Stranger : Final Results

Stranger Holdings PLC / Index: LSE / Epic: STHP / Sector: Investment

1 October 2021

Stranger Holdings PLC ('Stranger' or 'the Company')

Final Results

Stranger Holdings plc, the London listed investment company is pleased to announce its results for the period ended 31 March 2021.

STRATEGIC REPORT

Principal activity

Stranger Holdings PLC is an investment company with the original primary objective of undertaking a single acquisition of a target company, business or asset in the industrial or service sector to which end it has recently announced an acquisition of certain mineral interests which will result in a reverse takeover transaction as described below.

Results for the period

For the year from 1 April 2020 to 31 March 2021, the Company's reported a loss of £355,000 (2020 - £432,000) which arose predominantly from reverse takeover costs and listing fees on the London Stock Exchange standard segment together with costs in connection with the aborted acquisition of Recyclus.

At 31 March 2021 the cash balance is £18 (2020 - £60k).

The Recyclus Group Reverse Take-Over transaction has been terminated due to the non-performance of Recyclus and their directors and principals. We have lent Recyclus substantial monies to assist in the development of their business prior to the re-listing of the combined group. Recyclus have

abandoned the transaction leaving us with loans and investments made to the company to repay, from investors introduced by them and their directors and principals. The company has received substantial further advances from the bond, which have been onward advanced to Recyclus, for which they had assumed responsibility for the servicing and ultimate repayment of the bond. We have engaged lawyers and sent a letter before action demanding the return of these monies together with costs and interest, and the costs of the aborted transaction. There is no guarantee that we will be successful in the claim but we are advised our claims are strong.

On 26 September 2021 we entered into a Memorandum of Understanding with Mayflower Capital Investments Pty Limited ("Mayflower") for the acquisition of certain mineral rights in Africa, to include commodities such as Tin and Uranium. It is a very exciting opportunity for the Company; however, we are unable to disclose any further details at this stage due to confidentiality reasons, but we will update the market as soon as we are able. The directors have already completed a Reverse Take-Overtransaction with Mayflower via Caracal Gold PLC (formerly Papillon Holdings PLC), which they still act as directors for, and we have enjoyed an excellent working relationship with the Mayflower team and look forward to progressing this transaction with them.

Acquisitions are subject, inter alia, to the completion of due diligence, documentation and compliance with all regulatory requirements, including the Listing and Prospectus Rules and, as required, the Takeover Code. The Company will, in due course, be making an application for the enlarged Company to have its Ordinary Shares admitted to the Official List and to trading on the main market for listed securities of the London Stock Exchange.

We have to date received in excess of £1,834,000 under the Audley Funding Facility. The loan facility with Dover Harcourt Plc ("Dover") was entered into on 31 October 2017, which provides the Company access to a 5-year loan of up to £20 million. The facility is conditional on Dover issuing bonds on the Frankfurt stock exchange. Interest is charged at 7.75% per annum on the nominal value of the bonds issued. The company also received a government guaranteed Bounce Back Loan of £50,000 on 13 May 2020 on which it is due to start repayments soon.

The future

The directors look forward with confidence to a bright future and we very much look forward to working with the Mayflower team. We would like to thank our shareholders very much for their continued patience during the process of this reverse takeover until completion of this acquisition.

STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 MARCH 2021

		Year ended 31	Year ended 31
			March 2021		March 2020
		£ '000	£ '000
	Notes
Continuing operations
Government grant income		1	-
Listing costs	5	(12)	(20)
Administrative expenses	5	(344)	(412)
Operating loss		(355)	(432)
Investment income	5	106	56

Finance costs	5	(183)	(129)
Loss before taxation		(432)	(505)
Taxation	7	-		-
Loss for the year attributable to the equity		(432)	(505)
owners
Total comprehensive income attributable to the		(432)	(505)
equity owners

Basic and diluted earnings per share

9

(0.30 p)

(0.35p)

The loss for the period is the same as the total comprehensive income for the year attributable to the owners of the Company.

STATEMENT OF FINANCIAL POSITION

AS AT 31 MARCH 2021

		As at 31 March
		2021	2020
	Notes	£ '000	£ '000
Assets
Current assets
Trade and other receivables	11	750	215
Cash and cash equivalents	13	-		60
		750	275
Non current assets
Other debtors	12	133	94
Total Assets		883	369
Equity and liabilities
Current liabilities
Trade and other payables	14	771	686
Borrowings	15	199	190
Non current liabilities
Borrowings	15	1,847	995
Total Liabilities		2,817	1,871

Equity attributable to equity holders of the company

Share Capital - Ordinary shares	16	145	145
Share Premium account		737	737
Profit and Loss Account	17	(2,816)	(2,384)
Total Equity		(1,934)	(1,502)
Total Equity and liabilities		883		369

STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 MARCH 2021

		Year ended		Year ended
		31 March		31 March
		2021	2020
Notes	£'000	£'000
Cash flows from operating activities
Operating loss	(432)	(505)
Add interest payable	183	161
Less interest receivable	(106)	(56)
(Increase) in receivables	(464)	(77)
Decrease) in payables	(108)	(205)
Cash flow from operating activities	(927)	(682)
Cashflows from investing activities
Amounts (advanced to) / received from related parties	35	(79)
Interest received	106	56
Interest paid	(53)		(85)
Net cash from/(used in) investing activities	88	(108)
Cash flows from financing activities
Bond cash receipts	729	660
Convertible loan note receipts	-	190
Bank loan	50	-
Net cash from/(used in) financing activities	779		850
Net increase/(decrease) in cash and cash equivalents	(60)	60
Cash and cash equivalents at the beginning of the period	60	-