Half Yearly Report

RNS Number : 6562E

St Helen's Capital PLC

23 December 2009

 



St Helen's Capital Plc ('St Helen's Capital' or the 'Company')

Interim Results

St Helen's Capital, announces its unaudited results for the six months ended 30 September 2009.

Chairman's Statement

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

On 14 September we announced that we had sold the Plus Markets Adviser and AIM broking businesses to Whim Gully as outlined in the circular sent to shareholders on 28 August 2009. This had the effect of reducing the significant cash outflow from the business and also increased the cash reserves by around 40 per cent.

On the 23 November 2009 we announced the acquisition of Marechale Capital Limited ("Marechale") and the appointment of Patrick Booth-Clibborn to the board of St Helen's Capital ("the Board") as Chief Executive. Patrick has 22 years investment banking and broking experience including being a founding director at Noble & 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. It outsources 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's deal flow (acquired by St Helen's Capital through the acquisition of Marechale) offers a low cost and significantly de-risked opportunity to generate revenues and profitability. I am pleased to report that revenues are already being generated and invoiced. We have also given a commitment to keep costs to the absolute minimum (and initially in line with the costs agreed by shareholders for operating the cash shell). In order to preserve the Company's cash, the Marechale deal has been satisfied by the issue of shares, which was approved by shareholders at the Annual General Meeting on 17 December 2009.

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

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

The Board had also proposed a strategic share swap with the fund management group Bluehone. We believe that the deal that had been negotiated with Bluehone would have been a good investment and also offered business synergies. 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 the  special resolution requiring 75 per cent. support; therefore, the Bluehone transaction has not proceeded at this stage. The Board has now decided not to proceed with the Bluehone share swap proposal 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 approve the Company's change of name, which is a requirement of the sale of the Company's business assets, and the adoption of the Company's new Articles of Association which is necessary to reflect changes to the Company's Act 2006.

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

Mark Warde-Norbury

Chairman

23 December 2009

For further information visit www.sthelenscapital.com or contact:

Mark Warde-Norbury, Chairman	St Helen's Capital Plc	Tel: [phone]
James Harris / James Spinney	Strand Hanson Limited	Tel: [phone]

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)
Gross profit					288,257	495,200
Administrative expenses					(861,770)	(1,171,513)
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
Loss before tax					(373,173)	(679,276)
Corporation tax charge					0	0
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 assets
were sold to Whim Gully Capital LLP for a consideration of £200,000.
** Due to the losses, the diluted EPS calculations will show a lower loss per/share,
making the options 'anti-dilutive'. Accordingly the basic +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
					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)
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)
					801,923	1,689,192
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
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)
					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
Cash flow from investing activities					1,648	38,002
Financing
Issue of share capital					0	10,000
Interest payable					0	0
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
Increase/(decrease) in cash and cash equivalents					(209,767)	(535,984)
This financial information has been prepared for use in the European Union. The company's financial statements have been prepared in accordance with IFRS and International Financial Reporting Interpretations Committee ('IFRIC'). interpretations adopted by the European Union, and with those  parts of the Companies Act 1985 applicable to companies reporting under IFRS, with the prior periods  being reported on the same basis.

 

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