Marechale Capital - Final Results
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Marechale Capital PLC
25 July 2014
25 July 2014
Marechale Capital plc
("Marechale" of the "Company")
Consolidated Financial Statements for the year ended 31 March 2014
Marechale is pleased to announce its final results for the year ended 31 March
2014.
Financial highlights
Year ended 31 March Change
2014 2013
£000 £000
Gross profit 518 470 + 10%
Profit/loss before tax 79 (16) -
Earnings/loss per share 0.14p (0.03)p -
Net assets 652 561 + 16%
Business overview
· Deals completed in primary sectors of leisure/retail and renewable
energy
· Northfield UK Solar currently completing second funding round
· Strong net gain in value of investments
Commenting, Mark Warde-Norbury, Chairman, said:
"Marechale has continued to build on the strong start to the year as reported
in our interim statement. On the back of improving economic sentiment, and
more confidence in the equity markets, we are pleased to report that we have
made a profit of £79,000 (2013 loss £16,000) for the full year."
For further information please contact:
Marechale Capital Tel: +44 (0)20 7628 5582
Mark Warde-Norbury
Patrick Booth-Clibborn
Smith & Williamson Corporate Finance Tel: +44 (0)20 7131 4000
Dr Azhic Basirov
David Jones
Chairman's Statement
Marechale continued to build on the strong start to the year as reported in
our interim statement. On the back of improving economic sentiment, and more
confidence in the equity markets, the Company's Gross Profit - revenue less
commissions paid to 3rd parties - has increased by 10% from £470,200 to
£517,600. Furthermore, on the back of gains from our strategy of making
investments in our client companies, we recorded 'Other Gains' (net) of
£152,400 and we are pleased to report that we have made a profit of £80,000
(2013 loss £16,400) for the full year.
Marechale helps management teams to finance or refinance in two key areas of
activity; Growth Capital through private equity transactions for more
established businesses, and Development Capital, fundraising for smaller
growth companies, the latter typically being Enterprise Investment Scheme
(EIS) qualifying. As part of our success fee, the Company secures warrants or
equity on most of its projects, so Marechale's shareholders have the
opportunity to share in the potentially significant upside of the equity value
in these businesses.
Marechale's core work is in the corporate finance advisory and capital
raising activities for growth companies in two primary sectors in which the
Marechale team has a long term track record -Leisure & Retail, and Renewable
Energy.
During the year the Company completed a number of leisure deals, including the
debt and equity funding raised for the North Eastern leisure group, Inn
Collection. Further EIS funding has also been raised for the new brewhouse
business, Brewhouse & Kitchen, and the Southern based managed pub group,
Heartstone Inns. Most recently equity funding was completed for The Salt Yard
restaurant group, further endorsing Marechale's strong position in funding
businesses in the leisure sector. In the renewables sector funding has been
raised for, amongst others, Future Biogas, the leading anaerobic digestion
plant operator in the UK.
The Company's most significant initiative in the renewables sector is the
development of ultra large scale solar energy sites in the UK, through
Marechale's associated company, Northfield UK Solar Limited (Northfield).
Established in 2013, Northfield is developing a portfolio of solar sites. This
is one of the larger solar energy initiatives in the UK, and, whilst it is
difficult to attribute values until planning permissions and grid connections
for the various sites have been secured, there is significant potential uplift
value for Marechale's shareholders from our investment in Northfield.
Furthermore, Northfield is currently completing its second round of funding
and Marechale's stake in Northfield at around 30% of the enlarged equity, is
the Company's largest investment to date. The valuation on the balance sheet
represents the first funding round, where the Company's investment, accounted
for using the Equity Method was valued at £120,000, compared to cost of £500.
Details of other completed transactions on which the Company advised are all
detailed on the Company's website at: www.marechalecapital.com.
Marechale remains committed to working with the management teams of quality
companies to secure funding from the Company's extensive list of private and
institutional investors.
There is an appetite amongst our investor contacts to invest in high quality
investment opportunities. The Directors believe that backing the right growth
companies, whilst not without its risks, represents an attractive private
equity investment for investors looking to diversify their portfolios. Over
the last three and half years, if an investor had invested in each of the 18
transactions Marechale has funded, based on the last round of funding or exit
value of these transactions, we calculate that they would have achieved an IRR
of over 23% to date.
Marechale is quoted on the London Stock Exchange as an AIM listed company and
continues to look at a number of potentially interesting acquisitions,
investment and merger opportunities, particularly in fund management, and
remains open to such approaches. However, none has been progressed to date.
Mark Warde-Norbury
Chairman
24 July 2014
Consolidated Income Statement
Year ended 31 March 2014
Year ended Year ended
31-Mar 31-Mar
Notes 2014 2013
(£) (£)
Continuing operations
Revenue 2 752,818 590,993
Cost of sales (235,234) (120,808)
Gross profit 517,584 470,185
Administrative expenses (590,611) (574,046)
Operating (loss) (73,027) (103,861)
Investment revenues 1,734 -
Other gains 31,361 87,714
Exceptional gain on dilution of interest in associate 141,125 -
Net loss in respect of associate (21,786) -
Profit/ (loss) before tax 79,407 (16,147)
Taxation - (235)
Profit/ (loss) for the year on continuing operations 79,407 (16,382)
Profit/ (loss) per share 3 (Pence) (Pence)
Basic - Continuing operations £ 0.14 -0.03
Consolidated Statement of Comprehensive Income
Year ended Year ended
31-Mar 31-Mar
2014 2013
(£) (£)
Profit/ (loss) for the year 79,407 (16,382)
Other comprehensive income
Revaluation of investments 12,254 22,646
12,254 22,646
Total recognised comprehensive income
(all attributable to owners of the parent) 91,661 6,264
Consolidated Balance Sheet
Year ended 31 March 2014
Year ended Year ended
31-Mar 31-Mar
2014 2013
(£) (£)
Non current assets
Investment in associate 119,845 -
Current assets
Available for sale investments 108,417 124,383
Trading investments 77,125 67,555
Trade and other receivables 221,003 193,536
Cash and cash equivalents 275,268 262,218
681,813 647,692
Total assets 801,658 647,692
Current liabilities
Trade and other payables (149,319) (87,014)
Total current liabilities (149,319) (87,014)
Net assets 652,339 560,678
Equity
Capital and reserves attributable to equity shareholders
Share capital 2,474,308 2,474,308
Share premium account 1,247,379 1,247,379
Revaluation reserve 51,889 39,635
Reserve for own shares (50,254) (50,254)
Retained losses (3,070,983) (3,150,390)
652,339 560,678
Statement of Changes in Equity
Year ended 31 March 2014
Share capital Share premium Revaluation reserve Reserve for own shares Retained earnings
Group (£) (£) (£) (£) (£)
Balance at 31 March 2012 2,421,870 1,227,453 16,989 (50,254) (3,134,008)
Issue of ordinary share capital 52,438 19,926 - - -
Release of reserve for lapsed options - - - - -
Transactions with owners 52,438 19,926 - - -
Total comprehensive income
Loss for the financial year - - - - (16,382)
Revaluation during the financial year - - 22,646 - -
Total comprehensive income - - 22,646 - (16,382)
Balance at 31 March 2013 2,474,308 1,247,379 39,635 (50,254) (3,150,390)
Issue of ordinary share capital - - - - -
Release of reserve for lapsed options - - - - -
Transactions with owners 0 0 - - -
Total comprehensive income
Profit for the financial year - - - - 79,407
Revaluation during the financial year - - 12,254 - -
Total comprehensive income - - 12,254 - 79,407
Balance at 31 March 2014 2,474,308 1,247,379 51,889 (50,254) (3,070,983)
Movements of the Revaluation reserve consist of: 2014 2013
Unrealised gains 12,254 22,646
Release of unrealised gains to Profit and Loss - -
12,254 22,646
Reserves for own shares consists of:
Reserve for employee share ownership plan ('ESOP') (50,254) (50,254)
Reserve for share based payments - -
(50,254) (50,254)
The Reserve for ESOP comprises 232,603 shares in the Group held in an ESOP
Trust. As at 31 March 2014 and 2013, none of the shares had been
unconditionally granted to any of the Group's employees and had an aggregate
market value of £4,652 (2013: £2,719).
Consolidated Cash Flow Statement
Year ended 31 March 2014
Year ended Year ended
31-Mar 31-Mar
2014 2013
(£) (£)
Net cash from operating activities
Continuing operations: Operating loss (73,027) (103,861)
Operating cash flows before movements in working capital (73,027) (103,861)
Movement in working capital
(Increase) in receivables (28,438) (40,471)
Increase in payables 63,275 31,413
Tax paid - (235)
34,837 (9,293)
Operating cash flow (38,190) (113,154)
Investment activities
Interest receivable 1,734 -
Proceeds on disposal of trading investments 44,807 24,258
Proceeds on disposal of available for sale investments 5,205 3,500
Expenditure on available for sale investments (506) (35,500)
Cash flow from investing activities 51,240 (7,742)
Financing
Issue of share capital - 72,364
Cash flow from financing activities 0 72,364
Net increase/ (decrease) in cash
and cash equivalents 13,050 (48,532)
Cash and cash equivalents at start of the financial year 262,218 310,750
Cash and cash equivalents at end of the financial year 275,268 262,218
Increase/ (decrease) in cash and cash equivalents 13,050 (48,532)
Notes to the Financial Information
Year ended 31 March 2014
1. Basis of preparation
These financial statements have been prepared in accordance with International
Financial Reporting Standards ('IFRS') as adopted by the European Union and
the International Financial Reporting Interpretations Committee ('IFRIC')
interpretations in accordance with the Companies Act 2006. The financial
statements have been prepared on the historical cost basis as modified by the
valuation of certain financial instruments.
The principal accounting policies adopted in the preparation of the financial
information is this announcement are set out in the Company's full financial
statements for the year ended 31 March 2014.
2. Business and geographical segments
The directors consider that there is only one activity undertaken by the
Group, that of corporate finance advisory. All of this activity was undertaken
in the United Kingdom.
2014 2013
(£) (£)
Broking commissions and fees earned from corporate finance 752,818 590,993
3. Earnings per share
Earnings Earnings
(£) (£)
Based on a profit/ (loss) of 79,407 (16,382)
No. shares No. shares
Weighted average number of Ordinary Shares in issue 57,681,151 53,748,345
for the purpose of basic earnings per share
4. Other matters
The financial information for the year ended 31 March 2014 set out in this
announcement does not constitute statutory financial statement, as defined in
section 434 of the Companies Act 2006, but is based on the statutory financial
statements for the year then ended. Those financial statements, upon which
the auditors have issued an unqualified opinion, will be delivered to the
Registrar of Companies.
Copies of the Company's full audited Annual Report and Financial Statements
for the year ended 31 March 2014 will be sent to shareholders in due course
and will be available on the Company's website: www.marechalecapital.com.
This information is provided by RNS
The company news service from the London Stock Exchange