25 January 2019
BWA GROUP PLC
(“BWA” or the “Company”)
UNAUDITED FINANCIAL INFORMATION FOR THE SIX MONTHS ENDED 31 OCTOBER 2018
CHAIRMAN'S STATEMENT
Dear Shareholder
The Board of BWA Group plc is pleased to present the results for the half year to 31 October 2018. The Company continues to seek a suitable investment or investments which will be value enhancing for shareholders.
The results for the period comprise only the costs of administering the Company for the six months, resulting in an operating loss of £30,648. The Directors are not currently taking any cash remuneration for their services and their fees only become payable on completion of a transaction.
Through its wholly-owned subsidiary, BWA Resources (Cameroon) Limited, the Board has been actively pursuing the acquisition of licences for the mining of rutile sands deposits in Cameroon with the Cameroon government, although a protracted election process there has delayed progress. The delays have also impacted the progress of Mineralfields Group, the mining operating company in which BWA has a significant investment.
The Company’s other major investee company, Prego International, is still in the process of migrating from Guernsey to Norway, restructuring its shareholding base and obtaining a listing. Prego has also announced it is in initial discussions over a possible merger with the subsidiary of an overseas listed entity. Details may be found on the Prego website at www.pregogroup.com. We are working with other shareholders and management of Prego to attempt to achieve an early realisation.
The Directors are seeking every possible opportunity to develop the Company and provide value to shareholders, who will be updated about developments when appropriate.
Richard Battersby, Chairman
The Directors of BWA are responsible for the contents of this announcement.
For further information please contact:
BWA Group Plc
Richard Battersby (Non-Executive Chairman)
07836 238 172
Peterhouse Capital Limited
Mark Anwyl
020 7469 0930
Market Abuse Regulation (MAR) Disclosure
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014. Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.
INCOME STATEMENT
| Notes | Six months ended 31 October 2018 Unaudited GBP | Year ended 30 April 2018 Audited GBP | |
| Turnover | - | - | |
| Cost of sales | - | - | |
| Gross profit | - | - | |
| Administrative expenses | (30,648) | (62,232) | |
(30,648) | (62,232) | ||
| Other operating income | - | 891 | |
| Operating (loss)/profit | (30,648) | (61,341) | |
| Interest receivable and similar income | 20 | 10 | |
| (30,628) | (61,331) | ||
| Interest payable and similar expenses | (15,526) | (7,510) | |
| (Loss)/profit on ordinary activities before and after taxation and retained for the period | (46.154) | (68,841) | |
| (Loss)/earnings per ordinary share - basic (pence) | 2 | (0.04) | (0.06) |
| (Loss)/earnings per ordinary share - diluted (pence) | 2 | (0.04) | (0.06) |
All amounts relate to continuing activities.
STATEMENT OF OTHER COMPREHENSIVE INCOME
| Notes | Six months ended 31 October 2018 Unaudited GBP | Year ended 30 April 2018 Audited GBP | |
| (Loss)/profit for the period | (46,154) | (68,841) | |
| Other comprehensive income Unrealised (loss)/gain on revaluation of investments | 4 | (53) | (8,226) |
| Total comprehensive income for the period | (46,207) | (77,067) |
BALANCE SHEET
| Notes | At 31 October 2018 Unaudited £ | At 30 April 2018 Audited £ | |
| Fixed Assets | |||
| Available-for-sale Investments | 609,993 | 610,046 | |
| Current Assets | |||
| Debtors and prepayments | 173,018 | 160,701 | |
| Cash at bank and in hand | 44,669 | 76,345 | |
| 217,687 | 237,046 | ||
| Creditors: amounts falling due within one year | (98,447) | (82,742) | |
| Net current assets | 119,240 | 154,304 | |
| Total assets less current liabilities | 729,233 | 764,350 | |
| Capital and reserves | |||
| Called up share capital | 3 | 602,659 | 602,659 |
| Share premium | 4 | 12,663 | 12,663 |
| Capital redemption reserve | 4 | 288,625 | 288,625 |
| Available-for-sale revaluation reserve | 4 | 609,602 | 609,655 |
| Equity reserve | 4 | 236,454 | 225,364 |
| Profit and loss account | 4 | (1,020,770) | (974,616) |
| Shareholders’ funds | 729,233 | 764,350 | |
CASH FLOW STATEMENT
| Six months ended 31 October 2018 Unaudited GBP | Year ended 30 April 2018 Audited GBP | ||
| Cash flows from operating activities | (20,579) | (48,576) | |
| Cash flows from investing activities | |||
| Purchase of fixed asset investments | - | (1) | |
| Loans to group undertakings | (7,500) | (42,068) | |
| Interest received | 20 | 10 | |
| Net cash from investing activities | (7,480) | (42,059) | |
| Cash flows from financing activities | |||
| New loans in year | - | 150,000 | |
| Loan note interest paid | (3,617) | - | |
| (3,617) | 150,000 | ||
| (Decrease)/increase in cash and cash equivalents | (31,676) | 59,365 | |
| Cash and cash equivalents at beginning of year | 76,345 | 16,980 | |
| Cash and cash equivalents at end of year | 44,669 | 76,345 | |
NOTES TO THE FINANCIAL INFORMATION
1. Status of these accounts
The interim accounts for the period from 1 May 2018 to 31 October 2018 are unaudited. The financial information set out in this statement does not constitute statutory accounts within the meaning of the Companies Act 2006.
2. Earnings per ordinary share
Basic and diluted earnings per share figures are based on the following (losses) / profits and numbers of shares:
| Six months ended 31 October 2018 Unaudited | Year ended 30 April 2018 Audited | |
| (Loss)/profit before tax | GBP(46,154) | GBP(68,841) |
| Weighted average number of shares for the purpose of basic earnings per share | 120,531,833 | 115,186,170 |
| Effect of dilutive potential ordinary shares: Share options | - | - |
| Weighted average number of shares for the purpose of diluted earnings per share | 120,531,833 | 115,186,170 |
3. Share capital
| At 31 October 2018 GBP | At 30 April 2018 GBP | |||
| Allotted, called up and fully paid | ||||
| Number: | Class: | Nominal Value: | ||
| 120,531,833 | Ordinary | 0.5p | 602,659 | 602,659 |
4. Reserves
Share premium GBP | Capital redemption reserve GBP | AFS revaluation reserve GBP | |
| At 1 May 2018 | 12,663 | 288,625 | 609,655 |
| Revaluation of AFS investments | - | - | (53) |
| Loss for the period | - | - | - |
| Loan note interest | - | - | - |
| At 31 October 2018 | 12,663 | 288,625 | 609,602 |
| Equity reserve GBP | Profit and loss account GBP | Total GBP | |
| At 1 May 2018 | 225,364 | (974,616) | 161,691 |
| Revaluation of AFS investments | - | - | (53) |
| Loss for the period | - | (46,154) | (46,154) |
| Loan note interest | 11,090 | - | 11,090 |
| At 31 October 2018 | 236,454 | (1,020,770) | 126,574 |
5. Valuation of Investments
The whole of the Company's investment in Cameroon, including loans made to Mineralfields and BWA Resources (UK) Limited, is carried in the balance sheet at £461,462. The Company's investment in Prego International is valued at £314,364 which is the price at which BWA last sold a small part of its holding. The valuation of unlisted investments requires the Directors to make judgements, estimates and assumptions that are believed to be reasonable under the circumstances, but which affect the reported fair value of those investments. The recoverability of the investments in Mineralfields and Prego International is dependent on the future profitability of the underlying businesses. The Directors have reviewed the current position and, after taking into account a number of factors, believe that the valuations at 31 October 2018 remain appropriate.
