Unaudited Interim Results

Silverwood Brands PLC

29 January 2024

 

29 January 2024

Silverwood Brands Plc

("Silverwood" or the "Company", together with its subsidiaries, the "Group")

Unaudited Interim Results for the six months ended 30 June 2023

Silverwood Brands plc (Aquis: SLWD), a holding company established to invest primarily in branded consumer businesses, announces the Group's unaudited interim results in respect of the six months ended 30 June 2023.

Chief Executive's Statement

During the six months ended 30 June 2023, we have introduced our various brand teams to one another and started the creation of a support platform across the Group.

Balmond Skincare Ltd

As mentioned in the Company's audited accounts for the year ended 31 December 2022, Balmonds enjoyed some well-placed press coverage during that period, alongside some well executed marketing activities which gave the business a welcome boost. We have not seen a repeat of this in the year to date, although similar marketing and press activities were undertaken.

The Balmonds' team has remained focused on the longer-term build of the business, with a number of sensible initiatives introduced in the current year, which we expect to deliver growth in the years ahead.

Nailberry

Nailberry has maintained high margins and enjoyed a steady growth in the six months to June 2023. The brand remains on track to meet the financial performance objectives set in the Sale and Purchase agreement. Nailberry is working hard on developing the US market and other countries.

We have been impressed with the smooth implementation of the changes to the Nailberry management team with, the addition of Silvain Reviron as GM. The introduction of new leadership members is never simple but, in this case, it has been implemented seamlessly.

Sonatas

Sonotas operates 2 brands, Steamcream and Cigarro in Japan. In the six months to June 2023, Steamcream began an exit from its 5 retail stores and shifted to a flexible retail model of pop-up events.  This medium-term strategy is designed to allow Steamcream to build its retail model without fixed-cost retail leases as the market settles into new footfall patterns post Covid-19.  

Gross profit in Steamcream and Cigarro improved with new buying initiatives and direct material imports.  Cigarro's margins are improving more quickly, due to growing sales volumes driving better production cost of goods.

Nailberry launched in Japan at the end of September 2023.  Sonotas will continue to build its portfolio of brands leveraging its platform to develop, manufacture and sell in the Japanese market.

New Opportunities

Silverwood is continually presented with numerous businesses opportunities to acquire or invest in. We continue to apply our strict criteria to these opportunities, which rules out the vast majority quickly. We undertake thorough due diligence on those that remain.

Financial Performance

The Group's unaudited interim results for the six months ended 30 June 2023, show:

·    Sales of £5,847,148

·    Gross profit of £4,440,139

·    Pre-tax loss of £189,232

Summary

The Company has been incredibly disappointed with the Lush management team's opposition to the Lush Transaction, but we have taken action to minimise the impact of this on our core brands.  

We are pleased with the continued tight cost control that is exercised across the business, where our main areas of concern have historically been expenditure on legal fees and interest. We have taken, and continue to take, positive steps to reduce the spend in both of these areas, allowing us to direct investment to areas which can directly impact the further growth of our business.

We continue to investigate new opportunities to add to our portfolio, whilst remaining focused on the long-term growth of our existing brands, whose prospects we view with confidence.

Lush

On 9 October 2023, the Company announced it was taking steps with a view to unwinding the Company's acquisition of a 19.8% stake in each of Lush Cosmetics Limited and Lush Cosmetic Warriors ("Lush", the "Lush Transaction"). The Company took this decision in light of legal advice and the significant risks and uncertainties of continuing the Company's litigation with Lush, as well as the potentially significant costs that would be incurred in fully defending the proceedings, and the associated disruption to the Company's business.

Since then, in accordance with the terms of the Settlement Deed announced on 10 January 2024, the Company has received an initial cash payment of £300,000 from Andrew Gerrie and Alison Hawksley as a contribution to Silverwood for some of the costs it has incurred and/or will incur in connection with the Lush Transaction and the subsequent litigation. The Company also retains an interest in any potential upside from certain ongoing litigation.

For the avoidance of doubt, the operational performance of Lush is not recorded in the financial statements of Silverwood.

The Company will announce further information regarding the process to unwind the Lush Transaction as soon as practicable.

Consolidated Profit and Loss and Other Comprehensive Income
For the Six Months ended 30 June 2023
		Unaudited	Unaudited	Audited
		Six Months to 30 June 2023	Period from incorporation to 31 August 2022	Year ended 31 December 2022
		£	£	£
	Revenue	5,847,148	831,415	3,667,488
	Cost of Sales	(1,407,009)	(176,172)	(1,398,229)
	Gross Profit	4,440,139	655,243	2,269,259
	Other operating income	-	-	30,119
	Administrative Expenses	(4,225,481)	(954,346)	(2,559,358)
	Deemed cost of listing	-	-	(2,665,094)
	Acquisitions costs, acquisition related contingent consideration and earn outs	-	-	(2,832,049)
	Profit/(Loss) from operations	214,658	(299,103)	(5,757,123)
	Finance income	37,645	-	25,588
	Other income	-	-	-
	Finance expense	(441,535)	-	(160,085)
	Fair value (losses)/gains	-	-	(120,703)
	Loss before tax	(189,232)	(299,103)	6,012,323)
	Tax expense	(15,508)	-	(23,403)
	Loss for the period	(204,740)	(299,103)	(6,035,726)
	Total comprehensive income	(204,740)	(299,103)	(6,035,726)

Consolidated Statement of Financial Position
As at 30 June 2023
		Unaudited	Unaudited	Audited
		Six Months to 30 June 2023	Period from incorporation to 31 August 2022	Year ended 31 December 2022
		£	£	£
	Non-current assets
	Property, plant and equipment	110,947	26,779	45,490
	Intangible assets	20,214,673	6,812,208	5,973,797
	Investments	216,802,081	-	216,802,081
		237,127,701	6,838,987	222,821,368
	Current Assets
	Inventories	1,797,117	192,159	401,132
	Trade and other receivables	7,323,074	571,610	968,021
	Cash and cash equivalents	3,785,124	1,761,258	2,055,143
		12,905,315	2,525,027	3,424,296
	Total Assets	250,033,016	9,364,014	226,245,664
	Non-current liabilities
	Trade and other liabilities	354,991	-	-
	Loans and borrowings	12,199,699	-	13,947
	Deferred tax	657,298	-	657,535
		13,211,988	-	671,482
	Current liabilities
	Trade and other liabilities	1,487,971	232,231	5,858,054
	Loans and borrowings	173,133	-	1,529,265
		1,661,104	232,231	7,387,319
	Total Liabilities	14,873,092	232,231	8,058,801
	Net Assets	235,159,924	9,131,783	218,186,863
	Equity
	Share Capital	26,071,281	1,153,134	24,202,969
	Share Premium	216,776,564	6,114,909	201,467,075
	Shares to be issued	831,450	-	831,450
	Other equity	-	2,162,840	-
	Reverse takeover reserve	(4,797,432)	-	(4,797,432)
	Share based payment reserve	3,257,875	-	3,257,875
	Retained earnings	(6,979,814)	(299,100)	(6,775,074)
	Total Equity	235,159,924	9,131,783	218,186,863

Consolidated Statement of Changes in Equity
For the Six Months ended 30 June 2023
	Share Capital	Share Premium	Shares to be issued	Reverse takeover reserve	Share based payment reserve	Retained earnings	Total equity
	£	£	£	£	£	£	£
At 1 January 2023	24,202,969	201,467,075	831,450	(4,797,432)	3,257,875	(6,775,074)	218,186,863
Comprehensive income for the period
Loss for the period	-	-	-	-	-	(204,740)	(204,740)
Total comprehensive income for the period	-	-	-	-	-	(204,740)	(204,740)
Issue of share capital	1,868,312	15,309,489	-	-	-	-	17,177,801
At 30 June 2023	26,071,281	216,776,564	831,450	(4,797,432)	3,257,875	(6,979,814)	235,159,924

Notes to the Consolidated Interim Statements for the six months ended 30 June 2023

These consolidated interim financial statements have been prepared in accordance with the Aquis rules for Companies. As permitted, the Company has chosen not to adopt IAS 34 "Interim Financial Statements" in preparing this interim financial information. The consolidated interim financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2022, which have been prepared in accordance with UK adopted International Accounting Standards.  

The interim financial information set out above does not constitute statutory accounts as defined by Section 434 of the Companies Act 2006.  It has been prepared on a going concern basis in accordance with the recognition and measurement criteria of the UK adopted International Accounting Standards.

These consolidated interim financial statements have not been audited or reviewed by the Company's auditor.

Post Balance Sheet Event

On 9 October 2023, the Company announced, among other things, that it was seeking to take steps to unwind the transaction announced on 12 December 2022, relating to the acquisition of a 19.8% stake in each of Lush Cosmetics Limited and Lush Cosmetic Warriors.

--Ends--

Silverwood Brands Plc Andrew Gerrie Paul Hodgins	[e-mail]
Peterhouse Capital Limited (Aquis Corporate Adviser) Mark Anwyl Narisha Ragoonanthun Brefo Gyasi	[phone]

Market Abuse Regulation (MAR) Disclosure

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation EU 596/2014 as it forms part of retained EU law (as defined in the European Union (Withdrawal) Act 2018).

The Directors of the Company accept responsibility for the contents of this announcement.

 

END