TIDMHWC
RNS Number : 5625Q
Highway Capital PLC
30 November 2016
HIGHWAY CAPITAL PLC
INTERIM REPORT 2016
Chairman's Statement
Dear Shareholders
In line with the new strategy of Highway Capital, of which the
general outline was presented through the Chairman's statement in
the latest Annual Report, the first half of 2016 was marked with
intense efforts aimed at strengthening of the business position of
the Company.
The Company's directors have been seeking to identify profitable
potential transactions on the one hand, and to seek reliable
sources of financing on the other. A number of possible deals have
been considered in respect of both of these aspects and we continue
to investigate further opportunities.
The decision was taken in May 2016 to provide finance of
approximately GBP89,000 by way of a loan to Mylux, a Cypriot SPV.
Mylux utilised the proceeds of the loan to acquire a 48% interest
in a new payment services company in Poland known as Multipay. A
further loan of GBP120,000 was advanced to Mylux in June 2016 in
order to acquire a minority investment in a medical technology
company.
Although neither loan constituted an acquisition for the
purposes of the Listing Rules under which the Company operates, the
UK Listing Authority informed the directors in September 2016 that
they considered that making the loans fundamentally changed the
strategic direction of the business away from its stated aim to
find an acquisition that would enhance shareholder value. As a
result, the Company's shares were suspended from trading on 22
September pending the completion of the "reverse" procedure
required to resume trading.
Rather than invest the significant time and expense in changing
the scope of the Company's business activities to encompasses the
short term loans extended to Mylux, the directors are working
towards securing an acquisition which will constitute a reverse and
for which they will seek readmission of the Company to the Official
List and to trading on the London Stock Exchange. Whilst there can
be no certainty whether such a transaction can be achieved, nor
when, the board believe that the volume of opportunities presented
to them will ultimately result in a successful outcome and further
announcements will be made in due course.
Dr L Sobolewski
Chairman
30 November 2016
Statement of comprehensive 6 months ended 6 months ended Year ended
income
31 August 31 August 29 February
2016 2015 2016
(unaudited) (unaudited) (audited)
Notes GBP'000 GBP'000 GBP'000
Management fees - - -
Administrative expenses (106) (65) (132)
---------------------------- ------- --------------- --------------- -------------
Operating loss 2 (106) (65) (132)
Interest receivable 4 - -
---------------------------- ------- --------------- --------------- -------------
Loss on ordinary
activities before
taxation (102) (65) (132)
Tax credit on loss - - -
on ordinary activities
Loss for financial
period and total
comprehensive income (102) (65) (132)
Basic and diluted
loss per share 3 (1.17)p (0.74)p (1.51)p
Basic and diluted
loss per share from
continuing operations 3 (1.17)p (0.74)p (1.51)p
============================ ======= =============== =============== =============
Statement of financial Notes 31 August 31 August 29 February
position 2016 2015 2016
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Fixed assets
Investments 221 - -
---------------------------------- ------ ------------- ------------- ------------
Current assets
Debtors 23 14 4
Cash at bank and in
hand 12 16 1
---------------------------------- ------ ------------- ------------- ------------
35 30 5
Creditors: amounts
falling due within
one year (194) (83) (125)
Net current assets/(liabilities) (159) (53) (120)
---------------------------------- ------ ------------- ------------- ------------
Total assets less current
liabilities 62 (53) (120)
Creditors: amounts
falling due after more
than one year 5 (434) (150) (150)
Net assets/(liabilities) (372) (203) (270)
================================== ====== ============= ============= ============
Capital and reserves
Share capital 6 175 175 175
Share premium 368 368 368
Profit and loss account (915) (746) (813)
---------------------------------- ------ ------------- ------------- ------------
Total equity shareholders'
funds/(deficit) (372) (203) (270)
================================== ====== ============= ============= ============
Statement of changes 6 months ended 6 months ended Year ended
in Equity
31 August 31 August 29 February
2016 2015 2016
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Loss attributable to ordinary
shareholders (102) (65) (132)
Issue of new ordinary shares - - -
less costs
---------------------------------------- -------- --------------- ---------------
Net decrease in shareholders'
funds (102) (65) (132)
Opening Shareholders' funds/(deficit) (270) (138) (138)
---------------------------------------- -------- --------------- ---------------
Closing Shareholders' funds/(deficit) (372) (203) (270)
======================================== ======== =============== ===============
Statement of cash 6 months ended 6 months ended Year ended
flows
31 August 31 August 29 February
2016 2015 2016
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Cash flows from operating
activities
Loss for the financial
period (102) (65) (132)
Adjustments for:
Interest receivable (4) - -
Changes in:
Trade and other debtors (15) (8) 2
Trade and other creditors 69 (43) (1)
-------------------------------------- --------------- --------------- -------------
Net cash from operating
activities (52) (116) (131)
-------------------------------------- --------------- --------------- -------------
Cash flows from investing
activities
Purchase of investments (11) - -
Loans made (210) - -
Interest received - - -
Net cash used in investing (221) - -
activities
Cash flows from financing
activities
Proceeds from loans 284 120 120
-------------------------------------- --------------- --------------- -------------
Net cash from financing
activities 284 120 120
-------------------------------------- --------------- --------------- -------------
Net increase/(decrease)
in cash and cash equivalents 11 4 (11)
Cash and cash equivalents
at beginning of period 1 12 12
-------------------------------------- --------------- --------------- -------------
Cash and cash equivalents
at end of period 12 16 1
-------------------------------------- --------------- --------------- -------------
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 2016 has been prepared on a basis consistent with
the financial statements for the year ended 29 February 2016.
The condensed set of financial statements for the six months
ended 31 August 2016 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 29
February 2016 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 ended 6 months ended Year ended
31 August 31 August 29 February
2016 2015 2016
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Directors' remuneration
- salaries and fees 32 22 48
Auditors' remuneration
- audit services 5 5 10
- other services - - -
=============== =============== =============
3. Loss per share
The loss per ordinary share calculation has been based on the
loss attributable to ordinary shareholders of GBP102,000 (August
2015: GBP65,000; February 2016: GBP132,000), divided by 8,740,201
(August 2015: 8,740,201; February 2016: 8,740,201) being the
weighted average number of ordinary shares in issue during the
period. There is no difference between the basic and the diluted
loss per ordinary share.
There are no discontinued operations in the periods and,
therefore the basic and the diluted loss per ordinary share from
continuing operations are the same as the basic and the diluted
loss per ordinary share.
4. 2016 interim dividend
No interim dividend has been declared.
5. Creditors: due after more than one year
The creditor due after more than one year of GBP434,000 (August
2015: GBP150,000; February 2016: GBP150,000), is made up of the
following: (a) loans of GBP250,000 from Wildman Asset Management SA
which are unsecured, repayable after 2 years and bearing interest
at a rate of 5% per annum; (b) loans of GBP30,000 from M Szytko, a
director and shareholder, which are unsecured, repayable after 2
years and bearing interest at a rate of 5% per annum, and (c) loans
of GBP127,000 from M Szytko and GBP27,000 from D Zych, a director,
which are unsecured, repayable after 5 years and convertible at the
holder's request into new ordinary shares in the company at a price
of 10 pence per share; in the event that the loans are not repaid
or converted prior to their maturity date then they will attract
accrued interest at a rate of 5% per annum.
6. Share capital
31 August 31 August 29 February
2016 2015 2016
(unaudited) (unaudited) (audited)
Ordinary shares of
2p each
Allotted, called-up,
fully paid
Number of shares 8,740,201 8,740,201 8,740,201
Nominal value GBP174,804 GBP174,804 GBP174,804
============= ============= ============
7. Related party transactions
As at the balance sheet date, there are loans of GBP157,000 to
the company from M Szytko, a director and shareholder of the
company; and loans of GBP27,000 to the company from Dariusz Zych, a
director of the company. The terms of these loans are set out in
note 5 above.
8. Responsibility statement
We confirm that to the best of our knowledge:
(a) the condensed set of financial statements has been prepared
in accordance with FRS 104 Interim Financial Reporting issued by
the Financial Reporting Council;
(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
Dr L Sobolewski M Szytko
Chairman Non-Executive Director
9. 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
IR WGGPCGUPQGGU
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