TIDMTRAF

RNS Number : 0443X

Trafalgar Property Group PLC

15 December 2023

15 December 2023

TRAFALGAR PROPERTY GROUP PLC

("Trafalgar", the "Company" or "Group")

Interim Results

for the six months ended 30 September 2023

Trafalgar (AIM: TRAF), the AIM quoted residential property developer operating in southeast England, announces its interim results for the six months ended 30 September 2023 (the "Period").

Key financials:

   --     Turnover for the Period was GBPnil, (H1 2022: GBP17,798); 

-- Gross profit of GBPnil, (H1 2022: gross profit GBP17,798), giving a loss before tax of GBP214,270 (H1 2022: pre-tax loss: GBP444,137);

   --     EPS of  (0.07p) (H1 2022 (0.20p); and 

-- Cash in bank at period end was GBP237,808 (H1 2022: GBP152,897); at 11 December 2023 cash at bank was GBP12,876***

-- Paul Treadaway, Chairman of Trafalgar, said: "The construction industry in general continues to be difficult and trying to find suitable development sites for the right price is becoming harder. The continued high inflation and high interest rates also impacts the general market conditions for property.

However, the results for the six months to 30 September 2023 show some positive activity with the sale of the Group's final investment property and the continuation of the development of the site at Speldhurst ."

Copies of the interim report will be available later today on the Company's website, www.trafalgarproperty.group

Enquiries:

 
 Trafalgar Property Group Plc 
  Paul Treadway                                 +44 (0) 1732 700 000 
 Spark Advisory Partners Ltd - AIM Nominated 
  Adviser 
  Matt Davis                                    +44 (0) 20 3368 3550 
 Peterhouse Capital Limited - Broker 
  Duncan Vasey/Lucy Williams                    +44(0)20 7409 0930 
 

Notes to Editors:

Trafalgar Property Plc is the holding company of Trafalgar New Homes Limited, Selmat Limited and Trafalgar Retirement+ Limited, residential property developers operating in the southeast of England. The founders have a long track record of developing new and refurbished homes, principally in Kent and Surrey.

The Company's focus is on the select acquisition of land for residential property development. The Company outsources all development activities, for example the obtaining of planning permission, design and construction, and uses fixed price build contracts, enabling it to tightly control its development and overhead costs.

   For further information visit   www.trafalgarproperty.group . 

TRAFALGAR PROPERTY GROUP PLC

INTERIM REPORT FOR THE SIX MONTHSED 30 SEPTEMBER 2023

CHIEF EXECUTIVE'S REPORT

I present the Company's Interim Results for the six month period to 30 September 2023. Revenue for the period was GBPnil and cost of sales was GBPnil giving a gross profit for the period of GBPnil.

Mortgage and private loan interest was paid during the period of GBP31,589of which GBP14,810 was capitalized as part of inventory as relating to the development at Speldhurst with a further GBP38,643 of loan note equity interest being accrued in the period.

The result of the above is a loss before taxation for the period of GBP214,270.

The directors continue to consider relevant information including the current cost-of-living crisis, higher interest rates and higher inflation, which are driving a challenging market and have performed a robust analysis of future cash flows.

Based on their assessments and having regard to resources available to the entity, the directors have concluded that they can continue to adopt the going concern basis in preparing the financial statements.

A summary of activities in the 6 months to 30 September 2023 for the Group are as follows:

- Trafalgar New Homes has continued to develop the site at Speldhurst and the building of a single dwelling is progressing well with no adverse issues affecting the planned completion by the end of the year.

- Selmat sold the final investment property in Hildenborough in September 2023 for GBP940,000 before costs.

- A placing of shares was carried out in September 2023 raising a gross amount of GBP125,000, before costs, to be used for working capital purposes.

- The Group continues to look for opportunities in vertical farming but the cost of energy in the UK has meant the Group are widening its search to areas outside of the UK.

Paul Treadaway

Chief Executive

15 December 2023

TRAFALGAR PROPERTY GROUP PLC

CONSOLIDATED UNAUDITED INTERIM RESULTS FOR THE

SIX MONTHSED 30 SEPTEMBER 2023

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 
                                                    6 month          6 month          Year 
                                                     period           period         ended 
                                                      ended            ended 
                                               30 September     30 September      31 March 
                                                       2023             2022 
                                                (Unaudited)      (Unaudited)          2023 
                                                                                 (Audited) 
 
                                      Note          GBP'000          GBP'000       GBP'000 
 
 
 Revenue                                                  -               18            18 
 
 Cost of sales                                            -              (-)          (31) 
                                            ---------------   --------------   ----------- 
 
 Gross profit                                             -               18          (13) 
 
 Fair value movement on investment 
  property                                                -                -         (123) 
 (Loss) on disposal of investment 
  property                                                -              (6)          (12) 
 Administrative expenses                              (159)            (380)         (572) 
                                            ---------------   --------------   ----------- 
 
 Underlying operating (loss)                          (159)            (368)         (720) 
 
 Interest payable and similar 
  charges                                              (55)             (76)         (124) 
                                            ---------------   --------------   ----------- 
 
 (Loss) before taxation                               (214)            (444)         (844) 
 
 Tax payable on profit on ordinary     4                  -                -             - 
  activities 
                                            ---------------   --------------   ----------- 
 
 (Loss) after taxation for the 
  period                                              (214)            (444)         (844) 
                                            ---------------   --------------   ----------- 
 
 Other comprehensive income 
 Total comprehensive (loss) 
  for the period                                      (214)            (444)         (844) 
 
 (Loss) attributable to: 
 Equity holders of the parent                         (214)            (444)         (844) 
                                            ---------------   --------------   ----------- 
 
 Total comprehensive (loss) 
  for the period attributable 
  to: 
 Equity holders of the parent                         (214)            (444)         (844) 
 
 (LOSS) PER ORDINARY SHARE; 
 Basic/Diluted                         5            (0.07)p          (0.20)p       (0.34)p 
                                            ---------------   --------------   ----------- 
 

All results in the current and preceding financial period derive from continuing operations.

TRAFALGAR PROPERTY GROUP PLC

CONSOLIDATED UNAUDITED INTERIM RESULTS FOR THE

SIX MONTHSED 30 SEPTEMBER 2023

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 
                                              30 September    30 September      31 March 
                                                      2023            2022 
                                               (Unaudited)     (Unaudited)          2023 
                                                                               (Audited) 
 
                                  Note             GBP'000         GBP'000       GBP'000 
 
 
 Non-current assets 
 Tangible fixed assets                                  26               1            26 
 
                                                        26               1            26 
 
 Current assets 
 Inventory                                             496             339           318 
 Trade and other receivables                            25              54            34 
 Investment properties             6                     -           1,375           927 
 Cash at bank and in hand                              238             153            17 
                                            --------------   -------------   ----------- 
                                                       759           1,921         1,296 
                                            --------------   -------------   ----------- 
 
 Total assets                                          785           1,922         1,322 
                                            ==============   =============   =========== 
 
 EQUITIES AND LIABILITIES 
 Current liabilities 
 Trade and other payables                              166             468           223 
 Borrowings                                            875             760           875 
                                            --------------   -------------   ----------- 
 
                                                     1,041           1,228         1,098 
 
 Non-current liabilities 
 Borrowings                                          3,191           3,886         3,573 
                                            --------------   -------------   ----------- 
 
 Total liabilities                                   4,232           5,114         4,671 
                                            --------------   -------------   ----------- 
 
 
 Equity attributable to equity 
  holders of the Company 
                                  7 & 
 Called up share capital            8                2,985           2,860         2,860 
 Share premium account                               3,476           3,485         3,485 
 Loan note equity                  7                    69             145           107 
 Reverse acquisition reserve                       (2,818)         (2,818)       (2,818) 
 Capital contribution reserve      9                   400             158           400 
 Profit and loss account                           (7,559)         (7,022)       (7,383) 
                                            --------------   -------------   ----------- 
 
 Total Equity                                      (3,447)         (3,192)       (3,349) 
                                            --------------   -------------   ----------- 
 
 Total Equity and Liabilities                          785           1,922         1,322 
                                            ==============   =============   =========== 
 

TRAFALGAR PROPERTY GROUP PLC

CONSOLIDATED UNAUDITED INTERIM RESULTS FOR THE

SIX MONTHSED 30 SEPTEMBER 2023

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 
                            Share      Share       Loan        Reverse     Retained         Capital     Total 
                          capital    premium       Note    acquisition      profits    contribution    equity 
                                                 equity        reserve    /(losses)         reserve 
                                                Reserve 
                          GBP'000    GBP'000    GBP'000        GBP'000      GBP'000         GBP'000   GBP'000 
 
 At 1 April 2023            2,860      3,485        107        (2,818)      (7,383)             400   (3,349) 
 
 (Loss)/Profit 
  for period                    -          -          -              -        (214)               -     (214) 
 
 Other comprehensive            -          -          -              -            -               -         - 
  income for the 
  period 
----------------------  ---------  ---------  ---------  -------------  -----------  --------------  -------- 
 Total comprehensive 
  income for the 
  period                        -          -          -              -        (214)               -     (214) 
 Issue of shares                                      -              -            -               - 
 
 Shares issued 
  during the period 
  net of costs                125        (9)          -              -            -               -       116 
 Loan note equity                                  (38)              -           38               -         - 
 -Movement in loan              -          -                         -            -               -         - 
  note equity reserve 
 
 At 30 September 
  2023                      2,985      3,476         69        (2,818)      (7,559)             400   (3,447) 
                        =========  =========  =========  =============  ===========  ==============  ======== 
 
 

For the purpose of preparing the consolidated financial statement of the Group, the share capital represents the nominal value of the issued share capital of 0.1p per share. Share premium represents the excess over nominal value of the fair value consideration received for equity shares net of expenses of the share issue.

The reverse acquisition reserve related to the reverse acquisition between Trafalgar Property Group plc and Trafalgar New Homes Limited on 11 November 2011.

Loan note equity further details are provided in Note 7. Capital contribution reserve details are further provided in Note 9.

TRAFALGAR PROPERTY GROUP PLC

CONSOLIDATED UNAUDITED INTERIM RESULTS FOR THE

SIX MONTHSED 30 SEPTEMBER 2023

CONSOLIDATED STATEMENT OF CASH FLOWS

 
                                              6 month          6 month                           Year 
                                         period ended     period ended                          ended 
                                         30 September     30 September                       31 March 
                                                 2023 
                                          (Unaudited)             2022                           2023 
                                                           (Unaudited)                      (Audited) 
 
                                              GBP'000          GBP'000                        GBP'000 
 
 
 Cash flow from operating 
  activities 
 
 Operating (loss)/profit                        (214)            (444)                          (844) 
 Depreciation charges                               -                -                              - 
 Loss on sale of investment 
  property                                          -                6                             12 
 Fair value movements 
  on investment property                            -                -                            123 
 (Increase)/decrease in 
  stocks                                        (178)            (313)                          (322) 
 (Increase)/decrease in 
  debtors                                           9             (14)                              7 
 Increase/(Decrease) in 
  creditors                                      (57)               98                             95 
 Write-off of Inventory                             -                -                             30 
 Loan note equity movement                       (39)                -                            157 
 Interest payable                                  55               76                            124 
                                      ---------------   --------------   ---------------------------- 
 Net cash inflow/(outflow) 
  from operating                                (424)            (591)                          (618) 
 Activities 
 
 Investing activities 
 Disposal of investment 
  property & revaluation                          927              331                            650 
 Disposal / (Purchase) 
  of tangible fixed assets                                           -                           (25) 
                                      ---------------   --------------   ---------------------------- 
 Net cash used in investing 
  activities                                      927              331                            625 
 
 Taxation                                                            -                              - 
 
 Financing activities 
 Issue of shares                                  125              400                            368 
 Share issue costs                                (9)             (32)                              - 
 New loan borrowings                              156               91                            105 
 Related party new loan 
  borrowings                                      141                -                            189 
 Related party loan repayment                       -                -                          (260) 
 Loan note equity movement                                         115 
 Repayment loan borrowings                      (678)            (140)                          (270) 
 Repayment other borrowings                         -                -                           (90) 
 Interest paid                                   (17)             (34)                           (44) 
 
 Net cash flow from financing                   (282)              400                            (2) 
 
 Increase/(decrease) 
  in cash and cash equivalents                    221              140                              4 
                                      ---------------   --------------   ---------------------------- 
 in the period 
 
 Cash and cash equivalents 
  at the beginning of the 
  year                                             17               13                             13 
 
 Cash and cash equivalents 
  at the end of the year                          238              153                             17 
                                      ---------------   --------------   ---------------------------- 
 

TRAFALGAR PROPERTY GROUP PLC

CONSOLIDATED UNAUDITED INTERIM RESULTS FOR THE

SIX MONTHSED 30 SEPTEMBER 2023

NOTES TO THE FINANCIAL INFORMATION

   1.                GENERAL INFORMATION 

This financial information is for Trafalgar Property Group Plc ("the Company") and its subsidiary undertakings. The Company is incorporated in England and Wales.

   2.                BASIS OF PREPARATION 

The interim consolidated financial information has been prepared with regard to International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom (UK IFRS) and those parts of the Companies Act 2006 that are relevant to companies, which report in accordance with IFRS. The interim financial information incorporates the results for the Group for the six month period from 1 April 2023 to 30 September 2023. The results for the year ended 31 March 2023 have been extracted from the statutory financial statements for the Group for the year ended 31 March 2023. The financial information set out in these interim consolidated financial information does not constitute statutory accounts as defined in S434 of the Companies Act 2006. They do not include all of the information required for full annual financial statements and should be read in conjunction with the consolidated financial statements of the Group for the year ended 31 March 2023, which contained an unqualified audit report and have been filed with the Registrar of Companies. They did not contain statements under S498 of the Companies Act 2006.

The same accounting policies, presentation and methods of computation have been followed in these unaudited interim financial statements as those which were applied in the preparation of the group's annual financial statements for the year ended 31 March 2023.

The interim consolidated financial information incorporates the financial statements of Trafalgar Property Group Plc and its subsidiaries.

The interim financial information for the six months ended 30 September 2023 was approved by the directors on 15 December 2023.

   3.                SEGMENTAL REPORTING 

For the purpose of IFRS 8, the chief operating decision maker ("CODM") takes the form of the Board of Directors. The Directors' opinion of the business of the Group is that the principal activity of the Group was residential property development and there is considered to be one reportable geographical segment, that of property development carried on in the UK. The internal and external reporting is on a consolidated basis with transactions between Group companies eliminated on consolidation. Therefore, the financial information of the single segment is the same as that set out in the consolidated statement of comprehensive income, the consolidated statement of changes in equity, the consolidated statement of financial position and cash-flows.

TRAFALGAR PROPERTY GROUP PLC

CONSOLIDATED UNAUDITED INTERIM RESULTS FOR THE

SIX MONTHSED 30 SEPTEMBER 2023

NOTES TO THE FINANCIAL INFORMATION

   4.                TAXATION 
 
                                                     6 month          6 month          Year 
                                                period ended     period ended         ended 
                                                30 September     30 September      31 March 
                                                        2023             2022 
                                                 (Unaudited)      (Unaudited)          2023 
                                                                                  (Audited) 
 
 
                                                     GBP'000          GBP'000       GBP'000 
 
 Current tax                                               -                -             - 
                                             ---------------   --------------   ----------- 
 Tax charge/(credit)                                       -                -             - 
                                             ---------------   --------------   ----------- 
 
 Loss/(profit) on ordinary activities 
  before tax                                           (214)            (444)         (844) 
 
 Based on profit for the period: 
 Tax at 25% (2022: 19%)                                 (54)             (84)         (160) 
 
 Effect of: 
 Losses utilized                                          54               84           160 
                                             ---------------   --------------   ----------- 
 
 Tax charge for the period                                 -                -             - 
                                             ---------------   --------------   ----------- 
 

No tax provision has been made on account of brought forward losses.

   5.                PROFIT/(LOSS) PER ORDINARY SHARE 

The calculation of profit/ (loss) per ordinary share is based on the following (losses) and number of shares:

 
                                                  6 month          6 month           Year 
                                             period ended     period ended          Ended 
                                             30 September     30 September       31 March 
                                                     2023             2022 
                                               (Unaudited      (Unaudited)           2023 
                                                                                (Audited) 
 
 
                                                  GBP'000          GBP'000        GBP'000 
 
 (Loss)/profit for the period                       (214)            (444)          (844) 
                                          ---------------   --------------   ------------ 
 
 Weighted average number of shares 
  for basic                                   304,548,666      224,850,000    249,525,835 
                                          ---------------   --------------   ------------ 
 (loss)/profit per share 
 
 Weighted average number of shares 
  for diluted                                 304,548,666      224,850,000    249,525,835 
                                          ---------------   --------------   ------------ 
 profit/(loss) per share 
 
 (LOSS)/PROFIT PER ORDINARY SHARE; 
 Basic                                            (0.07)p          (0.20)p        (0.34)p 
                                          ---------------   --------------   ------------ 
 
 Diluted                                          (0.07)p          (0.20)p        (0.34)p 
 

TRAFALGAR PROPERTY GROUP PLC

CONSOLIDATED UNAUDITED INTERIM RESULTS FOR THE

SIX MONTHSED 30 SEPTEMBER 2023

NOTES TO THE FINANCIAL INFORMATION

   6.                   INVESTMENT PROPERTIES 
 
 FAIR VALUE                            30 September   31 March 2023 
                                               2023 
                                            GBP'000         GBP'000 
 b/fwd 1 April 2023                             927           1,712 
 Additions                                        -               - 
 Disposals                                    (927)           (662) 
 Revaluation                                      -           (123) 
                                      -------------  -------------- 
 31 March                                         -             927 
                                      -------------  -------------- 
 
 Net Book Value 
                                      ------------- 
 At 30 September 2023                             -               - 
                                      -------------  -------------- 
 At 31 March 2023                                               927 
                                                     -------------- 
 
 Fair value at 30 September 2023 
  is represented by 
 Remaining value in 2023 (2023: 
  at revalued amount)                             -             927 
                                      -------------  -------------- 
 
 LOSS ON DISPOSAL 
 Fair value                                     927             662 
 Disposal proceeds including costs 
  of sale                                       927             650 
                                      -------------  -------------- 
 Loss on disposal                                 -              12 
                                      -------------  -------------- 
 

Properties have been assessed at Fair value basis at 31 March 2023 by using level 3 fair value hierarchy and using the selling price achieved following the sale of one leasehold property in September 2023 for GBP927,249.

   7.      SHARE CAPITAL 

Authorised Share Capital

 
                                      30 September      31 March 
                                              2023          2023 
                                            Number        Number 
 Ordinary shares of 0.1p each          275,852,371   142,519,038 
 Issued in year: 
 Ordinary shares of 0.1p               125,000,000   133,333,330 
 
 Total ordinary shares of 0.1p in 
  issue                                400,852,371   275,852,371 
                                     -------------  ------------ 
 
 
 
 Deferred shares of 0.9p in issue      287,144,228   287,144,228 
 
 Deferred shares issued of 0.9p                  -             - 
                                     -------------  ------------ 
 
 Total deferred shares of 0.9p in 
  issue                                287,144,228   287,144,228 
                                     -------------  ------------ 
 
 

TRAFALGAR PROPERTY GROUP PLC

CONSOLIDATED UNAUDITED INTERIM RESULTS FOR THE

SIX MONTHSED 30 SEPTEMBER 2023

NOTES TO THE FINANCIAL INFORMATION

 
 Equating to:                           30 September   31 March 
                                                2023       2023 
 
                                             GBP'000    GBP'000 
 
 Ordinary shares                                 276        143 
 Deferred shares                               2,584      2,584 
 Iss ued in period - ordin ary s h 
  a res                                          125        133 
 Issued in period - deferred shares 
                                       -------------  --------- 
                                               2,985      2,860 
                                       -------------  --------- 
 
 Authorised Share Capital               30 September   31 March 
                                                2023       2023 
 
                                             GBP'000    GBP'000 
 
 Called up share capital                       2,985      2,860 
 Share premium                                 3,476      3,485 
 Loan notes equity reserve                       107        107 
 

For the purposes of preparing the consolidated interims for the Group, share capital represents the nominal value of the issued share capital of 0.1p per share (2022:0.1p per share). Share premium represents the excess over nominal value of the fair value consideration received for equity shares net of expenses plus deferred shares of 0.9p after issued share capital of 1p

On 12 September 2023, the Company issued 125,000,000 new ordinary shares at 0.1p fully paid up in cash at 0.1p per share under a placing which was announced on 18 August 2023, raising GBP125,000 before expenses.

On the 31 July 2022 the Company agreed with Mr C C Johnson a consolidation and variation of terms of the two unsecured convertible loan notes and direct debt held by him. The conversion of the total amount owed to him by the Company (GBP905,000) has resulted in the issue to Mr C C Johnson of a new unsecured conversation loan note for an aggregate amount of GBP905,000, expiring 31 July 2024.

The new unsecured convertible loan note is convertible in full into 226,250,000 ordinary shares of 0.4p per ordinary share and can be converted by Mr Johnson, subject inter alia to his entire holding being less than 29.99 per cent of the voting rights in issue in the Company.

The new unsecured convertible loan note carried the right upon a conversion, to the grant of warrants to subscribe for ordinary shares on a one for one basis, exercisable at the conversion price for a period of two year from the date of grant.

Loan note equity reserve is the amount that has been provided for in respect of the difference between the cash value and liability element of the loan notes.

The convertible loan notes have been accounted for as having both a debt and an equity element. This results in the creation of a loan note equity reserve at the point of issue. This loan note equity reserve is the difference between the loan note value received by the company of GBP905,000 (2022 GBP800,000) and the fair value of a debt only instrument with a 10% imputed interest rate and a final settlement figure of GBP905,000 in July 2024. This 10% imputed interest rate of GBP38,643 (2022: GBP24,242), is managements' best estimate as to the interest rate that would be expected from the market for an unsecured loan of GBP905,000 without a conversion element.

Defer red sh a res do n ot entitle the h old er to r eceive notice of and to attend or v o te at a ny gener al meeting of the C o m pany or to receive div i den ds or other distrib u tio n s. U pon win ding up or dis s olu tion of the C o m pany the h o l d e rs of defer r ed shares shall be entitled to r eceive an am o unt eq ual to the n o minal am ou nt paid up th e r e o n, b ut o nly after h o l d e rs of o r din a ry shares have r eceived GBP10 0 , 0 00 p er o r dinary share. H o l d ers of def e r red sh a res are not entitled to any further rights of participation in the assets of the Company. The Company has the right to purchase the deferred shares in issue at any time for no consideration.

TRAFALGAR PROPERTY GROUP PLC

CONSOLIDATED UNAUDITED INTERIM RESULTS FOR THE

SIX MONTHS ENDED 30 SEPTEMBER 2023

NOTES TO THE FINANCIAL INFORMATION

   8.                SHARE WARRANTS 

Share warrants as at the year end relate to the convertible loan note with Mr C C Johnson, details of this arrangement are given in Note 7 to these accounts.

   9.             CAPITAL CONTRIBUTION RESERVE 

The capital contribution reserve of GBP400,147 related to the renegotiation of interest accruing on loans to Mr G Howard - a related party on the year to 31 March 2023. Interest has reduced from 10% pa to 5% pa for the entire term of the loans and is now non compound. However, interest has been paid on one loan of GBP100,000 at the rate of 10% pa and this has not been affected and continues to be paid monthly.

   10.                SUBSEQUENT EVENTS 

There are no subsequent events to date.

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IR DZMMZVKNGFZM

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December 15, 2023 11:49 ET (16:49 GMT)

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