TIDMSWC
RNS Number : 3897A
Summerway Capital PLC
29 May 2019
29 May 2019
Summerway Capital Plc
("Summerway" or the "Company")
Interim Report for the six months ended 28 February 2019
London, 29 May 2019 - Summerway Capital plc announces its
unaudited condensed interim results for the six months ended 28
February 2019.
Over the period, Summerway generated a loss after taxation of
GBP0.115 million, reflecting operating expenses and one-off costs
relating to the initial fund-raising. As at 28 February 2019,
Summerway held GBP5.688 million cash.
Alexander Anton, Summerway's Chairman, commented: "Against the
backdrop of Brexit, we continue to pursue our investment strategy
since admission to trading on AIM on 19(th) October 2018. We have
identified a number of potential acquisition opportunities which we
hope to progress in the year ahead. We look forward to updating
shareholders further in due course."
The Interim Report is also available on the Company's website at
www.summerwaycapital.co.uk
Enquiries:
Summerway Capital
Mark Farmiloe 020 7440 7520
N+1 Singer (Nominated Adviser and Broker)
Sandy Fraser / Lauren Kettle 020 7496 3000
LEI Code: 213800YXCATORT475807
CHAIRMAN'S STATEMENT
I am pleased to present to shareholders the Interim Condensed
Consolidated Financial Statements of Summerway Capital plc (the
"Company") for the six months ended 28 February 2019.
Strategy
The Company's investment strategy remains the same as outlined
in its Admission Document dated 16 October 2018.
Results and Developments in the Period
The Company was incorporated on 31 August 2018. The Group's loss
after taxation for the six months to 28 February 2019 was
GBP114,766, which comprised GBP74,670 of administrative expenses,
GBP40,096 one-off costs relating to the initial fund-raising and
interest received of GBP3,280. At the period end, the Company held
a cash balance of GBP5,687,979.
On listing in October 2018, Summerway successfully raised
GBP5.8million (after expenses).
Outlook
Against the backdrop of Brexit, we continue to pursue our
investment strategy since admission to trading on AIM on 19(th)
October 2018. We have identified a number of potential acquisition
opportunities which we hope to progress in the year ahead. We look
forward to updating shareholders further in due course.
Alexander Anton
Chairman
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Six months ended
28 February 2019
Note Unaudited
----------------------------------------------- ----- -----------------
GBP
Administrative expenses 3 (118,046)
-----------------
Operating loss (118,046)
Finance income 3,280
-----------------
Finance income 3,280
Loss before income tax (114,766)
-----------------
Income tax -
-----------------
Net loss for the period (114,766)
Total other comprehensive income -
-----------------
Total comprehensive loss (114,766)
=================
Attributable to:
Owners of the Company (114,766)
Loss per ordinary share
Basic loss per share attributable to ordinary
equity holders of the Company 4 (2.55)p
The Company's activities derive from continuing operations.
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at
28 February
2019
Note Unaudited
---------------------------------------------------- ---- -----------
GBP
Assets
Current assets
Cash and cash equivalents 5,687,979
Other receivables 6 71,178
-----------
Total current assets 5,759,157
Total assets 5,759,157
-----------
Current liabilities
Trade and other payables 7 40,037
-----------
Total liabilities 40,037
-----------
Net Assets 5,719,120
===========
Capital and reserves attributable to equity holders
of the parent
Share capital 8 61,300
Share premium reserve 9 5,711,086
Capital redemption reserve 9 49,500
Accumulated losses 9 (114,766)
-----------
Equity attributable to the equity holders of
the parent 5,707,120
Non-controlling interest 9 12,000
-----------
Total equity 5,719,120
===========
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Share Capital Non-
Share Deferred Premium Redemption Accumulated controlling Total
Notes capital Shares reserve reserve losses Subtotal interest equity
--------- -------- ---------- ---------- ------------ ---------- ----------- ----------
GBP GBP GBP GBP GBP GBP GBP
Balance as
at 31 August
2018 (unaudited) 50,000 - - - - 50,000 - 50,000
Shares split (49,500) 49,500 - - - - - -
Cancellation
of deferred
shares - (49,500) - 49,500 - - - -
Issue of shares 60,800 - 6,019,200 - - 6,080,000 - 6,080,000
Share issue
costs - - (308,114) - - (308,114) - (308,114)
Non-controlling
interest - - - - - - 12,000 12,000
Loss for the
period - - - - (114,766) (114,766) - (114,766)
--------- -------- ---------- ---------- ------------ ---------- ----------- ----------
Balance as
at 28 February
2019 (unaudited) 61,300 - 5,711,086 49,500 (114,766) 5,707,120 12,000 5,719,120
========= ======== ========== ========== ============ ========== =========== ==========
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
Six months ended
28 February 2019
Note Unaudited
---------------------------------------------------- ----- -----------------
GBP
Cash flows from operating activities
Operating loss (118,046)
Adjustments to reconcile loss before income tax
to operating cash flows:
Increase in other receivables 6 (9,178)
Increase in trade and other payables 7 40,037
Bank interest received 3,280
-----------------
Net cash used in operating activities (83,907)
-----------------
Cash flows from financing activities
Proceeds from issue of share capital 6,080,000
Share issue costs (308,114)
-----------------
Net cash generated from financing activities 5,771,886
-----------------
Net increase in cash and cash equivalents 5,687,979
Cash and cash equivalents at beginning of the
period -
Cash and cash equivalents at the end of the period 5,687,979
=================
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
1. GENERAL INFORMATION
Summerway Capital plc is an investing company (for the purposes
of the AIM Rules for Companies) and is incorporated in England and
Wales and domiciled in the United Kingdom (company number:
11545912). It is a public limited company and the address of the
registered office is Fleetworks, 26 Farringdon Street, London EC4A
4AB. The Company is the parent company of Summerway Subco Limited
(company number: 11565845). The activity of the Company is the
acquisition and subsequent development of businesses which are
either headquartered in the UK, or that have substantial operations
in the UK. The Company is principally focused on opportunities in
the wider household and consumer goods sector, including retail and
consumer brands, particularly where there is an opportunity to
introduce operational and performance improvements, including new
technologies and associated operating and value leverage.
2. BASIS OF PREPARATION AND CHANGES TO THE GROUP'S ACCOUNTING POLICIES
(a) Basis of preparation
These Interim Condensed Consolidated Financial Statements for
the six months ended 28 February 2019 have been prepared in
accordance with the Disclosure Guidance and Transparency Rules of
the Financial Conduct Authority and with the recognition and
measurement principles of International Financial Reporting
Standards ("IFRS") as adopted by the EU that are expected to be
applicable to the financial statements for the year ended 31 August
2019 and on the basis of the accounting policies to be used in
those financial statements. The Interim Condensed Consolidated
Financial Statements do not include all the information required
for full annual financial statements and accordingly, whilst the
Interim Condensed Consolidated Financial Statements have been
prepared in accordance with the recognition and measurement
principles of IFRS, it cannot be construed as being in full
compliance with IFRS.
These Interim Condensed Consolidated Financial Statements do not
comprise statutory accounts within the meaning of section 434 of
the Companies Act 2006.
The Company was incorporated on 31 August 2018 and therefore
there are no comparative figures.
(b) New standards and amendments to International Financial Reporting Standards
Standards, amendments and interpretation effective and adopted
by the Group:
IFRS 9 'Financial Instruments' amends the classification and
measurement models for financial assets and adds new requirements
to address the impairment of financial assets. It also introduces a
new hedge accounting model to more closely align hedge accounting
with risk management strategy and objectives. The standard requires
companies to make an election on whether gains and losses on equity
instruments measured at fair value should be recognised in the
Statement of Comprehensive Income or other comprehensive income,
with no recycling. IFRS 9 has been adopted by the Group but has had
no material effect on the Group's results.
Standards issued but not yet effective:
The following standards are issued but not yet effective. The
Group intends to adopt these standards, if applicable, when they
become effective. It is not expected that these standards will have
a material impact on the Group.
Effective date
Standard (period commencing)
IFRS Leases 1 January 2019
16
IFRIC Uncertainty over Income Tax Treatments 1 January 2019
23
IFRS Insurance Contracts 1 January 2021
17
3. EXPENSES BY NATURE
Six months
ended 28
February
2019
-------------
GBP
Group expenses by nature
One-off costs related to the
listing 40,096
Staff related costs 22,500
Office costs 17,604
NOMAD, registrar and Stock Exchange
costs 17,552
Audit and accountancy costs 14,770
Other expenses 5,524
118,046
=============
4. LOSS PER ORDINARY SHARE
Basic loss per ordinary share is calculated by dividing the loss
attributable to equity holders of the Company by the weighted
average number of ordinary shares in issue during the period.
Six months
ended 28
February
2019
--------------
Loss attributable to the owners
of the Company GBP (114,766)
Weighted average number of ordinary
shares in issue 4,508,667
Basic loss per share (2.55) p
5. INVESTMENTS
Principal subsidiary undertakings of the Group
The Company directly owns the ordinary share capital of its
subsidiary undertakings as set out below:
Subsidiary Proportion Proportion
of A ordinary of B ordinary
Nature of Country shares held shares
business of incorporation by Company held by
Company
Incentive England
Summerway Subco Limited vehicle and Wales 100% 0%
The address of the registered office of Summerway Subco Limited
(the "Subsidiary") is Fleetworks, 26 Farringdon Street, London EC4A
4AB.
6. OTHER RECEIVABLES
All receivables are current. There is no material difference
between the book value and the fair value of receivables.
As at
28 February
2019
-------------
GBP
Amounts falling due within
one year
Prepayments 6,330
Other receivables 64,848
71,178
=============
7. TRADE AND OTHER PAYABLES
There is no material difference between the book value and the
fair value of the trade and other payables.
As at
28 February
2019
-------------
GBP
Trade payables 15,711
Accruals 21,490
Other tax and national insurance
payable 2,836
40,037
=============
8. SHARE CAPITAL
As at
28 February
2019
-------------
GBP
Issued
6,130,000 ordinary shares of 1p
each 61,300
61,300
=============
9. RESERVES
The following describes the nature and purpose of each reserve
within shareholders' equity:
Share premium reserve
A statutory, non-distributable reserve which represents the
premium paid for new shares above their nominal value.
Capital redemption reserve
A statutory, non-distributable reserve into which amounts are
transferred following the redemption or purchase of a Company's own
shares
Retained deficit
Cumulative net gains and losses recognised in the Statement of
Comprehensive Income.
Other reserves
Other reserves comprise 999,999 B Shares of GBP0.01 in the
Subsidiary issued to the Executive Directors of the Company on 17
September 2018 at a price of GBP0.012 per share (the "B
Shares").
10. RELATED PARTY TRANSACTIONS
Parties are considered to be related if one party has the
ability to control the other party or exercise significant
influence over the other party, or the parties are under common
control or influence, in making financial or operational
decisions.
Under the terms of their respective service agreements, the
Executive Directors are each paid a salary of GBP1,000 per calendar
month, in each case payable monthly in arrears. The Non-Executive
Director is paid a monthly fee of GBP1,500 per calendar month.
The Directors and their connected persons hold a total of
1,650,000 ordinary shares in the Company, representing 26.9 per
cent of the enlarged share capital following admission.
On 17 September 2018 the Executive Directors subscribed for, in
aggregate, 999,999 B Shares in the subsidiary, Summerway Subco
Limited pursuant to the Subsidiary Incentive Scheme.
11. COMMITMENTS AND CONTINGENT LIABILITIES
There were no commitments or contingent liabilities outstanding
at 28 February 2019 that require disclosure or adjustment in these
interim financial statements.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IR SESFAAFUSEFI
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