TIDMBARK
RNS Number : 2090U
Barkby Group PLC (The)
31 March 2021
31 March 2021
The Barkby Group PLC
("Barkby", the "Group" or the "Company")
Final Results
The Barkby Group PLC, the diversified business group, announces
its audited results for the period to 2 July 2020.
Charles Dickson, Executive Chairman of The Barkby Group Plc,
said:
"2020 was a transformational year for Barkby following the
combination of the Dickson controlled entities and The Barkby Group
Plc. Barkby has weathered the COVID-19 pandemic, largely due to the
success of our highly cash generative commercial property
development business. As we come out of lockdown, we believe our
pubs and coffee business are poised for significant growth and a
return to profitability. Both SleepHub and Verso Biosense continue
to make impressive strides and we are very excited by the future of
both of these businesses. Our liquidity is strong and the
diversification of the business means that the Group is in a strong
position to benefit from the lifting of government lockdown
restrictions. We look forward to the next 12 months with
confidence."
Financial Highlights
2020 2019** Change
Revenue (GBPm) 12.0 12.3 -0.3
------ ------- -------
Adjusted Operating Profit/loss
(GBPm) -2.3 2.6 -4.9
------ ------- -------
Non-recurring Related Party
Costs (GBPm) 0.0 -2.8 +2.8
------ ------- -------
Operating Profit/loss (GBPm)
* -2.3 -0.2 -2.1
------ ------- -------
Profit/loss before Tax (GBPm) -3.1 -0.8 -2.3
------ ------- -------
Net (decrease) / increase
in cash (GBPm) -1.2 0.0 -1.2
------ ------- -------
Basic earnings per share
(pence) -2.69 -0.77 -1.92
------ ------- -------
Net assets/(liabilities)
per share (pence) 3.71 -3.72 7.43
------ ------- -------
* The 2020 result was significantly impacted by COVID-19. In
addition to this, the P&L included GBP230k of one-off
acquisition costs and GBP293k of start-up costs for Cambridge Sleep
Sciences.
** figures are for as the Dickson Controlled Entities only,
acting as the consolidator, and exclude The Barkby Group 2019
Financial Result.
Operational Highlights
Reverse Takeover
-- The Barkby Group expanded its activities to include real
estate development following a reverse takeover by businesses under
the control of the Dickson family.
-- Barkby moved from the NEX market to the AIM market and
completed a GBP5m equity placing at the same time. The transaction
completed on 7 January 2020.
Hospitality and Consumer
-- In the second half of the financial year, Barkby's
hospitality and consumer division was impacted by the COVID-19
pandemic due to its impacts on consumer behaviour as well as
enforced trading restrictions.
Commercial Property Division
-- The Group's Commercial Property Division provided positive
cash flow to the Group to support the divisions most impacted by
COVID-19.
-- Post-Period end has seen significant activity in the division
including practical completion of Hastings development in August
2020 and planning permission for a 20,000 sq. ft. mixed use retail
and trade scheme at Wellingborough.
Verso Biosense
-- Launched a product collaboration agreement with Homerton
University Hospital in March 2021 to help refine the technology and
biosensing platform to meet the needs of fertility patients.
SleepHub
-- Recently established sales partnerships with British Airways,
Virgin Atlantic, the Defence Portal and Blue Light Card and have a
pipeline of additional sales partners lined up.
-- The product is due to launch on Amazon in March, following
the completion of a distribution agreement with Softline UK.
Outlook
-- We believe our pubs and coffee business are poised for
significant growth and a return to profitability as we come out of
lockdown.
-- Pipeline for the Commercial Property Division remains strong
and as previously reported the Group is in negotiations to acquire
a further development site in the South East.
-- The Group's Life Sciences investments in Cambridge Sleep
Sciences and Verso Biosense are progressing well.
-- The Group is in a strong position to benefit from the lifting
of government lockdown restrictions and we look forward to the next
12 months with confidence.
Annual Report
In accordance with AIM Rule 20, the annual report is available
to view on the Company's website:
https://www.barkbygroup.com/investors/ .
Interim Results Extension
Barkby advises that it will publish its interim results for the
period ended 31 December 2020, no later than 30 April 2021.
As announced by the London Stock Exchange on 9 June 2020 and
reconfirmed on 27 January 2021, AIM companies that require extra
time to prepare their half-yearly reports are permitted a temporary
extension of an additional one-month period, in addition to the
standard three-month reporting timeframe under AIM Rule 18 of the
AIM Rules for Companies. This extension is due to the continued
disruption caused by the COVID-19 pandemic.
Enquiries:
The Barkby Group PLC
Charles Dickson, Executive Chairman
Douglas Benzie, Chief Financial Officer
+44 (0) 20 7220
finnCap Ltd (Nomad and Broker) 0500
Carl Holmes/Simon Hicks (corporate finance)
Tim Redfern/Richard Chambers (ECM)
+44 (0) 20 3757
Camarco (Financial PR) 4994
Jennifer Renwick/Jake Thomas
Notes to editors
The Barkby Group PLC is a diversified group of high growth, high
quality businesses run by an entrepreneurial and experienced
management team. The existing wholly owned businesses within Barkby
include; Commercial Property Development, Barkby Hospitality
(comprising Barkby Pubs and Workshop Coffee) and Centurian
Automotive Ltd.
In addition to these businesses, Barkby Life Sciences has
invested in Verso Biosense, a digital health company aiming to
transform Women's Health with precision medicine, and Barkby's
subsidiary Cambridge Sleep Sciences Ltd has launched, SleepHub(TM),
a device which improves and facilitates natural sleep.
Barkby's strategy is to accelerate and maximise opportunities
within its existing businesses as well as continue to source and
invest in cash generative, growth businesses with the ability to
disrupt.
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it
forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with
the company's obligations under Article 17 of MAR.
Chairman's Statement
The 2020 financial year was transformational for Barkby
following the combination of the Tarncourt property business and
Workshop Coffee into Barkby's existing pub and automotive
businesses, as well as expansion into Life Sciences business with
exceptional market potential.
At the point of the Reverse Takeover, Barkby moved from the NEX
market to the AIM Market in January 2020 ("AIM Admission") and
raised GBP5m of new capital to further expand the Group. Despite
facing some of the most challenging trading conditions experienced
in many years, the Group has completed its initial integration and
has a clear pathway to generate significant value for
shareholders.
Barkby has weathered the COVID-19 pandemic largely due to the
success of our highly cash generative commercial property
development business and activity has resumed apace.
Our diversified structure and strategy has allowed us to support
the most heavily impacted businesses without a significant increase
in external bank debt since the acquisition. During the year, the
Dickson family provided GBP2.0m of funding via the Tarncourt
lending facility, which was put in place at the point of AIM
Admission, and subsequently increased this facility to GBP5m to
provide further liquidity.
Outlook
Whilst the periods of lockdown and trading restrictions have
been challenging, Barkby has taken the opportunity to develop and
grow the sub-Board management team, establish improved systems and
processes, and prepare its own roadmap to unlocking the exciting
potential across the Group.
As previously reported, our property development pipeline is
well established, and several key developments are ready to build.
Furthermore, we are continually exploring further opportunities for
this division and are currently in legal negotiation to acquire a
further development site in the South East.
Our pubs and coffee business are poised for significant growth
and a return to profitability as the Government's lockdown
restrictions ease. The Group's investments in SleepHub and Verso
Biosense are progressing well, with the latter recently announcing
an exciting product collaboration agreement with Homerton
University Hospital. The diversification of the business means that
the Group is in a strong position to benefit from the lifting of
government lockdown restrictions, and we look forward to the next
12 months with confidence.
I would like to thank all our customers, suppliers, landlords,
lenders and shareholders for their continued support during what
has been a testing period for all.
Finally, I would like to recognise our most important attribute,
our people, who have demonstrated solidarity and commitment across
the Group. Despite substantial changes within the businesses, and
the impact of events outside our control, I have been hugely
impressed and proud of the attitudes shown across the Barkby teams.
I have full belief and confidence in our teams and their ability to
deliver the Group's potential for success.
Business and Financial Review
The 2020 results include Real Estate and Workshop Coffee for an
extended period, with the trading of the existing Barkby businesses
included from 7 January 2020.
The 2020 financial year provided many highlights for The Barkby
Group as it expanded its pub and automotive businesses into a
larger group that now includes Real Estate, Workshop Coffee and a
growing Life Sciences division.
Following AIM Admission in January 2020, Barkby had only a brief
period as an enlarged Group before the COVID-19 pandemic impacted
trading. It is therefore difficult to provide meaningful analysis
of underlying trade during this period.
Barkby adopted a conservative approach to financial control
during the pandemic, balancing cost control and cash preservation
with the delivery of planned initiatives to improve our businesses.
Focusing on our business planning has supported our view that the
enlarged Group provides financial, strategic and operational
benefits beyond the capacity of each individual business.
We have utilised the UK Government's Furlough scheme to support
our workforce during the periods in which we were unable to trade
and provided additional top-up payments to support team members who
may not have been eligible under the scheme. We have an engaged
team that is passionate and focused on delivering against targets
and improving profitability in future trading periods as we deliver
exceptional service to our customers.
Property Development
Barkby Real Estate sources and develops commercial property
schemes predominantly based in the South East of England. Barkby
specialises in mixed-use trade and retail parks including retail
warehouses, car dealerships, storage, industrial, leisure and quick
food service.
As a result of the COVID-19 pandemic, land acquisition deals
have become easier with less competition from buyers. We believe
this is partly driven by lower activity levels as well as a
perceived uncertainty over future tenant demand and the time
required to agree leases.
The UK Government has published fresh proposals for radical
reform of the land use planning system. The most significant
changes aim to improve the slow and complex system of local
development plans. We believe that future legislation has the
potential to reduce development timeframe and associated costs.
The COVID-19 pandemic has accelerated some of the existing
underlying real estate trends, such as increased online delivery
and working from home. Whilst this has added some uncertainty to
tenant-demand in certain sectors, others have remained relatively
insulated or seen growth. Due to our flexible, tenant-led approach,
Barkby can focus its activity to match tenant demand. We have seen
a shift away from traditional retail parks, however demand from
trade and quick service food tenants has been robust. Each
development project is expected take approximately 18-24 months to
complete, therefore many tenants adopt long-term views in their
expansion strategies.
COVID-19 has resulted in delays to the commencement of some
planned developments, with tenant's contracts taking longer than
normal to agree commercial terms. However, there remains a strong
interest in the Group's upcoming schemes from tenants.
Construction work at our Hastings development, which is anchored
by Aldi Stores, Greggs and Costa Coffee, completed in June 2020 and
practical completion was granted in August 2020. Hastings Borough
Council completed their purchase of the site, resulting in a net
balancing payment receipt to Barkby of GBP1.8m received post year
end.
Hospitality & Consumer
Barkby Pubco
The hospitality market has been significantly impacted by
COVID-19. Industry representative bodies have repeatedly
highlighted the financial difficulties faced by all operators and
the risk that many venues may not survive.
This has particularly hit wet-led pubs, those dependent on
office-workers and businesses that promote congested use of space
such as music venues, late-night bars and nightclubs.
Barkby operates premium pubs with rooms located predominantly in
the Cotswolds and West Sussex. We anticipate this segment of the
market to be one of the earliest to recover when trading
restrictions are lifted in 2021. This is due to our large footprint
properties that are able to operate in a COVID-secure way with
minimal interruption. We also anticipate increased demand for
domestic holidays from UK residents as a result of reduced
confidence and appetite for international holiday travel alongside
enforced travel restrictions.
Barkby has invested in developing its people, systems and
processes so that it is ready to expand rapidly and acquire further
sites. We have developed a site acquisition methodology to ensure
new pubs fit our operational model and required financial returns.
We will target a combination of leasehold and freehold
acquisitions.
Following AIM Admission on 7 January 2020 and the impact on
trading of COVID-19 it is difficult to ascertain the underlying
performance of the business during this period. The consolidated
financial statements include a brief period of normal trading in
the months of January and February 2020, which are normally the
quietest trading months of the year.
The impact of the pandemic was then experienced from early March
after reports of the spread of COVID-19 and government advice to
avoid social contact. This was followed by an enforced lockdown
announced from 23 March 2020. Therefore, COVID-19 impacted at least
17 weeks of trading, with 15 weeks spent under enforced closure.
This impacted the key spring and early summer trading periods,
during which a significant portion of annual profits are normally
earned.
We have worked hard to maintain good communication and work in a
collaborative way with our employees, suppliers and landlords
during this difficult time.
The pub business made an operating loss of GBP0.5m during the 25
week period from the reverse takeover until the year end.
After the year end, Barkby added The Harcourt Arms to its
portfolio on a leasehold basis. The Harcourt Arms is a 17(th)
century village pub that holds 2 AA Rosettes and 5 AA Gold Stars.
The property has been fully refurbished to the highest standards
and provides nine high-quality letting rooms and one master
suite.
We continue to look for premium pubs with rooms in our target
geographies and are in negotiations on several potential sites. It
is our intention to grow the portfolio to 12 pubs by the end of the
2023 financial year.
Workshop Coffee
Workshop Coffee is a speciality coffee roaster that operates
through multiple sales channels including wholesale, direct to
consumers via an online webshop and subscription service, and four
coffee shops located in central London.
As with Barkby's pub business, Workshop Coffee was also
significantly impacted by the COVID-19 pandemic. Independent coffee
shops, hotels and other hospitality customers have been forced to
close during the national lockdown periods, impacting Workshop's
wholesale revenues.
As working-from-home became a requirement, home delivery sales
increased significantly. This created a strong market opportunity
for Workshop with its existing Webshop, subscription customers and
strong digital presence.
With significant reductions in London footfall, we remain
cautious about reopening our retail stores. Two of the four units
were re-opened after the year-end, with reduced trading hours and a
focus on cost control. We will monitor the number of workers,
shoppers and tourists returning to central London before re-opening
our coffee shops.
Workshop made sales of GBP2.9m in the 15 months to June 2020 (12
months to March 2019: GBP2.3m) and generated an Operating loss of
GBP0.8m (12 months to March 2019: GBP0.8m).
Gross margin was 38% due to a lower proportion of the sales mix
coming from retail sales, where the operating model generates
higher margins.
Centurian Automotive
Centurian Automotive is a Luxury and Supercar automotive
dealership with a fast growing and differentiated online digital
presence.
Centurian distinguishes itself within the Automotive industry
with its innovative customer journey and customisable product.
Centurian's client base has been established over 14 years and
boasts a substantial, loyal customer list as well as engaging with
new and aspirational future clients through its social media
platforms.
Trading trends have been impacted by COVID-19 due to changes in
consumer behaviour alongside enforced trading restrictions.
However, out of the crisis has come an advancement in innovation,
with new online used car advertising platforms emerging to compete
with established websites and the launch of home-delivery
services.
Centurian sales and cash flow remained robust despite the
trading restrictions. The business generated sales of GBP4.0m in
the 25 week period from the date of the reverse take over until the
year end. An average margin of 6.5% was made on car sales, compared
with a typical reported UK average of 4.9%. Centurian generated a
net loss for the 25 week period of GBP153k.
Life Sciences
Cambridge Sleep Sciences
During the year, Barkby acquired the intellectual property
rights to develop a device that delivers scientifically formulated
sounds to improve and facilitate natural sleep. The "SleepHub"
product was subsequently launched in November 2020.
The importance and benefits of sleeping patterns continue to be
an area of focus in health and wellness. The market is relevant to
both those with sleeping dis-orders as well as people wanting
improvements in every-day sleep.
Since launch, SleepHub has received positive reviews in major
publications including The Telegraph, The Daily Mail and Metro.
SleepHub has also featured in magazines such as Ideal Home
alongside a number of health and wellbeing titles.
We have recently established sales partnerships with British
Airways, Virgin Atlantic, the Defence Portal and Blue Light Card
and have a pipeline of additional sales partners lined up. SleepHub
is due to launch on Amazon in March, following the completion of a
distribution agreement with Softline UK.
We have also engaged with several major sports teams and brands
who recognise the benefits of sleep for elite performance athletes,
with trials commencing over the coming months.
There are significant opportunities in the Healthcare space and
CSS intends to carry out additional clinical studies within the
coming year to clinically validate the benefits of our technology.
We are also specifically looking at trialling the device in disease
areas where insomnia is a significant symptom. We have seen some
positive early sleep improvement signals in patients with
Parkinsons Disease and have entered into a collaboration agreement
with Parkinson's Concierge to explore this further.
Cambridge Sleep Sciences incurred development, marketing and
administrative costs totalling GBP293k during the period.
Investment in Verso Biosense Ltd (formerly known as
Vivoplex)
Our female health investment has now been rebranded to Verso
Biosense ("Verso"). Verso has continued to make good progress since
Barkby's initial investment of GBP2.0m in January 2020.
Engineering breakthroughs have led to major improvements in chip
sets, monitoring functions, electronics and garment design. The
team will move into a clinical study in Q2 2021 and are looking to
sign up commercial and clinical partners during the first half of
2021.
The discovery of novel, new data in the uterine environment for
the very first time has huge potential to unlock meaningful patient
data, changing diagnostic paradigms and optimising treatments
across IVF/fertility, endometriosis, fibrosis, menopause and
oncology. The broadening of disease areas that Verso's wireless
powered battery free uterine monitoring platform can address has
shown the commercial opportunity to be very significant.
A further investment of GBP500,000 was made in August 2020 in
the form of a Convertible Loan Agreement.
COVID-19 Pandemic, Liquidity and Going Concern
The Barkby Group PLC is a diversified group of high growth
businesses run by an entrepreneurial and experienced management
team. The group structure aims to combine stable, cash generative
businesses with growth potential alongside high growth
opportunities with exceptional market potential and the ability to
disrupt.
In the second half of the financial year and since the reporting
date, Barkby's hospitality and consumer division was impacted by
the COVID-19 pandemic due to its impacts on consumer behaviour as
well as enforced trading restrictions. Barkby has weathered the
COVID-19 pandemic largely due to the support of its cash generative
commercial property development business.
The Board has managed cash tightly through all three national
lockdowns and has increased cash headroom by refinancing the GBP3.5
million Tarncourt facility into a new GBP5 million facility with an
expiry date of 30 June 2023. Furthermore, the Group has taken a
GBP0.45 million loan secured against the freehold of the
Wellingborough site from James Dickson, a significant shareholder
in the Company. The Group currently has net cash available of c.
GBP1.5 million as at March 2021. In addition, the Board have taken
the steps of consulting with their major shareholders regarding a
potential equity raise should current restrictions remain in place
beyond Spring and our shareholders have confirmed their continued
support should this become necessary.
Despite the Board's optimism that the road map out of lockdown
is on track, and view that its businesses are well positioned to
perform well from June 2021, we are still in a period of
significant economic uncertainty. The Board has therefore prepared
a profitability and cash flow forecast to June 2022 for each
business incorporating assumptions that reflect a severe but
plausible downturn scenario. This scenario assumes limited trading
until the end of June 2021, and therefore that the Group will
continue to manage its cash burn at its current rate.
A key feature of Barkby's businesses is that it has a low fixed
cost base. The property development business has predominantly
flexible costs. Centurian operates from a unique showroom setting
that carries a lower cost than typical car dealerships. The
hospitality businesses have engaged closely with landlords and
brewers and agreed rent reductions to compensate for restricted
trade. The Group's workforce is predominantly comprised of
employees on flexible contracts and the ongoing support of the
Furlough scheme is confirmed until September 2021.
During the COVID-19 pandemic, Barbky's diversification has been
a significant strength enabling financial and operational support
across the Group. Barkby benefited from its diversity, with
longer-term property development projects providing positive cash
flow to support the most impacted businesses. As we come out of
lockdown, management considers that the pubs and coffee business
are well positioned for a return to profitability and that the
Group is in a strong position to benefit from the lifting of
government lockdown restrictions. Based on its profitability and
cash flow forecasts for each business incorporating assumptions
that reflect a severe but plausible downturn scenario the directors
consider going concern basis of preparation to be an appropriate
basis for the preparation of these financial statements.
Group statement of profit or loss and other
comprehensive income
For the period ended 2 July 2020
Period Year ended
ended 2 31 March
July 2020 2019
GBP'000s GBP'000s
Revenue 12,048 12,287
Cost of sales -11,188 -7,353
=========== ===========
Gross profit 860 4,934
Other operating income 367 -
Administrative expenses -3,538 -2,035
Payments to related parties - -2,832
Exceptional items - -285
=========== ===========
Loss from operations -2,311 -218
Finance expense -949 -465
Finance income 125 -
=========== ===========
Loss before tax -3,135 -683
Income tax expense -4 -103
=========== ===========
Loss and total comprehensive income for the
period -3,139 -786
Profit/(loss) for the year is attributable
to:
Non-controlling interest -44 -
Owners of The Barkby Group Plc -3,095 -786
=========== ===========
-3,139 -786
Pence Pence
Loss per share for profit attributable to
the owners of The Barkby Group Plc
Basic and diluted earnings per share -2.69 -0.77
All of the loss of the year is from continuing operations
Group Consolidated statement
of financial position
As at 2 July 2020
2 July 31 March
2020 2019
GBP'000s GBP'000s
Assets
Non-current assets
Property, plant and equipment 1,554 539
Intangible assets 8,355 36
Right-of-use assets 2,643 -
Investments 2,042 -
Other non-current assets 127 -
Total non-current assets 14,721 575
========= =========
Current assets
Inventory 4,226 1,087
Trade and other receivables 466 143
Contract assets 4,898 520
Prepayments 401 133
Other current assets 641 95
Cash and cash equivalents 306 21
Total current assets 10,938 1,999
========= =========
Total assets 25,659 2,574
========= =========
Liabilities
Current liabilities
Trade payables -1,937 -471
Borrowings -8,999 -682
Lease liabilities -491 -
Income tax -107 -103
Other current liabilities -1,833 -3,352
Total current liabilities -13,367 -4,608
========= =========
Non-current liabilities
Borrowings -4,899 -2,995
Lease liabilities -2,349 -
Provisions -28 -
Total non-current liabilities -7,276 -2,995
========= =========
Total liabilities -20,643 -7,603
========= =========
Net assets / (liabilities) 5,016 -5,029
========= =========
Equity
Share capital 1,164 139
Share premium 4,323 6,347
Capital redemption reserve - 3,078
Merger reserve -422 -9,088
--------- ---------
Issued equity 5,065 476
Retained losses -49 -5,505
Equity attributable to the owners
of The Barkby Group Plc 5,016 -5,029
Non-controlling interest - -
Total equity 5,016 -5,029
========= =========
Group statement of cash flows
For the period ended 2 July 2020
Period Year ended
ended 31 March
2 July 2019
2020
GBP'000s GBP'000s
Cash flows from operating activities
Loss before tax -3,135 -683
Adjustments to reconcile loss
before tax to net cash flows
Depreciation of property, plant
and equipment and right-of-use
assets 576 158
Amortisation of intangible assets 5 5
Finance income -126 -
Finance expense 949 465
Working capital changes
Decrease/(increase) in trade
receivables, contract assets
and prepayments -4,431 -3,481
Decrease/(increase) in inventories -144 513
(Decrease)/increase in trade
and other payables -916 1,771
--------- -----------
-7,221 -1,252
Interest paid -775 -466
Interest received 1 -
Income tax paid - -18
--------- -----------
-774 -484
Net cash flow from operating
activities -7,995 -1,736
--------- -----------
Cash flows from investing activities
Acquisition of subsidiaries, -549 -
net of cash acquired
Purchase of investments -1,950 -
Purchase of property, plant and
equipment -194 -91
Purchase of intangible assets -287 -7
Proceeds from sale of property,
plant and equipment - 152
Receipts of government grants - -
Net cash used in investing activities -2,980 54
========= ===========
Cash flows from financing activities
Proceeds from issue of shares 5,075 -
Proceeds from borrowings 8,985 1,986
Share issue transaction costs -531 -
Payment to shareholders -375 -
Repayment of borrowings -2981 -296
Repayment of lease liabilities -393 -7
Net cash raised in financing
activities 9,780 1,683
========= ===========
Net increase/(decrease) in cash
and cash equivalents -1,195 1
Cash and cash equivalents at
the beginning of the financial
year 21 20
Cash and cash equivalents at
the end of the financial year -1,174 21
========= ===========
Statement of changes
in equity
For the year ended
2 July 2020
Profit
Capital and Total
Share Share redemption Merger loss Non-controlling equity
capital premium reserve Reserve reserve interest
Group GBP'000s GBP'000s GBP'000s GBP'000s GBP'000s GBP'000s GBP'000s
Balance at 1 April
2019 139 6,347 3,078 -9,088 -5,505 - -5,029
Implementation of
IFRS 16 (note 16) - - - - -80 - -80
Balance at 1 April
2019 - restated 139 6,347 3,078 -9,088 -5,585 - -5,109
Loss after income
tax and total comprehensive
loss for the period - - - - -3,095 -44 -3,139
Transfer of loss
attributable
to non-controlling
interest -44 44 -
- - - - -3,139 - -3,139
Capital reduction - -6,347 -3,078 - 9,425 - -
Shares issued to settle
acquisition fees 3 92 - - - - 95
Shares issued to acquire
subsidiaries 879 - - 5,446 - - 6,325
Costs associated with
issuance of shares - -626 - - - - -626
Transactions with
owners in their capacity
as owners:
Shares issued for
cash (a) 143 4,857 - 75 - - 5,075
Payment to shareholders
in respect of acquisition
(b) - - - - -750 - -750
Shares issued to cancel
debt (c) - - - 3,145 - - 3,145
143 4,857 - 3,220 -750 - 7,470
Balance at 2 July
2020 1,164 4,323 - -422 -49 - 5,016
========= ========= ============ ========= ========= ================ =========
Notes to the financial statements
Note 1. Company information
The consolidated financial statements of The Barkby Group Plc
for the period ended 2 July 2020 were authorised for issue in
accordance with a resolution of the directors on 31 March 2021. The
Barkby Group Plc is a public limited company incorporated and
domiciled in the UK. The company's number is 07139678 and the
registered office is located at 115b Innovation Drive, Milton,
Abingdon, Oxfordshire OX14 4RZ.
The Group's principal activities consist of real estate
development, consumer and hospitality businesses and life
sciences.
Note 2. Significant accounting policies
The principal accounting policies adopted in the preparation of
the financial statements are set out below. These policies have
been consistently applied to all the periods presented, unless
otherwise stated.
New or amended Accounting Standards and Interpretations
adopted
The Group has adopted all of the new or amended Accounting
Standards and Interpretations issued by the International
Accounting Standards Board ('IASB') that are mandatory for the
current reporting period.
Any new or amended Accounting Standards or Interpretations that
are not yet mandatory have not been early adopted.
Basis of preparation
These consolidated financial statements of The Barkby Group Plc
(or "the Group") have been prepared in accordance with
International Financial Reporting Standards ('IFRS'), as issued by
the International Accounting Standards Board (IASB).
In accordance with IFRS 3, these financial statements have been
prepared as a reverse acquisition of The Barkby Group Plc by the
Dickson Controlled Entities, see note 32 for more details.
Therefore, although these consolidated financial statements have
been issued in the name of The Barkby Group Plc, the legal
acquirer, the Group's activity is in substance, the continuation of
the financial information of the Dickson Controlled Entities, to
which the comparative financial information presented, for the year
ended 31 March 2019 (the accounting period end for the Dickson
Controlled Entities) relates. The consolidated financial statements
comprise the results of the Dickson Controlled Entities for the
full year, and the results of The Barkby Group Plc from 7 January
2020, the date of the reverse acquisition.
The Dickson Controlled Entities previously prepared standalone
financial information for the year ended 31 March 2019. The Dickson
Controlled Entities did not in the past form a legal group. As a
result, the combined financial information was prepared by
aggregating financial information of the Dickson Controlled
Entities. The financial information included as comparatives within
these consolidated financial statements does not constitute
statutory accounts, but has been prepared under IFRS and in
accordance with the group accounting policies disclosed.
Accounting periods
The financial statements have been prepared covering the
financial period ended 2 July 2020, in accordance with the Group's
policy of drawing up financial statements to the nearest Thursday
to the Group's accounting reference date of 30 June.
The accounting reference date changed in the financial period.
The Dickson Controlled Entities' previous accounting reference date
was 31 March, and The Barkby Group Plc's and Centurian Automotive
Limited's were 31 May.
Therefore, the Group's consolidated financial statements cover
the financial period from 1 April 2019 to 2 July 2020, with
comparative financial information (of the aggregated Dickson
Controlled Entities) covering the financial year ended 31 March
2019, and the Company's financial statements cover the financial
period from 1 June 2019 to 2 July 2020, with comparative financial
information covering the financial period from 1 January 2018 to 31
May 2019.
Historical cost convention
The financial statements have been prepared under the historical
cost convention, except for, where applicable, deferred contingent
consideration and derivative financial instruments that have been
measured at fair value.
The consolidated financial statements are presented in Pounds
Sterling, which is The Barkby Group Plc's functional and
presentation currency and all values are rounded to the nearest
thousand (GBP'000s) unless otherwise stated.
Principles of consolidation
The consolidated financial statements incorporate the assets and
liabilities of all subsidiaries of The Barkby Group Plc ('company'
or 'parent entity') as at 2 July 2020 and the results of all
subsidiaries for the period then ended. The Barkby Group Plc and
its subsidiaries together are referred to in these financial
statements as the 'Group'.
Subsidiaries are all those entities over which the Group has
control. The Group controls an entity when the Group is exposed to,
or has rights to, variable returns from its involvement with the
entity and has the ability to affect those returns through its
power to direct the activities of the entity. Subsidiaries are
fully consolidated from the date on which control is transferred to
the Group. They are de-consolidated from the date that control
ceases.
Intercompany transactions, balances and unrealised gains on
transactions between entities in the Group are eliminated.
Unrealised losses are also eliminated unless the transaction
provides evidence of the impairment of the asset transferred.
Accounting policies of subsidiaries have been changed where
necessary to ensure consistency with the policies adopted by the
Group.
The acquisition of subsidiaries is accounted for using the
acquisition method of accounting. A change in ownership interest,
without the loss of control, is accounted for as an equity
transaction, where the difference between the consideration
transferred and the book value of the share of the non-controlling
interest acquired is recognised directly in equity attributable to
the parent.
During the financial period ended 2 July 2020, The Barkby Group
Plc acquired the share capital of Tarncourt Ambit Limited,
Tarncourt Ambit Properties Limited and Workshop Trading Holdings
Limited, which together with its subsidiary undertaking Workshop
Trading (London) Limited, are called the Dickson Controlled
Entities.
After the transaction the shareholders of the Dickson Controlled
Entities owned 86% of the share capital of the new combined entity.
As a result this transaction is considered to be a reverse
takeover.
These financial statements therefore consist of the consolidated
financial statements of the Dickson Controlled
Entities, which are considered to acquire The Barkby Group Plc
and its subsidiary, Centurian Automotive Limited with effect from 7
January 2020, together with the company only financial statements
of The Barkby Group Plc.
Non-controlling interest in the results and equity of
subsidiaries are shown separately in the statement of profit or
loss and other comprehensive income, statement of financial
position and statement of changes in equity of the Group. Losses
incurred by the Group are only attributed to the non-controlling
interest to the extent to which they can be recovered from those
parties.
Note 3. Post Balance Sheet Events
CBILS Loan
In July 2020, the Company borrowed GBP1m from HSBC under the UK
Government's Coronavirus Business Interruption Loan Scheme. The
loan provides extra liquidity to support, in particular, the
Group's Hospitality and Consumer division after a period of severe
disruption due to Covid-19.
Further investment in Verso Biosense (VivoPlex)
In August 2020, the Group invested a further GBP500,000 into
Verso Biosense (then VivoPlex) via a Convertible Loan Agreement
"CLA". The CLA has a term of 36 months and an interest rate of 8%,
which is non-compounding, and, if payable, will accrue daily. The
CLA will convert to equity at a 20% discount to the lowest price
paid by investors.
Practical completion of Hastings development
The Group's Hastings development complete in August 2020. This
resulted in the invoicing of the Group's amounts recoverable under
contracts asset recognised at 2 July 2020 (contract asset of
GBP4,898,000) and the subsequent collection of the resultant
receivables.
New lease arrangement
In September 2020, the Company entered into a new six year lease
for The Harcourt Arms, a village pub with 125 covers and 10 rooms
to let. The resultant Right-of-use asset was recognised at
GBP679,000, with a lease liability of GBP669,000 and a
dilapidations provision of GBP10,000 also being recognised.
Settlement of deferred consideration
In September 2020, the Company and Turf to Table Limited agreed
an amendment to the deferred consideration payable to Turf to Table
Limited from the Company's acquisition of pub asset and trade in
2018. The total payment agreed was GBP115,000, of which GBP60,000
was satisfied by the issuance of 260,869 ordinary shares by the
Company (at 23p per share), with the balance of GBP55,000 being
paid in cash. The balance previously recognised as a deferred
consideration payable at 2 July 2020 was GBP150,000, with the
difference being taken to profit or loss in the financial year
ended 1 July 2021.
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END
FR JBMRTMTTJBFB
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March 31, 2021 13:29 ET (17:29 GMT)
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