Dukemount Capital : Financial results for 30-April-2022

DUKEMOUNT CAPITAL PLC

REGISTERED NUMBER 07611240

ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED

30 APRIL 2022

DUKEMOUNT CAPITAL PLC

CONTENTS

	Page
Company Information	2
Chairman's Statement	3
Board of Directors	4
Strategic Report	5
Report of the Directors	9
Directors' Remuneration Report	13
Report of the Independent Auditor	16
Consolidated Statement of Comprehensive Income	22
Consolidated Statement of Financial Position	23
Company Statement of Financial Position	24
Consolidated Statement of Changes in Equity	25
Company Statement of Changes in Equity	26
Consolidated Statement of Cash Flows	27
Company Statement of Cash Flows	28
Notes to the Financial Statements	29

DUKEMOUNT CAPITAL PLC	COMPANY INFORMATION
Directors	Geoffrey Dart
	Paul Gazzard
Secretary	Stuart Adam
Registered Office	70 Jermyn Street
	London
	SW1Y 6NY
Solicitors	Charles Russell Speechly
	5 Fleet Place
	London
	EC4M 7RD
Independent Auditor	PKF Littlejohn LLP
	Statutory Auditor
	15 Westferry Circus
	Canary Wharf
	London
	E14 4HD
Registered Number	07611240

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DUKEMOUNT CAPITAL PLC

CHAIRMAN'S STATEMENT

I hereby present the annual financial statements for the year ended 30 April 2022. During the year the Group reported a loss of £1,127,395 (2021 - loss of £913,827). These losses arose in the course of the Group: pursuing transactions in its normal course of business as per its original stated mandate of long dated income generation; impairment costs associated with two development projects; maintaining the Company's listing on the Official List of the UK Listing Authority by way of a standard listing including consultancy fees, professional fees and directors' fees. As at the Statement of Financial Position date the Group had £19,214 (2021: £24,657) of cash balances.

During the year the Company entered into a 12-month convertible unsecured loan facility for £1,000,000 of which £500,000 was available immediately and an additional £500,000 available conditional on certain milestones.

In May 2021, the Company entered into a Joint Venture Agreement in relation to flexibility power expert HSKB Ltd ("HSKB"). Pursuant to the Joint Venture Agreement, Dukemount acquired 50% of the issued share capital of HSKB for nominal value. The Company is deemed to exercise control through its direct and indirect shareholding of DKE Flexible Energy and is therefore treated as a subsidiary with full consolidation into the Group financial statements.

In September 2021, the Company signed off a subordinated funding package to enable completion of the senior debt funding for gas peaking projects in September 2021 and announced in October 2021 that HSKB had successfully completed the purchase of two special purpose companies, each company containing an 11kV gas peaking facility, ready to build, with full planning permission and grid access. HSKB has also changed its name to DKE Flexible Energy Limited ("DKE Energy"). Following the year end, the Company announced that HSKB had completed the sale of the previously purchased two special purpose companies containing the 11kV gas peaking facility for an aggregate sale price of £350,000. Unfortunately the Company had little choice but to pursue the sale despite having the funding in place to construct these assets. The listing rules for standard list companies changed in December 2022 to require a minimum market capitalization of £30m for any reverse, transaction or listed value of the company, far below the combined value of these two assets in the state they were being purchased or post construction. Thus, the regulatory environment that evolved for Dukemount, as a standard listed company, during the transaction to buy and then fund the construction of the two assets meant the Company had no option but to dispose of these assets. The proceeds of the sale, £350,000 in aggregate, have been used to repay a portion of the sums owing to the lenders of the subordinated funding package.

Further to the disposal the lenders agreed to advance net proceeds of £50,000 in aggregate in addition to restructuring their existing funding arrangement. The maturity date for the existing debt plus the further advance is to be 24 months from the date of the Advance (being 10 October 2024). The proceeds of the further advance have been used to settle accrued liabilities of the Company.

The board has taken steps through restructuring the Company's funding routes, as described in detail in the RNS announcement of 11 October 2022, to ensure that the financial position and prospects of the Company are maintained to facilitate a future reverse transaction.

I would like to thank all those who have assisted and supported the Group during the year.

Geoffrey Dart

Director

7 June 2023

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DUKEMOUNT CAPITAL PLC

BOARD OF DIRECTORS

Geoffrey Gilbert Dart - Executive Chairman

Geoffrey is a merchant banker with over 35 years of experience of fund raising and listing transactions. In 1990 he was appointed to the board of Harrell Hospitality Inc, a hotel management and development company, after he structured and completed its reverse takeover by a US-listed shell company. In 2003, as chairman of Energy Technique Plc (a UK standard listed company) Geoffrey oversaw the re-structuring and re-capitalisation of the company. Also in 2003, as a Founder and an Executive Director of London and Boston Investments Plc (an AIM-listed company), Geoffrey was responsible for M&A activity. In 2010, Geoffrey joined the board of Hayward Tyler Limited, the specialist pump manufacturer and after raising equity and debt funding, completed the standard listing of the company and thereafter took on particular responsibility for the group's Chinese operations and completed a successful re-structuring of those operations.

Paul Gazzard

Paul has over 10 years' experience of working across investing institutions in the City of London in his previous role as Fund Manager. He worked with the Panmure Gordon Asset Management team until August 2002 when he transitioned into the commercial financing sector. Between August 2002 and May 2010, Paul participated in the listing of companies on the AIM market of the London Stock Exchange, operating at the Senior Executive level within each of the companies.

Since then Paul has worked as a consultant across various AIM listed companies, advising on corporate and financing related matters, in addition to working as an adviser to several high net worth individuals on specific corporate and management issues relating to their investment portfolios as well as founding a number of private companies in the financial services and other sectors.

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