Interim Results 2010

RNS Number : 1858Q
Oak Holdings PLC
30 July 2010
 



Interim Results 2010

 

Oak Holdings plc ("Oak", the "Company" or the "Group") the leisure business operator and YES! Project developer, announces its interim results for the six months ended 30 April 2010.

 

Chairman's Statement

 

This is my first statement to shareholders, since being appointed as the Group's new Chairman earlier this month.  I am pleased to report that the successful fundraising in March 2010 has enabled Oak to re-position as a leisure business operator with significant property development potential.  Economic trading conditions remain extremely challenging and a great deal of work still lies ahead.  

 

The first half of the Group's financial year comprises the quieter winter trading period.  This year's unusually extreme weather conditions affected both Rother Valley Country Park and Ringwood Town and Country Experience.  During this period, there were 16 days in January when Rother Valley Country Park was completely inaccessible. Tight fiscal policies and a rapid management response to the challenges ensured that the results for the half year were in line with the Board's expectations. 

 

The revised and updated planning permission for the YES! Project was approved by Rotherham Metropolitan Borough Council at its submission in May 2010.  This now resides with the Local Government Office awaiting ratification, which is expected shortly.  Revenue from the Group's leisure activities has continued to grow since the half year end, fuelled by larger numbers of people holidaying at home rather than abroad.

 

In July 2010, the Board was strengthened significantly to facilitate greater returns from the Group's existing operating activities, as well as those being planned, and to release the inherent value of the YES! Project.  The new Board will be examining all the opportunities available to the Group over the next few months and I look forward to reporting the outcome of those strategic discussions in due course.

 

Results

 

The Company's results for the 6 months ended 30 April 2010 were a loss on ordinary activities before taxation of £(131,140) (2009: a profit of £186,791 including an exceptional credit of £410,086 for the release of liabilities). Results are in line with the Board's expectations and derive largely from the seasonality of the leisure business with the first six months trading being mainly winter. The result includes a charge of £43,106 (2009: £93,835) in respect of "Share Based Payments" as determined by IFRS 2.

 

The Group's consultancy operations generated a turnover of £11,688 (2009: £0), as resources were directed to managing the Rother Valley Country Park and integrating the Ringwood Town & Country Experience business into the Group's operations.  Management continued to exercise tight control over expenditure throughout the period.  Costs relating to the YES! Project amounted to £125,000 - comprising fees for the renewal of the planning application.

 

Net assets at 30 April 2010 were £11.78 million (2009: £9.76 million), reflecting the assets acquired with Rother Valley Country Park and the Ringwood Town & Country Experience.

 

Current Strategy and Activity 

 

The Group is focused on generating increasing revenues and income generation from its core leisure business operations.

 

YES! Project

 

·        Planning permission has been approved by Rotherham Metropolitan Borough Council and is awaiting ratification by the Local Government Office which is expected shortly.

·        Encouraging discussions are ongoing with a number of anchor tenants, in the hotel, retail and entertainment sectors.

 

Leisure Operations

 

Our aim is to develop the range of facilities in the park to maximize revenue opportunities and even out seasonality through.  Plans under consideration, subject to funding, include:

 

·        Improved catering facilities both in terms of offering and locations.

·        The development of a yearly events calendar promoted in association with the local media

·        Improvement in facilities, upgrading equipment and expanding the fleet of profitable rental equipment.

·        Introduction and development of revenue generating initiatives, café and conference centre, caravan park and event production.

 

The Ringwood Town and Country Experience houses an extensive collection of memorabilia far beyond that which can be effectively displayed.  Following the summer holiday period, the Board will consider the disposal of some of these assets and the creation of new displays at the Rother Valley Country Park to provide a wet weather attraction for visitors.

 

Outlook

 

The Board firmly believes in the inherent value of the YES! Project and that the Group's revenue generating activities will provide a firm platform from which to realise this potential.  Despite the fact that the funding climate and economy present significant challenges to the immediate development of the Group, the potential to generate substantial shareholder value remains in place.  The approval of planning for the YES! Project provides a key foundation for the future and allows the Company to move forward with cautious optimism.

 

As always, I would like to thank my colleagues and our shareholders for their continued support.

 

Michael Woodcock 

Chairman                                                                                                                                     

30 July 2010

 

 

UNAUDITED CONSOLIDATED INCOME STATEMENT

for the six months ended 30 April 2010



Unaudited


Unaudited


Audited



6 months


6 months


Year



ended


ended


ended



30-Apr


30-Apr


31-Oct



2010


2009


2009



£


£


£


Notes






Revenue


510,678


-


761,784

Administrative expenses


(632,856)


(224,164)


(845,334)

Release of liabilities 


-


410,086


410,086








OPERATING (LOSS)/PROFIT


(122,178)


185,922


326,536








Finance income


-


-


14

Finance (costs)


(9,232)


869


(732)

Finance (costs)/income - net


(9,232)


869


(718)








(LOSS)/PROFIT BEFORE TAX


(131,410)


186,791


325,818

Tax


-


-


-

(LOSS)/PROFIT FOR THE PERIOD ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY

(131,410)


186,791


325,818

(LOSS)/EARNINGS PER SHARE







Basic earnings/(loss) per share in pence

4

(0.5)


1.2


2.2

 

 

 UNAUDITED CONSOLIDATED BALANCE SHEET

 As at 30 April 2010



Unaudited

Unaudited

Audited



As at

As at

As at



30-Apr

30-Apr

31-Oct



2010

2009

2009



£

£

£


Notes




NON-CURRENT ASSETS





Goodwill 


10,828,446

10,828,446

10,828,446

Property, plant and equipment


1,796,813

1,240,436

1,409,417

TOTAL NON-CURRENT ASSETS


12,625,259

12,068,882

12,237,863






CURRENT ASSETS





Inventories


603,425


56,230

Trade and other receivables


76,440

10,200

131,305

Cash and cash equivalents


53,088

-

32,050

TOTAL CURRENT ASSETS


732,953

10,200

219,585

TOTAL ASSETS 


13,358,212

12,079,082

12,457,448






EQUITY 





Called up share capital


9,587,206

7,565,067

7,565,067

Share premium account


3,017,818

3,017,818

3,017,818

Retained earnings

5

(6,190,280)

(6,182,231)

(6,101,976)

Capital redemption reserve


164,667

164,667

164,667

Merger reserve


5,197,319

5,197,319

5,197,319

TOTAL EQUITY

5

11,776,730

9,762,640

9,842,895






LIABILITIES





NON-CURRENT LIABILITIES 





Borrowings


738,121

-

534,267

TOTAL NON-CURRENT LIABILITIES 


738,121

-

534,267






CURRENT LIABILITIES





Borrowings


438,168

1,053,756

1,011,103

Trade and other payables 


405,193

1,262,686

1,069,183

TOTAL CURRENT LIABILITIES


843,361

2,316,442

2,080,286






TOTAL LIABILITIES


1,581,482

2,316,442

2,614,553






TOTAL EQUITY AND LIABILITIES


13,358,212

12,079,082

12,457,448

 

 

 UNAUDITED CONSOLIDATED CASH FLOW STATEMENT

 For the six months ended 30 April 2010



Unaudited

Unaudited

Audited



6 months

to

6 months

to

Year

ended



30-Apr

30-Apr

31-Oct



2010

2009

2009



£

£

£


Notes




Cash flows from operating activities

6




Net cash (absorbed)/generated by operations


(260,686)

7,058

(312,221)

Net interest paid


(9,232)

-

(718)

Net cash (absorbed)/generated by operating activities

(269,918)

7,058

(312,939)






Cash flows from investing activities 





Payments to acquire tangible fixed assets


(146,475)

(5,524)

(105,618)

Acquisition of unincorporated business


(85,000)

-

-

Net cash used in investing activities


(231,475)

(5,524)

(105,618)






Cash flows from financing activities 





Proceeds on issue of shares


650,139

-

-

Net advances on directors' loans and loans from related parties

4,655

-

446,712

Net proceeds from advance on bank loan


-

-

251,935

Repayment of bank loans


(26,935)

-

-

Repayment of other loan


(100,000)

-

-

Repayment of obligations under hire purchase contracts

(5,428)

-

(750)

Net cash from financing activities


522,431

-

697,897






Net increase in cash and bank balances


21,038

1,534

279,340

Cash and bank and bank overdrafts beginning of period

32,050

(247,290)

(247,290)

Cash and bank and bank overdrafts at end of period

53,088

(245,756)

32,050

 

 

Notes to the Unaudited Interim Report

 

1. GENERAL INFORMATION

 

OAK HOLDINGS PLC (the "Company") is a company domiciled in England whose registered office address is Windsor House, Barnett Way, Barnwood, Gloucester, GL4 3RT. The condensed consolidated interim financial statements of the Company for the six months ended 30 April 2010 comprise the Company and its subsidiaries (together referred to as the "Group").

 

The condensed consolidated interim financial statements do not constitute statutory accounts as defined in Section 240 of the Companies Act 1985.

 

The financial information for the year ended 31 October 2009 has been extracted from the statutory accounts for that period which were prepared in accordance with International Financial Reporting Standards ("IFRS"). The auditors' report on the statutory accounts was unqualified and did not contain a statement under Section 237 of the Companies Act 1985. A copy of those financial statements has been filed with the Registrar of Companies.

 

The financial information for the six months ended 30 April 2010 was also prepared in accordance with IFRS).

 

The condensed consolidated interim financial statements do not include all of the information required for full annual financial statements. 

 

The condensed consolidated interim financial statements were authorised for issue on 30 July 2010.

 

2. BASIS OF ACCOUNTING

 

The condensed consolidated financial statements are unaudited and have been prepared on the historical cost basis in accordance with International Financial Reporting Standards as adopted by the EU ("IFRS") using the same accounting policies and methods of computation as were used in the annual financial statements for the year ended 31 October 2009. As permitted, the interim report has been prepared in accordance with the AIM rules for Companies and is not compliant in all respects with IAS 34 Interim Financial Statements. The condensed consolidated interim financial statements do not include all the information required for full annual financial statements and hence cannot be construed as in full compliance with IFRS.

 

3. SEGMENTAL ANALYSIS

 

Segmental information with regards to activity of each segment is presented below. All turnover and profits are generated in, and assets are located in, the UK.

 

Six months ended 30 April 2010







 

Consultancy

YES!

Project

Leisure Operations

 

Unallocated

 

Total


£

£

 £

£

£

Revenue

11,688

-

498,990

-

510,678







Operating profit/(loss)

11,688

(191)

24,590

(158,265)

(122,178)

Finance (costs)

-

-

-

(9,232)

(9,232)

Profit before taxation

11,688

(191)

24,590

(167,497)

(131,410)

Taxation

-

-

-

-

-

Profit/(loss) for the period

11,688

(191)

24,590

(167,497)

(131,410)







Six months ended 30 April 2009







 

Consultancy

YES!

Project

Leisure Operations

 

Unallocated

 

Total


£

£

£

£

£

Revenue












Operating profit/(loss)

-

(7,111)

-

-

(7,111)

Unallocated corporate costs

-

-

-

(217,053)

(217,053)

Release of liabilities

-

-

-

410,086

410,086

Finance (costs)

-

-

-

869

869

Profit before taxation

-

(7,111)

-

193,902

186,791

Taxation

-

-

-

-

-

(Loss)/profit for the period

-

(7,111)

-

193,902

186,791







Year ended 31 October 2009







 

Consultancy

YES!

Project

Leisure Operations

 

Unallocated

 

Total


£

£

 £

£

£

Revenue

5,000

-

756,784

-

761,784







Operating profit/(loss)

5,000

70,150

137,494

-

212,644

Unallocated corporate costs

-

-

-

(296,194)

(296,194)

Release of liabilities

-

-

-

410,086

410,086

Finance costs

-

-

-

(718)

(718)

Profit/(loss) before taxation

5,000

70,150

137,494

113,174

325,818

Taxation

-

-

-

-

-

Profit/(loss) for the period

5,000

70,150

137,494

113,174

325,818

 

4. EARNINGS/(LOSS) PER SHARE

 

The calculation of the basic earnings per share is based on the following data:

 


Unaudited

Unaudited

Audited


6 months

6 months

Year


ended

ended

ended


30-Apr

30-Apr

31-Oct


2010

2009

2009


£

£

£

Earnings/(loss) on ordinary activities after tax

(131,410)

186,791

325,818

Number of shares




Weighted average number of ordinary shares for the period

 

27,970,203

15,130,133

15,130,133

Earnings/(loss) per share in pence

(0.5)

1.2

2.2

 

At a General Meeting on 6 November 2008, it was resolved that the ordinary shares of 50p each be subdivided into 10 shares of 5p each and that 9 of such shares were reclassified as deferred shares of 5p each with the remaining share reclassified as a new ordinary share of 5p, which is the class of share which would be issued in any funding issue. The new ordinary shares of 5p each have the same rights as to dividends, votes and (in all practical terms) participation in any repayment of capital as those of the previously existing issued ordinary shares of 50p each.

 

The new deferred shares have no voting or dividend rights and will only have rights to a repayment of the nominal value of the shares and then only after a significant capital payment has been made to the holders of ordinary shares. The Company has the right to acquire the entire issued class of deferred shares from time to time for a nominal consideration, which it intends to do when appropriate. The new deferred shares are thus, in practical terms, valueless.

 

This sub-division and reclassification has had no impact on the number or value of a shareholder's holding of ordinary shares and as such it has not been necessary to recalculate the weighted average number of ordinary shares for any period above in order to calculate the profit or loss on each ordinary share.

 

The exercise of the outstanding options and warrants at 30 April 2010 would have an anti-dilutive effect. There are potentially 783,998 ordinary shares that could be issued under the terms of options, and 2,022,089 warrants, that will potentially reduce future earnings per share.

 

5. STATEMENT OF CHANGES IN EQUITY

 


Share

capital

Share

premium

Retained

earnings

Capital

redemption

reserve

Merger

reserve

 

Total



£

£

£

£

£








At 31 October 2008

7,565,067

3,017,818

(6,462,857)

164,667

5,197,319

9,482,014

Profit for the 12 months ended 31 October 2009

-

-

325,818

-

-

325,818

Cost of share based awards

-

-

35,063

-

-

35,063

At 31 October 2009

7,565,067

3,017,818

(6,101,976)

164,667

5,197,319

9,842,895

Loss for the 6 months ended 30 April 2010

-

-

(131,410)

-

-

(131,410)

Cost of share based awards

-

-

43,106

-

-

43,106

Shares issued

2,022,139

-

-

-

-

2,022,139

At 30 April 2010

9,587,206

3,017,818

(6,190,280)

164,667

5,197,319

11,776,730

 

6. NOTES TO THE CONSOLIDATED CASH FLOW STATEMENT

 


Unaudited

Unaudited

Audited


6 months

6 months

Year


ended

ended

ended


30-Apr

30-Apr

31-Oct


2010

2009

2009


£

£

£

Cash absorbed by operations




Operating (loss)/profit

(122,178)

185,922

326,536

Depreciation

1,373

-

2,745

Share-based payment

43,106

93,835

35,063

Increase in inventories

(56,849)

-

(56,230)

Increase/(decrease) in receivables

48,865

29,453

(91,652)

Decrease in payables

(175,003)

(302,152)

(347,988)

Adjustment for waiver of loans

-

-

(180,695)

Cash generated/(absorbed) by operations

(260,686)

7,058

(312,221)

 

7.  DISTRIBUTION OF INTERIM REPORT

 

Copies of the Interim Report for the six months ended 30 April 2010 can be obtained from the Registered Office during normal business hours and are available on the Company's website, www.oakholdings.co.uk.

 

 

For further information, please contact:

 

Cairn Financial Advisers LLP

Tel: 020 7148 7901

Tony Rawlinson

 

 

 

Rawlings Financial PR Limited

Tel: 01653 618 016

Catriona Valentine

catriona@rawlingsfinancial.co.uk

 

www.rawlingsfinancial.co.uk

 

OAK HOLDINGS PLC

 

Oak is an asset-based leisure business operator with significant property development potential.  The Company's activities comprise:

 

Rother Valley County Park

 

The Company leases and manages Rother Valley Country Park, a 1,000 acre country park with four major lakes.  The park is positioned just off the M1 on the borders of Sheffield, Rotherham and Derbyshire.  It currently attracts over 750,000 visitors per year and is included in the Official 2012 Olympic Training Camp Guide, which recommends high quality sporting facilities for all participating athletes.

 

Ringwood Town & Country Experience

 

Ringwood Town & Country Experience is a leisure business located in the New Forest, Hampshire, which attracts around 19,000 visitors per year.  Ringwood Town & Country Experience incorporates a Heritage Centre with vintage cars and motorcycles, a replica railway station, tearooms, a restaurant, nostalgic shops and a 100 seat function room. 

 

YES! Project

 

Oak is the promoter and developer of the exciting £350 million YES! Project, a phased development which will create one of the largest undercover, leisure-based, resort and convention destinations in Europe.  The site covers 327 acres and is adjacent to the Rother Valley Country Park in South Yorkshire.

 

 

 


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