TIDMSTHP
RNS Number : 8237B
Stranger Holdings PLC
04 February 2020
4 February 2020
STRANGER HOLDINGS PLC ('Stranger' or 'the Company')
Half yearly report for the period ended 30 September 2019
Chairman's Report
Stranger is an investment company with the original primary
objective of undertaking a single acquisition of a target company,
business or asset in the industrial or service sector.
Results for the period
On 9 October 2019, we announced that we had signed non-binding
Heads of Terms to acquire two companies holding technology mineral
assets including cobalt, nickel and associated metals. One is a UK
company with assets located in south eastern Cameroon, Africa, and
one is a US company with assets in Idaho, United States.
The primary focus of the intended enlarged group is to develop a
subsidiary of the cobalt assets, namely the Recyclus Group. This is
a very exciting business with excellent growth prospects involved
in the clean recycling of tyres and batteries in the UK
Recyclus is structured as an ESG compliant, ethical, green
business, for the clean recycling of tyres and batteries in the UK.
There is an opportunity to leverage next generation recycling
technologies for current and nearby market commercialisation. By
using technologies that are now beyond proof-of-concept to create
circular economies, increase efficiencies and reduce the carbon
footprints within these recycling industries.
Recyclus is partnering with existing, permitted, cash generative
businesses within the UK. Recyclus will not only provide funding
for these businesses for expansion, but also add operational value
by leveraging industry knowledge to increase contracted supply and
offtake for the plants.
2020 will see Environmental Agency (EA)/Governmental regulatory
clampdowns on the export of waste and waste storage in the UK,
especially post Brexit, leading to an increased requirement for
ethical, clean, waste recycling. Recyclus will support the
Governmental, regulatory, economic and social agendas for a cleaner
and better environment to live using a scalable business model to
maximise the margins of upcycled materials in both batteries and
tyres. Lead-Acid battery recycling industry is a major polluter,
spent batteries are thrown into smelters. Opportunity to use
hydrometallurgical process to reduce carbon footprint by 85%, cut
slag by >90% and recycle the plastics as well as the lead.
The sale and purchase agreements have been drafted and work has
commenced on fund raising for the proposed Reverse Take-Over. The
Acquisitions are subject, inter alia, to the completion of due
diligence, documentation and compliance with all regulatory
requirements, including the Listing and Prospectus Rules and, as
required, the Takeover Code.
The previously contemplated and announced transactions to
acquire The Airedale House group of companies and HCS (North East)
Limited were terminated with immediate effect.
The Future
The directors look forward to completing this RTO as soon as
practicable as we believe the acquisition represents an exciting
and profitable opportunity for the shareholders of the Company.
Risks and uncertainties
The Company is a relatively new entity, with only a brief
operating history, and therefore, investors have no basis on which
to evaluate the Company's ability to achieve its objective of
identifying, acquiring and operating one or more companies or
businesses.
Going Concern
As stated in the notes to the condensed financial statements,
the directors are satisfied that the Company has sufficient
resources to continue in operation for the foreseeable future, a
period of not less than 12 months from the date of this report.
Accordingly, they continue to adopt the going concern basis in
preparing the condensed financial statements.
Post Balance Sheet Events
The loan facility with Dover Harcourt Plc has been extended post
period end by GBP38,000. Further details of the facility can be
found in the Results for the period.
Responsibility Statement
We confirm that to the best of our knowledge:
(a) the condensed set of financial statements has been prepared
in accordance with IAS 34 'Interim Financial Reporting';
(b) the interim management report includes a fair review of the
information required by DTR 4.2.7R (indication of important events
during the first six months and description of principal risks and
uncertainties for the remaining six months of the year; and
(c) the interim management report includes a fair review of the
information required by DTR 4.2.8R (disclosure of related parties'
transactions and changes therein).
Cautionary statement
This Interim Management Report (IMR) has been prepared solely to
provide additional information to shareholders to assess the
Company's strategies and the potential for those strategies to
succeed. The IMR should not be relied on by any other party or for
any other purpose.
James Longley
Director
3 February 2020
STRANGER HOLDINGS PLC
INTERIM CONDENSED STATEMENT OF COMPREHENSIVE INCOME
6 Months 6 months Year ended
ended ended
30 September 30 September 31 March
2019 2018 2019
GBP ('000) GBP ('000) GBP ('000)
(unaudited) (unaudited) (audited)
Administrative expenses (166) (140) (503)
Listing costs (21) (27) (23)
Reverse takeover costs (20) (10) (29)
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Operating loss (207) (177) (555)
Investment Income 11 - 6
Finance costs (114) (77) (267)
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Loss before taxation (310) (254) (816)
Taxation - - -
-------------- -------------- --------------
Loss for the period (310) (254) (816)
Loss per share - basic and
diluted (pence) (0.21p) (0.17p) (0.56p)
-------------- -------------- --------------
STRANGER HOLDINGS PLC
INTERIM CONDENSED STATEMENT OF FINANCIAL POSITION
As at As at As at
30 September 30 September 31 March
2019 2018 2019
GBP ('000) GBP ('000) GBP ('000)
(unaudited) (unaudited) (audited)
Assets
Current assets
Trade & other receivables 128 316 7
Cash and cash equivalents 100 2 -
Non current assets
Other debtors 140 63 47
-------------- -------------- --------------
Total Assets 368 381 54
Equity and Liabilities
Share capital 145 145 145
Share premium 737 737 737
Profit and loss (2,189) (1,317) (1,879)
-------------- -------------- --------------
Total Equity (1,307) (435) (997)
Current Liabilities
Trade and other payables 873 555 716
-------------- -------------- --------------
Total current liabilities 873 555 716
-------------- -------------- --------------
Long term liabilities
Borrowings 802 261 335
-------------- -------------- --------------
Total long term liabilities 802 261 335
-------------- -------------- --------------
-------------- -------------- --------------
Total Liabilities 1,675 816 1,051
-------------- -------------- --------------
Total Equity and Liabilities 368 381 54
STRANGER HOLDINGS PLC
INTERIM CONDENSED STATEMENT OF CHANGES IN EQUITY
Share Share premium Retained Total
Capital GBP ('000) earnings GBP ('000)
GBP ('000) GBP ('000)
Equity at 31 March 2018 145 737 (1,063) (181)
Loss for the period - - (254) (254)
------------ ------------ -------------- ------------
Equity at 30 September
2018 145 737 (1,317) (435)
Loss for the period - - (562) (562)
------------ ------------ ------------ ------------
Equity at 31 March 2019 145 737 (1.879) (997)
Loss for the Period - - (310) (310)
------------ ------------ ------------ ------------
Equity at 30 September
2019 145 737 (2,189) (1,307)
STRANGER HOLDINGS PLC
INTERIM CONDENSED CASH FLOW STATEMENT
6 months ended Period ended Year ended
30 September 30 September 31 March
2019 2018 2019
GBP ('000) GBP ('000) GBP ('000)
(unaudited) (unaudited) (audited)
Cash flows from operating
activities
Operating loss (310) (254) (816)
Add interest payable 85 220
(Increase)/decrease in
trade and other receivables (121) (90) 235
Less interest receivable (11) - (6)
Increase/(decrease) in
trade and other payables 287 155 159
-------------- -------------- --------------
Net cash flows from operating
activities (70) (189) (208)
Cashflows from investing
activities
Amounts advanced/(repaid)
to related parties (89) - 141
Interest received 11 - 6
Interest paid (69) - (204)
-------------- -------------- --------------
Net cash from/(used in)
investing activities (147) - (57)
Cash flows from financing
activities
Net proceeds from issue
of bonds 317 191 265
-------------- -------------- --------------
Net cash flows from financing
activities 317 191 265
-------------- -------------- --------------
Net increase in cash and
cash equivalents 100 2 -
Cash and cash equivalents - - -
at the beginning of the
period
-------------- -------------- --------------
Cash and cash equivalents
at the end of the period 100 2 -
NOTES TO THE UNAUDITED INTERIM CONDENSED REPORT
General Information
Stranger Holdings Plc ('the company') is an investment company
incorporated in the United Kingdom. The address of the registered
office is 27-28 Eastcastle Street London W1E 8DN. The Company was
incorporated and registered in England and Wales on 22 October 2015
as a private limited company and re-registered on 14 November 2016
as a public limited company.
1. Basis of preparation
This announcement was approved and authorised to issue by the
Board of directors on 3 February 2020.
The financial information in this interim report has been
prepared in accordance with the International Financial Reporting
Standards. IFRS comprises standards issued by the International
Accounting Standards Board (IASB) and the interpretations issued by
the International Financial Reporting Interpretations Committee
(IFRIC) as adopted by the European Union (EU). The same accounting
policies and methods of computations are used as in the most recent
annual financial statements
There are no IFRS, or IFRIC interpretations that are effective
for the first time in this period that would be expected to have a
material impact on the company.
The financial information has been prepared under the historical
cost convention, as modified by the accounting standard for
financial instruments at fair value.
The Directors are of the opinion that the financial information
should be prepared on a going concern basis, in the light of the
Company's financial resources.
These condensed interim financial statements for the six months
ended 30 September 2019 and 30 September 2018 are unaudited and do
not constitute full accounts. The comparative figures for the
period ended 31 March 2019 are extracted from the 2019 audited
financial statements.
No taxation charge has arisen for the period and the Directors
have not declared an interim dividend.
Copies of the interim report can be found on the Company's
website at www.strangerholdingsplc.com.
Going concern
The forecast cash-flow requirements of the business are
contingent upon the ability of the Company to attract investors in
the bonds issued by Dover to extend the credit facility to the
Company. The directors are satisfied that the Company has
sufficient resources to continue in operation for the foreseeable
future, a period of not less than 12 months from the date of this
report. Accordingly, they continue to adopt the going concern basis
in preparing the condensed financial statements.
2. Loss per share
Basic loss per share is calculated by dividing the earnings
attributable to ordinary shareholders by the weighted average
number of ordinary shares outstanding during the period.
For diluted loss per share, the weighted average number of
ordinary shares in issue is adjusted to assume conversion of all
dilutive potential ordinary shares.
The calculation of basic and diluted earnings per share is based
on the following figures:
6 months ended Year ended Year ended
30 September 30 September 31 March
2019 2018 2019
GBP ('000) GBP ('000) GBP ('000)
(unaudited) (unaudited) (audited)
Loss for the period (310) (254) (816)
Weighted average number
of
shares - basic and
diluted 145,770,000 145,770,000 145,770,000
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Basic and diluted
earnings per share (0.21p) (0.17p) (0.56p)
-------------- -------------- --------------
The basic and diluted earnings per share are the same as there
were no potential dilutive shares in issue during the period.
3. Share Capital
As at As at As at
30 September 30 September 31 March
2019 2018 2019
GBP ('000) GBP ('000) GBP ('000)
(unaudited) (unaudited) (audited)
145,770,000 Ordinary shares
of GBP0.001 each (145) (145) (145)
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4. Reports
A copy of this announcement will be mailed to shareholders and
copies will be available for members of the public at the Company's
Registered Office 27-28 Eastcastle Street London W1E 8DN
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 SSDFUDESSESE
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February 04, 2020 02:00 ET (07:00 GMT)
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