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DJ Milamber Ventures Plc Q3 Trading Update

 
TIDMMLVP 
 
4 February 2019 
 
                             Milamber Ventures Plc 
                         ("Milamber" or "the Company") 
 
             Trading Update for the Quarter Ended 31 December 2018 
 
As announced today, Milamber Ventures Plc (NEX: MLVP) acquired 100% of Astara 
Training Limited, an RoATP registered training provider which will take on new 
regulated Apprenticeship Levy, Adult Education Board ("AEB") and regulated 
non-levy business.  Essential Learning Company Limited is undergoing a 
restructuring and review process and further details on this will be announced 
shortly. 
 
Given the Group's focus on acquiring and managing operating companies, Milamber 
Ventures Plc should now be classified as a Trading Company not an Investment 
Vehicle under the NEX Growth Market Rules. 
 
The Company recorded an estimated unaudited trading loss, on an unconsolidated 
basis, after management fee accruals and before adjustments for capitalised 
development costs or tax credits, of GBP179,154 in the quarter.  Conversion of 
management fee liabilities associated with Milamber USA led to a gain of GBP 
254,340.  Net current liabilities on the same basis were GBP48,881 and cash at 
bank was GBP29,898. 
 
During the quarter we continued to work to raise the funds required to complete 
the acquisition of Orchard Rock Training Limited, for which substantial due 
diligence has been undertaken and non-binding Heads of Terms were announced on 
26 July 2018.  Fundraising has been affected by market conditions and by the 
political environment; nevertheless, we received GBP310,000 of cash funding 
during the period and have an ongoing commitment for a further GBP240,000 of 
funding. 
 
The transaction terms for Orchard Rock can be summarised as: an GBP800,000 
upfront cash payment; GBP200,000 cash and a net asset adjustment on operational 
handover, one quarter's reporting and refinancing; up to 10 million Milamber 
shares settled over 12 months provided that Orchard Rock achieves over GBP300,000 
EBITDA per quarter; and GBP100,000 in shares for a 15% investment in Orchard 
Rock's digital learning business, YourHippo. 
 
Milamber has continued to make good progress on a number of advisory projects 
including a GBP900,000 debt reorganisation and fund raise for a major client, a GBP 
1 million grant pending matched funding for Black Arrow Space Technologies, and 
development of Pepper Learning's neuro-linguistic programming content. 
 
Trading at the Company level continued in line with the pattern experienced in 
prior periods.  Milamber received advisory fees although no material success 
fees or business development commissions in the quarter, pending transactions 
currently under way, and booked a loss due to quarterly accrual of regular 
management fees at a lower level than previously.  As noted above the Company 
received significant cash funding in the quarter. 
 
We were delighted to welcome Seb Dovey to the Board as a Non-Executive Director 
on 1 December 2018.  Seb was a co-founder of Scorpio Partnership, the 
award-winning Ultra High Net Worth wealth insight business acquired by AON in 
2014, and is a specialist in Leadership, Implementation, and Research. 
 
As announced on 20 December 2018, the Milamber USA management team has 
undertaken a partial management buyout of Milamber USA LLC in order to allow 
greater autonomy to operate in the US market. The Company retains a 20% 
shareholding and a board seat in Milamber USA LLC. Consequently, the 
circumstances that led to the limitation of scope qualification of the 
Company's accounts for the year to 31 March 2018 have been rectified and there 
are no outstanding remuneration liabilities to Milamber USA partners. 
 
The Directors of MVLP are responsible for the contents of this announcement. 
 
                                    -ends- 
 
ENQUIRIES: 
 
Milamber Ventures Plc 
Andy Hasoon 
T: 07768 875 681 
E: andy.hasoon@milamber.co.uk 
www.milamber.co.uk 
 
First Sentinel Corporate Finance Limited (NEX Exchange Corporate Adviser) 
Brian Stockbridge 
T: 020 7469 0930 
 
Leander (Financial PR) 
Christian Taylor-Wilkinson 
T: 07795 168 157 
E: ctw@leanderPR.com 
 
 
 
END 
 

(END) Dow Jones Newswires

February 04, 2019 11:33 ET (16:33 GMT)