25 January 2019

BWA GROUP PLC
(“BWA” or the “Company”)

UNAUDITED FINANCIAL INFORMATION FOR THE SIX MONTHS ENDED 31 OCTOBER 2018

CHAIRMAN'S STATEMENT

Dear Shareholder

The Board of BWA Group plc is pleased to present the results for the half year to 31 October 2018.   The Company continues to seek a suitable investment or investments which will be value enhancing for shareholders.

The results for the period comprise only the costs of administering the Company for the six months, resulting in an operating loss of £30,648.  The Directors are not currently taking any cash remuneration for their services and their fees only become payable on completion of a transaction.

Through its wholly-owned subsidiary, BWA Resources (Cameroon) Limited, the Board has been actively pursuing the acquisition of licences for the mining of rutile sands deposits in Cameroon with the Cameroon government, although a protracted election process there has delayed progress.  The delays have also impacted the progress of Mineralfields Group, the mining operating company in which BWA has a significant investment.  

The Company’s other major investee company, Prego International, is still in the process of migrating from Guernsey to Norway, restructuring its shareholding base and obtaining a listing.  Prego has also announced it is in initial discussions over a possible merger with the subsidiary of an overseas listed entity.  Details may be found on the Prego website at www.pregogroup.com.    We are working with other shareholders and management of Prego to attempt to achieve an early realisation. 

The Directors are seeking every possible opportunity to develop the Company and provide value to shareholders, who will be updated about developments when appropriate.

Richard Battersby, Chairman

The Directors of BWA are responsible for the contents of this announcement.

For further information please contact:

BWA Group Plc
Richard Battersby (Non-Executive Chairman)
07836 238 172

Peterhouse Capital Limited
Mark Anwyl
020 7469 0930

Market Abuse Regulation (MAR) Disclosure

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. Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

INCOME STATEMENT

                                Notes Six months ended 31 October   Year ended
                                                   2018 Unaudited 30 April 2018
                                                              GBP
                                                                        Audited
                                                                            GBP

Turnover                                                        -             -

Cost of sales                                                   -             -

Gross profit                                                    -             -

Administrative expenses                                  (30,648)      (62,232)


                                                         (30,648)      (62,232)

Other operating income                                          -           891

Operating (loss)/profit                                  (30,648)      (61,341)

Interest receivable and similar                                20            10
income

                                                         (30,628)      (61,331)

Interest payable and similar                             (15,526)       (7,510)
expenses

(Loss)/profit on ordinary
activities before and after                              (46.154)      (68,841)
taxation and retained for the
period

(Loss)/earnings per ordinary      2                        (0.04)        (0.06)
share - basic (pence)

(Loss)/earnings per ordinary      2                        (0.04)        (0.06)
share - diluted (pence)

All amounts relate to continuing activities.

STATEMENT OF OTHER COMPREHENSIVE INCOME

                                   Notes         Six months ended    Year ended
                                         31 October 2018 Unaudited 30 April 2018
                                                               GBP
                                                                         Audited
                                                                             GBP

(Loss)/profit for the period                              (46,154)      (68,841)

Other comprehensive income
Unrealised (loss)/gain on
revaluation of investments           4                        (53)       (8,226)

Total comprehensive income for the                        (46,207)      (77,067)
period

BALANCE SHEET

                           Notes At 31 October 2018 At 30 April 2018 Audited
                                          Unaudited                        £
                                                  £

Fixed Assets

Available-for-sale                          609,993                  610,046
Investments

Current Assets

Debtors and prepayments                     173,018                  160,701

Cash at bank and in hand                     44,669                   76,345

                                            217,687                  237,046

Creditors: amounts falling                 (98,447)                 (82,742)
due within one year

Net current assets                          119,240                  154,304

Total assets less current                   729,233                  764,350
liabilities

Capital and reserves

Called up share capital      3              602,659                  602,659

Share premium                4               12,663                   12,663

Capital redemption reserve   4              288,625                  288,625

Available-for-sale           4              609,602                  609,655
revaluation reserve

Equity reserve               4              236,454                  225,364

Profit and loss account      4          (1,020,770)                (974,616)

Shareholders’ funds                         729,233                  764,350

CASH FLOW STATEMENT

                                                Six months ended    Year ended
                                        31 October 2018 Unaudited 30 April 2018
                                                              GBP
                                                                        Audited
                                                                            GBP

Cash flows from operating activities                     (20,579)      (48,576)

Cash flows from investing activities

Purchase of fixed asset investments                             -           (1)

Loans to group undertakings                               (7,500)      (42,068)

Interest received                                              20            10

Net cash from investing activities                        (7,480)      (42,059)

Cash flows from financing activities

New loans in year                                               -       150,000

Loan note interest paid                                   (3,617)             -

                                                          (3,617)       150,000

(Decrease)/increase in cash and cash                     (31,676)        59,365
equivalents

Cash and cash equivalents at beginning                     76,345        16,980
of year

Cash and cash equivalents at end of                        44,669        76,345
year

NOTES TO THE FINANCIAL INFORMATION

1.         Status of these accounts

The interim accounts for the period from 1 May 2018 to 31 October 2018 are unaudited. The financial information set out in this statement does not constitute statutory accounts within the meaning of the Companies Act 2006.

2.         Earnings per ordinary share

Basic and diluted earnings per share figures are based on the following (losses) / profits and numbers of shares:

                                                  Six months ended    Year ended
                                                   31 October 2018 30 April 2018
                                                         Unaudited       Audited

(Loss)/profit before tax                               GBP(46,154)   GBP(68,841)

Weighted average number of shares for the purpose      120,531,833   115,186,170
of
basic earnings per share

Effect of dilutive potential ordinary shares:
Share options                                                    -             -

Weighted average number of shares for the purpose      120,531,833   115,186,170
of
diluted earnings per share

3.      Share capital

                                                            At       At
                                                    31 October 30 April
                                                          2018     2018
                                                           GBP      GBP

Allotted, called up and fully paid

Number:                            Class:   Nominal
                                            Value:

120,531,833                        Ordinary 0.5p       602,659  602,659

4.      Reserves

                            Capital redemption reserve                 AFS
                     Share                         GBP revaluation reserve
                    premium                                            GBP
                        GBP

At 1 May 2018        12,663                    288,625             609,655

Revaluation of AFS        -                          -                (53)
investments

Loss for the period       -                          -                   -

Loan note interest        -                          -                   -

At 31 October 2018   12,663                    288,625             609,602

                     Equity                     Profit
                    reserve                   and loss               Total
                        GBP                    account                 GBP
                                                   GBP

At 1 May 2018       225,364                  (974,616)             161,691

Revaluation of AFS        -                          -                (53)
investments

Loss for the period       -                   (46,154)            (46,154)

Loan note interest   11,090                          -              11,090

At 31 October 2018  236,454                (1,020,770)             126,574

5.      Valuation of Investments

The whole of the Company's investment in Cameroon, including loans made to Mineralfields and BWA Resources (UK) Limited, is carried in the balance sheet at £461,462.  The Company's investment in Prego International is valued at £314,364 which is the price at which BWA last sold a small part of its holding. The valuation of unlisted investments requires the Directors to make judgements, estimates and assumptions that are believed to be reasonable under the circumstances, but which affect the reported fair value of those investments. The recoverability of the investments in Mineralfields and Prego International is dependent on the future profitability of the underlying businesses. The Directors have reviewed the current position and, after taking into account a number of factors, believe that the valuations at 31 October 2018 remain appropriate.