REG - Conygar Investmnt Co - Interim Results
31/05/2023 07:00
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RNS Number : 0715B Conygar Investment Company PLC(The) 31 May 2023
31 May 2023
The Conygar Investment Company PLC
Interim results for the six months ended 31 March 2023
Summary
· Net asset value ("NAV") decreased in the period by £2.3 million to
£122.3 million (205.1p per share; 30 September 2022: 208.9p per share)
primarily as a result of increased administrative and operational costs.
· Total cash deposits of £13.3 million (22.2p per share) and no debt
drawn as at 31 March 2023.
· Construction progressing well for the 693-bed student accommodation
development at The Island Quarter, Nottingham planned for completion in the
summer of 2024.
· £47.5 million facility agreement entered into with Barclays Bank PLC
in December 2022, for a maximum term of 3 years, to enable the completion and
subsequent letting of the student accommodation development at The Island
Quarter, to be drawn from May 2023.
· Detailed planning application granted in May 2023, subject to the
documenting of the section 106 agreement, for a 249,000 square foot bioscience
building at The Island Quarter where occupancy and funding discussions are
well advanced.
· Disposal of the development site at Haverfordwest, Pembrokeshire, for
gross proceeds of £9.65 million to realise a profit in the period of £0.2
million.
· Anglesey Freeport confirmed as one of the two newly established
freeports in Wales with our 203-acre brownfield site at Rhosgoch, Anglesey
assigned as a special area within that freeport.
· Conditional contract exchanged, at a cost of £450,000, for the
purchase of a 14.7 acre plot at the Bristol Fruitmarket site in the St
Philip's Marsh area of Bristol.
Group net assets summary
31 Mar 31 Mar 30 Sept
2022
2023 2022
£'m
£'m £'m
Properties 115.6 99.3 110.1
Cash 13.3 30.7 17.4
Provisions (2.5) (4.0) (3.1)
Other net (liabilities) / assets (4.1) 0.6 0.2
Net assets 122.3 126.6 124.6
NAV per share 205.1p 212.3p 208.9p
Robert Ware, Chief Executive commented:
"Having gratefully exited 2022, the year of the permacrisis, relatively
unscathed and with interest rates looking to have reached their near peak,
real estate markets beginning to stabilise and investor sentiment improving,
we are cautiously optimistic about the Group's prospects over the remainder of
the year and beyond.
Whilst we recognise the continuing risks for the UK and global economies and
the impact that above target inflation and rising interest rates have had, and
will continue to have, on consumers facing a cost-of-living crisis, we believe
that the significant progress made at our currently owned and targeted
development projects leaves us well positioned to take advantage of those
opportunities as they start to emerge."
Enquiries:
The Conygar Investment Company PLC
Robert Ware: 0207 258 8670
David Baldwin: 0207 258 8670
Liberum Capital Limited (nominated adviser and broker)
Richard Lindley: 0203 100 2222
Jamie Richards: 0203 100 2222
Temple Bar Advisory (public relations)
Alex Child-Villiers: 07795 425580
Will Barker: 07827 960151
The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No. 596/2014 as amended by The Market Abuse (Amendment) (EU Exit)
Regulations 2019. Upon the publication of this announcement via the Regulatory
Information Service, this inside information is now considered to be in the
public domain.
This announcement is being made on behalf of the Company by David Baldwin,
Finance Director.
Chairman's and Chief Executive's statement
Progression and results summary
This has been, and continues to be, a transitional period for the Group where,
having sold, over a number of years, the vast majority of our rent producing
investment properties, to lock in, for the benefit of our shareholders, the
significant returns generated from those assets, we are now utilising those
funds to progress the planning applications for, and construction of, both our
owned and targeted development projects. This, we believe, has the potential
to realise considerable upside over the coming years.
We have historically maintained a minimal and efficient management team,
supported by third party asset managers to administer our real estate
activities. However, to better ensure the successful implementation of our
vision, branding and desired outcomes for the development portfolio, such that
we can provide at each destination a placemaking-led, often locally-unique,
high quality and environmentally and socially enhancing product we have
increased our management operations at Nottingham. As such, the annual
overheads for our head office and local site management functions are expected
to increase this year to circa £4.0 million.
This necessary cost increase, required to fully support both the
implementation of our stated development goals and expanding operations team,
along with the minimal rents currently being received, during the planning and
development phases of our property assets, are the main contributors to the
Group realising a loss in the current period of £2.3 million (year ended 30
September 2022: loss of £53,000). However, we believe the upside for these
assets remains significant and will look to realise their full potential over
the coming years as we benefit from the forecast future growth in the UK
economy and restabilisation of the real estate market.
Cash deposits at 31 March 2023 amounted to £13.3 million, a reduction in the
period of £4.1 million primarily as a result of construction costs incurred
on the student accommodation development at The Island Quarter in Nottingham,
partly offset by the proceeds from the sale of our site at Haverfordwest in
Pembrokeshire.
To further support our ambitions for the development portfolio, in addition to
competitively priced funding, we announced, on 31 March 2023, the publication
of a prospectus in connection with a proposed placing of 30 million ZDP shares
at a price of £1 per ZDP share. The ZDP shares would have a life of five
years and a final capital entitlement of 146.93 pence for each £1 ZDP share,
equivalent to a gross redemption yield of 8.0 per cent. per annum on the issue
price. The Company has received strong interest and demand from investors for
the issue, but not to the level required to be eligible for admission to the
Standard Segment of the Official List of the London Stock Exchange, which
requires a minimum market capitalisation of £30 million. As a result, the
Company announced on 22 May 2023 that it has paused the ZDP issue while it
explores possible alternative listing venues, with a revised issue size of up
to £20 million. Pending confirmation of the alternative listing venue, the
placing has been extended to the long stop date of the ZDP Placing Agreement
of 30 June 2023.
The additional funding being sought is intended for use to enable, amongst
other projects, the faster progression of the designs and detailed
applications for the next phases of The Island Quarter, including applications
for between 1,500 and 2,000 build to rent apartments and a further 400-bed
student accommodation scheme. We will also look to progress our existing and
proposed bioscience applications at The Island Quarter, implement required
infrastructure works and refurbish the two existing heritage warehouses to
enable their possible future letting, further details of which are set out
below.
The Island Quarter, Nottingham
We have made significant progress at The Island Quarter site since its
acquisition in 2016 such that the Group is now well positioned, subject to
investor appetite, to progress at a pace the further advancement of this
substantial and transformative scheme.
Having received outline consent for a mixed-use development of approximately
2.8 million square feet in 2019 we subsequently constructed and, in September
2022, commenced trading at the first phase restaurant and events venue to
achieve the desired outcome of regenerating considerable interest in a site
that had remained derelict for almost 30 years. We have also completed the
works to bring an electricity substation onto the site to provide the power
required to support a development of this size, are currently on site
constructing a 693-bed student accommodation scheme targeted for completion in
May 2024, have received detailed planning permission for two hotels, 247 build
to rent apartments and 30,000 square feet of co-working space and, subject to
documenting the section 106 agreement, have also received permission for a
249,000 square foot bioscience building in May 2023.
More recently, we have also held constructive discussions with Nottingham City
Council to agree in principle the parameters for a sitewide masterplan that
will guide and support the future planning applications at The Island Quarter.
This has resulted in a scheme which, subject to the granting of detailed
consent and local demand, will enable the overall size of the development to
increase up to approximately 3.5 million square feet. Following on from this,
we will be looking to utilise, in the coming months, the funds we hope to
raise from the ZDP issue to progress further detailed applications in
particular for assets in those sectors where investor demand at The Island
Quarter is becoming increasingly apparent.
Valuation
For this Interim Report, the fair value of The Island Quarter has been
considered by the Conygar Board by reference to any changes in the assumptions
set out in the reported 30 September 2022 valuation provided by Knight Frank
LLP, progression of the project and the recoverability of costs incurred since
that date. During the period, no planning permissions were granted or
buildings completed, however there have been significant cash outlays, in
particular to progress construction of the student accommodation development.
In assessing the fair value of The Island Quarter, for disclosure in the ZDP
prospectus, the Conygar Board received confirmation from Knight Frank LLP
that, in their opinion the real estate market movements over the six-month
period to 31 March 2023 would not have materially changed the overall
valuation as provided for this asset at 30 September 2022. Whilst we recognise
the negative impact that price inflation and accelerated interest rate
increases continue to have on property construction costs and valuation
yields, we are seeing these adjustments being cushioned by rental growth,
particularly within the residential build to rent ("BTR"), purpose built
student accommodation ("PBSA") and bioscience sectors. By reference to their
gross development value, these three sectors comprise over 85 per cent of The
Island Quarter site.
Despite the challenges faced by residential buyers, as a result of the ongoing
cost of living crisis and mortgage rate increases, the acute supply and demand
imbalance continue to support high levels of demand, and rent inflation
growth, in the property rental market for which investor appetite remains
strong. Furthermore, the continuing expansion in the UK's student population,
record levels of occupancy and the acute shortage of available multi-occupancy
accommodation as a result of increased taxation, regulation and local
authority social housing policy also continue to drive strong rental growth
and investor returns within the PBSA sector.
In addition, an over-reliance on overseas providers, recent supply chain
shortages and limited provision of laboratory space in the UK have highlighted
a need for and, over recent years, attracted significant investment in, the
bioscience sector. This is further supported by the UK government's
announcement, in March 2023, of their plan to cement the UK's place as a
science and technology superpower by 2030, backed by over £370 million in new
government funding.
As a result, the overall fair value for The Island Quarter is assumed to have
been maintained throughout the period subject to an uplift to reflect the
value enhancement from the costs incurred since 30 September 2022, primarily
in connection with the student accommodation development and bioscience
planning application, resulting in a £14.7 million increase in the carrying
value at 31 March 2023 to £107.7 million.
1 The Island Quarter
The restaurant and events venue at 1 The Island Quarter, which has now been
operational for just over six months, has been very well received by the local
community with the Cleaver and Wake restaurant itself recently promoted by The
Times newspaper as being in its top 30 new waterside restaurants.
For a brand-new venue, 1 The Island Quarter, which had a delayed opening in a
challenging economic environment, operating to date only during the seasonally
quieter winter months, and with pressure on disposable incomes, has achieved
solid revenues in line with our projections, of £1.65 million. However, the
delayed completion of the development, due to various material and contracting
issues, resulted in the events operation being unable to take advantage of the
late summer and Christmas trade. This delay, when compounded by the phased
opening, intentional overstaffing as operations were fully tested and margins
being squeezed as a result of continuing inflationary pressures have resulted
in an initial gross loss for the period, before administrative costs, of £0.1
million.
With the warmer months ahead and given the unique facilities and high-quality
offering at the venue, as well as the significant opportunities offered by the
indoor events space, outdoor plaza and bandstand, for which we have a series
of events planned through to the autumn, we are expecting to significantly
increase revenues for the remainder of the year. This will be supported by
further targeted improvements to gross margins following the recruitment of an
exceptional team, effective and efficient cost management, menu engineering
and improved disciplines as this new venture becomes more established.
We also look forward to launching our loyalty app early in May called "The
Island Club" which will enable significant leverage for bespoke sales
opportunities as we build our database where points can be 'earned and
burned'. The app platform is designed to be modular and grow with the rest of
The Island Quarter and accommodate more varied functionality, not just food
and beverage loyalty points, but to ultimately also include other
revenue-generating service provision options for residents and workers as we
further progress the development.
Elsewhere on site
Construction of the student accommodation development is now fully funded,
following the approval of a £47.5million debt facility from Barclays Bank PLC
(Barclays") in December 2022. The development is progressing on-time and
on-budget, with completion planned for May 2024 to enable its letting to the
September 2024 Nottingham university intake. The three-year term of the loan
will enable, post completion of the development, the letting and stabilisation
of the property to ensure we are able to maximise the return from this
investment.
The recently granted 249,000 square foot bioscience application includes both
laboratory and office space as well as conference facilities and is located to
the north of the site directly adjacent to an existing bioscience hub. We are
in advanced discussions with both a potential local tenant seeking significant
expansion space as well as an investor to forward fund the development and we
hope to provide an update in that regard over the coming months. However,
should they not proceed, the demand for bioscience space is such that we feel
confident that we would be able to find alternative tenants and investors.
To further support the placemaking strategy for The Island Quarter we are also
advancing discussions with a national operator for the possible use of the
site's existing heritage warehouses as a potentially destination defining,
events and performance venue and hope to be in a position to confirm
arrangements later this year.
Other projects
We announced, in March 2023, the confirmation of the Anglesey Freeport as one
of the two newly established freeports in Wales. Included within this
location, as a special area, is our 203-acre brownfield site at Rhosgoch, in
addition to, although not designated with the same special area status, our
further site at Parc Cybi, both in Anglesey.
These freeports will form special zones with the benefit of simplified customs
procedures, relief on customs duties, tax benefits and development flexibility
designed at attracting major domestic and international investment. The Welsh
freeports will also prioritise environmental sustainability and the climate
emergency.
We are yet to fully assess the impact and potential upside that this
initiative will enable for our sites, where we have continuing interest from
the renewables sector, in particular for our site at Rhosgoch, but are
delighted to finally see their significant potential being supported by the UK
and Welsh governments.
In addition, the Company owns a further site in Anglesey at Holyhead
Waterfront which is ideally located to benefit from new investment on the
island and where we await the determination, currently expected later this
year, of our detailed application for 259 townhouses and apartments, a
250-berth marina and associated marine commercial and retail units.
After somewhat protracted negotiations, we finally completed the sale of our
site at Haverfordwest, Pembrokeshire to The Welsh Minister and POBL Homes and
Communities Limited for net proceeds of £9.5 million to realise a profit in
the period of £0.2 million.
We also announced, on 6 April 2023, that Conygar Bristol Limited, a joint
venture owned 80 per cent by the Company and 20 per cent by Urban and City
Limited, had acquired, for £450,000, an option to purchase 14.7 acres of
land, strategically located, to the east of Bristol Temple Meads railway
station.
Completion of the purchase, which remains subject to Conygar's discretion, is
dependent upon both a vacant possession condition being satisfied and a
suitable planning permission being granted for a number of possible
development options. The conditional contract expires on 31 March 2024 in the
event that a planning application for the development of the site has not been
submitted by that date.
Outlook
Having gratefully exited 2022, the year of the permacrisis, relatively
unscathed and with interest rates looking to have reached their near peak,
real estate markets beginning to stabilise and investor sentiment improving,
we are cautiously optimistic about the Group's prospects over the remainder of
the year and beyond.
Whilst we recognise the continuing risks for the UK and global economies and
the impact that above target inflation and rising interest rates have had, and
will continue to have, on consumers facing a cost-of-living crisis, we believe
that the significant progress made at our currently owned and targeted
development projects leaves us well positioned to take advantage of those
opportunities as they start to emerge.
N J
Hamway
R T E Ware
Chairman
Chief Executive
Financial review
Net asset value
During the six months ended 31 March 2023, the net asset value decreased by
£2.3 million to £122.3 million (31 March 2022: £126.6 million; 30 September
2022: £124.6 million). The primary movements in the period were increased
management and administrative costs of £2.3 million and other direct property
costs of £0.3 million, partly offset by rental income and interest from cash
deposits in addition to a £0.2 million profit realised on the sale of
Haverfordwest.
Cash flow and financing
At 31 March 2023, the Group had cash deposits of £13.3 million and no drawn
debt (31 March 2022: cash of £30.7 million and no debt; 30 September 2022:
cash of £17.4 million and no debt).
The primary cash outflows in the period were £12.4 million incurred on the
Group's development and investment properties, including £10.0 million of
construction costs and professional fees to progress The Island Quarter's
student accommodation development and £0.8m of fees in connection with the
submitted bioscience planning application. Further costs were incurred to
complete the fitting out of the restaurant and events venue at 1 The Island
Quarter and to facilitate the Barclays bank loan. These were partly offset by
gross proceeds of £9.65 million from the sale of Haverfordwest and rental and
interest receipts of £0.2 million, resulting in a net cash outflow in the
period of £4.1 million.
The secured £47.5 million Barclays debt facility will enable the Group to
complete the student accommodation development and the proposed ZDP net
proceeds would help to significantly advance the submission of the remaining
detailed planning applications at both The Island Quarter and Bristol sites to
better enable investor participation in future phases of each development.
They would also be utilised to complete much of the remaining sitewide
infrastructure and other works required at The Island Quarter, such that the
Group's future funding requirements beyond these arrangements should be
limited.
Net income from property activities Six months ended Year ended
31 Mar 2023 31 Mar 2022 30 Sep
£'m
£'m
2022
£'m
Rental and other income 1.7 (0.5) (0.3)
Direct property costs (1.9) (0.2) (1.0)
(0.2) (0.7) (1.3)
Proceeds from property sales 9.7 25.6 25.7
Cost of property sales (9.5) (21.7) (21.7)
Total net income arising from property activities 0.0 3.2 2.7
Administrative expenses
The administrative expenses for the period ended 31 March 2023 were £2.3
million (period ended 31 March 2022: £1.0 million; year ended 30 September
2022: £2.9 million). As set out in the Chairman's and Chief Executive's
statement, properly managing the substantially increased development and
operations teams, in particular at The Island Quarter, has required an
increase in the Group's overheads to circa £4.0 million per annum.
Taxation
No current tax is payable for the six months ended 31 March 2023 (period ended
31 March 2022: £nil; year ended 30 September 2022: £nil) as the Group had,
and continues to have, available tax losses to offset against any resulting
taxable profits.
As set out in note 6 of the Interim Report, the Directors have assessed the
potential deferred tax liability of the Group as at 31 March 2023 in respect
of chargeable gains that would be payable if the investment properties were
sold at their reported values at each period end. Based on the unrealised
chargeable gain of £18.8 million arising in the year ended 30 September 2022,
and remaining at 31 March 2023, a deferred tax liability of £4.7 million has
been recognised.
The Directors have also recognised a deferred tax asset of £3.0 million at 31
March 2023 and 30 September 2022 for tax losses, held by various group
undertakings, where the Directors believe it is probable that these assets
will be recovered.
As at 31 March 2023, the Group has further unused tax losses of £24.4 million
(31 March 2022: £19.1 million; 30 September 2022: £22.1 million) for which
no deferred tax asset has been recognised in the consolidated balance sheet.
Investment properties (including properties under construction)
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'m
£'m
£'m
Nottingham (1) 107.7 82.4 93.0
(1) The Group's investment in Nottingham was valued by the Company's
directors at 31 March 2023 and 31 March 2022 and by Knight Frank LLP, in their
capacity as external valuers, as at 30 September 2022.
Development and trading properties
31 Mar 31 Mar 30 Sept
2022
2023 2022
£'m
£'m £'m
Holyhead Waterfront 5.0 5.0 5.0
Rhosgoch 2.5 2.5 2.5
Parc Cybi (2) 0.4 0.5 0.4
Haverfordwest (3) - 8.9 9.2
Total 7.9 16.9 17.1
(1) Development and trading properties are stated at the lower of cost and
net realisable value.
(2) 2.4 acres of development land at Parc Cybi was sold in September 2022.
(3) The site at Haverfordwest was sold in March 2023.
Consolidated statement of comprehensive income
For the six months ended 31 March 2023
Six months ended Year ended
Note 31 Mar 2023 31 Mar 2022 30 Sep
£'000 £'000 2022
£'000
Rental income 3 97 (506) (404)
Other income 1,646 - 73
Proceeds on sale of development and trading properties 9,650 7,040 7,390
Revenue 11,393 6,534 7,059
Direct costs of rental income (190) (178) (395)
Direct costs of other income (1,745) - (572)
Costs on sale of development and trading properties (9,476) (3,620) (3749)
Development costs written off 12 (56) (202) (289)
Direct costs (11,467) (4,000) (5,005)
Gross (loss) / profit (74) 2,534 2,054
Surplus on revaluation of investment properties - - 320
under construction
Profit on sale of investment property - 423 380
Administrative expenses (2,292) (1,036) (2,851)
Operating (loss) / profit (2,366) 1,921 (97)
Finance costs 5 - - -
Finance income 5 87 5 73
(Loss) / profit before taxation (2,279) 1,926 (24)
Taxation 6 - - (29)
(Loss) / profit and total comprehensive (2,279) 1,926 (53)
(charge) / income for the period
Basic and diluted (loss) / profit per share 8 (3.82p) 3.42p (0.09p)
All amounts are attributable to equity shareholders of the Company.
All of the activities of the Group are classed as continuing.
Consolidated statement of changes in equity
For the six months ended 31 March 2023
Share Share Capital Retained Total
capital
premium
redemption
earnings
equity £'000
£'000
account
reserve
£'000
£'000
£'000
Changes in equity for the
six months ended 31 March 2022
At 1 October 2021 2,625 - 3,928 107,588 114,141
Profit for the period - - - 1,926 1,926
Total comprehensive income for the period - - - 1,926 1,926
Gross proceeds from placing of own shares 357 10,352 - - 10,709
Fees paid on placing of own shares - (193) - - (193)
At 31 March 2022 2,982 10,159 3,928 109,514 126,583
Changes in equity for the
year ended 30 September 2022
At 1 October 2021 2,625 - 3,928 107,588 114,141
Loss for the year - - - (53) (53)
Total comprehensive charge for the year - - - (53) (53)
Gross proceeds from placing of own shares 357 10,352 - - 10,709
Fees paid on placing of own shares - (193) - - (193)
Cancellation of share premium account - (10,159) - 10,159 -
At 30 September 2022 2,982 - 3,928 117,694 124,604
Changes in equity for the
six months ended 31 March 2023
At 1 October 2022 2,982 - 3,928 117,694 124,604
Loss for the period - - - (2,279) (2,279)
Total comprehensive charge for the period - - - (2,279) (2,279)
At 31 March 2023 2,982 - 3,928 115,415 122,325
All amounts are attributable to equity shareholders of the Company.
Consolidated balance sheet
As at 31 March 2023
Note 31 Mar 2023 31 Mar 2022 30 Sep
£'000 £'000 2022
£'000
Non-current assets
Plant, machinery and office equipment 9 1,196 182 991
Investment properties 10 14,168 - -
Investment properties under construction 11 93,560 82,411 93,000
Right of use asset - 7 -
Deferred tax asset 6 2,986 2,935 2,986
111,910 85,535 96,977
Current assets
Development and trading properties 12 7,880 16,926 17,137
Inventories 13 69 - 32
Trade and other receivables 14 1,554 1,258 770
Tax asset 28 28 28
Cash and cash equivalents 13,257 30,661 17,361
22,788 48,873 35,328
Total assets 134,698 134,408 132,305
Current liabilities
Trade and other payables 15 6,860 904 1,605
Provision for liabilities and charges 16 813 - -
7,673 904 1,605
Non-current liabilities
Borrowings 17 - - -
Deferred tax liability 6 4,700 4,620 4,700
Provision for liabilities and charges 16 - 2,301 1,396
4,700 6,921 6,096
Total liabilities 12,373 7,825 7,701
Net assets 122,325 126,583 124,604
Equity
Called up share capital 18 2,982 2,982 2,982
Share premium account 18 - 10,159 -
Capital redemption reserve 3,928 3,928 3,928
Retained earnings 115,415 109,514 117,694
Total equity 122,325 126,583 124,604
Net assets per share 20 205.1p 212.3p 208.9
Consolidated cash flow statement
For the six months ended 31 March 2023
Six months ended Year ended
31 Mar 2023 31 Mar 2022 30 Sep
£'000 £'000 2022
£'000
Cash flows from operating activities
Operating (loss) / profit (2,366) 1,921 (97)
Development costs written off 56 202 289
Surplus on revaluation of investment properties - - (320)
Profit on sale of investment property - (423) (380)
Profit on sale of development and trading properties (174) (3,420) (3,641)
Depreciation of rights of use asset - 46 53
Cash flows from operations before changes in working capital (2,484) (1,674) (4,096)
Increase in inventories (37) - (32)
Decrease in trade and other receivables 80 1,403 1,892
Additions to development and trading properties (141) (712) (1,115)
Proceeds from sale of development and trading properties 9,645 6,990 7,337
Increase / (decrease) in trade and other payables 2,059 (577) (94)
Cash flows generated from operations 9,122 5,430 3,892
Tax received - - -
Net cash flows generated from operations 9,122 5,430 3,892
Cash flows from investing activities
Additions to investment properties (12,283) (17,308) (28,085)
Net proceeds from sale of investment properties - 18,465 18,278
Additions to plant, machinery and office equipment (226) (104) (970)
Finance income 87 5 73
Cash flows (used in) / generated from investing activities (12,422) 1,058 (10,704)
Cash flows from financing activities
Bank loan arrangement fees (804) - -
Net proceeds from placing of own shares - 10,516 10,516
Cash flows (used in) / generated from financing activities (804) 10,516 10,516
Net (decrease) / increase in cash and cash equivalents (4,104) 17,004 3,704
Cash and cash equivalents at the start of the period 17,361 13,657 13,657
Cash and cash equivalents at the end of the period 13,257 30,661 17,361
Notes to the interim results
1. General information
The Conygar Investment Company PLC ("the Company") is incorporated in the
United Kingdom and domiciled in England and Wales, is registered at Companies
House under registration number 04907617, listed on the AIM market of the
London Stock Exchange and limited by shares.
The financial information set out in this report covers the six months to 31
March 2023, with comparative amounts shown for the six months to 31 March 2022
and the year to 30 September 2022, and includes the results and net assets of
the Company and its subsidiaries, together referred to as the Group.
Further information about the Group and Company can be found on its website
www.conygar.com.
2. Basis of preparation
The accounting policies used in preparing the condensed financial information
are consistent with those of the annual financial statements for the year
ended 30 September 2022 other than the mandatory adoption of new standards,
revisions and interpretations that are applicable to accounting periods
commencing on or after 1 October 2022, as detailed in the annual financial
statements.
The condensed financial information for the six-month period ended 31 March
2023 and the six-month period ended 31 March 2022 has been reviewed but not
audited and does not constitute full financial statements within the meaning
of section 435 of the Companies Act 2006.
The financial information for the year ended 30 September 2022 does not
constitute the Group's statutory accounts for that period but it is derived
from those accounts. Statutory accounts for the year ended 30 September 2022
have been delivered to the Registrar of Companies. Saffery Champness LLP
reported on those accounts, their report was unqualified and did not contain
statements under section 498(2) or (3) of the Companies Act 2006.
The board of directors approved the above results on 30 May 2023.
Copies of the interim report may be obtained from the Company Secretary, The
Conygar Investment Company PLC, First Floor, Suite 3, 1 Duchess Street,
London, W1W 6AN.
3. Rental income
Six months ended Year ended
31 Mar 2023 31 Mar 2022 30 Sep
£'000 £'000 2022
£'000
Income from operating leases 94 898 980
Reversal of rent spreading adjustment - (1,424) (1,424)
Option fee income 3 20 40
Total rental income 97 (506) (404)
The Group's income for the period ended 31 March 2022, and the year ended 30
September 2022, includes the reversal of a £1.4 million accrued rent debtor
following the sales of Cross Hands and Selly Oak in the prior year. This
debtor arose from the even spreading of rental income over each tenant's
respective minimum lease term after allowing for rent free periods.
4. Segmental information
IFRS 8 "Operating Segments" requires the identification of the
Group's operating segments which are defined as being discrete components of
the Group's operations whose results are regularly reviewed by the Board. The
Group divides its business into the following segments:
· Investment properties held for capital appreciation, rental income or
both; and,
· Development properties, which include sites and developments under
construction held for sale in the ordinary course of business; and,
· Food, beverage and events operations.
Balance sheet
As at 31 March 2023 As at 31 March 2022
Investment Development Food, Other Group Investment Development Food,
properties
properties
beverage
£'000
properties
properties
beverage
£'000
£'000
and events total
£'000
£'000
and events Other Group
£'000
£'000
£'000
total
£'000
£'000
Investment properties 107,728 - - - 107,728 82,411 - - - 82,411
Development and - 7,880 - - 7,880 - 16,926 - - 16,926
trading properties
Plant, machinery and - - 1,196 - 1,196 - - 182 - 182
office equipment
107,728 7,880 1,196 - 116,804 82,411 16,926 182 - 99,519
Other assets 4,860 62 478 12,494 17,894 3,777 42 - 31,070 34,889
Total assets 112,588 7,942 1,674 12,494 134,698 86,188 16,968 182 31,070 134,408
Liabilities (9,383) (2,144) (767) (79) (12,373) (7,513) (54) - (258) (7,825)
Net assets 103,205 5,798 907 12,415 122,325 78,675 16,914 182 30,812 126,583
Income statement
Six months ended 31 March 2023 Six months ended 31 March 2022
Investment Development Food, Other Group Investment Development Food,
properties
properties
beverage
£'000
properties
properties
beverage
£'000
£'000
and events total
£'000
£'000
and events Other Group
£'000
£'000
£'000
total
£'000
£'000
Revenue 36 9,711 1,646 - 11,393 (524) 7,058 - - 6,534
Direct costs (49) (9,673) (1,745) - (11,467) (78) (3,922) - - (4,000)
Gross (loss) / profit (13) 38 (99) - (74) (602) 3,136 - - 2,534
Profit on sale of - - - - 423 - - - 423
investment property
-
Administrative expenses - - (760) (1,532) (2,292) - - - (1,036) (1,036)
Operating (loss) / profit (13) 38 (859) (1,532) (2,366) (179) 3,136 - (1,036) 1,921
Finance costs - - - - - - - - - -
Finance income - - - 87 87 - - - 5 5
(Loss) / profit (13) 38 (859) (1,445) (2,279) (179) 3,136 - (1,031) 1,926
before taxation
Taxation - - - - - - - - - -
(Loss) / profit (13) 38 (859) (1,445) (2,279) (179) 3,136 - (1,031) 1,926
after taxation
5. Finance costs and income
Interest is payable on the Barclays development loan facility on a
Sonia-linked floating rate basis for each interest period plus a margin of
3.25%. As at 31 March 2023, no amounts had been drawn under this facility and,
as such, no interest charges have been recognised in the period. However, with
effect from 23 December 2022, the Group is subject to commitment fees,
calculated for each interest period at 1.3% of the undrawn facility, plus
annual debt management fees of £10,000.
Six months ended Year ended
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
Bank loan commitment fees 167 - -
Bank loan management fees 3 - -
Total finance costs 170 - -
Capitalisation of finance costs (note 11) (170) - -
Net finance costs - - -
Bank interest receivable 87 5 73
Finance costs that are directly attributable to the construction of the
student accommodation at The Island Quarter, comprising the bank loan interest
management and monitoring fees are capitalised as incurred into investment
properties under construction.
6. Taxation
Six months ended Year ended
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
Current tax - - -
Deferred tax charge - - 29
Total tax charge - - 29
Deferred tax asset
Six months ended Year ended
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
At the start of the period 2,986 2,935 2,935
Credit for the period - - 51
At the end of the period 2,986 2,935 2,986
The Group has recognised a deferred tax asset for tax losses, held by group
undertakings, where the Directors believe it is probable that this asset will
be recovered.
As at 31 March 2023, the Group has further unused losses of £24.4 million (31
March 2022: £19.1 million; 30 September 2022: £22.1 million) for which no
deferred tax asset has been recognised in the consolidated balance sheet.
Deferred tax liability - in respect of chargeable gains on investment
properties
Six months ended Year ended
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
At the start of the period 4,700 4,620 4,620
Charge for the period - - 80
At the end of the period 4,700 4,620 4,700
The Directors have assessed the potential deferred tax liability of the Group
in respect of chargeable gains that would be payable if the investment
properties were sold at their reported values at each period end. Based on the
unrealised chargeable gain of £18,798,000 at 30 September 2022, and remaining
at 31 March 2023 (31 March 2022: £18,478,000), a deferred tax liability of
£4,700,000 has been recognised (31 March 2022: £4,620,000).
The deferred tax asset and liability have been calculated at a corporation tax
rate of 25% being the rate that has been enacted or substantively enacted by
the balance sheet date and which is expected to apply when the liability is
settled and the asset realised.
7. Dividends
No dividends will be paid in respect of the six-month period ended 31 March
2023 and none were paid in the six-month period ended 31 March 2022 or the
year ended 30 September 2022.
8. (Loss) / profit per share
(Loss) / profit per share is calculated as the loss attributable to ordinary
shareholders of the Company for the period ended 31 March 2023 of £2,279,000
(period ended 31 March 2022: profit of £1,926,000; year ended 30 September
2022: loss of £53,000) divided by the weighted average number of shares in
issue throughout the period of 59,638,588 (31 March 2022: 56,382,891; 30
September 2022: 58,015,099). There are no diluting amounts in either the
current or prior periods.
9. Plant, machinery and office equipment
Cost 31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
At the start of the period 991 - -
Additions 355 182 991
At the end of the period 1,346 182 991
Depreciation
At the start of the period - - -
Provided in the period 150 - -
At the end of the period 150 - -
Net book value - at the start of the period 991 - -
Net book value - at the end of the period 1,196 182 991
During the current period and prior year, the Group acquired the plant,
machinery and office equipment required to operate the restaurant, beverage
and events venue at 1 The Island Quarter.
Depreciation is recognised so as to write off the cost of these assets, over
their estimated useful economic lives, using the straight-line method at 25%
per annum. As the venue at 1 The Island Quarter was only partly operational
from 14 September 2022 no depreciation was recognised in the year ended 30
September 2022.
10. Investment properties
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
At the start of the period - 17,750 17,750
Reclassify from investment properties under construction (note 11) 14,100 - -
Additions 68 109 148
Disposals - (17,859) (17,898)
At the end of the period 14,168 - -
The Group's retail park at Cross Hands, Carmarthenshire was sold in the prior
year for net proceeds of £18.3 million.
As at 1 October 2022, the Group's then operational restaurant, beverage and
events venue at 1 The Island Quarter was reclassified, at fair value, from an
investment property under construction to an investment property. The fair
value was derived from the 30 September 2022 valuation, as provided by Knight
Frank LLP.
As set out in the Chairmans's and Chief Executive's statement, the reported
fair value of the 1 The Island Quarter venue as at 31 March 2023 has been
provided by the Conygar Board by reference to any changes in the assumptions
set out in the reported 30 September 2022 Knight Frank LLP valuation. These
include a comparison of the trading performance, anticipated final
construction costs for snagging works and yield movements. As the assumptions,
when appraised as a whole, are not considered by the Board, and as
independently confirmed by Knight Frank LLP, to be materially different to
those envisaged as at 30 September 2022 the fair value has only been adjusted
to reflect the construction costs incurred since that date, resulting in a
carrying value as at 31 March 2023 of £14,168,000.
The fair values were determined using an income capitalisation technique
whereby contracted rent and market rental values are capitalised with a market
capitalisation rate. This technique is consistent with the principles in IFRS
13 and uses significant unobservable inputs, such that the fair value has been
classified in all periods as Level 3 in the fair value hierarchy as defined in
IFRS 13.
The historical cost of the Group's investment property as at 31 March 2023 was
£10,273,000 (31 March 2022: £nil; 30 September 2022: £nil).
The Group's revenue for the period ended 31 March 2023 includes £1,646,000
from food, beverage and events sales at 1 The Island Quarter. The Group's
revenue for the period ended 31 March 2022 and year ended 30 September 2022
includes £433,000 derived from operating leases at the Cross Hands retail
park net of a £1,194,000 charge from the reversal of a rent spreading debtor
on completion of the sale of Cross Hands.
11. Investment properties under construction
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
At the start of the period 93,000 70,500 70,500
Reclassify to investment properties (note 10) (14,100) - -
Additions 15,073 12,417 23,591
Capitalisation of debt finance costs (note 5) 170 - -
Revaluation surplus - - 320
Movement in introductory fee provision (583) (506) (1,411)
At the end of the period 93,560 82,411 93,000
Investment properties under construction comprise freehold land and buildings
at The Island Quarter, Nottingham which are held for current or future
development as investment properties and reported in the balance sheet at fair
value.
Valuations of the Group's investment properties are inherently subjective as
they are based on assumptions which may not prove to be accurate and which, as
a result, are subject to material uncertainty. This is particularly true for
The Island Quarter given its scale, lack of comparable evidence and the
early-stage position of this substantial development where relatively small
changes to the underlying assumptions of key parameters, such as rental
levels, net initial yields, construction costs, finance costs and void periods
can have a significant impact both positively and negatively on the resulting
valuation.
As at 1 October 2022, the Group's then operational restaurant, beverage and
events venue at 1 The Island Quarter was reclassified, at fair value, from an
investment property under construction to an investment property. The fair
value was derived from the 30 September 2022 valuation, as provided by Knight
Frank LLP.
As set out in the Chairman's and Chief Executive's statement, the reported
fair value of The Island Quarter site as at 31 March 2023 has been provided by
the Conygar Board by reference to any changes in the assumptions set out in
the reported 30 September 2022 valuation provided by Knight Frank LLP,
progression of the project and the recoverability of costs incurred since that
date. During the period, no planning permissions were granted or buildings
completed and whilst we recognise the impact that sustained price inflation
and monetary policy tightening is currently having upon property construction
costs and commercial property yields, we are seeing these increases offset by
a corresponding uplift in market rents, particularly within the residential
build to rent, student accommodation and bioscience sectors. As the
assumptions, when appraised as a whole, are not considered by the Board, and
as independently confirmed by Knight Frank LLP, to be materially different to
those envisaged as at 30 September 2022 the fair value has only been adjusted
to reflect the significant cash outlays in the current period to progress, in
particular, the construction of the student accommodation development. As such
the fair value at 31 March 2023 has been increased to £93,560,000 to reflect
the development costs incurred in the six-months since 30 September 2022.
In preparing their valuation at 30 September 2022, Knight Frank utilised
market and site-specific data, their own extensive knowledge of the real
estate sector, professional judgement and other market observations as well as
information provided by the Company's Executive Directors. The resulting
models and assumptions therein were also reviewed for overall reasonableness
by the Conygar Board. Inevitably with complex modelling like this, as noted
above, variations in assumptions can lead to widely differing values. The
Board considered the valuation in the context of their experience and believed
the value of approximately £2.5 million per acre was justifiable at that
date.
The Knight Frank LLP valuation was prepared on a fixed fee basis, independent
of the property value and undertaken in accordance with RICS Valuation -
Global Standards on the basis of fair value, supported by reference to market
evidence of transaction prices for similar properties. It assumed a willing
buyer and a willing seller in an arm's length transaction and reflected usual
deductions in respect of purchaser's costs and SDLT as applicable at the
valuation date. The independent valuer made various assumptions including
future rental income, anticipated void costs and the appropriate discount rate
or yield.
The fair value of Nottingham has been determined using an income
capitalisation technique whereby contracted rent and market rental values are
capitalised with a market capitalisation rate. This technique is consistent
with the principles in IFRS 13 and uses significant unobservable inputs, such
that the fair value has been classified in all periods as Level 3 in the fair
value hierarchy as defined in IFRS 13. For Nottingham, the key unobservable
inputs are the net initial yields, construction costs, rental income rates,
construction financing costs and expiry void periods. The principal
sensitivity of measurement to variations in the significant unobservable
outputs is that decreases in net initial yields, construction costs, financing
costs and void periods will increase the fair value whereas reductions to
rental income rates would decrease the fair value.
The historical cost of the Group's investment properties under construction as
at 31 March 2023 was £67,603,000 (31 March 2022: £51,392,000; 30 September
2022: £62,566,000).
12. Development and trading properties
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
At the start of the period 17,137 20,192 20,192
Additions 135 506 924
Disposals * (9,336) (3,570) (3,690)
Development costs written off (56) (202) (289)
At the end of the period 7,880 16,926 17,137
Development and trading properties are reported in the balance sheet at the
lower of cost and net realisable value. The net realisable value of properties
held for development requires an assessment of the underlying assets using
property appraisal techniques and other valuation methods. Such estimates are
inherently subjective as they are made on assumptions which may not prove to
be accurate and which can only be determined in a sales transaction.
* The Group's development site at Haverfordwest, Pembrokeshire was sold in
March 2023 for net proceeds of £9.51 million realising a profit in the period
of £0.17 million.
13. Inventories
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
Food and drink 69 - 32
Inventories recognised as an expense in the period ended 31 March 2023
totalled £604,000 (period ended 31 March 2022: £nil; year ended 30 September
2022 £82,000).
14. Trade and other receivables
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
Trade receivables 108 162 70
Other receivables 263 887 423
Prepayments and accrued income * 1,183 209 277
1,554 1,258 770
Trade and other receivables are measured on initial recognition at fair value,
and are subsequently measured at amortised cost using the effective interest
rate method, less any impairment. Impairment is calculated using an expected
credit loss model.
* Included within prepayments as at 31 March 2023 are £864,000 of bank loan
arrangement fees in connection with the Barclays debt facility.
15. Trade and other payables
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
Social security and payroll taxes 156 54 56
Trade payables * 3,806 692 938
Other payables ** 1,907 - -
Accruals and deferred income 991 158 611
6,860 904 1,605
Trade and other payables are recognised initially at fair value, and are
subsequently measured at amortised cost using the effective interest rate
method.
* Included within trade payables as at 31 March 2023 are £3.1 million of
construction costs, in connection with the student accommodation development,
which were certified as incurred by March 2023 but not payable until April
2023.
** Other payables as at 31 March 2023 includes £1.9 million of VAT received
on completion of the sale of Haverfordwest which is payable to HMRC in June
2023.
16. Provision for liabilities and charges
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
At the start of the period 1,396 5,614 5,614
Paid in the period - (2,807) (2,807)
Movement in provision in the period (583) (506) (1,411)
At the end of the period 813 2,301 1,396
As at 30 September 2021, the Group was party to a services agreement and
introduction fee agreement in connection with its investment property at
Nottingham. The fee payable, under the terms of each agreement, in connection
with introductory and other services, was to be calculated on the earlier of
the date of sale of the property or 22 December 2021 with settlement to
follow, subject to agreement between each party, 31 business days after the
fee calculation had been finalised. In January 2022, the introductory fee,
calculated at £2.807 million, was paid and the longstop date for the services
agreement calculation extended until 22 December 2023. The provisions at 31
March 2023, 31 March 2022 and 30 September 2022 have been calculated by
reference to the value of the property at each balance sheet date after
allowing for a priority return and applicable costs.
17. Borrowings
On 23 December 2022, the Group entered into a new facilities agreement with
Barclays Bank PLC comprising a development facility and an investment facility
(together the "facilities") up to £47.5 million in aggregate. The facilities
will enable completion of the construction, targeted by the summer of 2024,
and subsequent letting of the 693-bed student accommodation development at The
Island Quarter site in Nottingham, and are secured solely against that
development area as well as the guarantees from the Company noted below.
The maximum term of the combined facilities is 3 years. This includes the
development facility for up to 27 months, which subject to the satisfaction of
certain conditions prior to the expiry of the development facility, switches
into the investment facility for the remainder of the 3-year term. Interest on
the development facility is payable on a Sonia-linked floating rate basis for
each interest period plus a margin of 3.25%, and interest is payable on the
investment facility at the same Sonia rate plus a margin of 1.90%.
The Company has provided cost overrun and interest shortfall guarantees of up
to £5 million in connection with the development facility. A capital
guarantee is also in place which could increase the Company's guarantee by
£2.5 million if certain covenants are not met in advance of drawing the
investment facility or the development facility is not repaid when due.
As at 31 March 2023, no amounts had been drawn under the facilities with the
first development facility drawdown occurring in May 2023.
18. Share capital
Number of shares allotted and called up: Six months ended Year ended
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
At the start of the period 59,638,588 52,499,590 52,499,590
Placing of own shares - 7,138,998 7,138,998
At the end of the period 59,638,588 59,638,588 59,638,588
Nominal value of Ordinary shares of 5p each: Six months ended Year ended
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
At the start of the period 2,982 2,625 2,625
Placing of own shares - 357 357
At the end of the period 2,982 2,982 2,982
At the Company's Annual General Meeting held on 20 December 2021, resolutions
were passed to enable the Company to complete the placing of 7,138,998
Ordinary shares of 5p each at a placing price of 150p per share. The premium
received from each placing share over their 5p nominal value, net of fees paid
in connection with the placing, resulted in £10.16 million credit to the
Company's share premium account.
At a General Meeting of the Company on 28 March 2022 a further resolution was
passed to enable the cancellation of the share premium account, subject to
approval of the Court, such that the amount cancelled could be credited to a
distributable reserve. On 22 April 2022, an application was submitted to the
Court to request the cancellation which was duly confirmed by the Court on 10
May 2022 and completed on 12 May 2022.
19. Capital commitments
As at 31 March 2023, the Group had capital commitments, not provided for in
the financial statements, of £42.1 million. This includes £41.9 million
payable under the construction contract, for the ongoing student accommodation
development at The Island Quarter, which is to be funded by the £47.5 million
Barclays development loan facility.
20. Net assets per share
Net assets per share is calculated as the net assets of the Group divided by
the number of shares in issue at each period end. There are no diluting or
adjusting amounts for the reported periods.
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
Net assets 122,325 126,583 124,604
No No No
Shares in issue 59,638,588 59,638,588 59,638,588
Net assets per share 205.1p 212.3p 208.9p
21. Key management compensation
Key management personnel have the authority and responsibility for planning,
directing and controlling the activities of the Group and are considered to be
the Directors of the Company. Amounts paid in respect of key management
compensation were as follows:
Six months ended Year ended
31 Mar 31 Mar 30 Sept
2023
2022
2022
£'000
£'000
£'000
Short-term employee benefits 592 518 1,035
22. Post balance sheet events
As set out in the Chairman's and Chief Executive's statement, Conygar Bristol
Limited, a joint venture owned 80 per cent by the Company and 20 per cent by
Urban and City Limited, acquired an option for £450,000 on 6 April 2023 to
purchase 14.7 acres of land, strategically located, to the east of Bristol
Temple Meads railway station.
On 17 May 2023, Nottingham County Council approved the detailed application
for the next phase of The Island Quarter development comprising a 249,000
square foot bioscience building. The permission is subject to the
documentation of the section 106 agreement.
On 22 May 2023, the Company announced that, as a result of not achieving the
required £30 million minimum market capitalisation for admission to the
Standard Segment of the Official List of the London Stock Exchange, it has
paused the ZDP issue while it explores possible alternative listing venues,
with a revised issue size of up to £20 million. Pending confirmation of the
alternative listing venue, the placing has been extended to the long stop date
of the ZDP Placing Agreement of 30 June 2023.
Independent Review Report to The Conygar Investment Company PLC
Conclusion
We have reviewed the accompanying condensed set of financial statements of The
Conygar Investment Company PLC ("the Company") and its subsidiaries ('the
Group') as at 31 March 2023 which comprises the consolidated statement of
comprehensive income, the consolidated statement of changes in equity,
consolidated balance sheet, consolidated cash flow statement and the related
notes for the six-month period ended 31 March 2023. We have read the other
information contained in the half-yearly financial report and considered
whether it contains any apparent misstatements or material inconsistencies
with the information in the condensed set of financial statements.
Based on our review, nothing has come to our attention that causes us to
believe that the condensed set of financial statements in the half-yearly
financial report for the six months ended 31 March 2023 is not prepared, in
all material respects, in accordance with International Accounting Standard
34, 'Interim Financial Reporting' as adopted in the UK and AIM Rules of the
London Stock Exchange.
Basis for conclusion
We conducted our review in accordance with International Standard on Review
Engagements 2410 (UK), 'Review of Interim Financial Information Performed by
the Independent Auditor of the Entity.' A review of interim financial
information consists of making inquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other review
procedures. A review is substantially less in scope than an audit conducted in
accordance with International Standards on Auditing (UK) and consequently does
not enable us to obtain assurance that we would become aware of all
significant matters that might be identified in an audit. Accordingly, we do
not express an audit opinion.
Conclusions relating to going concern
Based on our review procedures, which are less extensive than those performed
in an audit as described in the basis for conclusion section of this report,
nothing has come to our attention to suggest that management have
inappropriately adopted the going concern basis of accounting or that
management have identified material uncertainties relating to going concern
that are not appropriately disclosed.
This conclusion is based on the review procedures performed in accordance with
this ISRE, however future events or conditions may cause the Group or Company
to cease to continue as a going concern.
Directors' responsibilities
Management is responsible for the preparation and presentation of the
condensed set of financial statements included in this half-yearly financial
report in accordance with International Accounting Standard 34, 'Interim
Financial Reporting' as adopted in the UK and AIM Rules of the London Stock
Exchange. As disclosed in note 1, the annual financial statements of
the Group and Company are prepared in accordance with IFRS as adopted in the
UK.
In preparing the interim financial information, the Directors are responsible
for assessing the Group and Company's ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the Directors either intend to
liquidate the Group or the Company or to cease operations, or have no
realistic alternative but to do so.
Our responsibility
In reviewing the interim financial information, we are responsible for
expressing to the Company a conclusion on the condensed set of financial
statements in the half-yearly financial report. Our conclusion, including our
conclusions relating to going concern, are based on procedures that are less
extensive than audit procedures, as described in the basis for conclusion
paragraph of this report.
Use of our report
This report is made solely to the Company in accordance with the terms of our
engagement. Our review has been undertaken so that we might state to the
Company those matters we are required to state to it in this report and for no
other purpose. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the Company for our review work,
for this report, or for the conclusions we have reached.
Saffery Champness LLP
Chartered Accountants
London
30 May 2023
Notes:
(a) The maintenance and integrity of The Conygar
Investment Company PLC website is the responsibility of the Directors; the
work carried out by the auditors does not involve consideration of these
matters and, accordingly, the auditors accept no responsibility for any
changes that may have occurred to the interim report since it was initially
presented on the website.
(b) Legislation in the United Kingdom governing the
presentation and dissemination of financial information may differ from
legislation in other jurisdictions.
The Directors of Conygar accept responsibility for the information contained
in this announcement. To the best of the knowledge and belief of the Directors
of Conygar (who have taken all reasonable care to ensure that such is the
case) the information contained in this announcement is in accordance with the
facts and does not omit anything likely to affect the import of such
information.
For those individual shareholders that specifically requested to continue to
receive any document issued by the Company in paper format the arrangements
will continue as before whereby the Interim Report for the period ended 31
March 2023 will be posted to those shareholders shortly. For all other
shareholders, the Interim Report will be made available, as soon as
practically possible, via the Company's website.
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