REG-Marechale Capital Plc: Final Results
22/08/2025 07:02
22 August 2025
Marechale Capital plc
("Marechale" or the "Company")
Financial Statements for the Year Ended 30 April 2025
Marechale Capital Plc (AIM: MAC), an established City of London based
corporate finance house with a long-term track record and a strong reputation
for advising and financing high growth consumer brands, leisure, clean energy,
mineral extraction and technology companies, is pleased to announce its
audited final results for the year ended 30 April 2025 (the “Period”).
Chairman’s Statement
As reported in the interim results statement in December 2024, it has been a
challenging year generally and in the hospitality sector in particular, as a
number of businesses negotiated a continuing period of market uncertainty,
with increased inflation driven overheads, compounded by a squeeze in
discretionary spending. However, against this challenging backdrop, there are
significant market opportunities for Marechale’s clients.
The Company entered the Period with good levels of business activity and
funded clients in both the hospitality sector, as well as clients in other
high growth sectors. Completed fund raising projects include further equity
funding for the Chestnut Group, the leading East Anglian Inn Group, loan
refinancing and growth equity funding for Brewhouse & Kitchen, the UK’s
largest brew pub chain, and equity funding was raised for Stubben Edge Capital
Ltd, the Insurance industry platform. Also, additional funding has been raised
for Weardale Lithium at a premium valuation.
Marechale continues to generate professional services income by providing
advice to its clients. In the last year this included strategic and funding
advice for the Chestnut Group and Brewhouse & Kitchen. In addition, as
announced to the market in March Marechale acted as exclusive adviser on the
sale of Randalls, Guernsey’s largest hospitality businesses as well as
providing advice to the shareholder in the UK’s leading resort business and
the owner of Rileys, the national snooker business.
Significant progress continues to be made with the lithium extraction
business, Weardale Lithium Ltd, and our pipeline of new and increasingly
diversified projects remains robust.
Weardale Lithium Ltd is Marechale’s largest investment, comprising 467,000
founder shares and 20,800 options with a combined value of £2.85 million
which has been recorded in the Balance Sheet. Weardale has proved lithium
reserves in its secured mineral rights in Co. Durham and as announced to the
Market in February became the UK’s first 100% direct lithium extraction
plant to receive planning permission to build a pilot plant to use its
existing boreholes. Marechale remains optimistic for a positive future outcome
on this investment.
The total value of the Company’s net assets has reduced to £3,037,000 in
2025 (2024: £3,346,000) equivalent to 2.9p/share (2024: 3.1p/share), due to a
combination of Operating Losses and Investment Losses, the latter by taking
advantage of an opportunity to sell some Weardale shares for cash, acquired as
founder shares, albeit at a discount to their current value. This is in line
with Marechale’s stated strategy of using its balance sheet to co-invest in
its client companies. Cash at bank at 30(th) April was £212,150.
Please note that, within the rules of the Accounting Standards, the Board took
the decision in 2024 to declare separately as ‘Exceptional Costs’ various
impairment provisions for bad debts and loan notes owed by two Investee
Companies. Please be advised that at the time of writing, one of these
companies remains trading but is under severe financial distress; the other is
now in Administration: however, we managed to recover £10,300 from the latter
which has been credited back to this year’s P&L.
It is also worth noting that the Company has £770,000 of unused capital tax
losses to offset against any possible future tax liability on realisation of
gains.
Marechale’s revenue for the year saw a substantial reduction to £409,500
compared to £668,800, in the previous financial year. In spite of this, gross
profit increased to £274,000 compared to £197,000 in 2024 mainly due to
lower commissions paid to 3(rd) parties on fundraising income.
Whilst we continue to navigate through various market challenges, I am pleased
to report a significant reduction in Marechale’s operating loss for the
year, from £296,000 in 2024 to £226,000 this year, mainly due to an improved
gross margin of £275,000 (67%) compared to £197,000 (29%) in 2024.
Marechale’s net loss before tax for the year stands at £337,000, a notable
deterioration from the net loss of £183,000 reported in 2024. The major
year-on-year swing was caused by a significant uplift on the value of
investments in 2024 – principally Weardale - offset by Exceptional Costs,
versus in 2025, the sale of investments at a discount – to raise cash as
mentioned above. It is worth noting that we expect to record an uplift in the
value of investments based on an equity fundraising already in progress but
not yet closed. Administrative expenses remained steady at £500,000 (2024:
£494,000).
The Company’s focus is to use its reputation and deal flow as a corporate
finance adviser to build shareholder value in Marechale’s balance sheet.
This has been achieved by negotiating equity and warrant positions, and joint
venture arrangements as part of its terms of engagement with growth company
clients. Marechale’s historical investment performance has been excellent in
this regard, having achieved double digit internal rates of return across the
total of all the companies that it has funded since 2010. The Board is
confident that the investment in Weardale Lithium will deliver an uplift in
value in due course.
Since Chris Kenning acquired his shareholding in Marechale and joined the
Board, we have been working together on a number of corporate finance
transactions with him and his business Stubben Edge Capital Ltd. We are
pleased to report that the first transaction has been achieved, earning
commission fees and warrants for Marechale. And we continue to explore how we
can digitize our transaction processes for our early-stage corporate finance
projects.
Whilst the current economic climate remains challenging, the Board remains
positive about the investments that it holds in its client companies, and
optimistic that the Company, with its sufficient cash reserves, will continue
to generate further uplifts on its current and future equity and warrant
investments, both in the short and longer term. The Company continues to
develop further its proven track record as a corporate finance adviser by
seeking further deal flow in the high growth £10-100 million Enterprise Value
PE sector.
Hopefully there is now the beginning of a shift in sentiment towards investing
in the SME space, driven by the Government’s drive for growth, and we hope
to see support and incentives towards realising this and encouraging
investment in businesses that Marechale works with.
The Board is working on a number of initiatives to create further value for
shareholders, and the plan is to continue to develop Marechale’s strategic
funding partnerships with the objective of enhancing shareholder value.
The Board believes, having had a number of approaches over the last few
months, that the current disruption in the SME Advisory and Broking market
presents an excellent opportunity to attract good quality people into
Marechale’s cost effective business structure that allows them to make good
earnings and have a shared interest as shareholders in Marechale’s balance
sheet.
As we look to the future, the Board remains committed to building on positive
momentum. The Company will continue to focus on enhancing revenue streams and
delivering value to shareholders.
In closing, I would like to extend my heartfelt thanks to shareholders,
employees, and clients for their continued support and confidence in the
Company. The Board looks forward to another year of progress and achievement.
Mark Warde-Norbury
Chairman
21 August 2025
This announcement contains inside information for the purposes of the UK
Market Abuse Regulation.
For further information please contact:
Marechale Capital plc Tel: +44 (0)20 7628 5582
Mark Warde-Norbury / Patrick Booth-Clibborn
Cairn Financial Advisers LLP (Nomad and Broker) Tel: +44 (0)20 7213 0880
Jo Turner / Sandy Jamieson
Statement of Comprehensive Income
For year ended 30 April 2025
Year ended Year ended
30-Apr 30-Apr
Notes 2025 2024
(£) (£)
Revenue 4 409,413 668,816
Cost of sales (134,731) (471,433)
Gross profit 274,682 197,384
Administrative expenses (500,477) (493,643)
Operating loss 5 (225,795) (296,260)
Net interest received/(paid) 975 (428)
Other gains/(losses) 6 (122,822) 223,004
Exceptional items 7 10,316 (109,303)
Loss before tax (337,325) (182,987)
Taxation 8 - -
Loss for the year (337,325) (182,987)
Earnings per share (Pence) (Pence)
Continuing operations - Basic 10 (0.32) (0.18)
- Diluted 10 (0.32) (0.18)
Loss for the year (337,325) (182,987)
Total recognised comprehensive profit
(all attributable to owners of the company) (337,325) (182,987)
The notes form an integral part of the financial statements.
Statement of Financial Position
As at 30 April 2025
Year ended Year ended
30-Apr 30-Apr
2025 2024
Notes (£) (£)
Current assets
Investment in subsidiary 11 2 2
Equity investments at fair value through profit and loss 12 2,807,827 3,039,659
Warrants at fair value through profit and loss 13 58,800 108,482
Trade and other receivables 14 104,426 34,590
Cash and cash equivalents 15 212,150 248,196
Total current assets 3,183,205 3,430,929
Total assets 3,183,205 3,430,929
Current liabilities
Trade and other payables 16 (133,489) (62,035)
Borrowings 17 (10,000) (10,000)
Total current liabilities (143,489) (72,035)
Net current assets 3,039,716 3,358,895
Long-term liabilities
Borrowings 17 (2,500) (12,500)
Net assets 3,037,216 3,346,395
Equity
Capital and reserves attributable to equity shareholders
Share capital 18 847,530 847,530
Share premium 18 481,290 481,290
Reserve for own shares (50,254) (50,254)
Reserve for share based payments 178,315 150,168
Retained earnings 1,580,336 1,917,661
3,037,216 3,346,395
The financial statements were approved by the Board of Directors and authorised for issue on 21 August 2025.
They were signed on its behalf by:
Mark Warde-Norbury
Director
Company No: 03515836
The notes form an integral part of the financial statements.
Statement of Changes in Equity
For year ended 30 April 2025
Share capital Share premium Reserve for own shares Reserve for share based payments Retained earnings Total
Balance at 30 April 2023 763,690 329,330 (50,254) 83,988 2,100,648 3,227,401
Loss for the financial year - - - - (182,987) (182,987)
Share based payments in the year - - - 66,180 - 66,180
Issued in year 83,840 151,960 - - - 235,800
Total movement in shareholders funds 83,840 151,960 - 66,180 (182,987) 118,993
Balance at 30 April 2024 847,530 481,290 (50,254) 150,168 1,917,661 3,346,394
Loss for the financial year - - - - (337,325) (337,325)
Share based payments in the year - - - 28,147 - 28,147
Issued in year - - - - - 0
Total movement in shareholders funds - - - 28,147 (337,325) (309,178)
Balance at 30 April 2025 847,530 481,290 (50,254) 178,315 1,580,336 3,037,216
The notes form an integral part of the financial statements.
Statement of Changes of Cash Flows
For year ended 30 April 2025
Cash Flow Statement Note Year ended Year ended
Year ended 30 April 2025 30-Apr 30-Apr
2025 2024
(£) (£)
Net cash from operating activities
Loss before tax (337,325) (182,987)
Reverse provision for share based payments 28,147 66,180
Reverse unrealised losses/ (gains) on fair value investment through profit and loss 31,832 (228,406)
(Add back)/reverse provision for exceptional costs (10,316) 109,303
Reverse realised gains on warrants (8,847) -
Reverse losses on disposal of equity investments 99,837 5,402
Reverse net interest (income)/ expense (975) 428
Operating cash outflows before movements in working capital (197,648) (230,080)
Movement in working capital
(Increase)/decrease in receivables (59,520) 3,539
Increase/(decrease) in payables 71,455 (29,523)
Tax paid - -
11,935 (25,983)
Cash outflow from operating activities (185,713) (256,063)
Investment activities
Interest received 1,390 272
Expenditure on equity investments - (6,572)
Proceeds from sale of equity investments and warrants through profit and loss 158,692 2,664
Cash inflow/(outflow) from investing activities 160,082 (3,636)
Financing
Issue of ordinary share capital - 235,800
Repayment of borrowings (10,000) (10,000)
Interest payable (415) (699)
Cash (outflow)/inflow from financing activities (10,415) 225,101
Net decrease in cash and cash equivalents (36,046) (34,599)
Cash and cash equivalents at start of the financial year 248,196 282,795
Cash and cash equivalents at end of the financial year 15 212,150 248,196
The notes form an integral part of the financial statements.
Notes to the Financial Statements
Year ended 30 April 2025
1. General information
Marechale Capital PLC is a company registered in England and Wales under the
Companies Act 2006. The Company's principal activities are
the provision of professional services advice and broking services to
companies. The financial statements are presented in pounds sterling, the
currency of the primary economic environment in which the Company operates.
The Company's registered office and principal place of business is 46 New
Broad Street, London, EC2M 1JH.
The Company's registered number is 03515836.
2. Basis of preparation
a. Going concern
In establishing the applicability of the going concern basis, the Directors
have made enquiries as to the financial resources of the Company. The Company
has unpredictable revenue due to the nature of corporate finance advisory and
the reliance upon deal-driven transactions, however as at the year end the
company had £212k of cash reserves (2024: £248k) which as at that date
equated to approximately 7 months of cash overheads. Whilst the company
generated operating losses of £226k in the financial year (2024: £296k) the
directors remain confident that the project pipeline will generate sufficient
income on top of the cash reserves in order to meet the company’s
liabilities as they fall due over the next twelve months from the date of
approving these financial statements. Furthermore, there is the ability to
fund working capital by equity issues, sales of investments and/or warrants
and deferral of directors'
salaries.
b. Basis of
accounting
These financial statements have been prepared in accordance with UK Adopted
International Reporting Standards ('IFRS'). IFRS Interpretations Committee
('IFRS IC') interpretations and the Companies Act 2006 applicable to companies
reporting under IFRS.
The financial statements have been prepared on the historical cost basis as
modified by the valuation of certain financial instruments, as described
below.
The Directors have chosen not to prepare consolidated accounts because the two
subsidiaries, Marechale Limited and Marechale Capital Investments Limited, are
both dormant, have never traded, and therefore highly immaterial to the
financial statements.
Subsidiaries are entities over which the Group has control, being the power to
govern the financial and operating policies of the acquired entity so as to
obtain benefits from its activities.
3. Business and geographical segments
The directors consider that there is only one activity undertaken by the
Company, that of corporate finance professional services advisory. All of this
activity was undertaken in the United Kingdom.
2025 2024
(£) (£)
Broking commissions and fees earned from corporate finance 409,413 668,816
4. Other gains/ (losses)
2025 2024
(£) (£)
Realised (losses) on equity investments (99,837) (5,402)
Unrealised gains/(losses) on equity investments (31,832) 250,000
Realised gains on equity warrants 8,847 -
Unrealised (losses) on equity warrants - (21,594)
(122,822) 223,004
5. Earnings per share
2025 2024
Earnings Earnings
(£) (£)
Based on Profit for the year. (337,325) (182,987)
No. shares No. shares
Weighted average number of Ordinary Shares in issue 105,941,247 104,194,580
for the purpose of basic earnings per share
The loss attributable to equity shareholders and weighted average number of
ordinary shares for the purposes of calculating diluted earnings per ordinary
share are identical to those used for basic earnings per ordinary share. This
is because the exercise of share options would have the effect of reducing the
loss per ordinary share and is therefore under the terms of IAS33
anti-dilutive.
6. Other matters and Market Abuse Regulation (MAR) Disclosure
The financial information for the year ended 30 April 2025 set out in this
announcement does not constitute statutory financial statements, as defined in
section 434 of the Companies Act 2006 but is based on the statutory financial
statements for the year then ended. The auditors have issued an unqualified
opinion on these financial statements; their report included the following
statement:
“We have audited the financial statements of Marechale Capital PLC (the
‘Company’) for the year ended 30 April 2025, which comprise the Income
Statement, the Statement of Comprehensive Income, the Balance Sheet, the
Statement of Changes in Equity, the Cash Flow Statement, and notes to the
financial statements, including significant accounting policies. The financial
reporting framework that has been applied in their preparation is applicable
law and UK adopted International Accounting Standards.
In our opinion the financial statements:
* give a true and fair view of the state of the Company’s affairs as at 30
April 2025 and of the loss for the year then ended;
* have been properly prepared in accordance with UK adopted International
Accounting Standards; and
* have been prepared in accordance with the requirements of the Companies Act
2006.”
7. Related Party Transactions
Company in which the Company holds an investment which have paid fees to the
Company
Burgh Island Holdings Ltd ('BI')
The Company owned 10,640 shares, 4% in BI at 30 April 2025 (2024: 4%), BI is a
related party through common directorship of Patrick Booth-Clibborn, a
director of the Group.
Directors
Patrick Booth-Clibborn
During the year, an interest free travel advance of £5,000 (2024: £5,000)
was extended to Mr Booth-Clibborn which is repayable within one year and is
included within trade and other receivables on the balance sheet.
Disclosure of control
The company is under the control of its shareholders and not any one party.
Key management personnel
The key management personnel consist of the Directors, whose remuneration is
disclosed in the Directors' Report, and the Company Secretary/Financial
Officer, Shand FD Ltd ('Shand') whose remuneration in 2025 was £30,014 (2024:
£25,964).
The group owed Shand £2,806 at 30 April 2024 (2024: £1,832).
8. Post balance sheet events
There are no past balance sheet events to report
Cautionary statement
Certain statements made in this announcement are forward-looking statements.
Such statements are based on current expectations and assumptions and are
subject to a number of risks and uncertainties that could cause actual
events or results to differ materially from any expected future events or
results expressed or implied in these forward-looking statements. Persons
receiving this announcement should not place undue reliance on forward-looking
statements. Unless otherwise required by applicable law, regulation or
accounting standard, the Company does not undertake to update or revise any
forward-looking statements, whether as a result of new information, future
developments or otherwise.
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