20 October 2023
Milton Capital Plc
Unaudited interim results for the period ended 31 July 2023
Milton Capital Plc ("Milton" or the "Company") is pleased to announce its interim results for the six months ending 31 July 2023 ("The Period").
The Interims Report will shortly be available to view on the Company's website.
Milton is a company incorporated and registered in England and Wales under the Companies Act 2006 and is a SPAC listed on the Standard segment of the London Stock Exchange. Milton was formed with the intention to identify and acquire a suitable business opportunity or opportunities and undertake an acquisition or merger or a series of acquisition or mergers. These Interim results have not been audited or reviewed by the Company's auditors.
Highlights:
· The Company recorded a loss before tax of £33,841 and had cash balances of £910,589 at the end of the period.
· Search for a suitable acquisition target continues.
Enquiries
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Peterhouse Capital Limited
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Financial Adviser |
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Guy Miller |
Tel: +44 (0) 20 7469 0930 |
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Corporate Broker |
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Lucy Williams/ Duncan Vasey |
Tel: +44 (0) 20 7469 0930 |
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CHAIRMAN'S STATEMENT
The past half-year has presented challenges in the capital markets due to the upward trend in interest rates, leading to a general slowdown in markets. The heightened uncertainties have made investors exercise caution, impacting our ability to identify a suitable RTO (Reverse Takeover) candidate. Nevertheless, we are confident in the Company's long-term prospects, and we are actively exploring all avenues to create shareholder value. During this period, we are committed to cost-efficiency, as we persist in our quest for a suitable acquisition target. Further updates regarding our acquisition search process will be provided in due time.
Malcolm Burne
Executive Director
Chairman
Responsibility Statement
We confirm that to the best of our knowledge:
· the Interim Report has been prepared in accordance with International Accounting Standards 34, Interim Financial Reporting, as adopted by the EU.
· gives a true and fair view of the assets, liabilities, financial position and profit/loss of the Group.
· the Interim Report includes a fair review of the information required by DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the set of interim financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year.
· the Interim Report includes a fair review of the information required by DTR 4.2.8R of the Disclosure and Transparency Rules, being the information required on related party transactions.
· The Interim Report was approved by the Board of Directors and the above responsibility statement was signed on its behalf by:
Eran Zucker
Non-Executive Director
20 October 2023
Milton Capital Plc: Statement of Profit or Loss and Other Comprehensive Income
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For 6 months period ended 31 July 2023
£ |
for the period ended 31 January 2023 2023 (*) £ |
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Administrative expenses |
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(31,319) |
(96,485) |
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Operating loss |
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(31,319) |
(96,485) |
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Net finance expenses |
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(2,522) |
(2,500) |
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Loss before taxation from continuing operations |
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(33,841) |
(98,985) |
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Income tax |
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- |
- |
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Loss for the period from continuing operations |
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(33,841) |
(98,985) |
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Loss for the period attributable to the owners of the Company and total comprehensive loss for the period |
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(33,841) |
(98,985) |
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Loss per share attributable to the owners of the Company |
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From loss from continuing operations/loss for the period: |
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Basic and diluted (pence per share) |
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(0.03) p |
(0.1) p |
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(*) For the reporting period since 17 September 2021 till 31 January 2023.
Milton Capital Plc: Statement of Financial Position
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For 6 months period ended 31 July 2023 £ |
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for the period ended 31 January 2023 (*) £ |
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Current assets |
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Cash and cash equivalents |
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910,589 |
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960,130 |
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Total current assets |
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910,589 |
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960,130 |
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Total assets |
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910,589 |
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960,130 |
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Current liabilities |
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Trade and other payables |
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(16,630) |
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(34,034) |
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Total current liabilities |
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(16,630) |
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(34,034) |
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Total liabilities |
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(18,334) |
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(34,034) |
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Net assets |
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892,255 |
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926,096 |
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Shareholders' equity |
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Share capital |
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1,000,000 |
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1,000,000 |
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Share based payments reserve |
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25,081 |
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25,081 |
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Retained earnings |
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(132,826) |
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(98,985) |
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Total shareholders' equity |
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892,255 |
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926,096 |
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Milton Capital Plc: Statement of Cash Flows
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For 6 months period ended 31 July 2023
£ |
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for the period ended 31 January 2023 (*) £ |
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Operating activities |
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Loss for the period |
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(33,841) |
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(98,985) |
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Adjustments to reconcile profit before tax to net cash flows |
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Share based payment |
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- |
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25,081 |
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Working capital adjustments |
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Change in trade and other payables |
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(15,700) |
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34,034 |
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Net cash used in operating activities |
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(49,541) |
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(39,870) |
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Financing activities |
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Proceeds from issue of equity |
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- |
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1,000,000 |
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Net cash generated from financing activities |
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- |
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1,000,000 |
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Net increase (decrease) in cash and cash equivalents |
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(49,541) |
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960,130 |
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Cash and cash equivalents at start of the period |
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960,130 |
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- |
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Cash and cash equivalents at end of the period |
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910,589 |
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960,130 |
(*) For the reporting period since 17 September 2021 till 31 January 2023.
NOTES TO THE UNAUDITED INTERIM ACCOUNTS
FOR THE PERIOD ENDED 31 July 2023
1. Basis of preparation
The condensed financial statements included in these interim accounts have been prepared under the historical cost convention and in accordance with International Financial Reporting Standards in conformity with the requirements of the Companies Act 2006 (IFRS).
The condensed consolidated interim financial information has been prepared in accordance with International Accounting Standard ("IAS") 34 "Interim Financial Reporting" and presented in GBP.
The company was incorporated on 17 September 2021 and was admitted to Standard List of London Stock Exchange on 4 October 2022. The period under review represents the first interim set of accounts. The interim financial information for the period ending 31 July 2023 has not been audited. The interim financial report has been approved by the Board on 20 October 2023.
No comparative information is presented as this is the first interim reporting period of the Company.
The interim financial information for the six months ended 31 July 2023 does not constitute statutory accounts within the meaning of section 434 of the Companies Act 2006.
The Company's business activities, together with the factors likely to affect its future development, performance and position are set out in this review. The financial position of the Company, its cash flows and liquidity position are described in this business review. As highlighted below, the Company meets its day to day working capital requirements through its on-going cash flows.
The principal accounting policies used in preparing these interim accounts are those expected to be applied in the Company's Financial Statements for the year ending 31 January 2024.
2. Accounting policies
The principal accounting policies adopted in the preparation of these financial results are set out below.
Segment reporting
The Company is currently a cash shell, and the directors believe that there is no benefit to show any segmental reporting until a new strategy is undertaken.
Cash and cash equivalents
Cash and cash equivalents include cash in hand and deposits held at call with banks. Bank overdrafts that are repayable on demand and form an integral part of the Company's cash management are included as a component of cash and cash equivalents for the purpose of the cash flow statement.
Share capital
Ordinary shares
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are recognised as a deduction from equity, net of any tax effects.
Taxation
Income tax payable is provided on taxable profits using tax rates enacted or substantively enacted at the balance sheet date.
Deferred taxation is provided in full, using the liability method on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial results. Deferred tax is determined using tax rates (and laws) that have been enacted or substantively enacted at the balance sheet date and are expected to apply when the related balance sheet tax asset is realised or the deferred liability is settled. Deferred income tax assets are recognised to the extent that it is possible that future taxable profit will be available against which temporary differences can be utilised. Income tax is recognised in the consolidated income statement except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
Critical accounting estimates and judgements
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
The Company makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial period are discussed below.
Going concern basis of preparation
The Company had approximately £910,589 in cash at the period end. The Directors have prepared the accounts on a going concern basis as they consider that the company has adequate funding.
3. Earnings (Loss) per share
The basic earnings per share is calculated by dividing the (loss)/profit attributable to the ordinary shareholders of the Company by the weighted average number of Ordinary shares in issue during the period, excluding Ordinary shares purchased by the Company and held as treasury shares.
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Unaudited |
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Period ended |
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31 July 2023 |
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£ |
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Loss used for calculation of basic and diluted EPS |
(33,841) |
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Weighted average number of ordinary shares in issue used for calculation of basic and diluted EPS |
100,000,000 |
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Loss per share (pence per share) |
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Basic and diluted loss per share: |
(0.03) |
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There are no diluted earnings per share as the share warrants and options currently in issue do not have a dilutive effect.
4. Distribution of Interim Report and Registered Office
A copy of the Interim Report will be available shortly on the Company's website, and copies will be available from the Company's registered office, 3rd Floor, 80 Cheapside, London, EC2A 6E.
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