Marechale Cap. Regulatory News (MAC)

28 July 2015

Marechale Capital plc

("Marechale" or the "Company")

Consolidated Financial Statements for the year ended 31 March 2015.

Marechale is pleased to announce its final results for the year ended 31 March 2014

Chairman's Statement

We are pleased to report that Marechale completed the year strongly and, on the back of improving economic sentiment and more confidence in the equity markets, the Company's Gross Profit - revenue less commissions paid to 3rd parties - has increased by 39% from £517,600 to £719,000. Furthermore, as a result of our strategy of making investments in our client companies, we recorded 'Other Gains' (net) of £93,400 (2014: £152,400), resulting in a Profit before tax of £150,000 (2014: £79,400).

One part of our long-term strategic plan is to put the Company in a position to pay dividends and the Directors have decided to seek shareholder approval for a capital reorganisation that will be necessary before dividends can be paid. Shareholder approval will be sought at the 2015 AGM which is scheduled for the 17th September. Subject to receiving Court approval, it is planned subsequently to pay a dividend. A further announcement in this respect will be made in due course.

Another part of the long-term strategic plan is to motivate the Directors and staff by awarding them options which vest one third each year, over a three-year period, all tied to an uplift in the share price. At last year's AGM approval was obtained to award up to 10% of the issued share capital, of which 8%, were granted. It is the Board's intention to seek shareholder approval at this year's AGM for options to be granted on a further 10% of the issued share capital.

Marechale's core work is corporate finance advisory and capital fund raising for growth companies in two primary sectors in which the team have a long term track record; Leisure and Retail, and Renewable Energy.

Marechale helps management teams to finance or refinance in two key areas of activity; Growth Capital private equity transactions for more established businesses, and Development Capital, fundraising for smaller growth companies, the latter typically being Enterprise Investment Scheme (EIS) qualifying. As part of its success fee, the Company secures warrants or equity on most of its projects, so Marechale's shareholders have the opportunity to share in the potentially significant upside of the equity value in these businesses.

Equity investments and warrants are valued at 'fair value', typically at a price that reflects their last funding round, and the underlying unrealised movement in fair value is reflected (respectively) through the Revaluation Reserve and the Profit and Loss Account in accordance with IFRS9. Equity investments have increased by 40% to £151,700 and Warrants have increased by 66% to £128,250.

As a result of the above, and the Profit before tax, our Net assets have increased by 30% to £850,000.

During the year, Marechale has acted for a number of new and existing growth company clients, and has successfully completed a series of transactions, which are all detailed on the Company's website at: www.marechalecapital.com.

The Company's most significant initiative in the renewables sector is the development of large scale solar energy sites in the UK, through Marechale's associated company, Northfield UK Solar Limited (Northfield). Established in 2013, Northfield is developing a portfolio of solar sites. Marechale's stake in Northfield, at around 26% of the enlarged equity, is the Company's largest investment to date. As previously reported we are still awaiting the outcome of a planning appeal on the first site, on which a decision is due in the Autumn of 2015. Northfield's second large scale site is now in planning and we expect to hear a decision later this Summer. Whilst it is difficult to attribute values until planning permissions and grid connections for sites have been secured, there is significant potential uplift value for Marechale's shareholders; the valuation on the balance sheet represents the last funding round, and the Company's investment is being carried at £140,000, based on the Equity Method of valuation and including a provision to reflect the uncertainties of the planning process for its solar schemes and specifically a potential loss on appeal of the project mentioned above in proportion to Marechale's beneficial ownership % in Northfield. The environment for developing large scale solar schemes continues to be challenging, and whilst we are hopeful that value will be realised in due course, there are still significant risks involved.

Marechale has a growing reputation as one of the leading UK Advisors to the Leisure and Retail sector and, whilst it continues to see strong deal flow in this and its other core areas, it is always on the lookout for strong management teams with enterprising businesses in most sectors to support with growth and development capital. We remain committed to working with the management teams of quality companies to secure funding or refinancing capital from the Company's extensive list of private and institutional investors.

There is an appetite amongst our investor relationships to invest in high quality investment opportunities. The Directors believe that backing the right growth companies, whilst not without its risks, represents an interesting private equity investment class for investors looking to diversify their portfolios.

Marechale Capital is quoted on the AIM Market of the London Stock Exchange and continues to look at a number of potentially interesting acquisitions, investment and merger opportunities, particularly in fund management, and remains open to such approaches. However, none has been progressed to date. The Company is also looking to recruit staff to support its Corporate Finance and Sales activities.

Mark Warde-Norbury

Chairman

27 July 2015

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Consolidated Income Statement

Year ended 31 March 2015

Consolidated Statement of Comprehensive Income

Consolidated Balance Sheet

Year ended 31 March 2015

Statement of Changes in Equity

Year ended 31 March 2015

The Reserve for ESOP comprises 232,603 shares in the Group held in an ESOP Trust. As at 31 March 2015 (2014: nil), all the shares had been unconditionally granted to the Group's Associates which had an aggregate market value of £3,489 (2014: £4,652). 

Consolidated Cash Flow Statement

Year ended 31 March 2015

Notes to the financial statements

Year ended 31 March 2015

1. Basis of preparation

These financial statements have been prepared in accordance with International Financial Reporting Standards ('IFRS') as adopted by the European Union and the International Financial Reporting Interpretations Committee ('IFRIC') interpretations in accordance with the Companies Act 2006. The financial statements have been prepared on the historical cost basis as modified by the valuation of certain financial instruments.

2. Business and geographical segments

The directors consider that there is only one activity undertaken by the Group, that of corporate finance advisory. All of this activity was undertaken in the United Kingdom.

3. Earnings per share

4. Other Matters

The financial information for the year ended 31 March 2015 set out in this announcement does not constitute statutory financial statement, as defined in section 434 of the Companies Act 2006, but is based on the statutory financial statements for the year then ended. Those financial statements, upon which the auditors have issued an unqualified opinion, will be delivered to the Registrar of Companies.

Copies of the Company's full audited Annual Report and Financial Statements for the year ended 31 March 2015 will be sent to shareholders in due course and will be available on the Company's website: www.marechalecapital.com.