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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Ridgecrest Plc | LSE:RDGC | London | Ordinary Share | GB0004251970 | ORD 0.01P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 1.15 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMRDGC
RNS Number : 0251W
Ridgecrest PLC
17 December 2021
17(th) December 2021
Ridgecrest plc
("Ridgecrest" or the "Group")
UNAUDITED HALF YEAR RESULTS
For the six months ended 30 September 2021
Chairman's statement
"Ridgecrest Plc (formerly Nakama Global Plc) became an AIM Rule 15 cash shell on 5 January 2021. On 20 January 2021 the Company announced that it had raised GBP2.0 million (before expenses) via a placing of 333,333,337 new shares at an issue price of 0.6p per share. At the same time Tim Sheffield (formerly Chairman of the Company) stepped down from the board and James Normand and Phil Holt were appointed as directors.
Since then, and in consultation with our advisers, the board has met with over 20 businesses across multiple sectors looking to reverse into Ridgecrest. Whilst many of these discussions ended at a preliminary stage we were able, during the first half of the year, to progress discussions with a couple of businesses to draft heads of terms stage. However, for a variety of reasons these discussions were then terminated.
As a result of not announcing a reverse takeover within 6 months of becoming an AIM Cash Shell, trading in Ridgecrest's shares was suspended on AIM on 6 July 2021, in accordance with the AIM Rules for Companies. At the same time as trading was suspended we announced that we had entered into non-binding heads of agreement with Mr Cristian Rada, as a result of which, subject to, inter alia, the execution of a legally binding share purchase agreement, Ridgecrest would acquire Airline Invest SA ("Airline Invest") and its wholly owned subsidiaries, Blue Air Aviation SA and Blue Air Technic SRL.
As a condition of this transaction Airline Invest SA was required to raise pre-IPO funding and unfortunately this was not concluded by the required extended deadline. As a result, the
Board terminated discussions with Mr Rada on 25 October 2021. Subsequently we have had discussions with a technology business but again these talks broke down and the potential reverse takeover was not able to proceed.
As at today, the Company has approximately GBP1.7 million of cash. Currently, we are in advanced discussions to invest a significant proportion of our cash resources in a business within the hospitality sector and term sheets are being prepared. If this transaction proceeds the Board expects the hospitality business to seek a listing on the Access segment of the AQSE Growth Market in 2022 and it is currently intended that Ridgecrest's investment will be distributed to shareholders on a pro rata basis. Discussions are at a preliminary stage and there can be no guarantee that a transaction will proceed.
As it will not be possible for Ridgecrest to undertake and conclude a reverse takeover within 12 months of the Company becoming an AIM Cash Shell on 5 January 2021, admission of Ridgecrest's shares to trading on AIM market is expected to be cancelled on 7 January 2022 (before any investment in the hospitality business can be concluded). A separate announcement will be made nearer the time.
As at today the Company has approximately GBP1.7 million of cash.
The Board will continue to keep shareholders updated on the proposed transaction."
During the 6 months to 30 September 2021 the Company generated no revenue and incurred GBP206k of administrative costs. At 30 September 2021 the Company had net assets of GBP1,768k and this was comprised almost entirely of cash at bank (being GBP1,784k).
Enquiries: Ridgecrest plc www.ridgecrestplc.com Robert Thesiger, Chairman 07714 502807 Allenby Capital Limited (Nominated Adviser & Joint Broker) www.allenbycapital.com Nick Naylor / Liz Kirchner 020 3328 5656 Peterhouse Capital Limited (Joint Broker) Lucy Williams / Duncan Vasey 020 7469 0930 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 6 months 6 months Year ended to to 30 Sep 21 30 Sep 20 31 Mar 21 Unaudited Unaudited Audited GBP'000 GBP'000 GBP'000 Revenue - 3,139 4,633 Cost of sales - (2,307) (3,432) ------------- ----------- --------------- Net fee income - 832 1,201 ------------- ----------- --------------- 0% 27% 26% Administrative costs (206) (928) (1,684) ------------- ----------- --------------- Operating loss (206) (96) (483) Finance costs - (3) (5) Group gain on sale of subsidiaries - - 437 Other income - - 88 ------------- ----------- --------------- (Loss) profit on ordinary activities before taxation (206) (99) 37 Tax expense - - (30) ------------- ----------- --------------- (Loss) profit for the period attributable to equity shareholders (206) (99) 7 ============= =========== =============== (Loss) profit per share Basic and diluted (loss) profit per share from continuing (0.08) operations p (0.08) p 0.00 p CONSOLIDATED STATEMENT OF RECOGNISED INCOME AND EXPENSE (Loss) profit for the period (206) (99) 7 Foreign currency translation difference - (2) (9) ------ --------- --------- Total recognised income and expense for the period attributable to equity shareholders (206) (101) (2) ====== --------- --------- CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Share Share Merger Employee Currency Retained Total capital premium reserve share reserve earnings equity benefit reserve GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 Six months ended 30 September 2021 At 1 April 2021 1,936 4,097 90 (61) 3 (4,091) 1,974 Loss for the six months - - - - - (206) (206) --------- --------- --------- --------- --------- ---------- -------- At 30 September 2021 1,936 4,097 90 (61) 3 (4,297) 1,768 --------- --------- --------- --------- --------- ---------- -------- Six months ended 30 September 2020 At 1 April 2020 1,602 90 (61) 5 (4,014) 202 Profit for the six months - - - - - 12 12 Other comprehensive losses - - - - (6) - (6) --------- --------- --------- --------- --------- ---------- -------- Total comprehensive profit (loss) for the six months - - - - (1) 12 6 At 30 September 2020 1,602 - 90 (61) 4 (4,002) 208 Year ended 31 March 2021 At 1 April 2020 1,602 90 (61) 5 (4,014) 202 Profit for the year - - - - - 7 7 Other comprehensive income - - - - (9) - (9) --------- --------- --------- --------- --------- ---------- -------- Total comprehensive income for the year - - - - (9) 7 (2) --------- --------- ---------- -------- At 31 March 2021 1,936 4,097 90 (61) 3 (4,091) 1,974 --------- --------- --------- --------- --------- ---------- -------- CONSOLIDATED BALANCE SHEET As at 30 September 2021 30 Sep 2021 30 Sep 2020 31 Mar 2021 Unaudited Unaudited Audited GBP'000 GBP'000 GBP'000 Non-current assets Property, plant and equipment - 13 -
Deferred tax asset - 18 - ------------------------------- ------------ ------------ ------------ Total - 31 - ------------------------------- ------------ ------------ ------------ Current assets Trade and other receivables 36 771 47 Cash and cash equivalents 1,784 253 2,001 Total 1,820 1,024 2,048 ------------------------------- ------------ ------------ ------------ Total assets 1,820 1,055 2,048 ------------------------------- ------------ ------------ ------------ Liabilities Current liabilities Trade and other payables (52) (770) (74) Borrowings - (294) - Total (52) (1,064) (74) ------------------------------- ------------ ------------ ------------ Net assets 1,768 (9) 1,974 ------------------------------- ------------ ------------ ------------ Equity Ordinary shares 1,936 1,602 1,936 Share premium 4,097 2,580 4,097 Merger reserve 90 90 90 Employee share benefit trust reserve (61) (61) (61) Currency reserve 3 43 3 Retained earnings (4,297) (4,264) (4,091) ------------------------------- Total equity 1,768 (9) 1,974 ------------------------------- ------------ ------------ ------------ CONSOLIDATED STATEMENT OF CASH FLOWS For the six months ended 30 September 2021 6 months 6 months Year ended to to 31 Mar 2021 30 Sep 2021 30 Sep Audited Unaudited 2020 Unaudited GBP'000 GBP'000 GBP'000 Cash flows from operating activities (Loss) profit before taxation (206) (99) 37 Depreciation of property, plant and equipment - 2 3 Profit on disposal of fixed assets - (1) Profit on sale of subsidiaries - (437) Net finance costs - 3 5 Tax credit - - 30 Decrease in trade and other receivables 11 726 1,450 Decrease in trade and other payables (22) (57) (756) ------------- ----------- ------------- Net cash (absorbed) generated by operating activities (217) 575 331 ------------------------------------------ ------------- ----------- ------------- Cash flows from investing activities Proceeds of sale or liquidation of subsidiaries 420 Proceeds of sale of property and equipment - - 14 ------------- ----------- ------------- Net cash inflow from investing activities - - 434 ------------------------------------------ ------------- ----------- ------------- Financing activities Issue of shares 1,851 Decrease in invoice discounting balances - (507) (801) Finance cost paid - (3) (5) ------------- ----------- ------------- Net cash inflow (outflow) from financing activities - (510) 1,045 ------------------------------------------ ------------- ----------- ------------- Net changes in cash and cash equivalents (217) (65) 1,810 Cash and cash equivalents at beginning of period 2,001 190 190 Effect of foreign exchange rate movements - (2) 1 ------------- ----------- ------------- Cash and cash equivalents at end of period 1,784 253 2,001 ------------------------------------------ ------------- ----------- -------------
NOTES TO THE INTERIM FINANCIAL STATEMENTS
1. Basis of preparation
This unaudited consolidated interim financial information has been prepared in accordance with International Accounting Standards and International Financial Reporting Standards as issued by the International Accounting Standards Board and adopted by the EU. It does not constitute the Group's statutory financial statements for those periods. The principal accounting policies used in preparing the interim results are those the Group expects to apply in its financial statements for the year ending 31 March 2022. The comparative financial information for the half year ended 30 September 2020 has not been audited.
A copy of the full year audited statutory financial statements for the year ended 31 March 2021 has been delivered to the Registrar of Companies. The auditors' report on those accounts was unqualified and did not contain a statement under Section 498(2) or Section 498(3) Companies Act 2006.
AIM-quoted companies are not required to comply with IAS34 'Interim Financial Reporting' and the Company has taken advantage of this exemption.
The financial information in the Interim Report is presented in GBP Sterling and all values are rounded to the nearest thousand pounds (GBP'000) except when otherwise indicated.
2. Going concern
In determining the appropriate basis of preparation of the financial statements, the Directors are required to consider whether the Company can continue in operational existence for the foreseeable future. The parent company had cash and cash equivalents of GBP1,784,000 and net current assets of GBP1,768,000 at 30 September 2021.
The parent company is an AIM Rule 15 cash shell and as such has been seeking a suitable target business to effect a reverse takeover. As a result of not announcing a reverse takeover within 6 months of becoming an AIM Cash Shell, trading in Ridgecrest's shares was suspended on AIM on 6 July 2021. As it will not be possible for Ridgecrest to undertake and conclude a reverse takeover within 12 months of the Company becoming an AIM Cash Shell on 5 January 2021, admission of Ridgecrest's shares to trading on AIM market is expected to be cancelled on 7 January 2022. The Company is currently considering making an investment in a business in the hospitality sector, further details of which are set out in the Chairman's statements of these interim results. The Board believes that the company has sufficient working capital to conclude such a transaction.
3. Earnings per share
6 months to 6 months Year ended 30 Sep 2021 to 31 Mar Unaudited 30 Sep 2021 2020 Audited Unaudited GBP'000 GBP'000 GBP'000 Earnings Net (loss) profit attributable to equity shareholders (206) (99) 7 ------------- ----------- ----------- Number of shares Number '000 Number Number '000 '000 Weighted average number of ordinary shares 451,125 177,791 225,562 Earnings per share Pence Pence Pence Basic (0.00) (0.08) 0.00
Basic earnings per share are calculated by dividing the result for the period attributable to the shareholders by the weighted average number of shares in issue.
No diluted earnings per share is shown since the effect would be anti-dilutive.
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END
IR TRBPTMTIBMAB
(END) Dow Jones Newswires
December 17, 2021 03:48 ET (08:48 GMT)
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