RNS Number : 4410N
Palace Capital PLC
28 September 2012
Palace Capital plc ("the Company")
Interim results for the six months ended 31 July 2012
CHAIRMAN'S STATEMENT
I can report that for the half year ended 31 July 2012 your company made a loss before tax of £65,086 (2011 - £23,852). The company will not be declaring a dividend.
We have spent some considerable time actively managing the nine properties within the Hockenhull Estates Ltd portfolio, acquired last October. We have successfully renewed the lease at an increased rental with Countrywide Estate Agents at 45 High Street, Nantwich, Cheshire. We worked with the Administrator of our former tenant, Connexions Ltd, at 23-25, Market Street, Crewe, Cheshire, resulting in the lease being assigned to Cheshire East Council who has become our direct tenant.
The half year was also spent seeking a significant and suitable acquisition in order to grow the Company. We are evaluating a number of opportunities but will not pursue those which do not provide the required return that we can recommend to shareholders. However we are leaving no stone unturned in trying to secure an appropriate transaction.
The Company is focusing on the UK secondary property market mainly outside of London in order to find value. We are seeking to acquire further property companies that own secondary commercial investments, commercial property portfolios and property backed businesses in order to enhance shareholder value. The secondary property market continues to be in a state of flux but we believe that the uncertainties the market is facing will produce a number of opportunities of which we believe we can take advantage. We look to the future with confidence.
Stanley Davis
Chairman
28 September 2012
Enquiries:
| Palace Capital plc | Tel. 44 (0)20 7722 7603 |
| Neil Sinclair, Managing Director | |
| Allenby Capital Limited | Tel. 44 (0) 20 3328 5656 |
| Nick Naylor, Chief Executive | |
| Mark Connelly, Corporate Finance | |
Palace Capital plc
CONSOLIDATED INCOME STATEMENT
for the six months ended 31 July 2012
|
| Notes | | 6 months ended 31 July 2012 (unaudited)
£ | 6 months ended 31 July 2011 (unaudited)
£ | 12 months ended 31 January 2012 (audited)
£ |
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| Revenue | | | 104,660 | - | 55,400 |
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| Cost of sales | | | 4,204 | - | - |
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| GROSS PROFIT | | | 100,456 | - | 55,400 |
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| Administrative expenses | | | (108,452) | (20,927) | (141,647) |
| Costs of acquisition | | | - | - | (53,033) |
| Gains on revaluation of investment property portfolio | | - | - | 197,500 | |
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| PROFIT/(LOSS) BEFORE INTEREST | | | (7,996) | (20,927) | 58,220 |
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| Other interest receivable | | | 33 | - | 27 |
| Finance costs | | | (57,123) | (2,925) | (44,863) |
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| PROFIT/(LOSS) BEFORE TAX | | | (65,086) | (23,852) | 13,384 |
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| Taxation | | | - | - | 573 |
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| PROFIT/(LOSS) FOR THE PERIOD | | | (65,086) | (23,852) | 13,957 |
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| PROFIT/(LOSS) PER ORDINARY SHARE | | | | | |
| Basic | 2 | | (0.21p) | (0.33p) | 0.09p |
| Diluted | 2 | | (0.21p) | (0.33p) | 0.05p |
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Palace Capital plc
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
as at 31 July 2012
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| | | | 31 July 2012 (unaudited) £ | 31 July 2011 (unaudited) £ | 31 January 2012 (audited) £ |
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| NON-CURRENT ASSETS | | | | | |
| Goodwill | | | 5,910 | - | 5,910 |
| Investment properties | | | 2,015,000 | - | 2,015,000 |
| Tangible fixed assets | | | 559 | - | 805 |
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| | | | 2,021,469 | - | 2,021,715 |
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| CURRENT ASSETS | | | | | |
| Trade and other receivables | | | 19,160 | 5,341 | 46,848 |
| Cash and cash equivalents | | | 96,913 | 22,698 | 145,378 |
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| TOTAL CURRENT ASSETS | | | 116,073 | 28,039 | 192,226 |
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| CURRENT LIABILITIES | | | | | |
| Redeemable preference shares | | | (65,000) | (65,000) | (65,000) |
| Trade and other payables | | | (103,312) | (111,150) | (122,079) |
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| TOTAL CURRENT LIABILITIES | | | (168,312) | (176,150) | (187,079) |
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| NET CURRENT ASSETS/(LIABILITIES) | (52,239) | (148,111) | 5,147 | ||
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| NON-CURRENT LIABILITIES | | | | | |
| Borrowings | | | (1,759,939) | - | (1,757,485) |
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| NET ASSETS/(LIABILITIES) | | | 209,291 | (148,111) | 269,377 |
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| EQUITY | | | | | |
| Share capital | | | 315,938 | 72,160 | 315,938 |
| Share premium account | | | 110,395 | 5,761 | 110,395 |
| Convertible loan notes - equity | | | 27,934 | - | 27,934 |
| Share based payments | | | 8,333 | - | 3,333 |
| Profit and loss account | | | (253,309) | (226,032) | (188,223) |
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| EQUITY - attributable to the owners of the parent | 209,291 | (148,111) | 269,377 | ||
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Palace Capital plc
CONSOLIDATED CASH FLOW STATEMENT
for the six months ended 31 July 2012
| | Notes | 6 months ended 31 July 2012 (unaudited) £ | 6 months ended 31 July 2011 (unaudited) £ | 12 months ended 31 January 2012 (audited) £ |
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| OPERATING ACTIVITIES | | | | |
| Net cash out flow from operations | 3 | (6,470) | (4,450) | (145,081) |
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| NET CASH OUTFLOW FROM OPERATING ACTIVITIES | | (6,470) | (4,450) | (145,081) |
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| Interest received | | 33 | - | 27 |
| Interest paid | | (42,028) | - | (17,361) |
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| NET CASH OUTFLOW FROM INVESTING ACTIVITIES | | (41,995) | (4,450) | (17,334) |
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| TAXATION | | | | |
| Corporation tax paid | | - | - | (28,148) |
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| INVESTING ACTIVITIES | | | | |
| Payments to acquire subsidiary undertaking | | - | - | (1,783,395) |
| Payments to acquire fixed assets | | - | - | (805) |
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| NET CASH INFLOW FROM INVESTING ACTIVITIES | | - | - | (1,784,200) |
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| FINANCING ACTIVTIES | | | | |
| Loan provided by a director | | - | 20,000 | 577,500 |
| Bank loan | | - | - | 1,200,000 |
| Proceeds from issue of loan notes | | - | - | 348,412 |
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| Net cash INflow from financing activities | | - | 20,000 | 2,125,912 |
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| NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS | | (48,465) | 15,550 | 138,230 |
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| Cash and cash equivalents at beginning of period | | 145,378 | 7,148 | 7,148 |
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| CASH AND CASH EQUIVALENTS AT END OF PERIOD | |
96,913 |
22,698 |
145,378 |
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Palace Capital plc
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the six months ended 31 July 2012
| |
Share Capital £ |
Share Premium £ |
Convertible loan equity reserve £ |
Share based payment reserve £ | Profit and loss account £ | Total equity £ |
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| As at 31 January 2011 | 72,160 | 5,761 | - | - | (202,180) | (124,259) |
| Loss for the period | - | - | - | - | (23,852) | (23,852) |
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| As at 31 July 2011 | 72,160 | 5,761 | - | - | (226,032) | (148,111) |
| Issue of new shares | 243,778 | 104,634 | - | - | - | 348,412 |
| Share based payments | - | - | - | 3,333 | - | 3,333 |
| Issue of convertible loans | - | - | 27,934 | - | - | 27,934 |
| Profit for the period | - | - | - | - | 37,809 | 37,809 |
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| As at 31 January 2012 | 315,938 | 110,395 | 27,934 | 3,333 | (188,223) | 269,377 |
| Share based payments | - | - | - | 5,000 | - | 5,000 |
| Loss for the period | - | - | - | - | (65,086) | (65,086) |
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| As at 31 July 2012 | 315,938 | 110,395 | 27,934 | 8,333 | (253,309) | 209,291 |
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1 BASIS OF PREPARATION
The financial information contained in this interim report does not constitute statutory accounts within the meaning of section 434 of the Companies Act 2006. The figures for the period ended 31 January 2012 have been extracted from the audited statutory accounts. The interim results, which have not been audited or reviewed by the company's auditors, have been prepared in accordance with applicable International Accounting Standards (IAS) and International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB). These standards are also collectively referred to as "IFRS".
The accounting policies and methods of computations used are consistent with those used in the Group Annual Report for the year ended 31 January 2012 and are expected to be used in the Group Annual Report for the year ending 31 January 2013.
Statutory accounts for the year ended 31 January 2012 were prepared and filed with the Registrar of Companies and received an unqualified audit report.
The interim report was approved by the Board of Directors on 28 September 2012.
As at 31 July 2012, the Group had net current liabilities of £52,239. Included within current liabilities are redeemable preference shares of £65,000 and loan notes of £60,000. These amounts are due to directors of the company Stanley Davis and Neil Sinclair or entities controlled by them and Andrew Perloff, who have given undertakings to the group that these amounts will only be payable when there are adequate cash resources within the group so that the group can continue to meet its liabilities as they fall due for the foreseeable future. In addition, the directors will continue to support the company and if and when necessary will provide funds on an interest free basis. With these undertakings, and after considering the group's cash flow forecasts, the directors have prepared these interim results on the going concern basis.
Copies of this statement are available to the public for collection at the company's Registered Office at 41 Chalton Street, London, NW1 1JD and on the Company's website, www.palacecapitalplc.com.
2 PROFIT/(LOSS) per share
The profit/(loss) per share for the period is calculated based upon the following information:
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6 months ended 31 July 2012 (unaudited) | 6 months ended 31 July 2011 (unaudited) | 12 months ended 31 January 2012 (audited) |
| | Weighted average number of shares for basic profit/(loss) per share | 31,593,733 | 7,215,956 | 15,297,356 |
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| | Weighted average number of shares for diluted profit/(loss) per share |
63,086,439 |
7,215,956 |
25,737,404 |
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| | Profit/(Loss) for the period | (65,086) | (23,852) | 13,384 |
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| 3 | Reconciliation of operating LOSS to net cash flow from operating activities | 6 months ended 31 July 2012 (unaudited) £ | 6 months ended 31 July 2011 (unaudited) £ | 12 months ended 31 January 2012 (audited) £ |
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| | Profit/(Loss) for the period | (65,086) | (23,852) | 13,384 |
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| | Adjustments for: | | | |
| | Finance income | (33) | - | (27) |
| | Finance costs | 57,123 | 2,925 | 44,863 |
| | Gain on revaluation of investment property portfolio | - | - | (197,500) |
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| | Share based payments | 5,000 | - | 3,333 |
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| | Operating cash flow before movements in working capital | (2,996) | (20,927) | (135,947) |
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| | Depreciation | 246 | - | - |
| | (Increase)/decrease in debtors | 27,688 | 3,089 | (15,493) |
| | Increase/(decrease) in creditors | (31,408) | 13,388 | (6,560) |
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| | Net cash flow from operating activities | (6,470) | (4,450) | (158,000) |
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This information is provided by RNS
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