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REG - Tanfield Group PLC - Interim Results for six-month period 30 June 2025

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RNS Number : 2653B  Tanfield Group PLC  30 September 2025

This announcement contains inside information for the purposes of Article 7 of
the UK version of Regulation (EU) No 596/2014 which is part of UK law by
virtue of the European Union (Withdrawal) Act 2018, as amended ("MAR"). Upon
the publication of this announcement via a Regulatory Information Service,
this inside information is now considered to be in the public domain.

 

Tanfield Group Plc

 

("Tanfield", or "the Company")

 

Interim Results for the six-month period to 30 June 2025

 

 

Tanfield, an investing company as defined by AIM Rules, announces its half
year results for the period ending 30 June 2025. The unaudited financial
information will shortly be available on the Company website
at www.tanfieldgroup.com (http://www.tanfieldgroup.com) .

 

Background and highlights

 

·    Tanfield is a 49% shareholder in the equity of Snorkel International
Holdings LLC ("Snorkel") following the joint venture between the Company and
Xtreme Manufacturing LLC ("Xtreme") (the "Contemplated Transaction"), a
company owned by Don Ahern of Ahern Rentals Inc, relating to Snorkel, in
October 2013.

 

·    The Snorkel investment is valued at £19.1m.  The outcome of the US
Proceedings referenced below could have an impact on this valuation.

 

·    On 22 October 2019, the Company announced that it had received a
Summons and Complaint, filed in Nevada (the "US Proceedings") by subsidiaries
of Xtreme, relating to the Contemplated Transaction.

 

·    The Company's loss in H1 2025 increased to £540k (H1 2024: £97k) as
a result of increased legal and professional fees in preparation of the trial
relating to the US Proceedings beginning in December 2025.

 

·    As at 30 June 2025, the Company had cash and short-term deposits of
£2.8m (Dec 2024: £3.2m).

 

 

Overview of investments

 

As announced on 19 May 2025, the Court in the US Proceedings granted the
Company's Motion for Partial Summary Judgement, confirming that under the
terms of the agreement of the Contemplated Transaction, Snorkel is required to
pay the Preferred Interest (approximately $25m on 30 September 2018) prior to,
or in conjunction with, the exercise of the Call Option.  In doing so, the
Court confirmed that the Company's 49% interest in Snorkel cannot be acquired
for $0 (nil), as alleged by Xtreme in the US Proceedings.

 

The Company continues to focus on other matters relating to the US
Proceedings, which are continuing, with the trial beginning in December
2025.  The Board continue to believe that a positive outcome to those
proceedings is possible and, so far as it is necessary, will continue to
vigorously defend its position whilst continuing to seek advice.

 

Further updates will be provided to Shareholders as and when appropriate.

 

 

 

 

For further information:

 

Tanfield Group Plc
                          0203 829 5000

Daryn
Robinson

 

Zeus Capital Limited- Nominated Advisor / Broker

James Joyce / Andrew de
Andrade
0203 829 5000

 

 

 STATEMENT OF COMPREHENSIVE INCOME
 FOR THE SIX MONTHS ENDING 30 JUNE 2025
                                                                                       Six months to                          Six months to                 Year to

                                                                                       30 Jun 25 (unaudited)                  30 Jun 24 (unaudited)          31 Dec 24

                                                                                                                                                             (audited)
                                                                                       £000's                                 £000's                        £000's

 Revenue                                                                                              -                       -                   -
 Staff costs                                                                                          (101)                   (79)                (159)
 Other operating income                                                                               3                       11                  16
 Other operating expenses                                                                             (491)                   (116)               (260)
 Loss from operations                                                                                 (589)                   (184)               (403)
 Finance expense                                                                                      -                       -                   -
 Finance income                                                                                       49                      87                  132
 Loss before tax                                                                                      (540)                   (97)                (271)
 Taxation                                                                                             -                       -                   -
 Loss & total comprehensive income for the period attributable to equity                              (540)                   (97)                (271)
 shareholders

 Loss per share
 Basic and diluted (p)                                                                                (0.33)                  (0.06)              (0.17)

 

 BALANCE SHEET
 AS AT 30 JUNE 2025
                                                              30 Jun 25         30 Jun 24         31 Dec 24

                                                              (unaudited)       (unaudited)       (audited)
                                                              £000's            £000's            £000's
 Non-current assets
 Non-current Investments                                      19,100            19,100            19,100
                                                              19,100            19,100            19,100
 Current assets
 Trade and other receivables                                  30                79                44
 Cash and cash equivalents                                    430               3,333             2,909
 Short-term deposits                                          2,350             -                 300
                                                              2,810             3,412             3,253

 Total assets                                                 21,910            22,512            22,353

 Current liabilities
 Trade and other payables                                     162               50                65
                                                              162               50                65

 Total liabilities                                            162               50                65

 Equity
 Share capital                                                8,145             8,145             8,145
 Share premium                                                17,336            17,336            17,336
 Special reserve                                              66,837            66,837            66,837
 Merger reserve                                               1,534             1,534             1,534
 Retained earnings                                            (72,104)          (71,390)          (71,564)
 Total equity                                                 21,748            22,462            22,288

 Total equity and total liabilities                           21,910            22,512            22,353

 STATEMENT OF CHANGES IN EQUITY

                       Share capital                                               Share premium        Merger reserve          Special reserve             Retained earnings             Total
                                            £000's                                                      £000's               £000's                  £000's                      £000's                        £000's
 Six months to 30 June 2025 (unaudited)

 At 1 January 2025                          8,145                                                       17,336               1,534                   66,837                      (71,564)                      22,288
 Comprehensive income
 Loss for the period                        -                                                           -                    -                       -                           (540)                         (540)
 Total comprehensive income for the period  -                                                           -                    -                       -                           (540)                         (540)
 At 30 June 2025                            8,145                                                       17,336               1,534                   66,837                      (72,104)                      21,748

 Six months to 30 June 2024 (unaudited)

 At 1 January 2024                          8,145                                                       17,336               1,534                   66,837                      (71,293)                      22,559
 Comprehensive income
 Loss for the period                        -                                                           -                    -                       -                           (97)                          (97)
 Total comprehensive income for the period  -                                                           -                    -                       -                           (97)                          (97)
 At 30 June 2024                            8,145                                                       17,336               1,534                   66,837                      (71,390)                      22,462

 Year to December 2024 (audited)

 At 1 January 2024                          8,145                                                       17,336               1,534                   66,837                      (71,293)                      22,559
 Comprehensive income
 Loss for the period                        -                                                           -                    -                       -                           (271)                         (271)
 Total comprehensive income for the year    -                                                           -                    -                       -                           (271)                         (271)
 At 31 December 2024                        8,145                                                       17,336               1,534                   66,837                      (71,564)                      22,288

 

 

 

 

 CASH FLOW STATEMENT
 FOR THE SIX MONTHS ENDING 30 JUNE 2025
                                                                                           Six months to 30 Jun 25 (unaudited)  Six months to 30 Jun 24 (unaudited)     Year to

                                                                                                                                                                         31 Dec 24

                                                                                                                                                                         (audited)
                                                                                           £000's                               £000's                                  £000's

 (Loss)/profit before tax                                                                  (540)                                (97)                                    (271)
 Adjustment for:
 Finance expense                                                                           -                                    -                                       -
 Finance income                                                                            (49)                                 (87)                                    (132)
 Changes in operating assets and liabilities / working capital:
 (Increase)/decrease in receivables                                                        14                                   (21)                                    14
 Increase/(decrease) in payables                                                           97                                   (22)                                    (7)
 Net Cash used in operations                                                               (478)                                (227)                                   (396)

 Cash flow from Investing Activities
   Interest received                                                                       49                                   87                                      132
   Short-term deposits                                                                     (2,050)                              -                                       (300)
 Net Cash used in investing activities                                                     (2,001)                              87                                      (168)

 Net decrease in cash and cash equivalents                                                 (2,479)                              (140)                                   (564)
 Cash and cash equivalents at the start of period                                          2,909                                3,473                                   3,473
 Cash and cash equivalents at the end of the period                                        430                                  3,333                                   2,909

 

 

 

 1  Basis of preparation

 The Interim Report of the Company for the six months ended 30 June 2025 has
 been prepared in accordance with AIM Rule 18 and not in accordance with IAS34
 "Interim Financial Reporting" therefore is not fully in compliance with IFRS.

 The half year report does not constitute financial statements as defined in
 Section 434 of the Companies Act 2006 and does not include all of the
 information and disclosures required for full annual statements.  It should
 be read in conjunction with the annual report and financial statements for the
 year ended 31 December 2024 which is available on request from the Company's
 registered office, c/o Weightmans LLP, 1 St James' Gate, Newcastle upon Tyne,
 NE1 4AD or can be downloaded from the corporate website www.tanfieldgroup.com.

 2  Accounting Policies

 Impact of accounting standards to be applied in future periods

 There are a number of standards and interpretations which have been issued by
 the International Accounting Standards Board that are effective for periods
 beginning subsequent to 31 December 2025 that the Group has decided not to
 adopt early. The Group does not believe these standards and interpretations
 will have a material impact on the financial statements once adopted.

                   3  Loss per share
 The calculation of the basic and diluted loss per share is based on the
 following data:
                                                                               Six months                                   Six months        Year to
                                                                               to 30 Jun 25                                 to 30 Jun 24      31 Dec 24

 Number of shares                                                              000's                                        000's             000's
 Weighted average number of ordinary shares for the purposes of basic earnings                                     162,907  162,907           162,907
 per share

 Loss From operations                                                          £000's                                       £000's            £000's
 Loss for the purposes of basic earnings per share being net profit                                         (540)           (97)              (271)
 attributable to owners of the parent

 Loss per share from operations
 Basic and diluted (p)                                           (0.33)                                                     (0.06)            (0.17)

 

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