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Half Yearly Report

23 Dec 2009 14:31

RNS Number : 6562E
St Helen's Capital PLC
23 December 2009
Β 

ο»Ώ

St Helen's Capital Plc ('St Helen's Capital' orΒ theΒ 'Company')

Interim Results

St Helen's Capital, announces its unaudited results for the sixΒ months endedΒ 30 SeptemberΒ 2009.

Chairman's Statement

Since I last reported to you,Β St. Helen's Capital has undergone significant structural changes.Β 

On 14 September we announced that we had sold the Plus Markets Adviser and AIM brokingΒ businesses to Whim GullyΒ as outlined in theΒ circularΒ sentΒ to shareholdersΒ on 28 August 2009. ThisΒ had the effect of reducingΒ theΒ significant cashΒ outflowΒ from the business andΒ alsoΒ increasedΒ the cash reserves by aroundΒ 40Β per cent.

On the 23Β NovemberΒ 2009Β we announced the acquisition of Marechale Capital Limited ("Marechale") and the appointment ofΒ Patrick Booth-Clibborn to theΒ boardΒ of St Helen's Capital ("the Board")Β as Chief Executive.Β PatrickΒ has 22 yearsΒ investment bankingΒ and brokingΒ experienceΒ includingΒ being aΒ foundingΒ director at NobleΒ & Co and Director of Corporate Finance at KBC Peel Hunt.

Marechale is a corporate finance advisory and capital fund raising business focusing on fundraising for growth companies and funds.Β ItΒ outsourcesΒ costly non-core functions such as research and M&A, and revenues are generated from fees, warrants and equity investments in lieu of fees.

Mr Booth-Clibborn'sΒ deal flow (acquiredΒ by St Helen's CapitalΒ through the acquisition of Marechale) offers a low cost and significantly de-risked opportunity to generate revenues and profitability.Β I am pleased to report that revenues are already being generated and invoiced.Β We have also given a commitment to keep costs to the absolute minimum (andΒ initiallyΒ in line with the costs agreed by shareholders for operating the cash shell).Β In order to preserve the Company's cash,Β the Marechale dealΒ has been satisfied by the issue of shares, which was approved byΒ shareholdersΒ at the Annual General MeetingΒ on 17 DecemberΒ 2009.

The Company intends to use its cash and equity to make complimentary acquisitionsΒ and investmentsΒ in the financial services sector.Β The Board are already reviewing two possible opportunities.

The task of selling the old business and establishing aΒ new,Β low cost and de-riskedΒ operationΒ has been completed. The Board's objective is now to move the business back into profitability.

The BoardΒ hadΒ also proposed a strategic share swap with the fund management group Bluehone. We believe that the deal that hadΒ been negotiated with Bluehone wouldΒ haveΒ beenΒ a good investment andΒ alsoΒ offeredΒ business synergies.Β The majority of shareholders voted in favour of the Bluehone transaction at last week's AGM, but the resolution required to enable the share swap was not passed owing to theΒ Β special resolution requiring 75Β per cent.Β support; therefore, the Bluehone transaction has not proceeded at this stage. The Board has now decided not to proceed with the Bluehone share swap proposalΒ at this time, although it will keep this and other possible synergistic deals under review.

Following the recent AGM, at which certain resolutions were not passed, we will convene a further general meeting in the New Year, at which shareholders will be asked to approveΒ the Company'sΒ change of name, whichΒ is a requirement of the sale of the Company's business assets, and the adoptionΒ ofΒ the Company's new Articles of Association which is necessary toΒ reflect changesΒ toΒ the Company'sΒ ActΒ 2006.

Whilst there remains great uncertainty in the financial markets, we believe thatΒ there are also numerousΒ opportunities and that there is excellent value in the Smaller company sector.

Mark Warde-Norbury

Chairman

23 December 2009

For further information visitΒ www.sthelenscapital.comΒ or contact:

Mark Warde-Norbury, Chairman

St Helen's Capital Plc

Tel: +44 (0)20 7628 5582

James Harris / James Spinney

Strand Hanson Limited

Tel: +44 (0)20 7409 3494

St Helen's Capital PLC

Income Statement

Six months ended 30th September 2009

Discontinued operations*

30 Sept

30 Sept

2009

2008

Revenue

318,580

543,498

Cost of sales

(30,324)

(48,298)

Β 

Β 

Gross profit

288,257

495,200

Administrative expenses

(861,770)

(1,171,513)

Β 

Β 

Operating loss

(573,513)

(676,313)

Investment revenues

1,748

38,397

Other gains and losses

(1,408)

(41,360)

Sale of Goodwill

200,000

0

Β 

Β 

Loss before tax

(373,173)

(679,276)

Corporation tax charge

0

0

Β 

Β 

Loss for the period

(373,173)

(679,276)

Earnings per share

Basic

42,741,106 shares (2008:42,443,860)

-0.9p

-1.6p

Diluted**

42,741,106 shares (2008:42,443,860)

-0.9p

-1.6p

* On 14th September 2009 the AIM Broking and PLUS Adviser businesses and associated assetsΒ 

were sold to Whim Gully Capital LLP for a consideration of Β£200,000.

** Due to the losses, the diluted EPS calculations will show a lower loss per/share,

making the options 'anti-dilutive'. Accordingly the basicΒ +EPS and the diluted EPS are the

same. On 14th September 2009 all outstanding options were cancelled.

St Helen's Capital PLC

Balance Sheet

As at 30th September 2009

30 Sept

30 Sept

2009

2,008

Non current assets

Property, plant and equipment

15,929

60,203

Current assets

Available for sale investments

110,614

218,493

Trading investments

6,089

33,504

Trade and other receivables

241,037

315,551

Cash and cash equivalents

541,153

1,280,412

Β 

Β 

898,893

1,847,959

Total assets

914,822

1,908,163

Current liabilities

Trade and other payables

(132,179)

(199,688)

Corporation tax

19,281

(19,283)

Β 

Β 

Total current liabilities

(112,898)

(218,971)

Net assets

801,923

1,689,192

Equity

Capital and reserves attributable to equity shareholders

Share capital

2,137,055

2,142,800

Share premium account

1,177,452

1,171,707

Revaluation reserves

36,773

4,697

Other reserves

683,591

487,316

Retained earnings

(3,232,948)

(2,117,328)

Β 

Β 

801,923

1,689,192

Β 

St Helen's Capital PLC

Cash Flow Statement

Six months ended 30th September 2009

30 Sept

30 Sept

2,009

2,008

Net Cash from operating activities

Operating -loss/ profit

(573,413)

(676,313)

Depreciation

21,000

21,000

Profit on disposal of goodwill

200,000

Tax paid

Share based payments

80,000

124,000

Β 

Β 

Operating cash flows before movements in working capital

(272,413)

(531,313)

Movement in working capital

Decrease/(increase) in receivables

91,960

(33,241)

Increase/(decrease) in payables

(30,963)

(19,433)

Β 

Β 

60,998

(52,673)

Operating cash flow

(211,415)

(583,986)

Investment activities

Interest receivable

1,649

38,397

Proceeds on disposal of trading investments

(1)

2,964

Proceeds on disposal of available for sale investments

0

0

Expenditure on tangible fixed assets

0

(3,359)

Expenditure on available for sale investments

Β 

Β 

Cash flow from investing activities

1,648

38,002

Financing

Issue of share capital

0

10,000

Interest payable

0

0

Β 

Β 

Cash flow from financing activities

0

10,000

Net increase/(decrease) in cash and cash equivalents

(209,767)

(535,984)

Cash and cash equivalents at start of period

750,921

1,816,396

Cash and cash equivalents at end of period

541,153

1,280,412

Β 

Β 

Increase/(decrease) in cash and cash equivalents

(209,767)

(535,984)

This financial information has been preparedΒ for use in the European Union.Β The company's financial

statements have been preparedΒ in accordance with IFRS and International Financial Reporting

Interpretations Committee ('IFRIC').Β interpretations adopted by the European Union, and with thoseΒ 

parts of the Companies Act 1985Β applicable to companies reporting under IFRS, with the prior periodsΒ 

being reported on the same basis.Β 

This information is provided by RNS
The company news service from the London Stock Exchange
Β 
END
Β 
Β 
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