Unaudited Interim Consolidated Group Results for the Period Ended 31^st December 2018

Bruce Pubs Plc

("Bruce Pubs" or the "Company")

Bruce Pubs Plc, which is the parent company of Bruce Pubs (Managed) Limited and Bruce Pubs (Tenanted) Limited, announces its unaudited consolidated group results for the period from incorporation on 7th March 2018 to 31st December 2018.

CHIEF EXECUTIVE'S REPORT

I am pleased to present the interim report for the Company covering its results for the period ending 31 December 2018.

Financial Review

The Company was formed to raise funding to acquire managed and tenanted pub estates. The Company has been admitted to the Nex Exchange Growth Market and is seeking to raise £20M through a 3-year asset backed-bond programme, paying a 7.2% fixed coupon per annum.

The Company successfully achieved its listing of the initial tranche of the bond in January 2019 and is now seeking investors to subscribe to further tranches of the bond. The bond is being marketed via a broker TA3 Limited.

The initial costs of funding have been met via an associated company Bruce Taverns Limited, which is a wholly owned subsidiary of Bruce Group Scotland Limited. The costs of funding are currently being held as other receivables and prepayments and will be charged to the profit or loss based on amortised cost using the effective interest method. As at the date of approval of the interim report full engagement by the broker with potential investors was only just commencing. The directors believe it is appropriate to prepay the listing costs and calculate the amortised cost of the bond once an initial appraisal of investor interest has been completed. Recognition of the full costs of funding against the initial listing subscription of £10,000 would not be appropriate whilst fund raising is ongoing.

Outlook

Brexit is having an unsettling effect on the market and although initial interest in the bond has been good, there have been no significant subscriptions yet. As a board of directors, we believe we have a strong story to tell and can demonstrate a successful track record with public houses spanning back to 1999. I believe that ultimately investors will recognise the value of our proposition. We continue to work with our broker and other advisors to generate interest in the bond. We are about to embark on a PR campaign to increase awareness of our fund-raising activities and to generate investor interest.

Kevan Fullerton

Chief Executive

27 March 2019

CONSOLIDATED INTERIM RESULTS FOR THE PERIOD ENDED 31 DECEMBER 2018

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

At 31 December 2018

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the period ended 31 December 2018

CONSOLIDATED STATEMENT OF CASH FLOWS

For the period ended 31 December 2018

NOTES TO THE CONSOLIDATED FINANCIAL INFORMATION

1.   General information and basis of preparation

The Company was incorporated and registered in England and Wales on 7^th March 2018 as a public limited company. The Company's registered number is 11240242 and its registered office is at Salisbury House, London Wall, London, EC2M 5PS. On 10^th January 2019 the Company's bonds were admitted to the Nex Exchange Growth Market. The Company is a wholly owned subsidiary of Bruce Group Scotland Limited.

The principal activity of the Company is that of a holding company for its subsidiaries, as well as performing all administrative, corporate finance, strategic and governance functions of the Group. As at the date of the interim financial information, the Company's subsidiaries were non trading, but have been incorporated to own and manage public houses under both managed and tenancy models.

2.   Accounting Policies
 

Basis of preparation

The interim consolidated financial information has been prepared in accordance with FRS102. The interim financial information incorporates the results for the group from the date of incorporation to 31 December 2018. As permitted, the Company has chosen not to adopt IAS 34 "Interim Financial Statement" in preparing these interim financial statements.

The financial information contained in this interim report does not constitute statutory accounts as defined by section 435 of the Companies Act 2006.

Comparative information has not been provided. As part of the admission process accounts were prepared to 30^th June 2018. At that date the company reported assets of £12,500 of cash and cash equivalents, £37,500 of unpaid share capital and equity in the form of share capital of £50,000.

The interim consolidated financial information incorporates the financial statements of Bruce Pubs Plc and its subsidiaries.

The interim financial information for the period ended 31 December 2018 was approved by the directors on 27 March 2019. The financial information is unaudited and has not been reviewed by the Company's auditors.

Basis of Consolidation

The Bruce Pubs Group financial information comprises the financial information of the Company and its wholly owned subsidiaries Bruce Pubs (Managed) Limited and Bruce Pubs (Tenanted) Limited (together, the "Bruce Pubs Group") made up to the end of the reporting period.

The financial information presents the results of the Company, Bruce Pubs (Managed) Limited and Bruce Pubs (Tenanted) Limited as if they formed a single entity. Inter company transactions and balances between group companies are therefore eliminated in full. The financial information of subsidiaries is included in the Bruce Pubs Group financial information from the date that control commences until the date that control ceases. 

NOTES TO THE CONSOLIDATED FINANCIAL INFORMATION (Cont.)

3.   Taxation

The tax charge on profits assessable has been calculated at the rates of tax prevailing during the reporting period, based on legislation, interpretation and practices in respect thereof.

4.   Other receivables, deposit and prepayment

Prepaid expenses are costs incurred in the initial listing of the bond. These are expected to be amortised using the effective interest rate method, once the initial fundraising has been completed.

5.   Creditors: amounts falling due within one year

Other payables consist of amounts owed to an associated company Bruce Taverns Limited for sums it has paid on behalf of the Company. It is anticipated that these will be paid in full once subscriptions for additional tranches of the bond have been received.

6.   Borrowings > 1 year

The Company has been formed as a vehicle to issue bonds which will be used to fund the acquisition of managed and tenanted public houses within its subsidiaries. As at the 31^st December 2018 the Company had received subscriptions totalling £10,000. These allowed the Company to meet the minimum requirements of its listing.

NOTES TO THE CONSOLIDATED FINANCIAL INFORMATION (Cont.)

The bonds will initially be measured at the amount of cash received less separately incurred transaction costs and will be subsequently measured at amortised cost using the effective interest rate method. As at the date of the interim financial information the bond subscriptions totaled £10,000. The directors believe it would be inappropriate at this stage to deduct the listing costs from the bond subscriptions until a full appraisal of investor interest has been completed and the initial promotion of the bond has been completed.

7.   Share capital

On incorporation 50,000 Ordinary shares of £1 par value were issued. The shares are fully paid up.

8.   Related party transactions

As at the reporting date, the Company owed Bruce Taverns Limited £278,275. The Company and Bruce Taverns Limited are wholly owned subsidiaries of Bruce Group Scotland Limited.

Of the borrowings > 1 year, £9,000 are held by Bruce Taverns Limited.

9.   (Loss) per Ordinary Share

The calculation of (loss) per ordinary share is based on the following (losses) and number of shares: