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Intended date of release of Preliminary Results

Scholium Group plc 

(“Scholium Group” or the “Company”)

Intended date of release of Preliminary Results 

Scholium Group intends to release its Preliminary Results for the financial year ended 31 March 2015 on 2 July 2015.

For further information please visit www.scholiumgroup.com or contact:

Scholium Group plc

Jasper Allen, Chairman

Simon Southwood, Chief Financial Officer

+44 (0)20 7493 0876

WH Ireland Ltd – Nominated Adviser

Chris Fielding/Mark Leonard

+44 (020) 7220 1666

Whitman Howard Ltd – Broker

Ranald McGregor-Smith / Niall Devins

+44 (020) 7659 1234

Holding in Company

Scholium Group plc

(“Scholium” or the “Company”)

Holding in Company

5 May 2015

 Further to the announcement on 1 May 2015, the Company has been notified by The Paul Raymond 1996 Accumulation and Maintenance Settlement for Fawn and India James trust that, in addition to the direct holding in 420,500 shares in the Company, it is also interested in 1,075,074 Ordinary Shares in the Company. The trust is therefore interested in 1,495,574 Ordinary Shares in the Company, representing approximately 10.99% of the issued share capital of the Company.

Scholium Group plc

Jasper Allen, Chairman

Simon Southwood, Chief Financial Officer

+44 (0)20 7493 0876

WH Ireland Ltd – Nominated Adviser

Chris Fielding/Mark Leonard

+44 (0) 207 220 1666

Whitman Howard Ltd – Broker

Ranald McGregor-Smith / Niall Devins

+44 (0) 207 659 1240

Holding in Company

Scholium Group plc

(“Scholium” or the “Company”)

Holding in Company

1 May 2015

The Company was notified on 30 April 2015 that, on the same day, The Paul Raymond 1996 Accumulation and Maintenance Settlement for Fawn and India James trust acquired 420,500 shares in the Company at a price of 37.5p per share. Following the acquisition, the trust is interested in 420,500 Ordinary Shares of the Company, representing approximately 3.09% of the issued share capital of the Company .

Scholium Group plc

Jasper Allen, Chairman

Simon Southwood, Chief Financial Officer

+44 (0)20 7493 0876

WH Ireland Ltd – Nominated Adviser

Chris Fielding/Mark Leonard

+44 (0) 207 220 1666

Whitman Howard Ltd – Broker

Ranald McGregor-Smith / Niall Devins

+44 (0) 207 659 1240

Pre-Close Update

Scholium Group plc

(“Scholium” or, together with its subsidiaries, the “Group”)

Pre-Close Update

24 April 2015

The Directors of Scholium provide an update on trading in advance of the close period.

Shapero Rare Books

In common with the experience of other dealers in collectible and antique goods, Shapero Rare Books has experienced a more challenging year than expected, primarily as a result of lower sales of high value items, particularly to customers of Russian and East European origin.

On a positive note, Shapero Modern, the Group’s Modern and Contemporary prints department, was launched in mid 2014 and has grown during the year to represent more than 5% of group revenue.

Scholium Trading

Trading by the Group alongside other dealers in the broader arts and collectibles market has developed, been profitable and now represents c. 12% of Group revenue.  Whilst gross margins are in the region of 13%, stock turnover is higher than originally anticipated; the value-weighted average holding period of stock acquired for sale is approximately 65 days.  The Group continues to evaluate a number of interesting opportunities across multiple fields in the art and collectibles market.

Out Turn for the Year & Balance Sheet

The Board expects that the Group will report a pre-tax loss (before share based charges) in the region of £0.5 million for the year ended 31 March 2015.  The Group’s balance sheet remains healthy with over £2 million of cash and high quality stock supporting an unaudited net asset value in excess of £10 million (73p per ordinary share).

The Directors anticipate releasing the preliminary statement of the Group’s results for the year ended 31 March 2015 in late June.

Commenting on the above, Jasper Allen, Chairman of Scholium, commented:

“It is disappointing that buying activity in the traditional customer base of Shapero Rare Books has suffered in the last 12 months and impacted our performance. None the less, the Board remains confident that a more normal level of activity will return to the business in the medium term and is actively seeking new opportunities where it has the expertise and capital, whilst conserving cash.”

Scholium Group plc

Jasper Allen, Chairman

Simon Southwood, Chief Financial Officer

+44 (0)20 7493 0876

WH Ireland Ltd – Nominated Adviser

Chris Fielding/Mark Leonard

+44 (0) 207 220 1666

Whitman Howard Ltd – Broker

Ranald McGregor-Smith / Niall Devins

+44 (0) 207 659 1240

Disposal

Scholium Group plc

(“Scholium”, the “Company” or, together with its subsidiaries, the “Group”)

Disposal

2 April 2015

Further to the announcement made on 9 February 2014, the Board of Scholium is pleased to announce that it has entered into a binding agreement for the disposal of its South Kensington operations, South Kensington Books and Ultimate Library,to a company controlled by Philip Blackwell, a director of Scholium.

The agreed terms provide for an aggregate cash consideration of £140,000, representing a premium of 15% to the value of the unaudited attributable net assets as at 31 December 2014.  The disposal will enable the Group to focus on its rare and collectible goods businesses, with the proceeds providing working capital to invest in those businesses.

In the year to 31 March 2014, the South Kensington operations generated turnover of £650,088 and a profit before taxation, after allocation of certain central costs, of £24,351.

As this transaction represents a related party transaction under the AIM Rules, the Directors, other than Phillip Blackwell, having consulted with WH Ireland Limited, consider the terms of the disposal to be fair and reasonable insofar as shareholders are concerned.

The Board will update the market on trading in the year ended 31 March 2015 prior to the close period commencing  30 April 2015.

Scholium Group plc

Jasper Allen, Chairman

Simon Southwood, Chief Financial Officer

+44 (0)20 7493 0876

WH Ireland Ltd – Nominated Adviser

Chris Fielding

+44 (0)20 7220 1666

Whitman Howard Ltd – Broker

Ranald McGregor-Smith / Niall Devins

+44 (0)20 7659 1234

Holdings in Company

TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi

1. Identity of the issuer or the underlying issuer
of existing shares to which voting rights are
attached:
 ii

SCHOLIUM GROUP PLC

2 Reason for the notification (please tick the appropriate box or boxes):

An acquisition or disposal of voting rights

y

An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached

An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments

An event changing the breakdown of voting rights

Other (please specify):

3. Full name of person(s) subject to the
notification obligation:
 iii

HARGREAVE HALE LIMITED

4. Full name of shareholder(s)
(if different from 3.):iv

DISCRETIONARY CLIENTS

5. Date of the transaction and date on
which the threshold is crossed or
reached:
 v

09 FEBRUARY 2015

6. Date on which issuer notified:

10 FEBRUARY 2015

7. Threshold(s) that is/are crossed or
reached: 
vi, vii

5%



8. Notified details:

A: Voting rights attached to shares viii, ix

Class/type of
shares


if possible using
the ISIN CODE

Situation previous
to the triggering
transaction

Resulting situation after the triggering transaction

Number
of
Shares

Number
of
Voting
Rights

Number
of shares

Number of voting
rights

% of  voting rights x

Direct

Indirect

Direct xi

Indirect xii

Direct

Indirect

 

 

GB00BJYS2173

1,241,000

1,241,000

0

0

0%

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financial
instrument

Expiration
date 
xiii

Exercise/
Conversion Period 
xiv

Number of voting
rights that may be
acquired if the
instrument is
exercised/ converted.

% of voting
rights

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi

Resulting situation after the triggering transaction

Type of financial
instrument

Exercise price

Expiration date xvii

Exercise/
Conversion period 
xviii

Number of voting rights instrument refers to

 

% of voting rights xix, xx

 

 

 

Nominal

Delta

Total (A+B+C)

Number of voting rights

Percentage of voting rights

0

0%



9. Chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held, if applicable: 
xxi

Proxy Voting:

10. Name of the proxy holder:

11. Number of voting rights proxy holder will cease
to hold:

12. Date on which proxy holder will cease to hold
voting rights:


13. Additional information:

14. Contact name:

David Clueit

15. Contact telephone number:

01253 754739

Directors Shareholding

Scholium Group plc

(“Scholium” or the “Company”)

Directors/PDMR Shareholding

The board is pleased to announce that, on 10 February 2015, Philip Blackwell and Charles Sebag-Montefiore notified the Company that they had acquired shares in the Company.  The table below details the purchases:

Shares owned before the transaction

Date shares purchased

Shares purchased

Price paid

Shares owned after the transaction

% of the currently issued ordinary share capital

Philip Blackwell

1,964,716

  09.02.15

18,750

48p

1,983,466

14.58%

Charles Sebag-Montefiore

20,000

10.02.15

20,000

48p

40,000

0.29%

For further information, please contact:

Scholium Group plc

Jasper Allen, Chairman

Simon Southwood, Chief Financial Officer

+44 (0)20 7493 0876

WH Ireland Ltd – Nominated Adviser

Chris Fielding/Mark Leonard

+44 (0)20 7220 1666

Whitman Howard Ltd – Broker

Ranald McGregor-Smith / Niall Devins

+44 (0)20 7087 4550

Directors’ Shareholdings

Scholium Group plc

(“Scholium” or the “Company”)

Directors/PDMR Shareholding

 The board is pleased to announce that, on 9 February 2015, Thomas James Jennings CBE and Simon Southwood notified the Company that they had acquired shares in the Company on the same day.  The table below details the purchases:

Shares owned before the transaction Shares purchased Price paid Shares owned after the transaction % of the currently issued ordinary share capital
Thomas James Jennings CBE 1,731,320 1,200,000 42p 2,931,320 21.6%
Simon Southwood 0 20,000 47.925p 20,000 0.1%

 

For further information, please contact:

Scholium Group plc

Jasper Allen, Chairman

Simon Southwood, Chief Financial Officer

+44 (0)20 7493 0876

WH Ireland Ltd – Nominated Adviser

Chris Fielding/Mark Leonard

+44 (0)20 7220 1666

Whitman Howard Ltd – Broker

Ranald McGregor-Smith / Niall Devins

+44 (0)20 7087 4550

Disposal, Board Changes & Trading Update

Scholium Group plc

(“Scholium”, the “Company” or, together with its subsidiaries, the “Group”)

Disposal, Board Changes & Trading Update

9 February 2014

Proposed Disposal of South Kensington Operations and Board Changes

The Board is pleased to announce that, following a review of operations, it has agreed outline terms for the disposal of its South Kensington operations, South Kensington Books and Ultimate Library. South Kensington Books, which specialises principally in the retail of illustrated contemporary art, architecture and photography books, and Ultimate Library, which creates bespoke libraries on behalf of luxury hotels and resorts, and high-end residences, have become less related to the Group’s core businesses, Shapero Rare Books and Scholium Trading. A company controlled by Philip Blackwell, the current Chief Executive Officer, will acquire the South Kensington operations.

With effect from 30 March, 2015, Philip Blackwell will step aside as Chief Executive in order to focus his attention on the South Kensington operations. Jasper Allen, the Chairman, will act as Executive Chairman whilst a suitable executive is identified to additionally strengthen the board. Philip Blackwell will remain on the board as a non-executive director.

Terms of the Disposal

The agreed terms, which are subject to final contract, provide for cash consideration of £140,000, representing a premium of 15% to the value of the unaudited attributable net assets as at 31 December 2014.

In the year to 31 March 2014, these businesses generated turnover of £650,088 and a profit before taxation, after allocation of central costs, of £24,351. Completion of this sale is expected to take place on or around 30 April 2015 with full details to be confirmed in due course.

Trading Update

Shapero Rare Books

Whilst revenues to date have been steady, we have seen a slowdown in sales, particularly larger value, higher margin sales, to customers from countries that are subject to material political instability and sanctions. Although these clients do have the propensity to be very active in the Spring fairs which, as ever, have a significant impact on the Group’s expected full year performance, the Board considers that a continuation of current trends would make it unlikely that revenues for the full year would be materially ahead of last year.

Scholium Trading

Scholium Trading has been involved in a number of profitable, albeit smaller, transactions across various asset classes, including sculpture, coins, paintings, and ceramics. Nonetheless, we had been hopeful of concluding a significant transaction very recently. Unfortunately, the assets were deemed to be of national importance and export licences were not granted. As a result there will be a corresponding significant shortfall in anticipated revenue and profit.

South Kensington Operations

South Kensington Books and Ultimate Library have generated increased returns, although small in the context of the Group.

Outlook

As a result of the issues detailed above, the Board is no longer confident, notwithstanding that the Group’s most important trade fairs take place in the next two months, that Scholium will meet market expectations for the year ending 31st March 2015 and in the worst case could experience a substantial reduction in profitability

The balance sheet of the Group remains strong with no indebtedness, cash at 31st December 2014 of approximately £2.4 million and a net asset value (unaudited) at the same date of approximately £10.5 million, equating to approximately 77p per share. Notwithstanding disappointing year-to-date performance, the Directors remain confident in the high levels of quality stock built up in Shapero Rare Books and look forward to converting the positive experience gained in Scholium Trading to larger trades in the coming year.

Jasper Allen, Executive Chairman of the Group commented, “Despite the disappointing performance in the current year, the Group remains strong with healthy levels of cash and excellent stock. With a clear focus on Shapero Rare Books and Scholium Trading, we are working hard to secure larger transactions, which have a significant impact on profitability, and continue to have a positive outlook for the future of the Group.”

Scholium Group plcJasper Allen, ChairmanSimon Southwood, Chief Financial Officer +44 (0)20 7493 0876
WH Ireland Ltd – Nominated AdviserChris Fielding/Mark Leonard +44 (0)20 7220 1666
Whitman Howard Ltd – BrokerRanald McGregor-Smith / Niall Devins +44 (0)20 7087 4550

 

 

Press on Scholium

Rare books dealer Scholium to float on AIM junior … – This is Money

Daily Mail – 21 Feb 2014

Scholium joins AIM to boost art business

The Times (subscription)-26 Feb 2014

Rare books dealer Scholium Group reveals IPO plans

Daily Telegraph -26 Feb 2014

Rare books dealer Scholium Group unveils AIM flotation – Business …

Evening Standard – 26 Feb

Oligarchs’ bookshop listed for £16million on AIM

Daily Express -2 Mar 2014

MIDAS SHARE TIPS: Rare book dealer Scholium plans float to buy …

Mail on Sunday- 8 Mar 2014

Tempus: a little taste of sweet and sour

The Times – 8 Mar 2014

Rare books dealer Scholium ‘could double or treble in size’ as it is set to float on AIM market

Daily Mail – 21 Mar 2014

Rare book dealer Scholium to start trading on Aim this week

CITY A.M. -24 Mar 2014

Nick Goodway: A barrage on menu for Osborne over annuities 

Evening Standard -25 Mar 2014