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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Hawkwing Plc | LSE:HNG | London | Ordinary Share | GB00BLF0L315 | ORD 2P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 6.50 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMHNG
RNS Number : 6805M
Hawkwing PLC
23 September 2021
23 September 2021
Hawkwing plc
("Hawkwing" or the "Company")
Unaudited interim results for the six months ended 30 June 2021
Hawkwing (LSE: HNG) is pleased to announce its unaudited interim results for the six months ended 30 June 2021.
Financial Highlights
-- Loss before tax of GBP0.2 million (H1 2020 loss: GBP0.1 million) -- Loss per share from continuing operations of GBP0.38 pence (H1 2020 loss: GBP1.61 pence) -- Cash at 30 June 2021 of GBP0.88 million (H1 2020: GBP0.02 million)
Post Period Events
-- Announced the potential acquisition of Internet Fusion Group Limited ("IFG") -- Raised GBP16.5 million in Convertible Unsecured Loan Notes ("CULS")
-- Provided a loan of GBP13.7 million to IFG to fund the acquisitions of Northcore Limited and Shade Limited
Keith Sadler, Senior Independent Non-Executive Director, commented: " In the first half of the year, we pursued our strategy of identifying businesses for acquisition that had the potential to be cash flow positive and profitable. We made excellent progress in this regard culminating in the announcement of 12 July 2021 of the proposed reverse takeover of Internet Fusion Group, an established business in the eCommerce industry with an excellent track record and exciting growth plans.
"We look forward to progressing the proposed acquisition with IFG and it was pleasing to see strong investor support through the recent fundraise, which demonstrated confidence in our strategy and acquisition plans. I would like to thank our shareholders for their continued support and look forward to updating the market on our progress."
Enquiries:
Hawkwing plc Keith Sadler Senior Independent Non-Executive Director +44 20 7618 9100 Luther Pendragon Harry Chathli, Alexis Gore +44 20 7618 9100
About Hawkwing plc
For more information, please refer to the Company's website: www.hawkwing.co
Interim Management Report
Overview
During the first half of 2021 the Company has sought to execute on its acquisition strategy and since the end of the period the Company has announced the signing of a non-binding agreement to potentially acquire IFG. In connection with this potential acquisition, on 12 August 2021 Hawkwing raised GBP16.5 million through the issue of CULS of which the Company has loaned GBP13.7 million to IFG (SPP) Limited, a newly formed company, guaranteed by IFG, for the acquisitions of Northcore Limited and Shade Limited, trading as Shade Station, to enable IFG to continue with its buy-and-build growth strategy (the "IFG Loan"). The IFG Loan is secured against the assets of the acquired businesses.
Headline results
For the six-month 2021 2020 period to 30 June Change GBP000's GBP000's ---------------------- --------- --------- ----------- Revenue 22 - - Operating income - - - Headline EBITDA (190) (115) 265.2% Headline loss before tax (190) (115) 265.2% Headline loss per share (pence) (0.38) (1.61) 1.23 pence
Cash flow and net debt
The Company's cash balance as at 30 June 2021 was GBP0.88 million (H1 2020: GBP0.02 million) and it had no debt as at 30 June 2021.
Post Period Events
In July 2021, the Company announced the signing of a non-binding agreement to potentially acquire IFG. In August 2021, the Company raised GBP16.5 million of cash, before expenses, of which GBP13.7 million has been loaned to IFG (SPP) Limited for the acquisitions of Northcore Limited and Shade Limited.
Dividend
The Directors have not declared an interim dividend for the six months ended 30 June 2021. The Directors will continue to review the Company's dividend policy.
Current trading and outlook
Hawkwing is now a Standard List cash shell. Hawkwing's shares were suspended to trading on the main market for listed securities of London Stock Exchange plc following its announcement of the potential reverse takeover of IFG (the "Proposed Acquisition"). The Board is pleased to report that the Proposed Acquisition is proceeding as planned. However, trading in the Company's shares will remain suspended pending publication of a prospectus or an announcement that the Proposed Acquisition is not proceeding.
Risks and uncertainties
The Directors do not consider that the Company's principal risks and uncertainties have changed since the publication of its annual report and accounts for the financial year ended December 2020 on 6 April 2021 which contains a detailed explanation of the risks relevant to the Company on Page 3 and is available at https://hawkwing.co/wp-content/uploads/2021/04/Hawkwing_Annual-Report_2020_Final_Published.pdf
Statement of directors' responsibilities in respect of the condensed interim report and consolidated financial statement
The Directors; being Keith Sadler; Ken Wotton; Ian Robinson and Dwight Mighty (all Non-Executive) confirm that the condensed set of interim financial statements has been prepared in accordance with international Accounting Standard 34 "interim financial reporting", as adopted by the European Union and that interim report includes a fair review of the information required by DTR 4.2.7R and DTR 4.2.8R, namely an indication of important events that have occurred during the first six months of the financial year; material related party transactions in the first six months, and any material changes in the related party transactions described in the last annual report.
By order of the Board
Keith Sadler
Senior Independent Non-Executive Director
Condensed Income statement (unaudited)
For the six month period to 30 June 2021
6-month 6-month Year ended period to period to 31 December 30 June 30 June 2020 2021 2020 (Audited) GBP000's GBP000's GBP'000's Revenue 22 - - Cost of sale (22) - - Operating income - - - Administrative expenses (190) (115) (340) Operating loss (190) (115) (340) Headline EBITDA (190) (115) (235) Exceptional costs - - (105) ------------- Operating loss (190) (115) (340) Loss before taxation (190) (115) (340) Taxation - - - ----------- ----------- ------------- Loss after taxation for the period (190) (115) (340)
Loss for the period is entirely attributable to the owners of the Company.
Note Basic (pence) 2 (0.38) (1.61) (0.019) Diluted (pence) 2 (0.38) (1.61) (0.019) ======= ======= ========
Condensed Balance Sheet (unaudited)
30 June 2021 30 June 2020 31 December 2020 GBP000's GBP000's GBP000's (Audited) Current assets Trade and other receivables 34 64 43 Cash and cash equivalents 887 22 1,060 Total current assets 921 86 1,103 Current liabilities Trade and other payables (41) (61) (33) Net current assets 880 25 1,070 Net assets 880 25 1,070 Equity Share capital 3,731 2,869 3,731 Share premium 30,056 29,648 30,056 Merger reserve 251 251 251 Retained loss (33,158) (32,743) (32,968) Equity attributable to owners of the Company 880 25 1,070
Condensed Statement of Cash Flows (unaudited)
For the six-month period to 30 June 2021
6-month period to 6-month period to Year ended 30 June 2021 30 June 2020 31 December 2020 Note GBP000's GBP000's GBP000's Net cash outflow from operating activities 4 (173) (149) (339) Financing activities Net proceeds on issue of shares 1,227 Net decrease in cash and cash equivalents (173) (149) (889) Cash and cash equivalents at beginning of period 1,060 171 171 Cash and cash equivalents at end of period 887 22 1,060
Condensed Statement of Changes in Equity (unaudited)
For the six-month period to 30 June 2021
Merger Retained Share Capital Share Premium reserve Loss Total GBP000's GBP000's GBP000's GBP000's GBP000's ------------------------- -------------- -------------- --------- --------- --------- Balance as at 1 January 2020 2,869 29,648 251 (32,628) 140 Total comprehensive income for period - - - (115) (115) Balance as at 30 June 2020 2,869 29,648 251 (32,743) 25 ============== ============== ========= ========= ========= Balance as at 1 January 2021 3,731 30,056 251 (32,968) 1,070 Total comprehensive income for period - - - (190) (190) Balance as at 30 June 2021 3,731 30,056 251 (33,158) 880 ============== ============== ========= ========= =========
Notes to the Interim Report
General information
Hawkwing plc (the "Company") is incorporated and domiciled in the United Kingdom. The Company is listed on the Standard Segment of the Official List market of the London Stock Exchange. The registered address is 25 Walbrook, London EC4N 8AF.
Basis of preparation
The condensed financial statements have been prepared in accordance with IAS 34 "Half Year Financial Reporting" as adopted by the European Union and the Disclosure and Transparency Rules of the Financial Conduct Authority. These condensed financial statements do not comprise statutory accounts within the meaning of section 434 of the Companies Act 2006, do not include all the notes of the type normally included in an annual financial report and have not been audited or reviewed by the auditors pursuant to the Financial Reporting Council guidance on Review of Interim Financial Information. Accordingly, this report should be read in conjunction with the annual report for the year ended 31 December 2020 (the "Annual Financial Statements"), which has been prepared in accordance with International Financial Reporting Standards as adopted by the European Union ("IFRS"). The Annual Financial Statements constitute statutory accounts as defined in section 434 of the Companies Act 2006 and a copy these statutory accounts has been delivered to the Registrar of Companies. The auditor's report on those statutory accounts was unqualified and did not contain a statement under 498(2) or 498(3) of the Companies Act 2006.
The accounting policies adopted in the preparation of the condensed financial statements are consistent with those used to prepare the financial statements for the year ended 31 December 2020 and those applicable for the year ended 31 December 2021. The preparation of the condensed financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates. In preparing these condensed financial statements, the significant judgements made by management in applying the accounting policies and the key sources of estimation uncertainty were the same as those that applied to the Annual Financial Statements described above. The condensed financial statements have been prepared on a going concern basis, under the historical cost convention.
The reporting currency of the Company is GBP, unless stated otherwise.
Application of new standards in issue
The Company has adopted all 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.
Going concern
The Company raised GBP1.29 million, before costs, in September 2020 and has GBP0.9 million in cash on its balance sheet at the period end. The Company has minimal ongoing costs which reflect the costs of administrating its listing on the London Stock Exchange.
COVID-19 may impact the Company's ability to complete an acquisition. The directors' will continue, on a going basis, to review the Company's options.
1. Segmental Analysis
The Company's single reporting segment is that of its activities as an investment holding company. This activity takes place wholly in the United Kingdom.
2. Loss per share
Basic and diluted loss per share attributable to ordinary shareholders:
6-month period 6-month period to 30 June to 30 June 2021 2020 pence per pence per share share Basis loss per share (0.38) (1.61) Diluted loss per share (0.38) (1.61)
The calculation of loss per share per share is based on the following data:
6-month period 6-month period to 30 June to 30 June 2021 2020 GBP000's GBP000's Loss for the purposes of basic earnings per share being net loss attributable to owners of the Company (190) (115) Number of Number of Shares Shares Weighted average number of shares in issue: 50,288,019 7,171,360
3. Taxation
The Company incurred no current taxation liability in the 6 months to 30 June 2021 or the 6 months to 30 June 2020. The Company has tax losses carried forward of GBP1,475,181 (2020: GBP1,059,542) in respect of which no deferred tax asset has been recognised due to uncertainty of the Company's expected future profitability
4. Notes to the Statement of Cash Flow
6-month period 6-month to 30 June period to 2021 30 June GBP000's 2020 GBP000's Operating loss for the period (190) (115) Operating cash flows before movements in working capital (190) (115) Decrease/(increase) in trade other receivables 9 (1) Increase/(decrease) in trade other payables 8 (33) Cash used in operations (173) (149) Income taxes paid - - Net cash outflow from operating activities (173) (149)
Cash and cash equivalents comprise cash and short-term bank deposits with an original maturity of three months or less. The carrying amount of these assets is approximately equal to their fair value.
The Company's net debt has moved as follows during the period:
1 January Cash flow Non-cash 30 June 2021 Movements 2020 GBP000 GBP000 GBP000 GBP000 ----------- ----------- ----------- --------- Cash and bank balances 1,060 (173) - 887 Borrowings - - - - Net (debt)/cash 1,061 (173) - 887
5. Interim accounts
This interim statement will be available of the Company's investor relations website at www.hawkwing.co
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September 23, 2021 02:00 ET (06:00 GMT)
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