058,801
|
|
|
|
|
|
|
Net
Assets
|
235,159,924
|
9,131,783
|
218,186,863
|
|
|
|
|
|
|
Equity
|
|
|
|
|
Share Capital
|
26,071,281
|
1,153,134
|
24,202,969
|
|
Share Premium
|
216,776,564
|
6,114,909
|
201,467,075
|
|
Shares to be issued
|
831,450
|
-
|
831,450
|
|
Other equity
|
-
|
2,162,840
|
-
|
|
Reverse takeover reserve
|
(4,797,432)
|
-
|
(4,797,432)
|
|
Share based payment
reserve
|
3,257,875
|
-
|
3,257,875
|
|
Retained earnings
|
(6,979,814)
|
(299,100)
|
(6,775,074)
|
|
Total Equity
|
235,159,924
|
9,131,783
|
218,186,863
|
|
|
|
|
|
Notes to the
Consolidated Interim Statements for the six months ended 30 June
2023
These consolidated interim financial statements
have been prepared in accordance with the Aquis rules for
Companies. As permitted, the Company has chosen
not to adopt IAS 34 "Interim Financial Statements" in preparing
this interim financial information. The consolidated interim
financial statements should be read in conjunction with the annual
financial statements for the year ended 31 December 2022, which
have been prepared in accordance with UK adopted International
Accounting Standards.
The interim financial information set out above
does not constitute statutory accounts as defined by Section 434 of
the Companies Act 2006. It has been prepared on a going
concern basis in accordance with the recognition and measurement
criteria of the UK adopted International Accounting
Standards.
These consolidated interim financial statements
have not been audited or reviewed by the Company's
auditor.
Post Balance
Sheet Event
On 9 October 2023, the Company announced, among
other things, that it was seeking to take steps to unwind the
transaction announced on 12 December 2022, relating to the
acquisition of a 19.8% stake in each of Lush Cosmetics Limited and
Lush Cosmetic Warriors.
--Ends--
Silverwood
Brands Plc
Andrew Gerrie
Paul Hodgins
|
info@silverwoodbrands.com
|
Peterhouse
Capital Limited (Aquis Corporate
Adviser)
Mark Anwyl
Narisha Ragoonanthun
Brefo Gyasi
|
+44 (0)20 7469
0930
|
Market Abuse
Regulation (MAR) Disclosure
This announcement contains inside information
for the purposes of Article 7 of the Market Abuse Regulation EU
596/2014 as it forms part of retained EU law (as defined in the
European Union (Withdrawal) Act 2018).
The Directors of the Company accept
responsibility for the contents of this announcement.