REG - Alpha Growth PLC - Half-year Report
29/09/2023 11:00
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RNS Number : 0885O Alpha Growth PLC 29 September 2023
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK
VERSION OF THE MARKET ABUSE REGULATION NO 596/2014 WHICH IS PART OF ENGLISH
LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED. ON
PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS
INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.
Alpha Growth plc
Unaudited interim report for period ended
30 June 2023
Chairman's Statement
PERIOD ENDED 30 JUNE 2023
I am pleased to announce our unaudited interim financial results for the
period to 30 June 2023.
The key highlights during the period were as follows:
· 53% increase in revenues compared to equivalent period;
· Net assets more than doubled compared to net assets as at June 2022;
· Continuing progress on integrating the insurance businesses with
opportunities identified to enhance profitability;
· Bought out the minority interests in Northstar Group (Bermuda)
Limited whilst further aligning the interests of Dan Gray with the Group
through a share-to-share exchange; and
· Released share-based payment reserves following the expiry of over 25
million options attributable to former directors and employees.
The relatively small drop in losses reflects the transition and integration
costs associated with Alpha International Life Assurance Company that are now
largely resolved.
We expect our cash flow to improve, and we continue to believe that we will
not require a placing of shares, unless it is for strategic acquisition and
growth purposes.
We continue to advance our buy and build strategy to ensure continued and
substantive ongoing growth of the business. We continue to be presented with
and review potential acquisitions that are both complementary and
supplementary to its existing businesses which will further enhance free cash
flow and move us close to executing the 2B plan. To this end, the appointment
of Jason Sutherland as a full-time executive has greatly enhanced our ability
to identify and undertake due diligence on potential targets.
Our strategy continues to insulate us from a lot of the volatility in capital
markets although we appreciate that our share price performance continues to
disappoint. The Directors firmly believe that the value creation strategy will
feed through to the share price as the Company looks to continue to deliver on
their stated goals.
I would like to take this opportunity to thank the shareholders for their
continued support as we build Alpha Growth into a significant organisation
within its sector.
Gobind Sahney
Chairman
29 September 2023
For more information, please visit www.algwplc.com or contact the following:
Alpha Growth plc +44 (0) 20 3959 8600
Gobind Sahney, Executive Chairman info@algwplc.com (mailto:info@algwplc.com)
+44 (0) 20 3328 5656
Allenby Capital Limited
Amrit Nahal (Sales and Corporate Broking)
Nick Athanas / Piers Shimwell (Corporate Finance)
ir@algwplc.com (mailto:ir@algwplc.com)
UK Investor Relations - Mark Treharne
RESULTS FOR THE PERIOD
INTERIM PERIOD ENDED 30 June 2023
The results of the Group have been addressed above in the Chairman's
statement.
Responsibility Statement
We confirm that to the best of our knowledge:
(a) the condensed set of financial statements has been
prepared in accordance with IAS 34 'Interim Financial Reporting';
(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 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 parties'
transactions and changes therein).
CAUTIONARY STATEMENT
This Interim Management Report (IMR) has been prepared solely to provide
additional information to shareholders to assess the Company's strategies and
the potential for those strategies to succeed. The IMR should not be relied on
by any other party or for any other purpose.
Going Concern
The Directors have a reasonable expectation that the Group has adequate
resources to continue in operation or existence for the foreseeable future
thus we continue to adopt the going concern basis in preparing these interim
financial statements. As detailed in the Chairman's statement the on-going
expected timing of transactions that the Company plans to be involved in and
generate fees from, continue as planned and therefore should benefit the Group
in the longer term.
PRINCIPAL RISKS AND UNCERTAINTIES
The principal risks and uncertainties affecting the business activities of the
Group remain those detailed in the Prospectus dated 15 December 2021, a copy
of which is available on the Company website at www.algwplc.com
(http://www.algwplc.com) . The Board considers that these remain a current
reflection of the risks and uncertainties facing the business for the
remaining four months of the financial year.
Gobind Sahney
Director
29 September 2023
Alpha Growth plc
CONSOLIDATED Statement of comprehensive income
INTERIM period ENDED 30 june 2023
(Unaudited) (Unaudited) (Audited)
Six months Six months 12 months
Ended Ended Ended
30.6.2023 30.6.2022 31.12.2022
Notes £ £ £
Continuing operations
Revenue from Owned Insurance Companies 2,222,909 1,463,768 3,424,875
Revenue from Contracts with Clients 275,801 169,677 346,787
Total revenue 2,498,710 1,633,445 3,771,662
Net movement on DAC/AVIF (29,620) 33,447 (16,729)
Interest expense and investment costs (4,673) (7,189) (27,838)
Bargain purchase - - 4,106,000
Expenses in managing owned insurance companies (1,240,409) (1,285,367) (2,336,898)
Operating expenses (1,547,596) (828,971) (2,403,021)
Profit/(loss) before taxation (323,588) (454,635) 3,093,176
Taxation 31,156 - 85,402
Profit/(loss) for the period (292,432) (454,635) 3,178,578
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Exchange differences on foreign operations (76,650) - 192,270
Total comprehensive income (369,082) (454,635) 3,370,848
Attributable to:
Owners of the Company (358,502) (454,635) 3,178,359
Non-controlling Interests (10,580) - 192,489
(369,082) (454,635) 3,370,848
Earnings / (loss) per share from continuing
operations attributable to the equity owners
Basic earnings / (loss) per share (pence) 3 (0.1p) (0.1p) 0.7p
Fully diluted earnings / (loss) per share (pence) 3 (0.1p) (0.1p) 0.4p
Alpha Growth plc
CONSOLIDATED Statement of Financial Position
AS AT 30 june 2023
(Unaudited) (Unaudited) (Audited)
As at As at As at
30.6.2023 30.6.2022 31.12.2022
Note £ £ £
Assets
Intangible fixed asset 960,285 845,694 939,955
Right of use assets 173,096 258,574 183,672
Annuity contracts 7,091,321 - 7,063,374
Total assets in insurance business 435,310,844 214,843,900 454,303,995
Trade and other receivables 722,173 347,705 453,266
Cash and cash equivalents 113,281 44,479 218,530
Total assets 444,371,000 216,340,352 463,162,792
Equity and liabilities
Equity attributable to shareholders
Share capital 4 467,775 431,887 431,887
Share premium 4 6,248,962 5,388,152 5,388,152
Option reserve 669,948 480,674 815,474
Share based payment reserve - 113,390 113,390
Foreign exchange reserve 124,857 201,473 182,748
Retained deficit (787,166) (3,902,468) (505,314)
Total equity attributable to shareholders 6,724,376 2,713,108 6,426,337
Non-controlling interests - 84,517 282,098
Total equity 6,724,376 2,797,625 6,708,435
Liabilities
Lease liabilities 202,513 271,239 238,483
Total liabilities in insurance business 429,900,054 213,091,992 447,956,125
Structured settlements 7,091,242 7,063,374
Trade and other payables 451,269 179,496 1,196,375
Income tax payable 1,546 - -
Total liabilities 437,646,624 213,542,727 456,454,357
Total equity and liabilities 444,371,000 216,340,352 463,162,792
Company number: 09734404
Alpha Growth plc
CONSOLIDATED Statement of Changes in Equity
INTERIM period ENDED 30 june 2023
Share Share Option Share-based Foreign Retained Total Non- Total
Capital Premium Reserve Payment Exchange Deficit Attributable to Controlling
Reserve Reserve Shareholders Interests
£ £ £ £ £ £ £ £ £
AS AT 31 DECEMBER 2021 431,887 5,404,313 480,674 113,390 - (3,500,925) 2,929,339 89,609 3,018,948
Loss for the period (449,543) (449,543) (5,092) (454,635)
Foreign exchange gain on conversion of subsidiary - - - - 201,473 - 201,473 - 201,473
Total comprehensive income for the period - - - - 201,473 (449,543) (248,070) (5,092) (253,162)
Share issue costs - (16,161) - - - - (16,161) - (16,161)
AS AT 30 JUNE 2022 431,887 5,388,152 480,674 113,390 201,473 (3,950,468) 2,665,108 84,517 2,749,625
- -
Profit for the period - - - - - 3,445,154 3,445,154 188,059 3,633,213
Foreign exchange loss on conversion of subsidiary - - - - (18,725) - (18,725) 9,522 (9,203)
Total comprehensive income for the period - - - - (18,725) 3,445,154 3,426,429 197,581 3,624,010
Employee share options issued - - 334,800 - - - 334,800 - 334,800
AS AT 31 DECEMBER 2022 431,887 5,388,152 815,474 113,390 182,748 (505,314) 6,426,337 282,098 6,708,435
Loss for the period - - - - - (281,852) (281,852) (10,580) (292,432)
Foreign exchange loss on conversion of subsidiary - - - - (57,891) - (57,891) (18,759) (76,650)
Total comprehensive income for the period - - - - (57,891) (281,852) (339,743) (29,339) (369,082)
Shares issued 35,888 860,810 - - - - 896,698 - 896,698
Employee share options expired - - (145,526) - - - (145,526) - (145,526)
Exercise of warrrants - - - (113,390) - - (113,390) - (113,390)
Acquisition of non-controlling interests - - - - - - - (252,759) (252,759)
AS AT 30 JUNE 2023 467,775 6,248,962 669,948 - 124,857 (787,166) 6,724,376 - 6,724,376
Alpha Growth plc
CONSOLIDATED Statement of Cash Flows
INTERIM PERIOD ENDED 30 june 2023
(Unaudited) (Unaudited) (Audited)
6 months 6 months 12 months
Ended Ended Ended
30.6.2023 30.6.2022 31.12.2022
£ £ £
OPERATING ACTIVITIES
Loss for the period before interest and taxation (318,915) (447,446) 3,121,014
Adjusted for:
Services settled by way of payment in shares/options (258,916) - 334,800
Amortisation of intangible assets and right of use assets 39,150 22,670 116,699
Goodwill on the acquisition of non-controlling interests (48,004) - -
Income tax paid (2,208) - -
Operating cash outflows before movements in working capital: (588,894) (424,776) 3,572,513
(Increase)/decrease in trade and other receivables (268,907) (74,141) (179,702)
Increase in non-tax net assets in insurance company 905,495 251,316 (4,460,717)
Increase/(decrease) in trade and other payables (435,760) 117,777 726,657
Net cash used in operating activities (388,066) (129,824) (341,249)
INVESTING ACTIVITIES
Acquisition of intangible asset - - (113,387)
Acquisition of subsidiary (net of cash acquired) - - 193,493
Acquisition of non-controlling interest (282,098) - -
Net cash inflow/(outflow) from investing activities (282,098) - 80,106
FINANCING ACTIVITIES
Repayment of leasing liabilities (31,783) 2,130 (30,626)
Interest on leasing liabilities and loans - (7,189) (19,063)
Loan finance (300,000) - 350,000
Net proceeds from issuance of shares net of issue costs 896,698 (16,161) (16,161)
Net cash (outflow)/inflow from financing activities 564,915 (21,220) 284,150
Net (decrease)/increase in cash and cash equivalents (105,249) (151,044) 23,007
Cash and cash equivalents at beginning of period 218,530 195,523 195,523
Cash and cash equivalents at end of period 113,281 44,479 218,530
Alpha Growth plc
Notes to the Financial Statements
interim results to 30 june 2023
1. Organisation and Trading Activities
The company is incorporated and domiciled in England and Wales as a public
limited company and operates from its registered office 35 Berkeley Square,
Mayfair London, United Kingdom W1J 5BF
The principal activity of the Group is the provision of advice and consultancy
services to institutional investors and existing and prospective holders of
Senior Life Settlements through the management of its funds and the ownership
of life insurance companies.
2. Summary of Significant Accounting Policies
The principal accounting policies adopted and applied in the preparation of
these interim Group Financial statements are set out below.
These have been consistently applied to all the periods presented unless
otherwise stated:
Basis of accounting
These interim financial statements of Alpha Growth plc (the "Group") have been
prepared in accordance with UK adopted international accounting standards
("UK-adopted IAS") applied in accordance with the provisions of the Companies
Act 2006.
The interim financial statements have been prepared under the historical cost
convention on the basis of the accounting policies as set out in the Group's
audited annual financial statements and are presented in GBP £ the
presentational and functional currency of the Group. The Group has applied IAS
34 in the preparation of these interim financial statements.
This announcement was approved and authorised by the Board of directors on 28
September 2023. Copies of this interim report will be made available on the
Company's website at www.algwplc.com (http://www.algwplc.com) .
These condensed interim financial statements for the six months ended 30 June
2023 are unaudited and do not constitute fully prepared statutory accounts.
The comparative figures for the 12 month period ended 31 December 2022 are
extracted from the 2022 audited financial statements. The independent
auditor's report on the 2022 financial statements was not qualified.
Going concern
Any consideration of the foreseeable future involves making a judgement, at a
particular point in time, about future events which are inherently uncertain.
The Directors have a reasonable expectation that the Group has sufficient cash
and liquid reserves in order to meet any future obligations and thus to
continue operating for the foreseeable future. For this reason, they continue
to adopt the going concern basis in preparing the Financial Statements.
3. EARNINGS per Share
The basic earnings per share is based on the loss for the period divided by
the weighted average number of shares in issue during the year. The weighted
average number of ordinary shares for the Company the period ended 30 June
2023 assumes that all shares have been included in the computation based on
the weighted average number of days since issue. Since the Group has made a
loss in the current and each of the prior periods, the warrants in issue are
not dilutive.
30.6.2023 30.6.2022 31.12.2022
£ £ £
Profit/(loss) for the period from continuing operations: (292,432) (454,635) 3,178,578
Weighted average number of ordinary shares in issue for basic earnings 447,084,823 431,887,388 431,887,388
Fully diluted average number of shares in issue 447,084,823 431,887,388 777,100,388
Basic earnings / (loss) per share (0.1p) (0.1p) 0.7p
Fully diluted earnings / (loss) per share (0.1p) (0.1p) 0.4p
4. Share capital AND SHARE PREMIUM
Ordinary shares of £0.001 each Share capital Share premium
Number £ £
At 1 January 2022 431,887,388 431,887 5,404,313
Costs related to listing of shares issued 15 March 2021 - - (16,161)
At 31 December 2022 431,887,388 431,887 5,388,152
Warrant exercise 18,750,000 18,750 469,640
Share issue 17,137,680 17,138 421,780
Costs of issue - - (30,610)
At 30 June 2023 467,775,068 467,775 6,248,962
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