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UNIVERSAL PARTNERS LIMITED - Summarised unaudited financial statements for the quarter and six months ended 31 December 2018

12 February 2019 - 16:45 PM
UPL
Summarised unaudited financial statements for the quarter and six months ended 31 December 2018

UNIVERSAL PARTNERS LIMITED
(Incorporated in the Republic of Mauritius)
(Registration number: 138035 C1/GBL)
SEM share code: UPL.N0000
JSE share code: UPL
ISIN: MU0526N00007
("Universal Partners" or "the Company")


SUMMARISED UNAUDITED FINANCIAL STATEMENTS FOR THE QUARTER AND SIX MONTHS ENDED 31 DECEMBER 2018

Universal Partners has a primary listing on the Official Market of the Stock Exchange of Mauritius Ltd ("SEM") and
a secondary listing on the Alternative Exchange of the JSE Limited ("JSE").

PRINCIPAL ACTIVITY

The principal activity of the Company is to hold investments in high quality, growth businesses across Europe, with a
particular focus on the United Kingdom ("UK"). The Company's mandate also allows up to 20% of total funds at the
time an investment is made to be invested outside of the UK and Europe.

The Company's primary objective is to achieve strong capital appreciation in Pounds Sterling ("GBP") over the
medium to long-term by investing in businesses that meet the investment criteria set out in the Company's investment
policy.

BUSINESS REVIEW

Since its listing on the SEM and the JSE, the Company has been working closely with its investment advisor, Argo
Investment Managers ("Argo"), to identify potential investments that meet its investment criteria.

The Company has completed five investments since its listing up to the reporting date and continues to build a pipeline
of new investments.

Dentex Healthcare Group Limited ("Dentex")
www.dentexhealth.co.uk

Dentex currently owns 35 dental practices and continues to grow ahead of the original business case, due to the
attractiveness of the Dentex co-ownership model and the increase in appetite for Private Dental Groups in the UK. The
company has continued to acquire practices, using the debt facilities provided during the period. Dentex continues to
roll out its platform of shared service support to acquired practices, allowing clinicians to focus on providing excellent
clinical care, without the distractions resulting from administration that can be centrally provided. Enterprise and
Equity Value continue to grow at a pleasing rate, and the acquisition pipeline shows that the Dentex proposition of
partnership is very attractive to many of the top clinicians in the UK.

Dentex continues to grow strongly. Subsequent to the reporting date, the board of Dentex has decided to raise
GBP 10 million of additional capital to acquire further practices, and thus enhance the value of the business. The
Company has agreed to participate in the rights issue up to an amount of GBP 5.6 million.

YASA Limited ("YASA")
www.yasa.com

YASA continues to deliver the highest Power Density electric motors available globally to the automotive, aerospace
and industrial sectors. The current electric land and water speed record holding vehicles are powered by YASA motors,
and Rolls Royce has publicly announced its project to capture the electric air speed record, again powered by YASA
motors. Given the accelerating pressure for the automotive and aerospace industries to move off fossil fuel powered
propulsion systems, and YASA's recognised leadership in providing high power, lightweight and small footprint
solutions, which can be packaged flexibly, we are confident that YASA will continue to show growth in revenue,
Enterprise and Equity Value. A number of high profile hybrid petrol/electric vehicles, where YASA is integral to the
powertrain, are due for launch during 2019. This will be positive for YASA in terms of the number of motors shipped.

SC Lowy Partners ("SC Lowy")
www.sclowy.com

SC Lowy continues to be a leading market maker in distressed and high yield debt. During the period under review,
SC Lowy was the largest market maker in Asian Loans and Bonds, and is on track to increase its market share in
European Loans via the acquisition of Credito di Romagna. SC Lowys Primary Investment Fund achieved a positive
return in a very difficult credit market during 2018, beating the credit hedge fund benchmark return and demonstrating
its ability to grow net asset value even in adverse market conditions.

Propelair
www.propelair.com

Propelair continues to make progress in the sales of its water efficient, enhanced hygiene toilets, in the UK and in
South Africa. The company's products are finding favour with large corporates who wish to improve their
environmental credentials via a reduction in their water usage and carbon footprints. It has been estimated that one
large client, which has had in excess of 30 million flushes since installation on their estate, has saved more than 250
million litres of water using the Propelair toilet. A number of trials are underway, which should lead to a substantial
increase in sales.

In January 2019, after the period under review, the Company invested a further GBP 399,984 in Propelair by way of a
rights issue to raise capital to fund the growth of its business in accordance with its growth strategy. The Company's
shareholding in Propelair, post this rights issue, was 15.6%.

JSA Services Limited ("JSA")
www.jsagroup.co.uk

JSA is a provider of Personal Service Companies, Umbrella and Payroll services to contractors and temporary workers in the
UK. The company continues to trade in line with expectations. Since Universal Partners' investment in JSA, and in line with its
strategy, management has concluded deals to integrate three smaller competitors, cementing JSA's position as one of the top
three providers in its space. The latest acquisition of a well-established provider of umbrella payroll services based in the 
north-east of England opens new markets for JSA, both geographically and in terms of industry sectors. A member of JSA senior
management was appointed Chairman of the trade body for the industry, further recognising the leadership role that JSA fulfils.
Over the quarter, JSA concluded negotiations for an enhanced debt facility that has been provided by a third party debt funder,
which they were introduced to by Argo. The facility was used to finance the latest acquisition and to repay the bridging loan of
GBP 4.025 million provided by the Company.

The above acquisitions, along with planned integration activities and a pipeline of further acquisitions, are expected to
result in substantial increases in the Enterprise and Equity Value of JSA over time.

FINANCIAL REVIEW

For the period under review, income included interest earned from investing excess cash in interest bearing fixed
deposits for periods of up to six months. Interest earned on deposits amounted to GBP 34,595 for the quarter. The
deposited funds will remain in short-term fixed deposits, money market and NCD instruments until such time as they
are required for investments in accordance with the Companys investment policy.

Other income of GBP 85,330 for the quarter relates to raising fees earned by the Company from providing short-term
loans to JSA and Propelair.

In October 2018, the Company advanced a short-term loan of GBP 4.025 million to JSA while JSA was finalising a
loan facility with a third party debt funder. The proceeds of the loan were used to acquire businesses as part of JSA's
growth acquisition strategy. In December 2018, JSA repaid the loan together with interest of GBP 54,260.
                                                                  
The Company's investment in SC Lowy is denominated in US Dollars ("USD"). During the quarter, the revaluation
of the investment from USD to GBP resulted in a net gain in foreign currency of GBP 297,455.

Management fees for the quarter were GBP 289,535, incurred in terms of the investment management agreement
between the Company and Argo. During the quarter, general and administrative expenses amounting to GBP 87,911
were incurred.

NET ASSET VALUE ("NAV")

The NAV per share as at 31 December 2018 was GBP 1.031 (30 June 2018: GBP 1.032).

PROFIT OR LOSS PER SHARE

The profit per share of 0.13 pence for the quarter ended 31 December 2018 and the loss per share of 0.29 pence for the
quarter ended 31 December 2017 are based on the Company's profit before tax of GBP 92,984 and the loss before tax
of GBP 210,827 for the quarter ended 31 December 2018 and the quarter ended 31 December 2017 respectively, based
on 72,350,131 weighted average number of shares in issue.

For the six months ended 31 December 2018, the loss per share of 0.06 pence was based on a loss before tax of GBP
46,482 and a weighted average number of shares in issue of 72,350,131. For the corresponding six months in the prior
financial year, the loss per share of 0.51 pence was based on a loss before tax of GBP 370,411 and a weighted average
number of shares in issue of 72,350,131.

DIVIDEND

In line with the Company's investment strategy to achieve long-term growth in NAV, dividends will not be declared
on a regular basis. Accordingly, no dividend has been declared for the period under review.

BASIS OF PREPARATION

The summarised unaudited financial statements for the quarter and six months ended 31 December 2018
("summarised unaudited financial statements") have been prepared using accounting policies consistent with
International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board
("IASB") and in accordance with International Accounting Standard (IAS) 34 - Interim Financial Reporting, the
Listing Rules of the SEM, the Mauritian Securities Act 2005 and the JSE Listings Requirements.

The accounting policies and methods of computation adopted in the preparation of these summarised unaudited
financial statements are in terms of IFRS and consistent with those applied in the preparation of the audited financial
statements for the year ended 30 June 2018.

The directors are not aware of any circumstances or matters arising subsequent to the quarter that require any additional
disclosure or adjustment to the financial statements.

AUDITORS

These summarised unaudited financial statements were approved by the board of directors of Universal Partners
("Board") on 12 February 2019. These summarised unaudited financial statements have not been reviewed or reported
on by the Companys external auditors, Grant Thornton.

By order of the Board

12 February 2019


Intercontinental Trust Limited
Company secretary
                                                           
For further information please contact:

South African corporate advisor and JSE sponsor
Java Capital                                                               
+27 11 722 3050

SEM authorised representative and sponsor
Perigeum Capital Ltd                                                       
+230 402 0890

Company Secretary
Intercontinental Trust Limited                                            
+230 403 0800


NOTES

Copies of these summarised unaudited financial statements as well as copies of the statement of direct or indirect
interest of the Senior Officers of the Company pursuant to Rule 8(2)(m) of the Securities (Disclosure of Obligations
of Reporting Issuers) Rules 2007 are available to the public upon request to the Company Secretary at the Registered
Office of the Company at c/o Intercontinental Trust Limited, Level 3 Alexander House, 35 Cybercity, Ebene 72201,
Mauritius.

This announcement is issued pursuant to the SEM Listing Rule 12.19, Section 88 of the Mauritian Securities Act 2005
and the JSE Listings Requirements.

The Board accepts full responsibility for the preparation of these summarised unaudited financial statements and for
ensuring that the financial information has been correctly extracted from the underlying unaudited financial statements.


                                                           
SUMMARISED UNAUDITED STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2018

                                                              As at 31    As at 30 June
                                                         December 2018             2018
                                                           (Unaudited)        (Audited)
                                                                   GBP              GBP
Assets
Non-current assets
Investments at fair value through profit and loss           54,661,231       54,657,723

Current assets
Receivables and prepayments                                    160,000          160,000
Short-term financial asset                                     138,000        5,158,274
Cash and cash equivalents                                   20,489,866       15,534,242
                                                            20,787,866       20,852,516
 
Total assets                                                75,449,097       75,510,239

Equity and Liabilities
Equity
Stated capital                                              71,847,164      71,847,164
Retained earnings                                            2,744,923       2,791,405
                                                            74,592,087      74,638,569
Current liabilities
Payables and accruals                                          857,010         871,670

Total equity and liabilities                                75,449,097      75,510,239

NAV per share                                                    1.031           1.032


                                                  
SUMMARISED UNAUDITED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE QUARTER AND SIX MONTHS ENDED 31 DECEMBER 2018

                                                                                                          Six months      Six months                                                                                                                                                                                                                              31 December      31 December     31 December     31 December
                                                                               2018             2017            2018            2017
                                                                        (Unaudited)      (Unaudited)     (Unaudited)     (Unaudited)
                                                                                GBP              GBP             GBP             GBP
Income
Interest income                                                              88,855          186,614         219,820         301,150
Other income                                                                 85,330            8,981          96,877          38,064
Total income                                                                174,185          195,595         316,697         339,214

Expenditure
Management fees                                                           (289,535)        (228,199)       (601,630)       (401,500)
Transaction costs                                                                 -         (89,496)         (2,000)       (130,996)
General and administrative expenses                                        (87,911)         (88,419)       (161,246)       (176,786)
Total expenditure                                                         (377,446)        (406,114)       (764,876)       (709,282)

Operating loss                                                            (203,261)        (210,519)       (448,179)       (370,068)
Fair value gain on remeasurement of financial assets at fair value
through profit or loss                                                            -                -               -               -
Net foreign exchange gains / (losses)                                       296,245            (308)         401,697           (343)
Profit / (loss) before tax                                                   92,984        (210,827)        (46,482)       (370,411)
Tax expense                                                                       -                -               -               -
Profit / (loss) for the period                                               92,984        (210,827)        (46,482)       (370,411)

Other comprehensive income
Items that will not be reclassified subsequently to profit and loss               -                -               -               -
Items that will be reclassified subsequently to profit and loss                   -                -               -               -
Other comprehensive income for the period, net of tax                             -                -               -               -

Total comprehensive income for the period                                    92,984        (210,827)        (46,482)       (370,411)

                                                                              Pence            Pence           Pence           Pence
Basic and headline profit / (loss) per share*                                  0.13           (0.29)          (0.06)          (0.51)

* The profit per share for the quarter ended 31 December 2018 and loss per share for the six months ended 31 December 2018 are based on
profit before tax of GBP 92,984 and loss before tax of GBP 46,482 for the Company respectively and the weighted average number of shares in
issue of 72,350,131 (31 December 2017: Based on loss before tax of GBP 370,411 and the weighted average number of shares in issue of

There were no dilutive shares in issue. There were no reconciling items between the basic and headline loss per share.


                                                                        
SUMMARISED UNAUDITED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED 31 DECEMBER 2018

                                                            Retained earnings /
                                          Stated Capital                                  Total
                                                             (accumulated loss)
                                                     GBP                   GBP              GBP

Balance at 1 July 2017                        71,847,164              (665,999)      71,181,165

Loss for the period                                    -              (370,411)       (370,411)
Other comprehensive income for the period              -                      -               -
Transactions with shareholder                          -              (370,411)       (370,411)

Balance at 31 December 2017                   71,847,164            (1,036,410)      70,810,754

Balance at 1 July 2018                        71,847,164              2,791,405      74,638,569

Loss for the period                                    -               (46,482)        (46,482)
Other comprehensive income for the period              -                      -               -
Transactions with shareholder                          -               (46,482)        (46,482)

Balance at 31 December 2018                   71,847,164              2,744,923      74,592,087


                                             
SUMMARISED UNAUDITED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED 31 DECEMBER 2018

                                                                         Six months       Six months
                                                                           ended 31         ended 31      Year ended
                                                                      December 2018    December 2017    30 June 2018
                                                                        (Unaudited)      (Unaudited)       (Audited)
                                                                                GBP              GBP             GBP
Operating activities
(Loss) / profit for the period / year                                      (46,482)        (370,411)       3,457,404
Adjustments for:
Fair value gain on remeasurement of investments at fair value
                                                                                  -                -      (5,227,875)
through profit or loss
Interest income accrued                                                   (219,820)        (153,288)        (521,374)
Net foreign exchange (gains) / losses                                     (401,697)              343        (137,054)

Net changes in working capital:
Changes in receivables and prepayments                                            -           25,468           27,454
Changes in payables and accruals                                           (14,661)         (19,900)          807,421
Net cash flows utilised in operating activities                           (682,660)        (517,788)      (1,594,024)

Investing activities
Acquisition of investments                                                        -     (33,380,600)     (45,137,652)
Proceeds on disposal of investments                                         400,000                -                -
Loans advanced to subsidiaries                                          (4,163,000)         (40,000)      (5,080,000)
Loans repaid                                                              9,339,852                -                -
Interest received                                                            63,242          153,288          209,812
Net cash flows generated from / (utilised in) investing activities        5,640,094     (33,267,312)     (50,007,840)

Net change in cash and cash equivalents                                   4,957,434     (33,785,100)     (51,601,864)

Cash and cash equivalents at the beginning of the period / year          15,534,242       67,137,560       67,137,560
Effect of exchange rate changes on cash and cash equivalents                (1,810)            (343)          (1,454)
Cash and cash equivalents at the end of the period / year                20,489,866       33,352,117       15,534,242




                                                                    
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