REG - Milton Capital PLC - Interim results for the period ended 31 July 2024
17/09/2024 07:00
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RNS Number : 3739E Milton Capital PLC 17 September 2024
17 September 2024
Milton Capital Plc
Unaudited interim results for the period ended 31 July 2024
Milton Capital Plc ("Milton" or the "Company") is pleased to announce
its interim results for the six months ending 31 July 2024.
Highlights:
· The Company recorded a loss before tax of £201,058 (2023: loss of
£33,841) and had cash balances of £531,615 (2023: £910,589) at the end of
the period.
· Search for a suitable acquisition target continues.
Enquiries
Peterhouse Capital Limited
Financial Adviser Tel: +44 (0) 20 7469 0930
Corporate Broker Tel: +44 (0) 20 7469 0930
CHAIRMAN'S STATEMENT
In the past half-year we have sought to identify suitable assets to introduce
to the Company. We have pursued an active business development programme
and screened a large number of potential opportunities. Our aim has been to
identify a suitable RTO (Reverse Takeover) candidate; one meeting our high
expectations on technical merit and one also capable of being financed. As is
the nature of pursuing a programme many opportunities fall by the wayside,
some only late in the day, not standing up to the rigorous due diligence or
unrealistic commercial expectations of vendors in relation to the asset.
Notwithstanding market and geo-political challenges, we are confident in
the Company's long-term prospects, primarily due to a number of opportunities
that have stood up to extensive geological and geophysical review and going
through later steps of maturation. During this period, recognising that
running a public company has intrinsic costs and professionally
screening opportunities is expensive, we remain committed to
cost-efficiency, as we persist in our quest for a suitable acquisition
target. Further updates regarding our acquisition search will be provided in
due time. It remains the case, and in line with our listing prospectus, in
the event we have not progressed with a transaction by October 2024, we will
revert to our Shareholders with a full update.
Richard Mays
Executive Chairman
Responsibility Statement
The following statement is given by each of the Directors.
We confirm that to the best of our knowledge:
· the interim report has been prepared in accordance with International
Accounting Standards 34, Interim Financial Reporting, as contained in UL
adopted IFRS;
· gives a true and fair view of the assets, liabilities, financial
position and loss of the Company; and
· the interim report includes a fair review of the information required
by DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of
important events that have occurred during the first six months of the
financial year and their impact on the set of interim financial statements;
and a description of the principal risks and uncertainties for the remaining
six months of the year.
· the interim report includes a fair review of the information required
by DTR 4.2.8R of the Disclosure and Transparency Rules, being the information
required on related party transactions.
· The interim report was approved by the Board of Directors and the
above responsibility statement was signed on its behalf by:
Edward Dawson
Director
16 September 2024
Condensed income statement
For the six months ended 31 July 2024
Six months ended Six months ended Year ended
31 July 31 July 31 January
2024 2023 2024
(unaudited) (unaudited) (audited)
£ £ £
CONTINUING OPERATIONS
Administrative expenses (199,655) (33,841) (193,271)
Share-based payment charge (1,403) - (661)
LOSS BEFORE INCOME TAX (201,058) (33,841) (193,932)
Income tax - - -
LOSS AND TOTAL COMPREHENSIVE LOSS FOR THE PERIOD (201,058) (33,841) (193,932)
Loss per share
- Basic and diluted loss (0.20)p (0.03)p (0.19)p
Condensed statement of financial position
As at 31 July 2024
31 July 31 July 31 January
2024 2023 2024
(unaudited) (unaudited) (audited)
£ £ £
CURRENT ASSETS
Trade and other receivables 66,269 - 3,847
Cash and cash equivalents 531,615 910,589 792,460
597,884 910,589 796,307
TOTAL ASSETS 597,884 910,589 796,307
EQUITY
SHAREHOLDERS' EQUITY
Called up share capital 1,000,000 1,000,000 1,000,000
Share-based payment reserve 27,145 25,081 25,742
Retained earnings (493,975) (132,826) (292,917)
TOTAL EQUITY 533,170 892,255 732,825
CURRENT LIABILITIES
Trade and other payables 64,714 18,334 63,482
TOTAL LIABILITIES 64,714 18,334 63,482
TOTAL EQUITY AND LIABILITIES 597,884 910,589 796,307
Condensed statement of changes in equity
For the six months ended 31 July 2024
Share-based
Share payment Retained
capital reserve earnings Total
£ £ £ £
Unaudited
At 1 February 2024 1,000,000 25,742 (292,917) 732,825
Total comprehensive income for the period - - (201,058) (201,058)
Equity settled share-based payment - 1,403 - 1,403
At 31 July 2024 1,000,000 27,145 (493,975) 533,170
Unaudited
At 1 February 2023 1,000,000 25,081 (98,985) 926,096
Total comprehensive income for the period - - (33,841) (33,841)
At 31 July 2023 1,000,000 25,081 (132,826) 892,255
Audited
At 1 February 2023 1,000,000 25,081 (98,985) 926,096
Total comprehensive income for the year - - (193,932) (193,932)
Equity-settled share-based payments - 661 - 661
At 31 January 2024 1,000,000 25,742 (292,917) 732,825
Condensed statement of cash flows
For the six months ended 31 July 2024
Six months ended Six months ended Year ended
31 July 31 July 31 January
2024 2023 2024
(unaudited) (unaudited) (audited)
£ £ £
Operating activities
Loss before income tax (201,058) (33,841) (193,932)
Increase in trade and other receivables (62,422) - (3,847)
Increase/(decrease) in trade and other payables 1,232 (15,700) 29,448
Equity-settled share-based payment charge 1,403 - 661
Net cash outflow from operating activities (260,845) (49,541) (167,670)
Net decrease in cash and cash equivalents (260,845) (49,541) (167,670)
Cash and cash equivalents at start of period 792,460 960,130 960,130
Cash and cash equivalents at end of period 531,615 910,589 792,460
NOTES TO THE UNAUDITED INTERIM ACCOUNTS
FOR THE PERIOD ENDED 31 JULY 2024
1. General information
Milton Capital Plc is a company incorporated in the United Kingdom, which is
listed on the Standard List of London Stock Exchange. The address of its
registered office is The Scalpel, 18(th) Floor, 52 Lime Street, London EC3M
7AF.
The Company's principal activity is that of a Special Purpose Acquisition
Company. Milton was formed with the intention to identify and acquire a
suitable business opportunity or opportunities and undertake an acquisition or
merger or a series of acquisitions or mergers.
2. Basis of preparation
The condensed interim financial statements have been prepared in accordance
with the Disclosure and Transparency Rules of the United Kingdom's Financial
Conduct Authority and with International Accounting Standard ("IAS") 34
"Interim Financial Reporting". It should be read in conjunction with the
annual financial statements for the year ended 31 January 2024 for full
details of the accounting policies adopted.
The interim financial statements are presented in pounds sterling, rounded to
the nearest pound.
The condensed interim financial information for the six months ended 30 July
2024 and 2023 have not been audited or reviewed and do not constitute
statutory accounts within the meaning of Section 434 of the Companies Act
2006. The comparative financial information for the year ended 31 January 2024
has been derived from the audited financial statements for that period. A
copy of those statutory financial statements for the year ended 31 January
2024 has been delivered to the Registrar of Companies. The report of the
independent auditors on those financial statements was unqualified and did not
contain a statement under Sections 498 (2) or (3) of the Companies Act 2006.
The interim financial statements have been prepared in accordance with
International Accounting Standards in conformity with the requirements of the
Companies Act 2006 as they apply to the financial statements of the Company
for the six months ended 31 July 2024 and as applied in accordance with the
provisions of the Companies Act 2006 and under the historical cost convention
or fair value where appropriate. They have also been prepared on a basis
consistent with the accounting policies expected to be applied for the year
ending 31 January 2025 and which are also consistent with those set out in the
statutory accounts of the Company for the year ended 31 January 2024.
3. Going concern basis of preparation
The Company had approximately £531,615 in cash at the period end. The
Directors have prepared the accounts on a going concern basis as they consider
that the Company has adequate funding.
4. Principal risks at 31 July 2024 and key changes since
the 2024 annual report
The Directors have reviewed the principal risks facing the Company and
concluded for the remaining six months of the financial year that there are no
significant changes to those disclosed in the 2024 annual financial
statements. A full description of the Company's principal risks can be found
on page 10 of the 2024 annual financial statements.
5. Loss per share
The basic loss per share is calculated by dividing the loss attributable to
the ordinary shareholders of the Company by the weighted average number of
Ordinary shares in issue during the period, excluding Ordinary shares
purchased by the Company and held as treasury shares.
Six months ended Six months ended Year ended
31 July 31 July 31 January
2024 2023 2024
(unaudited) (unaudited) (audited)
Loss for the financial period (201,058) (33,841) (193,932)
Weighted average number of shares 100,000,000 100,000,000 100,000,000
Basic and diluted loss per share (0.20)p (0.03)p (0.19)p
The loss and weighted average number of shares used for calculating the
diluted loss per share are identical to those for the basic loss per share.
The outstanding share options would have the effect of reducing the loss per
share and would therefore not be dilutive under IAS 33 'Earnings per Share'.
5 Dividends
The Directors do not propose to declare a dividend for the period.
6 Copies of interim results
Copies of the interim results can be obtained from the website
www.milton-capital.co.uk (http://www.milton-capital.co.uk) . From this site
you may access our financial reports and presentations, recent press releases
and details about the Company and its operations.
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed to be, forward
looking statements. Forward looking statements are identified by their use
of terms and phrases such as ''believe'', ''could'', "should" ''envisage'',
''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect",
''will'' or the negative of those, variations or comparable expressions,
including references to assumptions. These forward-looking statements are
not based on historical facts but rather on the Directors' current
expectations and assumptions regarding the Company's future growth, results of
operations, performance, future capital and other expenditures (including the
amount, nature and sources of funding thereof), competitive advantages,
business prospects and opportunities. Such forward looking statements
reflect the Directors' current beliefs and assumptions and are based on
information currently available to the Directors.
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
and reading 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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