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New Trend Lifestyle (NTLG)

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Wednesday 30 September, 2020

New Trend Lifestyle

Unaudited Interim Results

RNS Number : 5036A
New Trend Lifestyle Group plc
30 September 2020
 

 

30 September 2020

RNS ANNOUNCEMENT: The information communicated in this announcement contains inside information for the purposes of Article 7 of Regulation 596/2014.

NEW TREND LIFESTYLE GROUP PLC

("NTLG" or "the Company" or "the Group")

 

 

Unaudited Interim results for the six months ended 30 June 2020

 

New Trend Lifestyle Group Plc (AIM: NTLG), the Singapore-based Feng Shui products and services group, announces its unaudited interim results for the six months to 30 June 2020.

 

 

For further information:

 

New Trend Lifestyle Group Plc

Gregory Collier, Non-Executive Chairman

+44 (0) 7830 182501

SPARK Advisory Partners Limited (NOMAD)

Mark Brady/Neil Baldwin

+44 (0) 20 3368 3550

Peterhouse Capital Limited (Broker)

Heena Karani/Lucy Williams

+44 (0)  20 7496 0930

 

 

Or visit our website: www.newtrendlifestyle.com

 

Chairman's Statement

Results for the period

 

The onset of the COVID-19 pandemic has had a significant adverse impact on the Group in the first half, with revenue for the period at SGD 1,928k (1H-2019: SGD 3,091k), representing a decrease of 38%. The retail outlets were closed between 7 April 2020 and 19 June 2020 following the restrictions announced by the Singapore Government.

 

The total comprehensive loss of for the period was SGD1,268k (1H-2019: SGD298k loss) which represents a significant decline compared to the same period in the prior year. This was mainly attributable to the decline in revenue as a result of the shop closures between April and June 2020.

 

The Board continues to keep tight control of our costs, continuing to make reductions, where possible, on an ongoing basis.

 

Cash at bank at the period end was lower than at the same date last year at SGD 116k (1H-2019: SGD187k). The Board continues to manage cash within available resources and continues to seek cost reductions without compromising our ability to develop the business and increase revenue. The COVID-19 pandemic has had a severe adverse impact on cashflow, and the Group has taken advantage of Government assistance wherever possible to mitigate the situation.

 

Outlook for the business

 

Trading conditions in Singapore remain challenging, and activity levels at the outlets remains subdued due to the ongoing effects of the pandemic. Large gatherings of over 50 people are still prohibited so the Head Office events remain restricted. It is uncertain as to when the trading conditions will return to some normality.

 

Post Balance Sheet Events

 

As we announced on 8 September 2020, the Board received an offer from Master Phang to acquire the main trading subsidiary, New Trend Lifestyle Pte Ltd ("NTL"), from the Company. The proposal involves the disposal of NTL, the raising of new finance by way of a placing and subscription of new shares; the disposal of NTL is a substantial disposal under the AIM Rules for Companies which requires shareholder approval.  If approved, the Company will become an AIM Rule 15 cash shell.   A General Meeting has been convened for 1 October 2020, where resolutions relating to these proposals, including a 10 for 1 share consolidation and a change of name to Conduity Capital plc, will be tabled.

 

AIM Rule 15

Following completion of the Disposal therefore, the Company will become an AIM Rule 15 cash shell and as such will be required to make an acquisition or acquisitions which constitutes a reverse takeover under AIM Rule 14 (including seeking re-admission as an investing company (as defined under the AIM Rules)) on or before the date falling six months from completion of the Disposal or be re-admitted to trading on AIM as an investing company under the AIM Rules (which requires the raising of at least £6 million), less the consideration received failing which, the Company's Ordinary Shares would then be suspended from trading on AIM pursuant to AIM Rule 40. Admission to trading on AIM would be cancelled six months from the date of suspension should the reason for the suspension not have been rectified.

As such a cash shell the Company would also have no operating cash flow and would be dependent on the net proceeds of the Placing, and any subsequent exercise of Investor Warrants or Broker Warrants, for its working capital requirements. The Company's ability to raise further funds will depend on the success of existing and acquired investments. The Company may not be successful in procuring the requisite funds on terms which are acceptable to it (or at all) and Shareholders' holdings of Ordinary Shares may be materially diluted in due course by subsequent equity issues.

Any failure in completing an acquisition or acquisitions which constitute(s) a reverse takeover under AIM Rule 14 (including seeking re-admission as an investing company (as defined under the AIM Rules)) will result in the cancellation of the Company's Shares from trading on AIM.

 

Shareholder Circular and General Meeting

 

Full details of the Proposals to be put to the General Meeting are set out in the Circular and Notice of General Meeting which was posted to Shareholders on 8 September 2020 and is also available on the Company's website.

 

Gregory Collier

Chairman

 

 

 

 

 

 

 

New Trend Lifestyle Group Plc

 

Consolidated Comprehensive Income Statement

For the six months to 30 June 2020

 

 

 

 

Notes

Six months to 30 June 2020 Unaudited

Six months to

30 June 2019

Unaudited

Year ended

31 December 2019

Audited

 

 

SGD'000

SGD'000

SGD'000

 

 

 

 

 

Revenue

 

1,928

3,091

6,670 

 

 

 

 

 

Cost of Sales

 

(920)

(906)

(1,620)

 

 

Gross Profit

 

1,008

2,185

5,050

 

 

 

 

 

 

 

Administrative expenses

 

(2,595)

(2,717)

(5,410)

Other income

 

367

298

654

 

 

Operating Loss

4

(1,220)

(234)

294

 

 

 

 

 

Finance expense

 

(148)

(80)

(305)

 

 

Loss before tax

 

(1,368)

(314)

(11)

 

 

 

 

 

Income tax charges

 

-

-

-

 

 

Loss for the year

 

(1,368)

(314)

(11)

 

 

 

 

 

Other comprehensive income/(loss) for the period

 

 

-

-

 

 

Total comprehensive loss for the

period

 

(1,368)

(314)

(11)

 

 

 

 

 

 

 

Attributable to:

 

 

 

 

-  Non-controlling Interest

 

(100)

(16)

103

-  Owners of the parent

 

(1,268)

(298)

(114)

 

 

 

 

 

 

 

Loss per share

 

 

 

 

 

 

 

 

 

From continuing operations:-

 

 

 

 

 

 

 

 

 

Basic and diluted loss per share

6

(0.005)

(0.002)

(0.0006)

 

 

 

 

 

 

 

New Trend Lifestyle Group Plc

Consolidated Statement of Financial Position as at 30 June 2020

 

 

 

 

 

Notes

As at

30 June 2020

Unaudited

As at

30 June 2019

Unaudited

 As at

31 December

2019

Audited

 

 

SGD'000

SGD'000

SGD'000

Assets

 

 

 

 

 

 

 

 

 

Non-current assets

 

 

 

 

Property, plant and equipment

 

2,006

1,166

2,127

Investment property

 

1,820

1,876

1,848

Intangible assets

 

-

-

-

 

 

 

 

3,826

3,042

3,975

 

 

Current assets

 

 

 

 

Cash and cash equivalents

8

116

187

1,157

Trade and other receivables

 

483

489

373

Inventories

 

596

713

791

 

 

 

 

1,195

1,389

2,321

 

 

Total assets

 

5,021

4,431

6,296

 

 

 

 

 

 

 

Equity and liabilities

 

 

 

 

 

 

 

 

 

Capital and reserves

 

 

 

 

Issued capital

7

419

333

419

Share premium

 

3,301

3,033

3,301

Other reserves

 

208

379

208

Group reorganisation reserve

 

2,845

2,845

2,845

Currency translation reserve

 

-

(61)

-

Accumulated surplus

 

(8,356)

(7,325)

(7,088)

 

 

Total Equity attributable to owners of the parent

 

(1,583)

(796)

(315)

Non-controlling interest

 

-

-

203

 

 

Total equity

 

(1,583)

(796)

(112)

 

 

Non-current Liabilities

 

 

 

 

Restoration costs

 

15

74

15

Borrowings

 

3,499

2,740

3,604

 

 

 

 

3,514

2,814

3,619

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

Trade and other payables

 

1,417

1,895

1,187

Short term borrowings

 

1,609

513

1,538

Restoration costs

 

64

5

64

 

 

 

 

3,090

2,413

2,789

 

 

Total equity and liabilities

 

5,021

4,431

6,296

 

 

 

 

 

 

 

 

New Trend Lifestyle Group Plc

Consolidated Statement of Cash Flows

 

For the six months to 30 June 2020

 

 

 

6 Months to

6 Months to

 Year to

 

30 June 2020

30 June 2019

31 Dec 2019

Notes

Unaudited

Unaudited

Audited

 

 

SGD'000

SGD'000

SGD'000

Cash flows from operating activities

 

 

 

 

Loss before income tax

 

(1,368)

(314)

(11)

Adjustments for:

 

 

 

 

Depreciation and amortisation expense

 

537

149

980

Interest expense

 

148

80

305

Non Controlling Interest

 

100

 

 

 

 

 

 

(583)

(85)

1,274

Changes in working capital:-

 

 

 

 

Inventories

 

196

10

16

Trade and other receivables

 

(110)

(62)

55

Trade and other payables

 

230

(382)

(887)

Hire Purchase

 

(30)

-

(80)

 

 

Cash consumed in operations

 

(297)

(519)

378

Income tax paid

 

-

-

-

 

 

Net cash consumed in operating activities

 

(297)

(519)

378

 

 

Cash flows from investing activities

 

 

 

 

Purchase of plant and equipment

 

(757)

(7)

(7)

Proceeds from disposal of plant and equipment

 

368

-

-

 

 

Net cash consumed in investing activities

 

(388)

(7)

(7)

 

 

Cash flows from financing activities

 

 

 

 

Net proceeds from borrowings

 

-

-

1,094

Issue/(redemption) of convertible loan notes

 

-

728

(250)

Proceed/(Repayment) of bank loans

 

75

(1,251)

(357)

Interest paid

 

(148)

(80)

(278)

Net proceeds from share issue

 

(203)

100

100

Principal elements of lease payments

 

(80)

 

(739)

 

 

Net cash from/(consumed in) financing activities

 

(356)

(503)

(430)

 

 

Net change in cash and cash equivalents

 

(1,041)

(1,029)

(59)

Cash and cash equivalents at beginning of year

 

1,157

1,216

1,216

 

 

Cash and cash equivalents at end of year

 

116

187

1,157

 

 

 

 

 

 

 

 

New Trend Lifestyle Group Plc

 

Consolidated statement of changes in equity

 

For the six months to 30 June 2020

 

 

 

 

Share capital

 

 

Share premium

 

 

Retained

profits

Other reserves

 

 

Group reorganisation reserve

 

Currency translation reserve

 

 

Non-Controlling Interest

 

 

 

Total

 

SGD'000

SGD'000

SGD'000

SGD'000

SGD'000

SGD'000

SGD'000

SGD'000

 

 

 

 

 

 

 

 

 

Balance at 1 January 2019

333

3,033

(7,027)

295

2,845

(61)

-

(582)

 

Loss for the period

-

-

(298)

-

-

-

 

(298)

Non-Controlling Interest

-

-

-

84

-

-

 

84

Convertible Loan

-

-

-

-

-

-

 

-

 

Balance at 30 June

2019

333

3,033

(7,325)

379

2,845

(61)

-

(796)

 

Profit for the period

-

-

145

-

-

-

103

248

 

 

 

 

 

 

 

 

 

Convertible Loan note

-

-

-

(18)

-

-

 

(18)

Foreign exchange reserve

-

-

(61)

-

-

61

 

-

 

 

 

 

 

 

 

 

 

Non-controlling Interest

-

-

-

-

-

-

100

100

Expiry of warrants

-

-

153

(153)

 

 

 

 

Share issued in the period

86

268

-

-

-

-

 

354

 

 

 

 

 

 

 

 

 

 

Balance at 31

December 2019

419

3,301

(7,088)

208

2,845

-

203

(112)

 

Loss for the period

-

-

(1,368)

-

-

-

 

(1,368)

 

 

 

 

 

 

 

 

 

Non-Controlling Interest

-

-

100

-

-

-

(203)

(103)

Convertible Loan

-

-

-

-

-

-

 

-

 

 

 

 

 

 

 

 

 

 

Balance at 30 June 2020

419

3,301

(8,356)

208

2,845

-

-

(1,583)

 

 

New Trend Lifestyle Group Plc

 

Notes to the Interim Financial Information

 

1.  General Information

 

New Trend Lifestyle Group Plc ("NTLG" or "Company" or "Group") is a public limited company incorporated in England and Wales with company number 8000104 and is quoted on the AIM market of the London Stock Exchange Plc.

 

2.  Basis of Preparation

 

This interim report, which incorporates the financial information of the Company, has been prepared using the historical cost convention, on a going concern basis and in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union, using accounting policies which are consistent with those set out in the financial statements for the year ended 31 December 2019.

  Taxes

 

  Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual earnings.

 

Standards and Interpretations adopted with no material effect on financial statements

 

 

There are no other IFRS or IFRIC interpretations that are not yet effective that would be expected to have material impact on the Group.

 

 

 

 

New Trend Lifestyle Group Plc 

 

Notes to the Interim Financial Information

 

3.   Segmental Analysis

 

  Segmental reporting

In the opinion of the Directors the Group has one class of business, being the provider of Feng Shui products and services in Singapore.

The Group's primary reporting format is determined by the geographical segment according to the location of its establishments. There is currently one geographic reporting segment: Singapore.

 

 

6 months to 30 June 2020

 

 

Singapore

 

UK

Total

 

Unaudited

Unaudited

Unaudited

 

SGD'000

SGD'000

SGD'000

Income Statement

 

 

 

Revenue

1,928

-

1,928

Other income

367

-

367

Direct and operating costs

(3,469)

(94)

(3,563)

 

 

 

 

Group loss before tax

(1,174)

(94)

(1,268)

Assets and Liabilities

 

 

 

Segment Assets

4,321

700

5,021

Segment Liabilities

(6,416)

(188)

(6,604)

 

(2,095)

512

(1,583)

      

 

 

 

6 months to 30 June 2019

 

 

Singapore

 

UK

Total

 

Unaudited

Unaudited

Unaudited

 

SGD'000

SGD'000

SGD'000

Income Statement

 

 

 

Revenue

3,091

-

3,091

Other income

298

-

298

Direct and operating costs

(3,557)

(130)

(3,687)

 

 

 

 

Group profit/(loss) before tax

(168)

(130)

(298)

Assets and Liabilities

 

 

 

Segment Assets

4,430

1

4,431

Segment Liabilities

(5,111)

(116)

(5,227)

 

(681)

(115)

(796)

      

 

 

 

Year to 31 December 2019

 

 

Singapore

 

UK

Total

 

Audited

Audited

Audited

 

SGD'000

SGD'000

SGD'000

Income Statement

 

 

 

Revenue

6,670

-

6,670

Other income

654

-

654

Direct and operating costs

(4,527)

(2,911)

(7,438)

 

 

 

 

Group profit/(loss) before tax

2,797

(2,911)

(114)

Assets and Liabilities

 

 

 

Segment Assets

5,590

706

6,296

Segment Liabilities

(6,271)

(137)

(6,408)

 

(681)

569

(112)

      

 

 

New Trend Lifestyle Group Plc 

 

Notes to the Interim Financial Information

 

 

4.  Operating loss for the period is stated after charging

 

 

6 Months to

30 June 2020

Unaudited

6 Months to

30 June 2019

Unaudited

 Year to

31 December 2019

Audited

 

SGD'000

SGD'000

SGD'000

 

 

 

 

Depreciation and amortisation

537

149

980

 

 

 

5.  Directors' emoluments

 

 

 

6 Months to

30 June 2020

Unaudited

 

6 Months to

30 June 2019

Unaudited

 

 Year to

31 December 2019

Audited

 

Total

SGD'000

Total

SGD'000

Total

SGD'000

 

 

 

 

Hillary Phang Song Hua

250

283

608

Ajay Kumar Rajpal

13

48

93

Gregory Collier

9

13

26

Leung Chi Chiu

-

1

1

 

6.  Loss per share

 

6 Months to

30 June 2020

Unaudited

6 Months to

30 June 2019

Unaudited

 Year to

31 December 2019

Audited

 

 

 

 

 

 

 

 

Loss per ordinary share - SGD

 

 

 

Basic

(0.005)

(0.002)

(0.0006)

Diluted

(0.005)

(0.002)

(0.0006)

 

 

 

  Earnings per share has been calculated on the net basis on the loss after tax of SGD1,268,000 (31 December 2019 - loss SGD114,290; 30 June 2019 - loss SGD314,000) using the weighted average number of ordinary shares in issue of 225,000,000 (31 December 2019 - 196,780,822; 30 June 2019 - 175,000,000)

 

  The weighted average number of ordinary shares in issue if fully diluted is 225,000,000 (31 December 2019 - 196,780,822; 30 June 2019 - 175,000,000).

 

 

New Trend Lifestyle Group Plc 

 

Notes to the Interim Financial Information

 

 

7.  Called up Share Capital

 

  The issued share capital as at 30 June 2020 was 225,000,000 Ordinary Shares of 0.1p each.

 

 

8.  Cash and cash equivalents

 

 

As at

30 June 2020

Unaudited

As at

30 June 2019

Unaudited

As at

31 December 2019

Audited

 

SGD'000

SGD'000

SGD'000

Cash and bank balance

116

187

1,157

Fixed deposits

-

-

-

 

Cash and bank balances as presented in the statement of financial position

 

 

  116

 

 

  187

 

 

1,157

Less: Pledge fixed deposits

-

-

-

 

Cash and cash equivalents as presented in the statement of cash flow

116

187

 

 

1,157

 

 

 

 

 

 

 

 9.  Events subsequent to 30 June 2020

 

The Board has received an offer from Master Phang to acquire the main trading subsidiary, New Trend Lifestyle Pte Ltd ("NTL"), from the Company. The proposal would involve the disposal of NTL, the raising of new finance by way of a placing of new shares, and the conversion of the Company into a Rule 15 cash shell in accordance with the AIM rules. The Company would then seek a reverse takeover target.  A General Meeting has been convened for 1 October 2020, where resolutions relating to these proposals will be tabled.

 

10.   The unaudited results for period ended 30 June 2020 do not constitute statutory accounts within the meaning of Section 435 of the Companies Act 2006. The comparative figures for the year ended 31 December 2019 for NTLG extracted from the audited financial statements which contained an unqualified audit report and did not contain statements under Sections 498 to 502 of the Companies Act 2006.

 

11.   This interim financial statement will be, in accordance with the AIM Rules for Companies, available shortly on the Company's website at www.newtrendlifestylegroup.com.

 

 

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