Half-year Report

Alpha Growth PLC

29 September 2023

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK VERSION OF THE MARKET ABUSE REGULATION NO 596/2014 WHICH IS PART OF ENGLISH LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED.  ON PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.

Alpha Growth plc

Unaudited interim report for period ended

30 June 2023

Chairman's Statement

PERIOD ENDED 30 JUNE 2023

I am pleased to announce our unaudited interim financial results for the period to 30 June 2023.

The key highlights during the period were as follows:

·    53% increase in revenues compared to equivalent period;

·    Net assets more than doubled compared to net assets as at June 2022;

·    Continuing progress on integrating the insurance businesses with opportunities identified to enhance profitability;

·    Bought out the minority interests in Northstar Group (Bermuda) Limited whilst further aligning the interests of Dan Gray with the Group through a share-to-share exchange; and

·    Released share-based payment reserves following the expiry of over 25 million options attributable to former directors and employees.

The relatively small drop in losses reflects the transition and integration costs associated with Alpha International Life Assurance Company that are now largely resolved. 

We expect our cash flow to improve, and we continue to believe that we will not require a placing of shares, unless it is for strategic acquisition and growth purposes. 

We continue to advance our buy and build strategy to ensure continued and substantive ongoing growth of the business. We continue to be presented with and review potential acquisitions that are both complementary and supplementary to its existing businesses which will further enhance free cash flow and move us close to executing the 2B plan. To this end, the appointment of Jason Sutherland as a full-time executive has greatly enhanced our ability to identify and undertake due diligence on potential targets.

Our strategy continues to insulate us from a lot of the volatility in capital markets although we appreciate that our share price performance continues to disappoint. The Directors firmly believe that the value creation strategy will feed through to the share price as the Company looks to continue to deliver on their stated goals.

I would like to take this opportunity to thank the shareholders for their continued support as we build Alpha Growth into a significant organisation within its sector.

Gobind Sahney

Chairman

29 September 2023

For more information, please visit www.algwplc.com or contact the following:

Alpha Growth plc	[phone]
Gobind Sahney, Executive Chairman	[e-mail]
Allenby Capital Limited	[phone]
Amrit Nahal (Sales and Corporate Broking)
Nick Athanas / Piers Shimwell (Corporate Finance)
UK Investor Relations - Mark Treharne	[e-mail]

RESULTS FOR THE PERIOD

INTERIM PERIOD ENDED 30 June 2023

The results of the Group have been addressed above in the Chairman's statement.

Responsibility Statement

We confirm that to the best of our knowledge:

(a)           the condensed set of financial statements has been prepared in accordance with IAS 34 'Interim Financial Reporting';

(b)           the interim management report includes a fair review of the information required by DTR 4.2.7R (indication of important events during the first six months and description of principal risks and uncertainties for the remaining six months of the year; and

(c)           the interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of related parties' transactions and changes therein).

CAUTIONARY STATEMENT

This Interim Management Report (IMR) has been prepared solely to provide additional information to shareholders to assess the Company's strategies and the potential for those strategies to succeed. The IMR should not be relied on by any other party or for any other purpose.

Going Concern

The Directors have a reasonable expectation that the Group has adequate resources to continue in operation or existence for the foreseeable future thus we continue to adopt the going concern basis in preparing these interim financial statements. As detailed in the Chairman's statement the on-going expected timing of transactions that the Company plans to be involved in and generate fees from, continue as planned and therefore should benefit the Group in the longer term.   

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks and uncertainties affecting the business activities of the Group remain those detailed in the Prospectus dated 15 December 2021, a copy of which is available on the Company website at www.algwplc.com. The Board considers that these remain a current reflection of the risks and uncertainties facing the business for the remaining four months of the financial year.

Gobind Sahney

Director

29 September 2023

Alpha Growth plc

CONSOLIDATED Statement of comprehensive income

INTERIM period ENDED 30 june 2023

		(Unaudited)	(Unaudited)	(Audited)
		Six months	Six months	12 months
		Ended	Ended	Ended
		30.6.2023	30.6.2022	31.12.2022
	Notes	£	£	£
Continuing operations
Revenue from Owned Insurance Companies		2,222,909	1,463,768	3,424,875
Revenue from Contracts with Clients		275,801	169,677	346,787
Total revenue		2,498,710	1,633,445	3,771,662
Net movement on DAC/AVIF		(29,620)	33,447	(16,729)
Interest expense and investment costs		(4,673)	(7,189)	(27,838)
Bargain purchase		-	-	4,106,000
Expenses in managing owned insurance companies		(1,240,409)	(1,285,367)	(2,336,898)
Operating expenses		(1,547,596)	(828,971)	(2,403,021)
Profit/(loss) before taxation		(323,588)	(454,635)	3,093,176
Taxation		31,156	-	85,402
Profit/(loss) for the period		(292,432)	(454,635)	3,178,578
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Exchange differences on foreign operations		(76,650)	-	192,270
Total comprehensive income		(369,082)	(454,635)	3,370,848
Attributable to:
Owners of the Company		(358,502)	(454,635)	3,178,359
Non-controlling Interests		(10,580)	-	192,489
		(369,082)	(454,635)	3,370,848
Earnings / (loss) per share from continuing
operations attributable to the equity owners
Basic earnings / (loss) per share (pence)	3	(0.1p)	(0.1p)	0.7p
Fully diluted earnings / (loss) per share (pence)	3	(0.1p)	(0.1p)	0.4p

Alpha Growth plc

CONSOLIDATED Statement of Financial Position

AS AT 30 june 2023

		(Unaudited)	(Unaudited)	(Audited)
		As at	As at	As at
		30.6.2023	30.6.2022	31.12.2022
	Note	£	£	£
Assets
Intangible fixed asset		960,285	845,694	939,955
Right of use assets		173,096	258,574	183,672
Annuity contracts		7,091,321	-	7,063,374
Total assets in insurance business		435,310,844	214,843,900	454,303,995
Trade and other receivables		722,173	347,705	453,266
Cash and cash equivalents		113,281	44,479	218,530
Total assets		444,371,000	216,340,352	463,162,792
Equity and liabilities
Equity attributable to shareholders
Share capital	4	467,775	431,887	431,887
Share premium	4	6,248,962	5,388,152	5,388,152
Option reserve		669,948	480,674	815,474
Share based payment reserve		-	113,390	113,390
Foreign exchange reserve		124,857	201,473	182,748
Retained deficit		(787,166)	(3,902,468)	(505,314)
Total equity attributable to shareholders		6,724,376	2,713,108	6,426,337
Non-controlling interests		-	84,517	282,098
Total equity		6,724,376	2,797,625	6,708,435
Liabilities
Lease liabilities		202,513	271,239	238,483
Total liabilities in insurance business		429,900,054	213,091,992	447,956,125
Structured settlements		7,091,242		7,063,374
Trade and other payables		451,269	179,496	1,196,375
Income tax payable		1,546	-	-
Total liabilities		437,646,624	213,542,727	456,454,357
Total equity and liabilities		444,371,000	216,340,352	463,162,792

Company number: 09734404

Alpha Growth plc

CONSOLIDATED Statement of Changes in Equity

INTERIM period ENDED 30 june 2023

	Share		Share		Option		Share-based		Foreign		Retained		Total		Non-		Total
	Capital		Premium		Reserve		Payment		Exchange		Deficit		Attributable to		Controlling
							Reserve		Reserve				Shareholders		Interests
	£		£		£		£		£		£		£		£		£
AS AT 31 DECEMBER 2021	431,887		5,404,313		480,674		113,390		-		(3,500,925)		2,929,339		89,609		3,018,948
Loss for the period											(449,543)		(449,543)		(5,092)		(454,635)
Foreign exchange gain on conversion of subsidiary	-		-		-		-		201,473		-		201,473		-		201,473
Total comprehensive income for the period	-		-		-		-		201,473		(449,543)		(248,070)		(5,092)		(253,162)
Share issue costs	-		(16,161)		-		-		-		-		(16,161)		-		(16,161)
AS AT 30 JUNE 2022	431,887		5,388,152		480,674		113,390		201,473		(3,950,468)		2,665,108		84,517		2,749,625
													-				-
Profit for the period	-		-		-		-		-		3,445,154		3,445,154		188,059		3,633,213
Foreign exchange loss on conversion of subsidiary	-		-		-		-		(18,725)		-		(18,725)		9,522		(9,203)
Total comprehensive income for the period	-		-		-		-		(18,725)		3,445,154		3,426,429		197,581		3,624,010
Employee share options issued	-		-		334,800		-		-		-		334,800		-		334,800
AS AT 31 DECEMBER 2022	431,887		5,388,152		815,474		113,390		182,748		(505,314)		6,426,337		282,098		6,708,435
Loss for the period	-		-		-		-		-		(281,852)		(281,852)		(10,580)		(292,432)
Foreign exchange loss on conversion of subsidiary	-		-		-		-		(57,891)		-		(57,891)		(18,759)		(76,650)
Total comprehensive income for the period	-		-		-		-		(57,891)		(281,852)		(339,743)		(29,339)		(369,082)
Shares issued	35,888		860,810		-		-		-		-		896,698		-		896,698
Employee share options expired	-		-		(145,526)		-		-		-		(145,526)		-		(145,526)
Exercise of warrrants	-		-		-		(113,390)		-		-		(113,390)		-		(113,390)
Acquisition of non-controlling interests	-		-		-		-		-		-		-		(252,759)		(252,759)
AS AT 30 JUNE 2023	467,775		6,248,962		669,948		-		124,857		(787,166)		6,724,376		-		6,724,376

Alpha Growth plc

CONSOLIDATED Statement of Cash Flows

INTERIM PERIOD ENDED 30 june 2023

	(Unaudited)	(Unaudited)	(Audited)
	6 months	6 months	12 months
	Ended	Ended	Ended
	30.6.2023	30.6.2022	31.12.2022
	£	£	£
OPERATING ACTIVITIES
Loss for the period before interest and taxation	(318,915)	(447,446)	3,121,014
Adjusted for:
Services settled by way of payment in shares/options	(258,916)	-	334,800
Amortisation of intangible assets and right of use assets	39,150	22,670	116,699
Goodwill on the acquisition of non-controlling interests	(48,004)	-	-
Income tax paid	(2,208)	-	-
Operating cash outflows before movements in working capital:	(588,894)	(424,776)	3,572,513
(Increase)/decrease in trade and other receivables	(268,907)	(74,141)	(179,702)
Increase in non-tax net assets in insurance company	905,495	251,316	(4,460,717)
Increase/(decrease) in trade and other payables	(435,760)	117,777	726,657
Net cash used in operating activities	(388,066)	(129,824)	(341,249)
INVESTING ACTIVITIES
Acquisition of intangible asset	-	-	(113,387)
Acquisition of subsidiary (net of cash acquired)	-	-	193,493
Acquisition of non-controlling interest	(282,098)	-	-
Net cash inflow/(outflow) from investing activities	(282,098)	-	80,106
FINANCING ACTIVITIES
Repayment of leasing liabilities	(31,783)	2,130	(30,626)
Interest on leasing liabilities and loans	-	(7,189)	(19,063)
Loan finance	(300,000)	-	350,000
Net proceeds from issuance of shares net of issue costs	896,698	(16,161)	(16,161)
Net cash (outflow)/inflow from financing activities	564,915	(21,220)	284,150
Net (decrease)/increase in cash and cash equivalents	(105,249)	(151,044)	23,007
Cash and cash equivalents at beginning of period	218,530	195,523	195,523
Cash and cash equivalents at end of period	113,281	44,479	218,530

Alpha Growth plc

Notes to the Financial Statements

interim results to 30 june 2023

1.   Organisation and Trading Activities

The company is incorporated and domiciled in England and Wales as a public limited company and operates from its registered office 35 Berkeley Square, Mayfair London, United Kingdom W1J 5BF

The principal activity of the Group is the provision of advice and consultancy services to institutional investors and existing and prospective holders of Senior Life Settlements through the management of its funds and the ownership of life insurance companies.

2.   Summary of Significant Accounting Policies

The principal accounting policies adopted and applied in the preparation of these interim Group Financial statements are set out below.

These have been consistently applied to all the periods presented unless otherwise stated:

Basis of accounting

These interim financial statements of Alpha Growth plc (the "Group") have been prepared in accordance with UK adopted international accounting standards ("UK-adopted IAS") applied in accordance with the provisions of the Companies Act 2006.

The interim financial statements have been prepared under the historical cost convention on the basis of the accounting policies as set out in the Group's audited annual financial statements and are presented in GBP £ the presentational and functional currency of the Group. The Group has applied IAS 34 in the preparation of these interim financial statements.

This announcement was approved and authorised by the Board of directors on 28 September 2023. Copies of this interim report will be made available on the Company's website at www.algwplc.com.

These condensed interim financial statements for the six months ended 30 June 2023 are unaudited and do not constitute fully prepared statutory accounts. The comparative figures for the 12 month period ended 31 December 2022 are extracted from the 2022 audited financial statements. The independent auditor's report on the 2022 financial statements was not qualified.

Going concern

Any consideration of the foreseeable future involves making a judgement, at a particular point in time, about future events which are inherently uncertain.

The Directors have a reasonable expectation that the Group has sufficient cash and liquid reserves in order to meet any future obligations and thus to continue operating for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the Financial Statements.

3.   EARNINGS per Share

The basic earnings per share is based on the loss for the period divided by the weighted average number of shares in issue during the year. The weighted average number of ordinary shares for the Company the period ended 30 June 2023 assumes that all shares have been included in the computation based on the weighted average number of days since issue. Since the Group has made a loss in the current and each of the prior periods, the warrants in issue are not dilutive. 

	30.6.2023	30.6.2022	31.12.2022
	£	£	£
Profit/(loss) for the period from continuing operations:	(292,432)	(454,635)	3,178,578
Weighted average number of ordinary shares in issue for basic earnings	447,084,823	431,887,388	431,887,388
Fully diluted average number of shares in issue	447,084,823	431,887,388	777,100,388
Basic earnings / (loss) per share	(0.1p)	(0.1p)	0.7p
Fully diluted earnings / (loss) per share	(0.1p)	(0.1p)	0.4p

4.   Share capital AND SHARE PREMIUM

	Ordinary shares of £0.001 each	Share capital	Share premium
	Number	£	£
At 1 January 2022	431,887,388	431,887	5,404,313
Costs related to listing of shares issued 15 March 2021	-	-	(16,161)
At 31 December 2022	431,887,388	431,887	5,388,152
Warrant exercise	18,750,000	18,750	469,640
Share issue	17,137,680	17,138	421,780
Costs of issue	-	-	(30,610)
At 30 June 2023	467,775,068	467,775	6,248,962

 

END