Interim Results for the six months to 30 June 2022

RNS Number : 8320Y
Tanfield Group PLC
09 September 2022
 

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 2022

 

 

Tanfield, an investing company as defined by AIM Rules, announces its half year results for the period ending 30 June 2022. The unaudited financial information will shortly be available on the Company website at  www.tanfieldgroup.com .

 

Background

 

· 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 .

 

· T he Snorkel investment is valued at £19.1m.  The outcome of the US and UK 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 .

 

· On 24 October 2019, the Company announced it had become necessary to issue and serve a claim in the English High Court against Ward Hadaway (the "UK Proceedings"), the solicitor acting for the Company at the time of the Contemplated Transaction, in order to fully protect the Company's rights pending the outcome of the US Proceedings. 

 

· On 26 February 2021, Ward Hadaway was granted permission to join Foulston Siefkin, Tanfield's US based law firm who were retained in 2013 to draft the documents governed by US law relating to the Contemplated Transaction, into the UK Proceedings.  As a result, the Company amended its claim to include Foulston Siefkin as a second defendant.

 

· The Company's operating loss in H1 2022 increased to £311k (H1 2021: £187k) as a consequence of increased legal fees during the period, with the retained loss for the period increasing further to £499k (H1 2021: £268k) as a consequence of increased finance expense.

 

· The Board believe that further loan funding may be necessary to ensure that the Company continues to protect its investment in Snorkel.  As announced on 24 August 2022, the Company continues to receive the support of its Shareholders via loan note subscriptions in order to provide the necessary funding for its day-to-day running costs, including the ongoing costs of the US and UK Proceedings, and the Board are of the opinion that further funding will be made available.

 

 

Overview of investments

 

As announced on 24 August 2022, during the first 6 months of 2022 Snorkel has continued to recover from the impact of the global COVID-19 pandemic and has seen sales in the first 6 months increase to US$88.6m, up from US$71.7m for the same period in 2021.  Further information relating to the recent performance of Snorkel can be found in the 24 August 2022 announcement.

 

The Board confirm that both the US and UK Proceedings are continuing to progress and that the Board believes a positive outcome to either/both proceedings is possible.  So far as it is necessary, the Company will continue to vigorously defend and advance its position in both proceedings, whilst continuing to seek advice. 

 

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

 

 

For further information:

 

Tanfield Group Plc   020 7220 1666

Daryn Robinson 

 

WH Ireland Limited - Nominated Advisor / Broker

James Joyce / Megan Liddell  020 7220 1666

 

 

STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDING 30 JUNE 2022



 

 


Six months to

30 Jun 22 (unaudited)

Six months to

30 Jun 21 (unaudited)

Year to

 31 Dec 21

 (audited)

 

 



£000's

£000's

£000's

 

 




 

 

 

Revenue



-

-

-

 

Staff costs



(52)

(51)

(93)

 

Other operating income



10

9

19

 

Other operating expenses



(269)

(145)

(295)

 

Loss from operations



(311)

(187)

(369)

 

Finance expense



(188)

(81)

(145)

 

Finance income

 

 

-

-

-

 

Net finance expense



(188)

(81)

(145)

 

 




 

Loss from operations before tax



(499)

(268)

(514)

 

Taxation



-

-

-

 

Loss & total comprehensive income for the period attributable to equity shareholders

(499)

(268)

(514)

 

 






 

 






 

 


 


 

 

 

Loss per share from operations


 


 

 

 

Basic and diluted (p)



(0.31)

(0.16)

(0.32)

 







 


 


 

 

 


















 

BALANCE SHEET

AS AT 30 JUNE 2022



 

 

 

30 Jun 22

(unaudited)

30 Jun 21

(unaudited)

31 Dec 21

(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



67

36

23

 

Cash and cash equivalents



1,368

739

588

 




1,435

775

611

 







 

Total assets


 

20,535

19,875

19,711

 







 

Current liabilities






 

Trade and other payables



132

54

72

 

 



132

54

72

 

 






 

Non-current liabilities






 

Other payables



2,958

1,631

1,695

 

 



2,958

1,631

1,695

 

 






 

Total liabilities

 

 

3,090

1,685

1,767

 







 

Equity






 

Share capital



8,145

8,145

8,145

 

Share premium



17,336

17,336

17,336

 

Share option reserve



-

331

-

 

Special reserve



66,837

66,837

66,837

 

Merger reserve



1,534

1,534

1,534

 

Retained earnings



(76,407)

(75,993)

(75,908)

 

Total equity


 

17,445

18,190

17,944

 

 


 

 

 

 

 

Total equity and total liabilities


 

20,535

19,875

19,711

 

 

 





 














STATEMENT OF CHANGES IN EQUITY

 

 

 

Share capital

 

Share premium

 

Share option reserve

 

Merger reserve

 

Special reserve

 

Retained earnings

 

Total

 

 

£000's

£000's

£000's

£000's

£000's

£000's

£000's

 

Six months to 30 June 2022 (unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 1 January 2022

8,145

17,336

-

1,534

66,837

(75,908)

17,944

 

Comprehensive income








 

Loss for the period

-

-

-

-

-

(499)

(499)

 

Total comprehensive income for the period

-

-

-

-

-

(499)

(499)

 

At 30 June 2022

8,145

17,336

-

1,534

66,837

(76,407)

17,445

 

 

 

 

 

 

 

 

 

 

Six months to 30 June 2021 (unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 1 January 2021

8,145

17,336

331

1,534

66,837

(75,725)

18,458

 

Comprehensive income








 

Loss for the period

-

-

-

-

-

(268)

(268)

 

Total comprehensive income for the period

-

-

-

-

-

(268)

(268)

 

At 30 June 2021

8,145

17,336

331

1,534

66,837

(75,993)

18,190

 

 

 

 

 

 

 

 

 

 

Year to December 2021 (audited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At 1 January 2021

8,145

17,336

331

1,534

66,837

(75,725)

18,458

 

Comprehensive income

 

 

 

 

 

 

 

 

Loss for the year

-

-

-

-

-

(514)

(514)

 

Total comprehensive income for the year

-

-

-

-

-

(514)

(514)

 

Transactions with owners in their capacity as owners:-








 

  Share based payments



(331)



331

-

 

At 31 December 2021

8,145

17,336

-

1,534

66,837

(75,908)

17,944

 


























 

 

 

CASH FLOW STATEMENT

FOR THE SIX MONTHS ENDING 30 JUNE 2021



 

 

Six months to 30 Jun 22 (unaudited)

Six months to 30 Jun 21 (unaudited)

Year to

 31 Dec 21

 (audited)

 

 

 

£000's

£000's

£000's

 

 





 

Loss from operations


(499)

(268)

(514)

 

Adjustment for:

 

 

 

 

 

Finance costs


188

81

145

 

Changes in operating assets and liabilities / working capital:





 

(Increase)/decrease in receivables


(44)

(12)

1

 

Increase/(decrease) in payables


60

(36)

(18)

 

Net cash used in operating activities

 

(295)

(235)

(386)

 






 

Cash flow from financing activities





 

Proceeds from borrowings


1,075

450

450

 

Net cash generated by financing activities

 

1,075

450

450

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

780

215

64

 

Cash and cash equivalents at the start of period


588

524

524

 

Cash and cash equivalents at the end of the period

 

1,368

739

588

 









 

 

 

1  Basis of preparation

The Interim Report of the Company for the six months ended 30 June 2022 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 2021 which is available on request from the Company's registered office, c/o Weightmans LLP, 1 St James' Gate, Newcastle upon Tyne, NE99 1YQ 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 2022 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 22

to 30 Jun 21

31 Dec 21

 

 


 

 

 

 

Number of shares


000's

000's

000's

 

Weighted average number of ordinary shares for the purposes of basic earnings per share

 

162,907

162,907

162,907

 

 

 

 

 

Loss From operations


£000's

£000's

£000's

 

Loss for the purposes of basic earnings per share being net profit attributable to owners of the parent


 (499)

(268)

(514)


 

 

 

 

Loss per share from operations

 

 



 

Basic and diluted (p)

 

(0.31)

(0.16)

(0.32)

 

 
















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