CRAVEN HOUSE CAPITAL PLC

Interim / Quarterly Report • Feb 28, 2024

National Storage Mechanism | Additional information

RNS Number : 6852E

Craven House Capital PLC

28 February 2024

28 February 2024

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK VERSION OF THE MARKET ABUSE REGULATION NO 596/2014 WHICH IS PART OF ENGLISH LAW BY VIRTUE OF THE EUROPEAN (WITHDRAWAL) ACT 2018, AS AMENDED.  ON PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.

Craven House Capital PLC

("Craven House" or the "Company")

Unaudited Interim Report for the period ended 30 November 2023

CRAVEN HOUSE CAPITAL PLC

INVESTMENT MANAGER'S REPORT FOR THE SIX MONTH PERIOD ENDED

30 NOVEMBER 2023

Statement by the Investment Manager

The Company's investment portfolio comprises minority shareholdings in five Swedish-managed businesses operating in the eCommerce and pharmaceutical sectors. The valuations of the respective entities at the end of the period are as follows

Investment	Value at 30 Nov 2023	Value at 31 May 2023
Shares in Garimon Limited	-	-
Shares in Stormfjord Limited Shares in Bio Vitos Medical Limited	- $1,136,256	- $1,136,256
Shares in Rosedog Limited	-	-
Shares in Honeydog Limited	-	-

The investee companies remain at a 'pre-revenue' stage of business development.

The was no material activity during the current period.

As publicly disclosed, BioVitos has completed its RTO transaction with Hemcheck Sweden AB (a Swedish medical technology company, listed on the Stockholm Stock Exchange) whereby BioVitos has been issued 259,654,000 shares in Hemcheck. Craven House remains a 24.5% shareholder in BioVitos and we anticipate that Craven will a receive a pro-rata distribution of Hemcheck shares in the near future.

Desmond Holdings Ltd

Investment Manager to Craven House Capital Plc

CRAVEN HOUSE CAPITAL PLC

STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023

			Six months ended				Year Ended
			30 Nov 2023		30 Nov 2022		31 May 2023
	Note		(Unaudited)		(Unaudited)		(Audited)
			$'000		$'000		$'000
CONTINUING OPERATIONS
Changes in fair value			-		-		(5,264)
Administrative expenses			(77)		(72)		(186)
OPERATING LOSS			(77)		(72)		(5,450)
Interest expense			(37)		-		(65)
LOSS BEFORE INCOME TAX			(114)		(72)		(5,515)
Income tax	2		-		-		-
LOSS FOR THE PERIOD			(114)		(72)		(5,515)
Earnings per share expressed
In cents per share:
Basic and diluted	5		(2.95)		(1.86)		(142.74)

CRAVEN HOUSE CAPITAL PLC

STATEMENT OF FINANCIAL POSITION

AS AT 30 NOVEMBER 2023

			Six months ended							Year Ended
			30 Nov 2023			30 Nov 2022				31 May 2023
			(Unaudited)			(Unaudited)				(Audited)
	Note		$'000			$'000				$'000
ASSETS
NON-CURRENT ASSETS
Investments at fair value through
profit or loss	3			1,136			6,400			1,136
				1,136			6,400			1,136
CURRENT ASSETS
Trade and other receivables				25			32			38
Cash and cash equivalents				-			1			4
				25			33			42
TOTAL ASSETS				1,161			6,433			1,178
EQUITY
SHAREHOLDERS' EQUITY
Called up share capital	4			3,802			3,802			3,802
Share premium				11,153			11,153			11,153
Accumulated deficit				(15,453)			(9,896)			(15,339)
TOTAL EQUITY				(498)			5,059			(384)
LIABILITIES
CURRENT LIABILITIES
Trade and other payables				114			78			109
NON-CURRENT LIABILITIES
Other payables				,1,545			1,296			1,453
TOTAL LIABILITIES				1,659			1,374			1,562
TOTAL EQUITY AND LIABILITIES				1,161			6,433			1,178

CRAVEN HOUSE CAPITAL PLC

STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023

	Called up share capital $'000		Share premium $'000			Accumulated deficit $'000	Total $'000
Balance at 1 June 2022	3,802		11,153			(9,824)	5,131
Changes in equity
Issue of share capital	-		-			-	-
Transactions with owners	3,802		11,153			(9,824)	5,131
Loss for the period	-		-			(72)	(72)
Balance at 30 November 2022	3,802		11,153			(9,896)	5,059
Changes in equity
Issue of share capital	-		-			-	-
Transactions with owners	3,802		11,153			(9,896)	5,059
Loss for the period	-		-			(5,443)	(5,443)
Balance at 31 May 2023	3,802		11,153			(15,339)	(384)
Changes in equity
Issue of share capital	-		-			-	-
Transactions with owners	3,802		11,153			(15,339)	(384)
Loss for the period	-		-			(114)	(114)
Balance at 30 November 2023	3,802		11,153			(15,453)	(498)

CRAVEN HOUSE CAPITAL PLC

STATEMENT OF CASH FLOWS

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023

				Six months ended				Year Ended
			30 Nov 2023			30 Nov 2022		31 May 2023
			(Unaudited)			(Unaudited)		(Audited)
			$'000			$'000		$'000
Cash flows from operating activities Loss before income tax Adjustments for non-cash items Fair value adjustment arising on investments Decrease in trade and other receivables Increase in trade and other payables Interest expense			(114) - 13 5 37			(72) - 11 2 -		(5,515) 5,264 5 33 65
Net cash used in operating activities			(59)			(59)		(148)
Cash flows from financing activities
Loans received			55			59		151
Net cash from financing activities			55			59		151
Net (decrease)/increase in cash and cash equivalents			(4)			-		3
Cash and cash equivalents at the beginning
of the period			4			1		1
Cash and cash equivalents at the end of the period			-			1		4

CRAVEN HOUSE CAPITAL PLC

NOTES TO THE FINANCIAL INFORMATION

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023

1.       ACCOUNTING POLICIES

General Information

Craven House Capital Plc is a company incorporated in the United Kingdom under the Companies Act 2006. The address of the registered office is given on the company information page. The Company is listed on the AIM Market of the London Stock Exchange (ticker: CRV).

The next annual financial statements of Craven House Capital Plc will be prepared in accordance with International Financial Reporting Standards and IFRIC interpretations and with those parts of the Companies Act 2006 applicable to companies reporting under UK adopted international standards. Accordingly, the interim financial information in this report has been prepared using accounting policies consistent with IFRS. IFRS are subject to amendment and interpretation by the International Accounting Standards Board (IASB) and the International Financial Reporting Interpretations Committee (IFRIC) and there is an on-going process of review and endorsement by the European Commission. The financial information has been prepared on the basis of the IFRS that the directors expect to be applicable as at 31 May 2024.

The financial information has been prepared under the historical cost convention, except to the extent varied for fair value adjustments required by accounting standards, and in accordance with International Financial Reporting Standards and IFRIC interpretations and with those parts of the Companies Act 2006 applicable to companies reporting under UK adopted international standards. The principal accounting policies have been applied to all periods presented.

This financial information is unaudited and does not constitute statutory financial statements within the meaning of Section 434 of the Companies Act 2006. The financial statements of the Company for the year ended 31 May 2023, which were prepared in accordance with International Financial Reporting Standards and IFRIC interpretations and with those parts of the Companies Act 2006 applicable to companies reporting under UK adopted international standards, have been reported on by the Company's auditors and delivered to the Registrar of Companies. The report of the auditors was unqualified and did not include any statement under Section 498 of the Companies Act 2006.

This financial information is presented in United States dollar, rounded to the nearest $'000.

The directors do not propose the issuance of a dividend.

The interim financial information for the six months ended 30 November 2023 was approved by the directors on 27 February 2024.

Going concern

The directors consider that the Company is well placed to manage its business risks successfully and have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the financial information.

CRAVEN HOUSE CAPITAL PLC

NOTES TO THE FINANCIAL INFORMATION - continued

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023

2. Taxation

No tax charges arose in the period or in comparative periods as a result of losses incurred.

3.  Investments at fair value through profit or loss

						Unquoted equity investments $'000	Total  $'000
As at 1 June 2023 and 30 November2023						1,136	1,136

The value of Investments represents the Company's acquisitions during 2020 of interests in the below-named five UK entities. These are all unquoted investments and have therefore been measured on a Level 3 basis as no observable market data is available. Further information on each investment holding is as follows;

Shares in Garimon Limited are valued at $nil representing a 29.9% holding. Garimon Limited is the owner of "Magazinos.com", an on-line media magazine and periodical content provision service. Despite the potential future value of this investment, the fair value has been impaired to zero due to the current absence of tangible arm's length or market-based valuation metrics.

Shares in Stormfjord Limited are valued at $nil representing a 25.5% holding. Stormfjord is the owner of the domain www.onebas.com, an optimised search engine providing a portal to music content freely circulating online. Despite the potential future value of this investment, the fair value has been impaired to zero due to the current absence of tangible arm's length or market-based valuation metrics.

Shares in Honeydog Limited are valued at $nil representing a 29.9% holding. Honeydog Limited is the 25% owner of the entity which owns the licence to manufacture and distribute the chemotherapy drug, Temodex, which is used in the treatment of brain tumours. Despite the potential future value of this investment, the fair value has been impaired to zero due to the current absence of tangible arm's length or market-based valuation metrics.

CRAVEN HOUSE CAPITAL PLC

NOTES TO THE FINANCIAL INFORMATION - continued

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023

3.  Investments at fair value through profit or loss (continued)

Shares in Rosedog Limited are valued at $nil representing a 28.6% holding, unchanged from the prior year. Rosedog Limited is the owner of TV Zinos (www.tvzinos.com), a website which offers a number of free-to-view television channels. Despite the potential future value of this investment, the fair value has been impaired to zero due to the current absence of tangible arm's length or market-based valuation metrics.

Shares in Bio Vitos Medical Limited are valued at $1,136,256 representing a 24.5% holding. Bio Vitos is the owner of the licence to market a patented heart drug 'Succifer' (also marketed as 'Inofer'). The drug has been demonstrated to improve iron uptake in patients with chronic heart conditions. The valuation of this shareholding is supported by an RTO undertaken by BioVitos during the period into Hemcheck Sweden AB (a Swedish medical technology company, listed on the Stockholm Stock Exchange) in a transaction which values Succifer at $5,000,000. As a result BioVitos will be issued 259,654,000 shares in Hemcheck.

The businesses of all of the above portfolio investments are presently loss-making although their cost bases are low and there is minimal committed future expenditure, meaning that the extent and timing of the Company's further investment in the businesses are highly controllable. The Company and the incumbent management teams of the investee companies will continue to work together with the aim that these businesses become financially self-sustaining and generating surpluses within the short- to medium-term and to crystallise additional capital value for shareholders through strategic, third-party partnerships.

4.  Called up share capital

Authorised, issued and fully paid share capital as at 30 November 2023 is as follows:

Number	Class:	Nominal	30 Nov	31 May
		Value	2023	2023
			(Unaudited)	(Audited)
			$'000	$'000
3,863,590	Ordinary	$1.00	3,802	3,802
			3,802	3,802

The aggregate nominal values of the ordinary shares include exchange differences arising from the translation of shares at historic rates and the translation at the rate prevailing at the date of the change in functional currency.

CRAVEN HOUSE CAPITAL PLC

NOTES TO THE FINANCIAL INFORMATION - continued

FOR THE SIX MONTH PERIOD ENDED 30 NOVEMBER 2023

1. Earnings per share

The calculation of basic earnings per share is based on the loss attributable to the equity holders of $114,000 divided by the weighted average number of shares in issue during the period of 3,863,590 (six months ended 30 November 2022: loss of $72,000 and 3,863,590 shares; year ended 31 May 2023: loss of $5,515,000 and 3,863,590 shares).

1. Related party disclosures

Craven Industrial Holdings Plc

During the period, Craven Industrial Holdings Plc paid costs on behalf of and advanced loans to the Company. At the period end, the outstanding balance due to Craven Industrial Holdings Plc was $1,545,00. Despite the common director in Mr M J Pajak, the board of Craven House Capital Plc do not believe that Craven House Capital Plc or Craven Industrial Holdings Plc are able to exert control or influence over each other and neither are accustomed to act in accordance with instructions from the other.

7.  Events after the reporting period

None.

For further information please contact:

Craven House Capital Plc Mark Pajak www.Cravenhousecapital.com	Tel: 0203 286 8130
SI Capital Broker Nick Emerson www.sicapital.co.uk	Tel: 01483 413500
SPARK Advisory Partners Limited Nominated Adviser Matt Davis www.Sparkadvisorypartners.com	Tel: 0203 368 3550

About Craven House Capital:

The Company's Investing Policy is primarily to invest in or acquire a portfolio of companies, partnerships, joint ventures, businesses or other assets participating in the e-Commerce sector.

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