Interim Results

Cambria Africa PLC

11 October 2024

 

Cambria Africa Plc

("Cambria" or the "Company")

Interim Results (the "Results") 

Loss per share of 0.01 US cents and NAV 1.12 US cents

For the 6 Months ended 28 February 2024

Cambria Africa PLC (AIM:CMB) ("Cambria" or the "Company") is pleased to announce its interim results for the six months ended 28 February 2024 (the "Period"). A copy of this announcement is available on the Company's website (www.cambriaafrica.com). With the publishing of the Group`s FY 2023 and HY 2024 results, the suspension of the Company`s shares on the AIM will be lifted at 7.30am on 11 October 2024.

A circular to shareholders was issued on 23 September 2024 convening a general meeting to be held on 10 October 2024 to seek shareholder approval for the proposed Cancellation and to amend the Company's Articles of Association. As announced on 10 October 2024 all Resolutions were passed. Accordingly, cancellation of admission of the Company's ordinary shares to trading on AIM will become effective at 7.00 a.m. on 22 October 2024.

The suspension of the Company's Ordinary Shares is due to be lifted shortly on publication of these results, as a result Shareholders will only have the day to trade their Cambria Ordinary Shares on AIM, before the Company will again be suspended at 7.00am on 14 October 2024.  As announced on 23 September 2024, the Company will cease to have a nominated adviser with effect from 8.00 a.m. on 14 October  2024. As a result, the Company will again be suspended as of 7:00 a.m. on 14 October 2024, pursuant to AIM Rule 1, for failing to retain a Nominated Adviser. As the Company have decided not to appoint a new Nominated Adviser the suspension will remain in place until the cancellation of admission of the Company's ordinary shares to trading on AIM at 7.00 a.m. on 22 October 2024.

The Group realised a loss after tax of US$44,000 for the 6 months ended 28 February 2023 compared to $99,000 achieved in the same period in 2022. This was due to a decline in revenue and earnings contributions from Tradanet. Tradanet`s performance was impacted by the slower growth in the US dollar value of its loan processing portfolio which value slowed as a consequence of inflation and the devaluation of Zimbabwe's currency (ZWL). Tradanet's revenues were further adversely impacted by liquidity constraints in the banking sector. Autopay also experienced a decline in the real value of its Payroll processing revenues caused by the depreciation of ZWL relative to the US dollar.

The Group's Net asset value of $6.12 million remained in line with the audited NAV reported for the financial year ended

31 August 2023 of $6.1 million.  

Half Year 2024 Results Highlights
6 Months ended 28 February 2024 (US$'000)	2024	2023	Change
- Revenue	185	451	(59%)
- Operating costs	192	323	(41%)
- Consolidated EBITDA	(18)	128	(114%)
- Consolidated Profit after tax (PAT)	(44)	99	(144%)
- (Loss)/Profit attributable to owners of the Company	(58)	28	(307%)
- Central costs	73	21	248%
- EPS - cents	(0.01)	0.01	-
- NAV	6,119	5,763	6%
- NAV per share - cents	1.12	1.06	6%
- Weighted average of shares  in issue	544,576	544,576	-
- Shares in issue at year end	544,576	544,576	-
Divisional:
- Payserv - consolidated PAT	40	121	(67%)
- Payserv - consolidated EBITDA	66	149	(56%)
- Millchem - EBITDA	-	-	-

Group Highlights HY 2024:

·      Net Equity (NAV) increased by 6% from US $5.763 million (1.06 US cents per share) in HY 2023 to $6.119 million (1.12 US cents per share) in HY 2024.

·      Group revenue decreased by 59% compared to the prior period from $451,000 to $185,000. This is mainly due to Tradanet revenues decreasing as a result of declining loan advances by CABS in United States dollar terms during the period. The operations in Zimbabwe, despite challenging market and currency devaluation conditions, operate at break even with minimal impact at the holding level.

Net Equity (Net Asset Value)

The company's net asset value increased by 6% from $5.763 million at HY 2023 to $6.119 million at HY 2024. The HY2024 NAV corresponds with the audited NAV at 31 August 2023 of $6,104 million.

Components of NAV at 28 February 2024

The Group NAV of $6.119 million as at the end of HY 2024 consists of the following tangible and intangible assets:

Building and properties valued at $2.3 million - The Company`s real estate holding company, Lonzim Holdings Limited, has received multiple offers, with a transaction yet to be finalised.

Investment in Radar Holdings Limited  - 9.74% or 4.98 million shares valued at US $1.743 million (net of minority interests) based on 35 US cents per equivalent Radar share. In the post balance sheet period, the sale of the Group`s 78.2% shareholding in A.F Philips (Pvt) Ltd ("AFP") (which holds the Investment in Radar Holdings Limited) has been concluded with all conditions precedent to the deal being successfully completed. The purchasers have settled $1.1 million of the purchase price (after HY 2024) with the balance, which accrues interest at a rate of 10% per annum, expected to be settled by the end of the calendar year.     

USD Cash and Cash Equivalents - US dollar cash totalling $1.56 million. 

Old Mutual and Nedbank shares - the Company holds 204,047 Old Mutual Limited shares and 2,692 Nedbank shares valued on at US $156,971 based on the closing price of the shares on the Johannesburg Stock Exchange at the interim period end. 

Goodwill - The Company has a goodwill value of $717,000 on its Statement of Financial Position relating to its investment in the Payserv group of Companies.  The Company believes this is a fair assessment of the intangible asset despite the impact of the decisions made by Zimbabwe`s banking institutions against using its payment platforms. Turnaround opportunities are being explored as evidenced by the recent granting to Multi-Pay Solutions (Pvt) Ltd (Multi-Pay Solutions) the exclusive rights to use, distribute, and operate Paynet Software in the Southern African Development Community (SADC). Payserv Africa will continue to operate Paynet outside of the SADC. Tradanet, in which the Company holds an effective 51% interest, is the largest contributor to the Company's earnings. Tradanet processes microloans on behalf of CABS, Zimbabwe's largest Building Society.  At their peak in 2019, these microloans comprised about a third of the banks assets and the Directors believe that a return to those levels is fully conceivable. Accordingly, the Company continues to believe that Payserv's intellectual property value and the amalgamation of the above exceeds the book value of the goodwill.

Chief Executive's Report

The Company has released its Annual Report for the financial year ended 31 August 2023 simultaneously with its 2024 half year results.  As covered in my CEO report attached to the audited year end results, Cambria's story is now focused on realizing its NAV. Investors might find value in examining our estimate of realizable NAV at US $7.2 million (1.3 US cents per share). Our estimate draws from the following actual and anticipated components:

·      Cash: As at the half year ended 2023, the Group held cash reserves of US$1.56 million. As at 30 September 2024, in addition to  Zimbabwe-held US dollar-denominated cash, shares and gold coins, the Company holds Fixed Deposits of $2.4 million in the United Kingdom.

·      Commercial Property: This is represented by the prominently located Mt. Pleasant Business Park Commercial Property valued at $2.3 million.

·      Recovery of Legacy Debts: The Company is actively pursuing the recovery of "Legacy Debts" or "Blocked Funds" owed by our Zimbabwe subsidiaries to the holding companies. As at 31 August 2023, we've successfully recovered US$407,350, leaving an outstanding balance of $1.2 million held by the Ministry of Finance. These funds, initially held by the Reserve Bank in ZWL on a one-to-one basis with the USD, were marked down to a negligible value in previous financial years based on the annual official exchange rate. However, post FY 2022, the Ministry of Finance began repaying these debts and assures us of the balance, as funds become available. As a result, our NAV after the financial year end will see an increase, accounting for the recovered debts.

·      Listed Portfolio Value: We aim to realise the value of the 204,047 Old Mutual shares and 2,692 Nedbank shares by transferring these shares to the South African register.  The total value of this portfolio was $192,469 based on JSE closing prices on 10 October 2024.

·      Sale of Radar equivalent shares: At the holding Company level, we will realise $1.743 million from the sale of our indirect stake in Radar after the fulfilment of all conditions precedent to the agreement of sale. $1.1 million has been received, with the balance accruing 10% interest, expected to be settled by the end of the calendar year.

·      Intellectual Property Value: The Board is committed to deriving maximum value from our intellectual property, both in our current operations and future endeavours. The Company's Statement of Financial Position lists a goodwill value of $717,000.

These estimates, culminating in a projected NAV of US $7.2 million, come with the following considerations:

1.     Maintenance of stable commercial real estate prices in Harare and successful sales realization at the holding Company level.

2.     Repayment of US $1.2 million in Legacy Debts.

3.     Effective utilization of intellectual properties for profit.

4.     The resumption of fungibility of dual-listed shares.

We remain cautiously optimistic about achieving full value for the Company's assets beyond its NAV.

With the publishing of the Group`s FY 2023 and HY 2024 results, the suspension of the Company's Ordinary Shares has been lifted and as a result Shareholders will have one day to trade their Cambria Ordinary Shares on AIM, before the Company will again be suspended at 7.00am on 14 October 2024.  As announced on 23 September 2024, the Company will cease to have a nominated adviser with effect from 8.00 a.m. on 14 October  2024. As a result, the Company will again be suspended as of 7:00 a.m. on 14 October 2024, pursuant to AIM Rule 1, for failing to retain a Nominated Adviser. As the Company have decided not to appoint a new Nominated Adviser the suspension will remain in place until the cancellation of admission of the Company's ordinary shares to trading on AIM at 7.00 a.m. on 22 October 2024.

Albeit for one day only, the lifting of the suspension should enable shareholders to trade with a comprehensive understanding of the updated financial position and the investment landscape confronting Cambria. At the time of suspension, Cambria shares were valued at 0.225p, contrasting with a book NAV of 0.88p and our estimate of 1.3 US cents per share or 1.07p per share. Shareholders must determine whether the market has aptly gauged the discount to the Company's book NAV and management's estimates of realizable NAV, which we are committed to achieving.

Samir Shasha

10 October 2024

Contacts
Cambria Africa Plc	www.cambriaafrica.com
Samir Shasha	[phone]
WH Ireland Limited	www.whirelandplc.com/capital-markets
James Joyce / Sarah Mather	[phone]

Cambria Africa Plc

Interim consolidated income statement

For the six month period ended 28 February 2024

			Unaudited				Unaudited			Audited
			6 months to				6 months to			Year to
			28-Feb-24				28-Feb-23			31-Aug-23
			US$'000				US$'000			US$'000
	Revenue		185				451			922
	Cost of sales		(11)				-			(53)
	Gross profit		174				451			869
	Operating costs		(192)				(323)			(585)
	Other income		-				-			7
	Exceptionals		(11)				-			13
	Operating (loss)/profit		(29)				128			304
	Finance income		10				11			31
	Finance costs		-				-			-
	Net finance income		10				11			31
	(Loss)/Profit before tax		(19)				139			335
	Income tax		(25)				(40)			(70)
	(Loss)/Profit for the period		(44)				99			265
	Attributable to:
	Owners of the company		(58)				28			156
	Non-controlling Interests		14				71			109
	(Loss)/Profit for the period		(44)				99			265
	(Loss)/earnings per share
	Basic and diluted (loss)/earnings per share (cents)			(0.01c)				0.01c			0.03c
	(Loss)/Earnings per share - continuing operations
	Basic and diluted (loss)/earnings per share (cents)			(0.01c)				0.01c			0.03c
	Weighted average number of shares for EPS			544,576				544,576			544,576

Cambria Africa Plc

Interim consolidated statement of comprehensive income

For the six month period ended 28 February 2024

		Unaudited		Unaudited		Audited
		6 months to		6 months to		Year to
		28-Feb-24		28-Feb-23		31-Aug-23
		US$'000		US$'000		US$'000
(Loss)/Profit for the period		(44)		99		265
Other comprehensive income
Items that will not be reclassified to Statement of Profit or Loss:
Legacy debt recoveries						407
Foreign currency translation differences for overseas operations		88		(10)		(219)
Total comprehensive profit for the period		44		89		453
Attributable to:
Owners		30		18		344
Non-controlling interests		14		71		109
Total comprehensive profit for the period		44		89		453

Cambria Africa Plc

Interim consolidated statement of financial position

As at 28 February 2024

		Unaudited		Unaudited		Audited
		Group		Group		Group
		28-Feb-24		28-Feb-23		31-Aug-23
		US$'000		US$'000		US$'000
Property, plant and equipment		2,300		2,305		2,308
Goodwill		717		717		717
Intangible assets		-		-		-
Financial assets at fair value through profit and loss		157		152		168
Total non-current assets		3,174		3,174		3,193
Inventories		-		8		-
Financial assets at fair value through profit and loss		11		15		34
Trade and other receivables		75		172		88
Cash and cash equivalents		1,567		1,361		1,552
Assets classified as held for sale		2,228		2,228		2,228
Total current assets		3,881		3,784		3,902
Total assets		7,055		6,958		7,095
Equity
Issued share capital		77		77		77
Share premium account		88,459		88,459		88,459
Revaluation reserve		(190)		(190)		(190)
Foreign exchange reserve		(10,852)		(11,138)		(10,940)
Non- distributable reserves		2,371		2,371		2,371
Accumulated losses		(73,746)		(73,816)		(73,688)
Equity attributable to owners of the company		6,119		5,763		6,089
Non-controlling interests		413		496		454
Total equity		6,532		6,259		6,543
Liabilities
Trade and other payables		-		40		-
Deferred tax liabilities		174		189		153
Total non-current liabilities		174		229		153
Current tax liabilities		47		134		104
Trade and other payables		302		336		295
Liabilities for discontinued operation		-		-		-
Total current liabilities		349		470		399
Total liabilities		523		699		552
Total equity and liabilities		7,055		6,958		7,095

Cambria Africa Plc

Interim consolidated statement of changes in equity

For the six month period ended 28 February 2024

US$'000		Share Capital	Share Premium	Revaluation Reserve	Foreign Exchange Reserve	Accumulated Losses	Non-distributable Reserve	Total	Non-controlling Interest	Total
Balance at 1 September 2022		77	88,459	(190)	(11,128)	(73,844)	2,371	5,745	425	6,170
Profit for the period		-	-	-	-	28	-	28	71	99
Legacy Debt Revaluation					75			75		75
Foreign currency translation differences for overseas operations		-	-	-	(85)	-	-	(85)	-	(85)
Total comprehensive loss for the year		-	-	-	(10)	28	-	18	71	89
Contributions by/distributions to owners of the Company recognised directly in equity
Dividends paid		-	-	-	-	-	-	-	-	-
Total contributions by and distributions to owners of the Company		-	-	-	-	-	-	-	-	-
Balance at 28 February 2023		77	88,459	(190)	(11,138)	(73,816)	2,371	5,763	496	6,259

US$000	Share Capital		Share premium		Revaluation reserve			Foreign exchange reserve				Accumulated losses		NDR		Total		Non-Controlling interests		Total
Balance at 1 September 2022	77		88,459		(190)		(11,128)				(73,844)		2,371		5,745		425		6,170
Profit/(loss) for the year	-		-		-		-				156		-		156		109		265
Foreign currency translation differences
for overseas operations	-		-		-		(219)				-		-		(219)		(24)		(243)
Legacy debt recoveries	-		-		-		407				-		-		407		-		407
Total comprehensive income for the year	77		88,459		(190)		(10,940)				(73,688)		2,371		6,089		510		6,599
Contributions by/distributions to owners of
the Company recognised directly in equity
Dividends paid to minorities	-		-		-		-				-		-		-		(56)		(56)
Total contributions by and distributions to owners of the Company	-		-		-		-				-		-		-		(56)		(56)
Balance at 31 August 2023	77		88,459		(190)		(10,940)				(73,688)		2,371		6,089		454		6,543

US$'000		Share Capital	Share Premium	Revaluation Reserve	Foreign Exchange Reserve	Accumulated Losses	Non-distributable Reserve	Total	Non-controlling Interest	Total
Balance at 1 September 2023		77	88,459	(190)	(10,940)	(73,688)	2,371	6,089	454	6,543
Loss for the period		-	-	-	-	(58)	-	(58)	14	(44)
Foreign currency translation differences for overseas operations		-	-	-	88	-	-	88	(51)	37
Total comprehensive (loss)/income for the period		-	-	-	88	(58)	-	30	(37)	(138)
Contributions by/distributions to owners of the Company recognised directly in equity
Dividends paid		-	-	-	-	-	-	-	(4)	(4)
Total contributions by and distributions to owners of the Company		-	-	-	-	-	-	-	-	-
Balance at 28 February 2024		77	88,459	(190)	(10,852)	(73,746)	2,371	6,119	413	6,532

Cambria Africa Plc

Interim consolidated statement of cash flows

For the six month period ended 28 February 2024

		Unaudited 28-Feb-24 US$'000		Unaudited            28-Feb-23   US$'000		Audited       31-Aug-23 US$'000
Cash generated from operations		33		128		307
Taxation paid		(61)		(43)		(142)
Cash generated from operating activities		(28)		85		165
Cash flows from investing activities Proceeds on disposal of property, plant and equipment		-		15		-
Purchase of property, plant and equipment		-		-		(5)
Purchase of gold coins		-		-		(31)
Dividends received		-				6
Interest received		10		11		31
Net cash (utilized in)/ generated investing activities		10		26		1
Cash flows from financing activities Dividends paid to non-controlling interests		(4)		-		(56)
Legacy debt received		-		75		407
Loans repaid		-		-		-
Net cash (utilized) by financing activities		(4)		75		351
Net (decrease)/ increase in cash and cash equivalents		(22)		186		517
Cash and cash equivalents at the beginning of the period		1,552		1,263		1,263
Foreign exchange		37		(88)		(228)
Net cash and cash equivalents at the end of the period		1,567		1,361		1,552
Cash and cash equivalents as above comprise the following Cash and cash equivalents attributable to continuing operations		1,567		1,361		1,263
Net cash and cash equivalents at 31 August		1,567		1,361		1,263

* Amounts include both continuing and discontinued operations.

 

END