TIDMHWC
RNS Number : 7917R
Highway Capital PLC
30 October 2013
HIGHWAY CAPITAL PLC
INTERIM REPORT 2013
Chairman's Statement
Dear Fellow Shareholder
The results for the six months ended 31 August 2013 showed a
loss before tax of GBP49,000 (six months ended 31 August 2012:
GBP54,000 loss; year ended 28 February 2013: GBP116,000 loss).
No dividend has been declared.
Highway is a "cash shell" and the board continues to identify
and evaluate target companies as it seeks opportunities to maximize
the value of the company, but there remains the need for the two
largest shareholders to agree on any deal put forward. In the
meantime, the company continues to keep expenditure to a minimum in
order to preserve its cash resources. The company had cash at bank
and in hand of GBP126,000 at 31 August 2013.
Since the Annual Report, dated 28 June 2013, a number of actions
have been taken by the company.
-- In May 2013, the company issued a circular containing
proposals to transfer the listing of the ordinary shares from the
premium segment to the standard segment of the Official List and
these proposals became effective on 11 July 2013. As a result, the
company will have greater flexibility to raise new capital and
effect transactions with lower attendant costs.
-- In June 2013, following the approval of shareholders to
increase the company's borrowing powers, one of the directors,
Maciej Szytko, indicated that he would make a loan facility of
GBP150,000 available to the company to provide short term
liquidity. The company is now able to draw on that facility.
-- In August 2013, the board announced it was proposing to issue
794,563 ordinary shares at a price of 14p per share and raise up to
GBP111,000 (before expenses) by means of an Open Offer. At a
General Meeting held on 12 September 2013 the Open Offer was
approved by shareholders. The Open Offer was fully subscribed and
following a board meeting, the new shares were allotted and have
subsequently been admitted to the Official List.
I will keep you informed of further developments.
D Wheatley
Chairman
30 October 2013
Profit and loss 6 months 6 months Year ended
account ended ended
31 August 31 August 28 February
2013 2012 2013
(unaudited) (unaudited) (audited)
Notes GBP'000 GBP'000 GBP'000
Management fees - - -
Administrative
expenses (49) (54) (117)
--------------------- ------- ------------- ------------- -------------
Operating loss 2 (49) (54) (117)
Interest receivable - - 1
--------------------- ------- ------------- ------------- -------------
Loss on ordinary
activities before
taxation (49) (54) (116)
Tax credit on
loss on ordinary - - -
activities
Loss for the
period (49) (54) (116)
Basic and diluted
loss per share 3 (0.62)p (0.68)p (1.47)p
===================== ======= ============= ============= =============
Balance Sheet Notes 31 August 31 August 28 February
2013 2012 2013
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Fixed assets
Investments - - -
---------------------------- ------ ------------- ------------- ------------
Current assets
Debtors 5 36 11 4
Cash at bank and
in hand 126 81 55
---------------------------- ------ ------------- ------------- ------------
162 92 59
Creditors: amounts
falling due within
one year (60) (28) (58)
Net current assets 102 64 1
---------------------------- ------ ------------- ------------- ------------
Total assets less
current liabilities 102 64 1
Creditors: amounts
falling due after
more than one
year 6 (150) - -
Net assets/(liabilities) (48) 64 1
============================ ====== ============= ============= ============
Capital and reserves
Share capital 7 159 159 159
Share premium 295 295 295
Profit and loss
account (502) (390) (453)
---------------------------- ------ ------------- ------------- ------------
Total equity shareholders'
funds/(deficit) (48) 64 1
============================ ====== ============= ============= ============
Cash Flow Statement Notes 6 months 6 months Year ended
ended ended
31 August 31 August 28 February
2013 2012 2013
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Net cash outflow
from operating
activities 8a (79) (55) (82)
------------------------ ------ --- ---------- --- ---------- --- ----------
Returns on investments
and servicing
of finance
Interest received - - 1
------------------------ ------ --- ---------- --- ---------- --- ----------
Net cash inflow
from returns
on investments
and servicing
of finance - - 1
Taxation
Corporation tax - - -
Equity dividends - - -
paid
Financing
Loans 150 - -
======================== ====== === ========== === ========== === ==========
Increase/(decrease)
in cash 8b 71 (55) (81)
======================== ====== === ========== === ========== === ==========
Notes to the Interim Report
1. Basis of preparation of the interim report
The condensed set of financial statements for the six months
ended 31 August 2013 has been prepared on a basis consistent with
the financial statements for the year ended 28 February 2013.
The condensed set of financial statements for the six months
ended 31 August 2013 has not been audited or reviewed by the
auditors pursuant to the Auditing Practices Board guidance on
Review of Interim Financial Information.
The comparative financial information for the year ended 28
February 2013 has been extracted from the audited financial
statements, on which the auditors issued an unqualified audit
report and which have been delivered to the Registrar of
Companies.
The financial information contained in the interim statement
does not constitute statutory accounts within the meaning of
section 434 of the Companies Act 2006.
There are no acquired or discontinued operations in the relevant
financial periods.
There are no recognized gains or losses other than the profit or
loss for the relevant financial periods.
Highway Capital plc is a stand-alone company and does not
prepare consolidated accounts. It has therefore continued to
prepare its accounts in accordance with UK rather than
international accounting standards, as permitted under EC
Regulation 1606/2002.
2. Operating loss
This is stated
after charging:
6 months 6 months Year ended
ended ended
31 August 31 August 28 February
2013 2012 2013
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Directors' remuneration
- salaries and
fees 28 29 58
Auditors' remuneration
- audit
services 5 4 9
- other
services 5 4 7
============= ============= =============
3. Loss per share
The loss per ordinary share calculation has been based on the
losses attributable to ordinary shareholders of GBP49,000 (August
2012: GBP54,000; February 2013: GBP116,000), divided by 7,945,638
(August 2012 and February 2013: 7,945,638) being the average of the
issued share capital during the period.
There is no difference between the basic and diluted loss per
share.
4. 2013 interim dividend
No interim dividend has been declared.
5. Debtors
Prepayments at 31 August 2013 include GBP22,000 of expenses
related to the Open Offer announced on 12 August 2013. The new
ordinary shares resulting from the Open Offer were admitted to the
Official List on 19 September 2013, and these expenses were then
transferred to the share premium account.
6. Creditors: due after more than one year
The creditor due after more than one year of GBP150,000 is an
unsecured loan from M Szytko, a director and shareholder, repayable
after 2 years and bearing interest at a rate of 5% per annum. If it
so wishes, the company can repay the loan or part thereof at any
time within the 2 year period.
7. Share capital
31 August 31 August 28 February
2013 2012 2013
(unaudited) (unaudited) (audited)
Ordinary shares
of 2p each
Authorised
Number of shares 50,000,000 50,000,000 50,000,000
Nominal value GBP1,000,000 GBP1,000,000 GBP1,000,000
Allotted, called-up,
fully paid
Number of shares 7,945,638 7,945,638 7,945,638
Nominal value GBP158,913 GBP158,913 GBP158,913
============= ============= =============
8. Cash flow statement
6 months 6 months Year ended
ended ended
31 August 31 August 28 February
2013 2012 2013
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
a) Net cash outflow
from operating
activities
Operating loss (49) (54) (117)
(Increase)/decrease
in debtors (32) (7) -
Increase/(decrease)
in creditors 2 6 35
(79) (55) (82)
============= ============= =============
b) Reconciliation
of net cash flow
to movement in
net funds
Increase/(decrease)
in cash in the
period 71 (55) (81)
------------- ------------- -------------
Movement in net
funds in the period 71 (55) (81)
Opening net funds 55 136 136
Closing net funds 126 81 55
============= ============= =============
9. Related party transactions
During the period, M Szytko, a director and shareholder, made a
loan of GBP150,000 to the company. It is an unsecured loan
repayable after 2 years and bearing interest at a rate of 5% per
annum. If it so wishes, the company can repay the loan or part
thereof at any time within the 2 year period.
10. Post balance sheet events
At a General Meeting of the company on 12 September 2013,
shareholders passed a resolution to effect the Open Offer announced
on 12 August 2013. The Open Offer was oversubscribed and raised
GBP111,000 of new capital before expenses. The 794,563 new ordinary
shares were admitted to the Official List on 19 September 2013.
11. Responsibility statement
We confirm that to the best of our knowledge:
(a) the condensed set of financial statements has been prepared
in accordance with Statement: Half-yearly financial reports issued
by the Accounting Standards Board;
(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 their impact on the financial
statements 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 party
transactions and changes therein).
By order of the Board
D Wheatley E P Levey
Chairman Non-Executive Director
12. Publication
Copies of this statement will be available on the company's
website at www.highwaycapital.co.uk.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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