Dukemount Capital - Half-year Report
27/06/2024 10:06
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RNS Number : 1564U Dukemount Capital PLC 27 June 2024
Dukemount Capital Plc
("Dukemount" or "the Company")
Interim Results for the six months ended 31 March 2024
Dukemount Capital Plc (LSE: DKE) is pleased to announce its unaudited interim
results for the six months ended 31 March 2024 ("the Interim Report").
For further information, please visit www.dukemountcapitalplc.com
(http://www.dukemountcapitalplc.com) or contact:
Dukemount Capital Plc: Email
info@dukemountplc.com (mailto:info@dukemountplc.com)
Paul Gazzard, CEO
Geoffery Dart, Non-Executive
Director
Broker Enquiries:
Peterhouse Capital Limited Tel: +44 (0) 207 469 0930
CHIEF EXECUTIVE OFFICER'S STATEMENT
Summary
· Initiated a complex and substantial capital reorganisation during the
period under review (completed in April 2024), involving, inter-alia;
o Conversion of £500,000 of outstanding convertible loan notes into new
ordinary shares
o Capitalisation of a £900,000 outstanding loan, by way of an equity
subscription
o £300,000 placing with new investors at £0.0004 per share
o Dukemount now substantially debt-free, significantly enhancing attractions
of Company as a Reverse Take-Over vehicle.
Details
During the period reported on, the board has focused on eliminating as far as
possible the Company's substantial debt position.
12 January 2024, Chesterfield Capital Limited converted £500,000 of existing
debt into equity at a conversion price of £0.065. On 4 March 2024, the
Company announced the capitalisation of £900,000 due under the Facility
Agreement. Consequently, there are no outstanding debts due under the Facility
Agreement and all outstanding convertible loans have been settled.
Additionally, the Company raised gross proceeds of £300,000 through a
subscription, which was completed on 18 April 2024.
The board has undertaken significant restructuring to ensure that the
financial position and prospects of the Company are now such that Dukemount is
in a position to facilitate a future reverse take-over transaction. The
Company is now in a stronger position to pursue potential strategic
opportunities, focusing on identifying sectors with significant capital growth
potential.
Interim Management Report
I hereby present the Interim Report for the six months ended 31 March 2024.
During the period, the Group made a profit of £198,326 as a result of debt
forgiveness on conversion to equity (compared to a loss of £221,666 for the
six months ended 31 March 2023). The Board has minimized all operating costs
while taking steps to ensure the financial position and prospects of the
Company are maintained to facilitate a future reverse takeover transaction.
Outlook
With the support of its funders and professional advisers, Dukemount is now
optimistic that a transaction can be secured to further its prospects and
deliver value to shareholders in the near future.
I would like to take this opportunity to thank our shareholders for their
patience and support, and the Dukemount team for their continuing efforts in
driving this business forward.
Paul Gazzard
On behalf of the Board
26th June 2024
Responsibility Statement
We confirm that to the best of our knowledge:
· the Interim Report has been prepared in accordance with International
Accounting Standards 34, Interim Financial Reporting, as adopted by the EU;
· gives a true and fair view of the assets, liabilities, financial
position and loss of the Group;
· the Interim Report includes a fair review of the information required
by DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of
important events that have occurred during the first six months of the
financial year and their impact on the set of interim financial statements;
and a description of the principal risks and uncertainties for the remaining
six months of the year; and
· the Interim Report includes a fair review of the information required
by DTR 4.2.8R of the Disclosure and Transparency Rules, being the information
required on related party transactions.
The Interim Report was approved by the Board of Directors and the above
responsibility statement was signed on its behalf by:
Paul Gazzard
Director
26th June 2024
Consolidated Statement of Comprehensive Income
For the six months ended 31 March 2024
Note Group Group Group
Unaudited Unaudited Audited
31 March 31 March 18 month period to 30 September 2023
2024 2023 £
£ £
Continuing operations
Other operating income - - 3,731
Cost of sales - - -
Gross Profit/(Loss) - - 3,731
Administrative expenses (39,183) (102,472) (124,227)
Write back of investment cost 237,509 - -
Operating profit/(loss) 198,326 (102,472) (120,496)
Interest received - - -
Finance charges - (119,194) (190,094)
Profit/(loss) before taxation 198,326 (221,666) (310,590)
Income tax - - -
Profit/(loss) for the period from continuing operations 198,326 (221,666) (310,590)
Discontinued operations
Loss for the period/year from discontinued operations - - (97,387)
Total comprehensive income for the period/year 198,326 (221,666) (407,977)
Total comprehensive income for the year attributable to:
Owners of Dukemount Capital Plc 198,326 (221,666) (359,284)
Non-controlling interests - - (48,693)
198,326 (221,666) (407,977)
Earnings per share attributable to equity owners
Basic and diluted (pence) 4 0.0004 (0.0004) (0.0006)
Consolidated Statement of Financial Position
At 31 March 2024
Group Group Group
Note Unaudited Unaudited Audited
31 March 31 March 30 September 2023
2024 2023 £
£ £
ASSETS
Current assets:
Trade and other receivables 5 18,099 19,371 534
Cash and cash equivalents 13,043 10,117 16,650
Total Current assets 31,142 29,488 17,184
Total assets 31,142 29,488 17,184
LIABILITIES
Current liabilities:
Trade and other payables 6 (316,792) (1,704,344) (1,901,161)
Total Current liabilities (316,792) (1,704,344) (1,901,161)
Total liabilities (316,792) (1,704,344) (1,901,161)
NET LIABILITIES (285,650) (1,674,856) (1,883,977)
Capital and reserve attributable to the equity holders of the Parent
Share capital 7 1,523,936 616,243 616,243
Share premium 1,741,613 1,249,305 1,249,305
Share based payments reserve 2,960 2,960 2,960
Retained earnings (3,554,159) (3,543,364) (3,752,485)
TOTAL EQUITY (285,650) (1,674,856) (1,883,977)
Consolidated Statement of Changes in Equity
For the six months ended 31 March 2024
Share capital Share premium Share based payment reserve Retained losses Total
£ £ £ £ £
Balance as at 1 October 2022 513,535 1,249,305 2,960 (3,321,698) (1,555,897)
Loss for the period - - - (221,666) (221,666)
Total comprehensive income for the period - - - (221,666) (221,666)
Issue of ordinary shares 102,708 - - - 102,708
Total transactions with owners 102,708 - - - 102,708
Balance at 31 March 2023 616,243 1,249,305 2,960 (3,543,364) (1,674,856)
Loss for the period - - - (209,121) (209,121)
Total comprehensive income for the period - - - (209,121) (209,121)
Issue of ordinary shares - - - - -
Total transactions with owners - - - - -
Balance as at 30 September 2023 616,243 1,249,305 2,960 (3,752,485) (1,883,977)
Profit for the period - - - 198,326 198,326
Total comprehensive income for the period - - - 198,326 198,326
Issue of ordinary shares 353,074 492,308 - - 845,382
Issue of deferred shares 554,619 - - - 554,619
Total transactions with owners 907,693 492,308 - - 1,400,001
Balance at 31 March 2024 1,523,936 1,741,613 2,960 (3,554,159) (285,650)
Consolidated Statement of Cashflows
For the six months ended 31 March 2024
Group Group Group
Unaudited Unaudited Audited
31 March 31 March 30 September 2023
2024 2023
£ £ £
Operating activities
Profit/(Loss) before taxation 198,326 (221,666) (407,977)
Shares issued in lieu of expenses - 74,575 74,575
(Increase)/decrease in trade and other receivables (17,565) (14,505) 37,630
(Decrease) / increase in trade and other payables (1,584,369) 82,876 34,214
Net cash used in operating activities (1,403,608) (78,720) (261,558)
Cash Flows from Investing Activities
Disposal of investment in subsidiary - - 350,000
Net Cash generated from Investing Activities - - 350,000
Cash Flows from Financing Activities
Loans received - 85,790 123,994
Loans repaid - - (215,000)
Loans converted to equity 1,400,000 - -
Net Cash generated from Financing Activities 1,400,000 85,790 (91,006)
Increase/(Decrease) in cash and cash equivalents in period/ year (3,607) 7,070 (2,564)
Cash and cash equivalents at beginning of period / year 16,650 3,047 19,214
Cash and cash equivalents at end of period / year 13,043 10,117 16,650
Notes to the Interim Report
For the six months ended 31 March 2024
1. GENERAL INFORMATION
Dukemount Capital Plc (the "Company") is a company domiciled in England. The
interim report for the six months ended 31 March 2024 comprises the results of
the Company and its subsidiaries (together referred to as the "Group").
2. BASIS OF PREPARATION
The condensed consolidated interim financial statements have been prepared
under the historical cost convention and on a going concern basis and in
accordance with International Financial Reporting Standards, International
Accounting Standards and IFRIC interpretations endorsed for use in the United
Kingdom ("IFRS"). The condensed consolidated interim financial statements
contained in this document do not constitute statutory accounts. In the
opinion of the directors, the condensed consolidated interim financial
statements for this period fairly presents the financial position, result of
operations and cash flows for this period. The Board of Directors approved
this Interim Financial Report on 26 June 2024.
The directors resolved in September 2023 to extend the accounting reference
date from 30 April to 30 September; accordingly the current period is for 1
October 2023 to 31 March 2024.
Statement of compliance
The Interim Report includes the consolidated interim financial statements
which have been prepared in accordance with International Accounting Standard
34 'Interim Financial Reporting'. The condensed interim financial statements
should be read in conjunction with the annual financial statements for the
period ended 30 September 2023, which have been prepared in accordance with
IFRS endorsed for use in the United Kingdom.
Accounting policies
The condensed consolidated interim financial statements for the period ended
31 March 2023 have not been audited or reviewed in accordance with the
International Standard on Review Engagements 2410 issued by the Auditing
Practices Board. The figures were prepared using applicable accounting
policies and practices consistent with those adopted in the statutory annual
financial statements for the year ended 30 September 2023. There have been no
new accounting policies adopted since 30 September 2023.
Going concern
The Group has assessed its ability to continue as a going concern. The
Directors, having made due and careful enquiry, are of the opinion that the
Group will have access to adequate working capital to meet its obligations for
the period of at least twelve months from the date when the condensed interim
financial statements are authorised for issue. The Directors therefore have
made an informed judgement, at the time of approving these condensed interim
financial statements, that there is a reasonable expectation that the Group
has adequate resources to continue in operational existence for the
foreseeable future. Going forward, the Group will require further funds. The
success of securing these has been identified as a material uncertainty which
may cast significant doubt over the going concern assessment. Whilst
acknowledging this material uncertainty, based upon the expectation of
completing a successful fundraising in the near future the Directors consider
it appropriate to continue to prepare these condensed interim financial
statements for the period ended 31 March 2024 on a going concern basis.
3. RISKS AND UNCERTAINTIES
The Board continually assesses and monitors the key risks of the business. The
key risks that could affect the Group's short and medium-term performance and
the factors that mitigate those risks have not substantially changed from
those set out in the Company's 2023 audited financial statements, a copy of
which is available on the Company's website:
http://www.dukemountcapitalplc.com (http://www.dukemountcapitalplc.com) .
4. EARNINGS PER SHARE
The basic loss per share is derived by dividing the loss for the period
attributable to ordinary shareholders by the weighted average number of shares
in issue.
Group Group Group
Unaudited Unaudited Audited
31 March 31 March 30 September 2023
2024 2023
£ £ £
Profit/(loss) for the period 198,326 (221,666) (359,284)
Weighted average number of shares - expressed in thousands 498,171 607,514 582,659
Basic earnings per share - expressed in pence 0.0004 (0.0004) (0.0006)
5 TRADE AND OTHER RECEIVABLES
Group Group Group
Unaudited Unaudited Audited
31 March 31 March 30 September 2023
2024 2023
£ £ £
Other receivables 18,099 19,371 534
18,099 19,371 534
6. TRADE AND OTHER PAYABLES
Group Group Group
Unaudited Unaudited Audited
31 March 31 March 30 September 2023
2024 2023
£ £ £
Trade and other payables 115,703 107,418 102,560
Other creditors 81,089 1,520,156 1,678,601
Accruals 120,000 76,770 120,000
316,792 1,704,344 1,901,161
7. SHARE CAPITAL
Allotted, issued and fully paid Group Group Group
Unaudited Unaudited Audited
31 March 31 March 30 September 2023
2024 2023
Number Number Number
At beginning of period 616,243,164 588,110,974 513,535,974
New shares issued at £0.001 each 353,073,459 28,132,190 102,707,190
At end of period (number) 969,316,623 616,243,164 616,243,164
At end of period (£) 969,317 616,243 616,243
Deferred Group Group Group
Unaudited Unaudited Audited
31 March 31 March 30 September 2023
2024 2023
Number Number Number
At beginning of period - - -
New shares issued at £0.009 each 61,624,316 - -
At end of period (number) 61,624,316 - -
At end of period (£) 554,619 - -
At its AGM in January 2024, it was approved that 616,243,164 Existing Ordinary
Shares, having a nominal value of £0.001 each in the capital of the Company,
be consolidated into 61,624,316 Consolidation Shares having a nominal value of
£0.01 (such that every, 10 Existing Ordinary Shares having a nominal value of
£0.001 each, were consolidated into one Consolidation Share having a nominal
value of £0.01 each). It was further approved that each Consolidation Share
of £0.01 each in the capital of the Company be sub-divided and reclassified
into one (1) New Ordinary Share of £0.001 each and one (1) Deferred Share of
£0.009 each in the capital of the Company.
At a further AGM held post the current period under review, in April 2024, it
was approved that each Existing Ordinary Share of £0.001 be sub-divided into
one ordinary share of £0.00001 and one Deferred Share of £0.00099.
8. APPROVAL OF INTERIM FINANCIAL STATEMENTS
The Condensed interim financial statements were approved by the Board of
Directors on 26 June 2024. A copy can be obtained on the Company's website at
www.dukemountcapitalplc.com (http://www.dukemountcapitalplc.com)
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