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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Mountfield Group Plc | LSE:MOGP | London | Ordinary Share | GB00B3CQW227 | ORD 0.1P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0.32 | 0.30 | 0.32 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMSPC
RNS Number : 9604V
U.K. SPAC PLC
17 December 2021
17 December 2021
U.K. SPAC Plc
Ha lf-y e arly report to 30 September 2021
U.K. SPAC Plc ("the Company") announces its unaudited half-yearly report to 30 September 2021 ("the Period").
-- Net loss before tax for the first half of the year was GBP261k (2020: GBP69k).
-- The company disposed of its trading subsidiaries in the accounting period ended 31 March 2021 and therefore does not have any turnover for the period.
Peter Jay (Executive Chairman) said:
This half-yearly statement covers the period from 1 April 2021 to 30 September 2021 and follows the disposal of Mountfield Building Group Limited and Connaught Access Flooring Holdings Limited, which completed on 3 March 2021, and the Company becoming an AIM Rule 15 cash shell. You may recall that the decision to sell the divisions followed the major impact that they suffered during and following the pandemic lock-down in March 2021.
Although the Company did not trade during the period covered by this statement, the Directors of the Company were actively engaged in sourcing and appraising reverse takeover opportunities following the sales of its two trading divisions.
Following the sales, the Board was reconstituted with the resignations of Andy Collins and Graham Read and by the appointments of Brent Fitzpatrick and Simon Grant-Rennick, two persons with considerable experience of being members of boards of cash shells, to join me on the Board of the Company. Our job was twofold, to manage the affairs of the then non-trading Company and to source a business or asset that could, following a reverse take-over, provide shareholders with value and liquidity.
The sourcing I referred to above involved discussions with a number of entrepreneurs who were looking for a suitable cash shell to reverse their businesses into and also with Peterhouse Capital Limited who had been appointed as the Company's broker and who had raised over GBP3m for the Company in order to re-position it as a cash shell.
By the end of May 2021, the Directors had been introduced to, and were in extensive discussions with, a company whose business, although nascent, contained not only the assets and business model required to create a substantial operation but also an experienced management team. The Company, Hellenic Dynamics S.A., ("Hellenic") is company that has been set up in order to become a medical cannabis cultivation business. Based in Northern Greece and with the infrastructure required to undertake a substantial business operation in that sector, Hellenic aims to become a leading grower of medicinal cannabis in Europe within the next few years.
After further negotiation, a binding sale and purchase agreement ("Agreement"), subject to certain conditions including admission to the standard segment of the Official List of the Financial Conduct Authority ("FCA") and to trading on the London Stock Exchange's main market for listed securities ("Standard Listing"), was entered into between the Company and Hellenic on 2 August 2021. The Agreement values the Company at a minimum of GBP11.76m for the purposes of the transaction and Hellenic at GBP45.2m. As a result of the Agreement, trading in the shares of the Company were suspended in accordance with the AIM Rules. A long stop date ("Long Stop Date") for completion of the sale and purchase and for admission to the Standard List ("Admission") of the Company's enlarged share capital of 31 October 2021 was agreed and the Company that day submitted a first draft of the prospectus in connection with Admission to the FCA along with an application in respect of a Standard Listing.
The Board of the Company and its advisers had expected the transaction to be completed and Admission to have occurred by 31 October 2021. I am able to tell you that the delays in completing the purchase (and the postponement of the Long Stop Date to 31 January 2022) did not result from any problems with the transaction or those raised by the FCA but from the fact that Hellenic's business will be undertaken in the German and Greek markets and this has substantially increased the due diligence requirements of the transaction and the Company has had to obtain opinions in various jurisdictions. In addition, as Hellenic will be one of the first medicinal cannabis cultivators to undertake a London listing, the FCA, understandably and appropriately, requires an extended period to consider and review such an application due to the nature of Hellenic's product and to review the Company's systems, procedures and controls and licenses.
As the Company and Hellenic said in the announcement that the former put out on 1 November 2021, they are both committed to completing the Agreement at the earliest possible date.
The information contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulation (EU) No. 596/2014.
U.K. SPAC Plc P eter Jay, C hair man Simon Grant-Rennick, Non-executive Director Nigel Fitzpatrick, Non-executive Director +44 ( 0 )1 2 68 5 61 516 Cairn Financial Advisers LLP Jo Turner/Sandy Jamieson +44 ( 0 )20 72 13 0880 Peterhouse Capital Limited Lucy Williams / Eran Zucker +44 (0)20 7469 0930
Condensed consolidated statement of comprehensive income
For the six months ended 30 September 2021
6 months 6 months 15 months to 30 September to to 2021 30 September 31 March 2020 2021 (unaudited) (unaudited) (audited) Note GBP GBP GBP Revenue - - - Cost of sales - - - ----------------- -------------- ------------ Gross profit - - - Administrative expenses (261,273) (117,722) (414,048) ----------------- -------------- ------------ Operating profit (261,273) (117,722) (414,048) Net finance costs - - (2,132) ----------------- -------------- ------------ Profit before income tax (261,273) (117,722) (416,180) Income tax expense 3 - - - ----------------- -------------- ------------ Loss from continuing operations (261,273) (117,722) (416,180) Profit/(Loss) from discontinued operations, net of tax 5 - 48,406 (6,465,990) Total comprehensive profit for the period (261,273) (69,316) (6,882,170) ================= ============== ============ Earnings per share 4 Continued operations: Basic earnings per share (0.014)p (0.046)p (0.115)p Diluted earnings per share (0.007)p (0.046)p (0.087)p ================= ============== ============ Discontinued operations: Basic earnings per share - 0.019p (1.792)p Diluted earnings per share - 0.019p (1.353)p ================= ============== ============
There are no recognised gains and losses other than those passing through the Statement of Comprehensive Income.
Condensed consolidated statement of financial position
As at 30 September 2021
30 September 30 September 31 March 2021 2020 (Unaudited) (Unaudited) 2021 (audited) Note GBP GBP GBP ASSETS Non-current assets Investments 6 166,510 - - Intangible assets - 6,874,308 - Property, plant and equipment - 112,280 - Right-of-use assets - 87,833 - ------------- ------------- ------------ 166,510 7,074,421 - ------------- ------------- ------------ Current assets Inventories - 145,355 - Trade and other receivables 61,264 2,780,768 35,617 Cash and cash equivalents 2,456,832 290,578 2,858,775 2,518,096 3,216,701 2,894,392 ------------- ------------- ------------ TOTAL ASSETS 2,684,606 10,291,122 2,894,392 ============= ============= ============ EQUITY AND LIABILITIES Share capital and reserves
Issued share capital 7 4,122,400 2,524,426 4,122,400 Share premium 7 2,816,208 1,490,682 2,816,208 Capital redemption reserve 7,500 7,500 7,500 Merger reserve - 4,051,967 - Reverse acquisition reserve - (2,856,756) - Retained earnings (4,329,493) 1,463,053 (4,180,798) ------------- ------------- ------------ TOTAL EQUITY 2,616,615 6,680,872 2,765,310 ------------- ------------- ------------ Current liabilities Trade and other payables 67,991 3,066,958 129,082 Short-term borrowings - 210,000 - Lease liabilities - 87,833 - Current tax payable - 175,459 - ------------- ------------- ------------ 67,991 3,540,250 129,082 Non-current liabilities Loan notes - 70,000 - TOTAL LIABILITES 67,991 3,610,250 129,082 ------------- ------------- ------------ TOTAL EQUITY & LIABILITIES 2,684,606 10,291,122 2,894,392 ============= ============= ============
Co ndens ed cons olidated s tat e m ent of changes in equity
Fo r the six m onths ended 30 September 2021
Sh ar e ca p Sh ar e Capital R e v er M e r ge r R e t ai n ed To t a l i t al p re m i redemption se A c qu rese r ve ear n i ng s um reserve GBP isi ti on GBP rese r ve GBP GBP GBP GBP GBP B a la n c e at 1 April 2020 2,524,426 1,490,682 7,500 (2,856,756) 4,051,967 1,532,369 6,750,188 T o ta l c omp r e h e nsi ve i nc ome - - - - - (69,316) (69,316) ------------- ------------- ------------- ------------- -------------- ------------- ----------- B a la n c e at 30 September 2020 2,524,426 1,490,682 7,500 (2,856,756) 4,051,967 1,463,053 6,680,872 ------------- ------------- ------------- ------------- -------------- ------------- ----------- B a la n c e at 1 October 2020 2,524,426 1,490,682 7,500 (2,856,756) 4,051,967 1,463,053 6,680,872 Issue of shares during the year 1,597,974 1,558,026 - - - - 3,156,000 Share issue costs - (232,500) - - - - (232,500) Transfer of reserves - - - 2,856,756 (4,051,967) 1,195,211 - Share based payment charge - - - - - 22,516 22,516 T o ta l c omp r e h e nsi ve income - - - - - (6,861,578) (6,861,578) ------------- ------------- ------------- ------------- -------------- ------------- ----------- B a la n c e at 31 March 2021 4,122,400 2,816,208 7,500 - - (4,180,798) 2,765,310 ------------- ------------- ------------- ------------- -------------- ------------- ----------- B a la n c e at 1 April 2021 4,122,400 2,816,208 7,500 - - (4,180,798) 2,765,310 Share based payment charge - - - - - 112,578 112,578 T o ta l c omp r e h e nsi ve income - - - - - (261,273) (261,273) ------------- ------------- ------------- ------------- -------------- ------------- ----------- B a la n c e at 30 September 2021 4,122,400 2,816,208 7,500 - - (4,329,493) 2,616,615 ------------- ------------- ------------- ------------- -------------- ------------- -----------
Condensed consolidated cash flow statement
For the six months ended 30 September 2021
6 months 6 months 15 months to to to 30 September 30 September 31 March 2021 2020 (unaudited) (unaudited) 2021 (audited) Note GBP GBP GBP Cash from operating activities: Operating profit (261,273) (64,938) (6,850,493) Adjusted for: Depreciation - 25,417 55,032 Loss on disposal of tangible fixed assets - - 1,079 Loss on disposal of subsidiaries 5 - - 6,751,996 Share based payment charge 112,578 - 22,516 (Increase)/ decrease in inventories - (11,073) 22,423 (Increase)/ decrease in trade and other receivables (25,647) 829,777 (1,813,977) (Decrease)/ increase in trade and other payables (61,091) (568,640) 1,830,032 -------------- -------------- ------------ Cash (used in)/ generated by operations (235,433) 210,543 18,608 Finance costs - (4,378) (17,239) Taxation paid - (5,963) (181,114) Net cash (outflow)/inflow from operating activities (235,433) 200,202 (179,745) -------------- -------------- ------------ Cash flows from investing activities Disposal of discontinued operation, net of cash disposed of 5 - - (557,980) Purchase of property, plant and equipment - (16,499) (31,356) Acquisition of investment (166,510) - - Proceeds from sale of property, plant and equipment - - 600 Net cash flows from / (used) in
investing activities (166,510) (16,499) (588,736) -------------- -------------- ------------ Cash flows from financing activities: Proceeds from issues of shares - - 3,156,000 Share issue costs - - (232,500) Lease repayments - (15,500) (36,167) Repayment of non-convertible loan notes - (7,961) (62,962) Repayment of short-term loans - - - -------------- -------------- ------------ Net cash flows from financing activities - (23,461) 2,824,371 ============== ============== ============ Net (decrease)/increase in cash and cash equivalents (401,943) 160,242 2,055,890 Cash and cash equivalents brought forward 2,858,775 130,336 802,885 -------------- -------------- ------------ Cash and cash equivalents carried forward 2,456,832 290,578 2,858,775 ============== ============== ============
For the purposes of the cash flow statement, cash and cash equivalents comprise the following:
As at 30 September As at 30 As at 31 March 2021 September 2021 2020 GBP GBP GBP Cash at bank and in hand 2,456,832 290,578 2,858,775 Bank overdraft - - - 2,456,832 290,578 2,858,775 =================== =========== =============== 1 . Notes to the Interim Report
B a s is of preparation
T h e Company's half-yearly f i n a ncial state m e n ts f or the s ix m o n t hs en ded 30 September
2021 were auth orised f or is s ue by the directors on 16 December 2021.
Whilst the Company does not have any subsidiaries during the period, the intention is to make an acquisition before the year ended 31 March 2022 and therefore consolidated accounts will be required for the full year in accordance with IFRS 10. Under AIM rule 18 the interim accounts should be prepared under the same basis as the year end accounts and therefore the accounts and comparatives are referred to as consolidated even though the company had no subsidiaries during the period.
T h e co ns olidated half-yearly fin a ncial state men t s, w hich are u nau dited, do n ot con stit ute s tatuto ry accou n ts wit h in t he meaning of Section 434 of t he C o m p a nies Act 2006. T he statuto ry accou nts f or t he year en ded 31 March 2021 have been filed with t he Regis t rar of Co m panies at C o m panies Hou se. T he au dit report on t he statuto ry accou n ts f or the year en ded 31 March 2021 was u n q ualified and did n ot co ntain a ny state men ts un der Section 498 (2) or ( 3) of the C o m panies Act 2006.
T h e annu al f i n a ncial state m e nts of U.K. SPAC Plc f or the year en ded 31 March 2022 w ill be prepar ed in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006, IFRIC Interpretations and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS. A ccordin g l y, these inter im f i nan cial state ments h a ve been prepared us i ng accou nti ng policies con siste nt with t h o se w hich will be adopted by t he Company in t he f i nancial state m e nts a nd in co m pliance with IAS 34 " I nter im finan cial reporting".
T h e co ns olidated inter im f i n a ncial state men ts have been prepared in accordance w ith the acco unti ng policies set o ut in the ann ual fin a ncial state men ts f or the year en ded 31 March 2021.
B a s is of cons olidation
T h e Gro up finan cial in f o r m ati on co ns olidates t hat of t he co m p a ny and its s u b sidiaries.
A ll i ntr a - g r o up transactio ns, balances, i nco me a nd ex pen ses are eli m i nated on co ns olidatio n.
2. Seg m ental reporting
Seg ment in f o r mation is presented in res pect of the Group 's b us i ness s e g m e n t s prior to the disposal of its subsidiaries on 3 March 2021, w hich are based on the Gro u p 's man a g e m e nt and i nter nal reporting str uct u re.
The chief operating decision-maker has been identified as the Board of Directors (the Board). The Board reviews the Group's internal reporting in order to assess performance and allocate resources. Management have determined the operating segments based on these reports and on the internal report's structure.
Segment performance is evaluated by the Board based on revenue and profit before tax ("PBT"). Segment results include items directly attributable to a segment as well as those that can be allocated on a reasonable basis, such as centrally managed costs relating to individual segments and costs relating to land used in more than one individual segment.
Given that income taxes and certain corporate costs are managed on a centralised basis, these items are not allocated between operating segments for the purposes of the information presented to the Board and are accordingly omitted from the analysis below.
The Group comprised up to 3 March 2021 the following segments:
Construction
Direct contracting and trade contracting services to both main contractors and corporate end users.
Fit-out
Providing raised flooring systems to both main contractors and corporate end users.
Segmental operating performance
Six months to 30 Six months to Fifteen months September 2021 30 September 2020 to 31 March 2021 Segmental PBT Segmental PBT Segmental PBT revenue revenue revenue GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 ----------- -------- ---------- -------- Construction - - 2,537 10 6,427 171 Fit -out - - 2,832 39 6,090 130 - - 5,369 49 12,517 301 Inter-segmental revenue and unallocated costs - (261) - (118) - (7,168) ----------- -------- ----------- -------- ---------- -------- - (261) 5,369 (69) 12,517 (6,867) ===================================== ======== =========== ======== ========== ========
Business segments assets and liabilities
Six months to Six months to Fifteen months 30 September 30 September 2020 to 31 March 2021 2021 Segment Segment Segment Segment Segment Segment assets liabilities assets liabilities assets liabilities GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 -------- ------------- Construction - - 1,128 1,514 - - Fit-out - - 3,040 1,668 - - - - 4,168 3,182 - - Goodwill - Construction - - 2,000 - - - Goodwill - Fit-out - - 4,874 - - - Other unallocated assets & liabilities 2,685 68 9 1,188 2,894 129 2,685 68 11,051 4,370 2,894 129
======== ============= ======== ============= ======== =============
Unallocated assets consist of deferred tax, trade and other receivables and cash held by the Company.
Unallocated liabilities consist of trade and other payables and interest-bearing loans owed by the Company.
Revenue by geographical des tination
Revenue is attributable to the United Kingdom and other EU markets. T o tal assets incl u ding proper t y, plant and eq uip m e nt and i n tangible a ssets are all held in t he UK.
3 . Inco me tax (expense)/credit (continuing operations) 6 months 6 months 15 months to to to 31 March 30 September 30 September 2021 2021 2020 (unaudited) (unaudited) (audited) GBP GBP GBP Current tax on income for the period - - 14,438 Deferred tax (expense) - - - --------------- --------------- ------------- Income tax (expense)/credit in the income statement - - 14,438 =============== =============== ============= 4. Earnings per share
The basic earnings per share is calculated by dividing the earnings attributable to equity shareholders by the weighted average number of shares in issue. In calculating the diluted earnings per share, share options outstanding have been taken into account where the impact of these is dilutive.
T h e weig hted aver a ge nu m ber of shares in t he period w a s:
6 months 6 months 15 months to to to 30 September 30 September 31 March 2021 2021 2020 (unaudited) (unaudited) (audited) Number Number Number B asic ordinary shares of 0.1p each 1,852,219,137 254,244,454 360,776,100 Diluti ve ordinary shares f r om warran ts & optio ns 1,758,728,084 - 117,248,538 -------------- -------------- --------------- Total diluted 3,610,947,221 254,244,454 478,024,638 -------------- -------------- ---------------
E a rning attributable to equity shareholders of the parent
6 months 6 months 15 months to to to 30 September 30 September 31 March 2021 2021 2020 (unaudited) (unaudited) (audited) GBP GBP GBP Continuing operations Basic earnings per share (0.014)p (0.046)p (0.115)p Diluted earnings per share (0.007)p (0.046)p (0.087)p -------------- -------------- --------------- Discontinuing operations Basic earnings per share - 0.019p (1.792)p Diluted earnings per share - 0.019p (1.353)p -------------- -------------- --------------- 5. Disposal of Subsidiaries
On the 3rd March 2021, the Company sold both its construction and fit-out segments. Details of the results, cash flow activities and impact on the Company's balance sheet in the prior year have been detailed below;
Results of discontinued operations
6 months 15 months to September to March 2020 2021 GBP GBP Revenue 5,369,281 12,517,575 Cost of sales (4,690,097) (11,001,920) -------------- ------------- Gross profit 679,184 1,515,655 Administrative expenses (626,400) (1,200,104) -------------- ------------- Operating profit 52,784 315,551 Net finance costs (4,378) (15,107) -------------- ------------- Profit before income tax 48,406 300,444 Income tax expenses - (14,438) -------------- ------------- Profit from operating activities 48,406 286,006 Loss on sale of discontinued operations - (6,751,996) -------------- ------------- Loss/(Profit) from discontinued operations, net of tax 48,406 (6,465,990) ============== =============
Effect of disposal on the financial position of the Group
6. Investments GBP Goodwill (6,874,308) Property, plant and equipment (112,413) Right-of-use assets (74,917) Inventories (124,610) Trade and other receivables (5,321,683) Cash and cash equivalents (1,513,502) Trade and other payables 3,306,437 ------------- Net assets and liabilities (10,714,996) ============= Consideration received, in cash 955,522 Cash and cash equivalents, disposed of (1,513,502) ------------- Net cash inflows (557,980) ============= Consideration received, in cash 955,522 Repayment of intercompany loans 3,007,478 ------------- Total consideration 3,963,000 ============= Investments GBP Cost At 1 April 2021 - Additions 166,510 ------------ At 30 September 2021 166,510 ------------ Accumulated Impairment provisions At 1 April 2021 - Impairment provision - ------------ At 30 September 2021 - ------------ Net book value At 1 April 2021 - ============ At 30 September 2021 166,510 ============
Investments represent professionals incurred in respect of the proposed investment in Hellenic as further disclosed in note 8.
7. Share Capital 30 September 2021 31 March 2021 -------------------------- -------------------------- Number GBP Number GBP Allotted, called up and fully paid Ordinary shares of 0.1p each 1,852,219,137 1,852,218 1,852,219,137 1,852,218 Founder shares of GBP1 each 2,270,182 2,270,182 2,270,182 2,270,182 ---------- ---------- 4,122,400 4,122,400 ========== ==========
2,270,182 Founder shares were issued in 2016. The founder shares are not quoted and do not carry a right to vote or to receive a dividend.
During the period 1,597,974,683 0.01p ordinary shares were issued at a value of 0.1975p per share.
Warrants
Details of the warrants outstanding during the period are as follows;
Weighted Weighted average remaining average contractual exercise life (years) price Number GBP Brought forward at 1 April 2021 0.92 1,647,594,936 0.003 Granted - - - Lapsed - - - Carried forward at 30 September 2021 0.92 1,647,594,936 0.003 =================== ================== ==========
Share Options
Details of the equity settled EMI share options outstanding during the period are as follows:
Weighted average Weighted average exercise remaining contractual price Number life (years) GBP Brought forward at 1 April 2021 111,133,148 1.5 0.002 Granted - - - Lapsed - - - Carried forward at 30 September 2021 111,133,148 1.5 0.002 ============ ======================= ==========
The fair value of the remaining share options has been calculated using the Black-Scholes model. The assumptions used in the calculation of the fair value of the share options outstanding during the year are as follows:
Grant Date 3 March 2021 Exercise period March 2021 - September 2022 Share price at date of grant 0.33p Exercise price 0.1975p Shares under option 111,133,148 Expected volatility 26% Expected life (years) 1.5 Risk free rate 0.01% Expected dividend yield 0% Fair value per option 0.12p
Volatility was determined by reference to the standard deviation of expected share price returns based on a statistical analysis of the daily share value of the AIM All-Share Market over a 1-year period to grant date. All of the above options are equity settled and the charge for the period is GBP112,578 (Mar 2021 - GBP22,516).
8. Financial commitments
On 2 August 2021, the Company has announced that it had signed a binding sale and purchase agreement with Hellenic in relation to the acquisition of 100 per cent. of the issued share capital of Hellenic. Hellenic is a European medical cannabis cultivation company.
The proposed Acquisition is classified as a reverse takeover pursuant to Rule 14 of the AIM Rules for Companies.
The agreed consideration of GBP45.2 million is to be fully satisfied by way of the issue of an expected maximum of 9,578,937,499 new ordinary shares in the Company at an expected minimum of 0.472 pence per ordinary share.
The transaction is subject to the following conditions;
-- a minimum cash balance held on completion by UK SPAC of GBP3.92 million, net of transaction costs;
-- proposed admission of enlarged group, at a market capitalisation of more than GBP50 million, to the standard segment of the Official List of the Financial Conduct Authority ("FCA") and to trading on the London Stock Exchange's main market for listed securities;
As a result of the necessity for the enhanced legal and due diligence work, the Company and Hellenic have agreed to extend the completion date to 31 January 2022. All other terms in the Agreement remain unchanged.
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END
IR EAPAKFAPFFFA
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December 17, 2021 02:00 ET (07:00 GMT)
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