TIDMHWC
RNS Number : 9897Y
Highway Capital PLC
14 May 2019
HIGHWAY CAPITAL PLC
INTERIM REPORT 2018
Chairman's Statement
Dear Fellow Shareholder
The results for the six months ended 31 August 2018 showed a
loss before tax of GBP70,000 (six months ended 31 August 2017:
GBP126,000 profit; year ended 28 February 2018: GBP54,000
profit).
No dividend has been declared.
As set out in the announcement on 22 September 2016, the trading
in the shares remained suspended. 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 Ordinary Shares were suspended
from trading on 22 September 2016.
Any lifting of the Suspension would require the reversal of the
loan, and the Company has taken steps to complete this process.
Since the Annual Report, dated 8 March 2019, a number of actions
have been taken by the company.
-- On 30 April 2018, the Company received a loan repayment of GBP4,000
-- On 15 May 2018, the Company received a loan repayment of GBP2,000
-- From 6 June 2018 to 14 June 2018, the Company received a loan repayment of GBP163,914
Principle Risks and Uncertainties
The preservation of our cash balances remains a principal risk
for the Group and we remain committed to maintaining minimal
operational costs to ensure that maximum funds remain available to
invest in projects.
Additionally, while we are seeking the restoration of trading in
the Company's shares, there is uncertainty over the timeline and
possibility of this restoration by the FCA.
The Company's business strategy is to identify, evaluate and
complete suitable acquisition opportunities. No guarantee can be
made by the Directors that such an acquisition will be made.
I will keep you informed on further developments.
L Sobolewski
Chairman
13(th) of May 2019
Statement of comprehensive 6 months ended 6 months ended Year ended
income
31 August 31 August 28 February
2018 2017 2018
(unaudited) (unaudited) (audited)
Notes GBP'000 GBP'000 GBP'000
Management fees - - -
Administrative expenses (78) (96) (179)
--------------------------------- ------- --------------- --------------- -------------
Operating loss 2 (78) (96) (179)
Interest receivable 8 22 33
Amounts written back/(off)
investments and loans - 200 200
--------------------------------- ------- --------------- --------------- -------------
Profit/(loss) on ordinary
activities before taxation (70) 126 54
Tax on profit or loss - - -
on ordinary activities
Profit/(loss) for financial
period and total comprehensive
income (70) 126 54
Basic profit/(loss) per
share 3 (0.73)p 1.31p 0.57p
Diluted profit/(loss)
per share 3 (0.73)p 1.16p 0.55p
Basic profit/(loss) per
share from continuing
operations 3 (0.73)p 1.31p 0.57p
Diluted profit/(loss)
per share from continuing
operations 3 (0.73)p 1.16p 0.55p
================================= ======= =============== =============== =============
Statement of financial Notes 31 August 31 August 28 February
position 2018 2017 2018
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Fixed assets
Investments - - -
-------------------------------------- ------- --------------- --------------- -----------------
Current assets
Debtors 161 316 317
Cash at bank and in hand - - 1
-------------------------------------- ------- --------------- --------------- -----------------
161 316 318
Creditors: amounts falling
due within one year (463) (314) (388)
Net current assets/(liabilities) (302) 2 (70)
-------------------------------------- ------- --------------- --------------- -----------------
Total assets less current
liabilities (302) 2 (70)
Creditors: amounts falling
due after more than one
year 5 (312) (474) (474)
Net assets/(liabilities) (614) (472) (544)
====================================== ======= =============== =============== =================
Capital and reserves
Share capital 6 192 192 192
Share premium 430 430 430
Profit and loss account (1,236) (1,094) (1,166)
-------------------------------------- ------- --------------- --------------- -----------------
Total equity shareholders'
funds/(deficit) (614) (472) (544)
====================================== ======= =============== =============== =================
Statement of changes 6 months ended 6 months ended Year ended
in equity
31 August 31 August 28 February
2018 2017 2018
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Profit/(loss) attributable
to ordinary shareholders (70) 126 54
Issue of new ordinary shares - - -
less costs
-------------------------------------- ------- --------------- ---------------
Net increase/(decrease)
in shareholders' funds (70) 126 54
Opening Shareholders' funds/(deficit) (544) (598) (598)
-------------------------------------- ------- --------------- ---------------
Closing Shareholders' funds/(deficit) (614) (472) (544)
====================================== ======= =============== ===============
Statement of cash 6 months ended 6 months ended Year ended
flows
31 August 31 August 28 February
2018 2017 2018
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Cash flows from operating
activities
Profit/(loss) for
the period (70) 126 54
Adjustments for:
Interest receivable (8) (22) (33)
Amounts written back
on investments and
loans - (210) (210)
Amounts written off
investments and loans - 11 11
Changes in:
Trade and other debtors (5) 1 3
Trade and other creditors 74 48 123
-------------------------------------- --------------- --------------- -------------
Net cash from operating
activities (9) (46) (52)
-------------------------------------- --------------- --------------- -------------
Cash flows from investing
activities
Purchase of investments - - -
Loans made - (79) (79)
Loans redeemed by
company 170 - 7
Interest received - - -
Net cash used in investing
activities 170 (79) (72)
Cash flows from financing
activities
Proceeds from loans 1 125 125
Loan repayments (163) - -
------------------------------- ---- --------------- --------------- -------------
Net cash from financing
activities (162) 125 125
-------------------------------------- --------------- --------------- -------------
Net increase/(decrease)
in cash and cash equivalents (1) - 1
Cash and cash equivalents
at beginning of period - (1) (1)
-------------------------------------- --------------- --------------- -------------
Cash and cash equivalents
at end of period (1) (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 2018 has been prepared on a basis consistent with
the financial statements for the year ended 28 February 2018.
The condensed set of financial statements for the six months
ended 31 August 2018 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 2018 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.
2. Operating loss
This is stated after
charging:
6 months ended 6 months ended Year ended
31 August 31 August 28 February
2018 2017 2018
(unaudited) (unaudited) (audited)
GBP'000 GBP'000 GBP'000
Directors' remuneration
- salaries and fees 48 60 120
Auditors' remuneration
- audit services 5 5 10
- other services - - -
=============== =============== =============
3. Profit/(loss) per share
The profit/(loss) per ordinary share calculation has been based
on the loss attributable to ordinary shareholders of GBP70,000
(August 2017: profit GBP126,000; February 2018: profit GBP54,000),
divided by 9,590,201 (August 2017: 9,590,201; February 2018:
9,590,201) 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. The August 2017 diluted
profit per ordinary share calculation has been based on an adjusted
profit of GBP130,391 and an adjusted weighted average number of
ordinary shares of 11,234,367.
There are no discontinued operations in the periods and,
therefore the basic and the diluted profit/(loss) per ordinary
share from continuing operations are the same as the basic and the
diluted profit/(loss) per ordinary share.
4. 2018 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 GBP312,000 (August
2017: GBP474,000; February 2018: GBP474,000), is made up of the
following: (a) GBP30,000 from M Szytko, a director and shareholder,
and GBP2,000 from an institutional investor: these loans are
unsecured, repayable after two 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 two year period); (b)
GBP127,000 from M Szytko, GBP27,000 from D Zych, a director and
shareholder, and GBP126,000 from outside investors: these loans are
unsecured, repayable after five years, 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 loan is not repaid or
converted prior to its maturity date then it will attract accrued
interest at a rate of 5% per annum.
6. Share capital
31 August 31 August 28 February
2018 2017 2018
(unaudited) (unaudited) (audited)
Ordinary shares of
2p each
Allotted, called-up,
fully paid
Number of shares 9,590,201 9,590,201 9,590,201
Nominal value GBP191,804 GBP191,804 GBP191,804
============= ============= ============
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
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 news service of the
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END
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