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VSA Capital Group - Correction - Half-year Report


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VSA Capital Group plc · VSA

02/01/2024 07:16

VSA Capital Group - Correction - Half-year Report
RNS Number : 2601Y
VSA Capital Group PLC
02 January 2024
 

This is a correction to the announcement published at 07:00 on 28 December 2023 (RNS number 9703X). It incorrectly stated under the heading Group Statement of Comprehensive Income for the six-month period to 30 September 2023 that:

(i)

administrative expenses for the year ended 2023 (audited) were £(3,091,000);

(ii)

operating profit for the year ended 2023 (audited) was £1,141,000;

(iii)

losses on investments for the year ended 2023 (audited) were £(859,000);

(iv)

administrative expenses for the six months ended 30 September 2022 (unaudited) were £(1,271,000);

(v)

operating losses for the six months ended 30 September 2022 (unaudited) were £(487,000);

(vi)

losses on investments for the six months ended 30 September 2022 (unaudited) were £(355,000);

(vii)

administrative expenses for the six months ended 30 September 2023 (unaudited) were £(1,472,000);

(viii)

operating losses for the six months ended 30 September 2023 (unaudited) were £(490,000);

(ix)

losses on investments for the six months ended 30 September 2023 (unaudited) were £(1,326,000);and

(x)

the EPS for the six months ended 30 September 2022 was (4.3)p (basic) and (2.7)p (diluted) and for the six months ended 30 September 2023 was (9.34)p (basic) and (5.88)p (diluted).

The corrected figures are:

(i)

administrative expenses for the year ended 2023 (audited) were £(3,090,000)

(ii)

operating profit for the year ended 2023 (audited) was £1,142,000

(iii)

losses on investments for the year ended 2023 (audited) were £(860,000);

(iv)

administrative expenses for the six months ended 30 September 2022 (unaudited) were £(1,221,000);

(v)

operating losses for the six months ended 30 September 2022 (unaudited) were £(437,000);

(vi)

losses on investments for the six months ended 30 September 2022 (unaudited) were £(405,000);

(vii)

administrative expenses for the six months ended 30 September 2023 (unaudited) were £(1,473,000);

(viii)

operating losses for the six months ended 30 September 2023 (unaudited) were £(491,000);

(ix)

losses on investments for the six months ended 30 September 2023 (unaudited) were £(1,325,000); and

(x)

EPS for the six months ended 30 September 2022 was (2.2)p (basic) and (2.2)p (diluted) and for the six months ended 30 September 2023 was (4.8)p (basic) and (4.8)p (diluted).

Note 3 to the financial statements for the six-month period to 30 September 2023 incorrectly stated that:

(i)

the weighted average number of shares for the six months ended 30 September 2022 (unaudited) was 48,720,866 and the diluted loss per share was (1.7)p; and

(ii)

the weighted average number of shares for the six months ended 30 September 2023 (unaudited) was 48,720,866 and the diluted loss per share was (3.7)p.

The corrected figures are:

(i)

the weighted average number of shares for the six months ended 30 September 2022 was 37,655,266 and the diluted loss per share was (2.2)p; and

(ii)

the weighted average number of shares for the six months ended 30 September 2023 was 37,655,266 and the diluted loss per share was (4.8)p.

The full corrected announcement is included below.  

 

 

28 December 2023

 

VSA CAPITAL GROUP PLC

("VSA Capital" "VSA" or the "Company")

 

UNAUDITED INTERIM REPORT FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2023

 

VSA Capital Group plc (AQSE: VSA), announces its interim results for the half year ending 30 September 2023.

Highlights

·     Turnover of £1,051,000, EBITDA of (£1,542,000)

·     Cash position £546,000

·     NAV £2,557,000

·     Retained Corporate Clients - 27

Chairman's Interim Report

In introducing the Company's interim report this year, I do so during very difficult political, economic and market conditions.

 

On the regulatory side we have paid particular attention to our responsibilities under the new Consumer Duty regime, and these have been implemented successfully into our operations.

 

As previously signaled, we are reporting a loss for the period, although, as Andrew Monk highlights below, this is primarily due to non-cash items relating to the reduced value in our shareholdings. 

 

Notwithstanding market conditions, we have an increased portfolio of client companies and a good pipeline of transactions as we enter 2024 and we look forward to continuing to service our clients professionally during these difficult times.

 

Mark Steeves

Chairman

 

28 December 2023

 

 

CEO Interim report

 

A year ago, I wrote a very cautious CEO report saying that "Deal flow has dried up and liquidity to invest has almost disappeared completely." Sadly, in the last 12 months if anything, if it is possible, it has got worse! There are now people asking the question of whether quoted equities have any future. I believe they do but it does need support from Government.  On a relative basis I believe VSA is performing as well or better than most of our peer group, but the entire industry is suffering and basically losing money. We hope that in 2024 we do see an improved environment and with inflation now falling rapidly, interest rates appearing to have peaked and possibly falling, and if war in the Middle East and Ukraine could be stopped, I believe we could see a significantly better market, let's hope we do for everyone's sake.

 

In our Final results in June, I indicated that we would report an interim loss and we have of £1.8m.  I also reported that I was hopeful we would recover that to make a profit for the year ending 31 March 2024 and I reiterated that in July. Unfortunately, since then issues around the value of our largest shareholding of Silverwood Brands plc where we hold 0.85% of the Company, mean that this is very unlikely and very disappointing. This will be a non-cash loss but even so, significant.  

 

We are fortunate that we have a good pipeline of deal flow which, whilst some of it was expected to occur in the last quarter, has also been delayed and may occur in the new financial year and this will impact our current year numbers.  We are also fortunate that the nature of our deal flow is quite broad meaning that we are not exposed to just one type of activity.  Investment losses, which although are non-cash items, are having a significant impact.  At the period end we had a good current asset position with cash and debtors supporting our balance sheet.

 

A year ago, I was delighted by the "Lush Transaction" that we completed for Silverwood.  How things have changed.  I find it extraordinary how Silverwood have handled the situation since we completed and that we now are facing legal action from the "Lush Vendors" which we regard as without merit, and we will defend vigorously although we have always been quite open that we will always have "a conversation" as we know otherwise the only real winners are the lawyers. I cannot say much more currently, now that the situation has become legal and although we took provisions at our full year 2023, more will be required this year. This should be much clearer when we report our full year figures, and we can then show the impact smoothed out over 2 years which will give a much more accurate feel of the underlying business strength.

 

So, I think fair to say 2023 has been a difficult year but I still feel that VSA has got many things right. We keep a low-cost base, we are in sectors that have good long-term growth prospects, and we have a very good international reach for deal flow and our investor base and so when the markets do pick up, we are well placed. 

 

 

Andrew Monk

CEO

 

28 December 2023

 

The directors of the Company take responsibility for this announcement.

 

For further information, please contact:

 

VSA Capital Group plc

+44 20 3005 5000

Marcia Manarin - Finance Director & COO




AQSE Exchange Growth Market Corporate Adviser


Alfred Henry Corporate Finance Limited

+44 20 3772 0021

Nick Michaels / Maya Klein Wassink

 enquiries@alfredhenry.com

 

 

 

GROUP STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX-MONTH PERIOD TO 30 SEPTEMBER 2023

 

 

 

Six months

ended

30 September 2023

Unaudited

£'000

Six months

ended

30 September 2022

Unaudited

£'000

Year ended

31 March 2023

Audited

 

 

£'000

 

 

 

 

 

 

 

£

£

£

Turnover


1,051

846

4,359

Cost of sales

 

(89)

(82)

(166)

Gross profit

 

962

764

4,193

Other operating income

 

20

20

39

Administrative expenses

 

(1,473)

(1,221)

(3,090)

Operating (loss) / profit


(491)

(437)

1,142

Finance income


1

1

(1)

Gains / (losses) on investments


(1,325)

(405)

(860)

(Loss) / profit on ordinary activities before taxation


(1,815)

(841)

 

281

Tax on profit/loss on ordinary activities


-

-

(33)

(Loss) / profit for the year


(1,815)

(841)

248

Other Comprehensive income

 

-

-

-

Total Comprehensive income

 

(1,815)

(841)

248

 

Earnings per share - profit after tax





pence

pence

pence

Basic

(4.8)

(2.2)

0.7

Diluted

(4.8)

(2.2)

0.5

 

 

 

 

GROUP STATEMENT OF FINANCIAL POSITION

AS AT 30 SEPTEMBER 2023

 



As at

30 September 2023 Unaudited

£'000

As at

30 September 2022 Unaudited

£'000

As at

31 March 2023

Audited

 

£'000


 

 

 

 

 





Non-current assets





Property, plant and equipment - right of use


380

557

469

Property, plant and equipment - owned


65

94

78

Intangible Assets


827

1,158

992

Total non-current assets


1,272

1,809

1,539

 





Current assets





Trade and other receivables


323

497

382

Investments


1,106

555

2,141

Cash and cash equivalents


546

1,247

1,273

Total current assets


1,975

2,299

3,796






Total assets


3,247

4,108

5,335

 





Current liabilities





Trade and other payables


365

272

529

Finance liabilities - borrowings


162

189

217

Total current liabilities


527

461

746

 

Non-current liabilities


 

 

 

Finance liabilities - borrowings


163

325

217

Total non-current liabilities


163

325

217

 


 

 

 

Total liabilities


690

786

963



 

 

 

Equity


 



Share Capital


3,524

3,524

3,524

Share premium account


418

418

            418

Share-based payments reserve


13

52

        13

Accumulated profits/(losses)


(1,398)

(672)

     417

Total equity


2,557

3,322

4,372






Total Equity and Liabilities


3,247

4,108

5,335

 

 

 

 

CONSOLIDATED GROUP CASHFLOW STATEMENT

FOR THE SIX-MONTH PERIOD ENDED 30 SEPTEMBER 2023

 

 

Six months ended 30 September 2023

 

Six months ended 30 September 2022

 

Year ended 31 March 2023

 

Unaudited

 

Unaudited

 

Audited

 

 

£'000

 

£'000

 

£'000

Cash flows from operating activities







Profit / (loss) before income tax


(1,815)


(841)


281

Tax paid


-


-


-

Depreciation and amortisation


270


270


540

(Gain) / loss on current asset investments


1,325


405


860

Sales settled by shares


-


-


(2,277)

(Increase) / decrease in trade / other receivables


(234)


40


107

Increase / (decrease) in trade / other payables


(164)


(285)


(13)

Change in share based payments reserve


-


-


(38)








NET CASH USED IN OPERATING ACTIVITIES


(618)


(411)


(540)








Cash flows from investing activities







Proceeds from disposal of plant, property and equipment


-


-


-

Purchase of plant, property and equipment


(3)


(3)


(3)

Proceeds from other investing activities


37


11


280

Purchase of other investments


(34)


(279)


(312)








NET CASH GENERATED FROM INVESTING ACTIVITIES


-


(271)


(35)








Cash flows from financing activities







Share capital issue


-


-


-

Purchase of shares into treasury


-


-


-

New finance leases


-


-


-

Finance lease repayments


(109)


(81)


(162)

NET CASH GENERATED FROM FINANCING ACTIVITIES


(109)


(81)


(162)








NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS


(727)


(763)


(737)








Cash and cash equivalents at beginning of period


1,273


2,010


2,010








CASH AND CASH EQUIVALENTS AT END OF PERIOD

 

546


1,247


1,273

 

 

 

 

NOTES TO THE FINANCIAL STATEMENTS

FOR THE SIX-MONTH PERIOD TO 30 SEPTEMBER 2023

 

1

General Information

 

 

 

VSA Capital Group plc is a listed public limited company (Aquis: VSA) incorporated in the UK and registered in England and Wales (Company Number 04918684). The Company's registered office is at Park House, 16-18 Finsbury Circus, London, EC2M 7EB.

 

These interim financial statements do not include all of the information required for full annual financial statements and should be read in conjunction with the consolidated financial statements of the Group as at and for the year ended 31 March 2022 which have been prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union.

 

The interim financial statements for the six months ended 30 September 2023 are unaudited and have not been reviewed by the Company's auditors Hilden Park Accountants Limited. The comparative interim figures for the six months ended 30 September 2022 are also unaudited.

 

2                              Basis of preparation

 

The accounting policies applied by the Group in the preparation of these condensed consolidated interim financial statements are the same as those applied by the Group in its consolidated financial statements for the year ended 31 March 2023.

 

3                              Profit or loss per share


 

Six months ended 30 September 2023

Unaudited

£'000

Six months ended 30 September 2022

Unaudited

£'000

Year ended 31 March 2023

Audited

£'000

 

Basic

 

 

 

 

Profit/ (Loss) for the period attributable to owners of the Company


(1,815)

(841)

248

Weighted average number of shares:


37,655,266

37,655,266

37,655,266

Basic earnings/(loss) per share (pence):


(4.8)

(2.2)

0.7






Diluted





Profit/ (Loss) for the period attributable to owners of the Company


(1,815)

(841)

248

Weighted average number of shares:


37,655,266

37,655,266

48,720,866

Diluted earnings/(loss) per share (pence):


(4.8)

(2.2)

0.5

 

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