TIDMSHNJ 
 
26 June 2023 
 
                               Rogue Baron Plc. 
 
                       ("Rogue Baron" or the "Company") 
 
                               Half Year Report 
                 for the six-month period ended 31 March 2023 
 
In spite of challenging conditions in the capital market, Rogue Baron has 
achieved significant advancements during the six-month period leading up to 31 
March 2023. 
 
Following the successful completion of transitioning to our new USA distributor 
in September 2022, the Company resumed full-scale sales operations in October. 
During the fourth quarter of 2022, Rogue Baron sold around 930 cases of Shinju 
whisky worldwide, marking an impressive growth of approximately 100% compared 
to the corresponding period in 2021. 
 
Sales of Shinju whisky decreased during the first quarter of 2023 as Q1 tends 
to be the slowest quarter in the spirits industry. This seasonal trend is not 
unique to our brand but is rather a characteristic of the industry as a whole. 
During this period, consumers typically reduce their spending after the holiday 
season, focusing on other priorities and expenditures. A reduction in consumer 
spending plays a significant role in how our customers and distributors plan 
their buying cycles. While this slowdown may impact our short-term sales 
figures, we project an increase in sales as we move further into the Spring and 
Summer months. 
 
Another contributing factor to the sales slowdown in Q1 2023 is the significant 
number of orders placed by our customers prior to their year-end on December 
31, 2022. This surge in Q4 orders naturally resulted in a subsequent lull in 
demand during the following months. However, we view this as a positive 
indication of our customers' perspective on our brand, and we anticipate a 
rebound in sales as we progress further into the year. 
 
Moreover, it is important to mention that our current inventory levels are 
relatively low. Due to this, we have made a strategic decision to adjust our 
sales and marketing efforts during this period. By reducing the intensity of 
these activities, we aim to ensure that our available inventory can 
sufficiently meet the demand until our next round of production arrives in the 
market. This measured approach allows us to maintain consistency in the 
availability of our products, which is the cornerstones of our brand's 
reputation. Shinju whisky sold so quickly, and far exceeded our expectations, 
in Europe that it depleted our inventory levels much faster than anticipated. 
The need to resupply those markets is vital to the business. 
 
While we acknowledge the temporary impact of these factors on our sales 
performance, we remain steadfast in our commitment to continued growth. We are 
currently in the process of our next round of production on both the Shinju 
3-year and Shinju 8-year. Our marketing campaigns will be carefully aligned 
with the timing and availability of our inventory levels. 
 
The Shinju brand has made a remarkable entry into the UK market, experiencing 
robust sales growth right from the start. A significant contributing factor to 
this success has been the introduction of the highly anticipated 8-year-old 
'Black Pearl' extension. This new addition to our portfolio has added 
significant value to the brand overall and established a strong foundation for 
the brand's presence. 
 
Furthermore, our distribution network in the UK has significantly expanded. 
This growth can be attributed, in part, to the availability of Shinju products 
on popular platforms such as Amazon and the Whisky Exchange. By leveraging the 
reach and convenience of these online marketplaces, we have been able to 
connect with a wider audience and make our offerings easily accessible to 
consumers. 
 
Additionally, our dedicated brand manager based in the UK has achieved notable 
progress in securing listings for Shinju in various trade locations, 
particularly in London. This strategic push has allowed us to establish a 
strong presence in key markets and cater to the discerning tastes of whisky 
connoisseurs. We will continue to look to expand additional sales across 
multiple EU countries, thereby expanding our footprint within the European 
market. 
 
The Company anticipates a favourable outlook for sales and margins in the 
second half of 2023. This positive projection is primarily attributed to the 
resolution of shipping issues that have plagued the Company in recent years, 
but maintaining proper inventory levels will be necessary to continue the 
growth. Additionally, there is potential for significant growth as the Company 
intends to launch the 8-year-old Shinju expression into the United States 
market for the first time, projected in Q3 2023. 
 
With an established distribution network in both Europe and the US, Rogue Baron 
is confident that securing the required capital would enable the Company to 
achieve a substantial increase in revenue within the short to medium term. At 
the time of releasing these accounts, the Company is actively engaged in 
discussions with multiple potential investors. There is an optimistic outlook 
that the necessary funds can be raised, leading to higher levels of revenue and 
profitability in the future. 
 
Ryan Dolder 
 
CEO 
 
The half yearly results to 31 March 2023 have not been reviewed by the 
Company's auditor. 
 
The directors of the Company accept responsibility for the contents of this 
announcement. 
 
For further information, please contact: 
 
The Company 
 
Ryan 
Dolder 
 
rdolder@roguebaron.com 
 
AQSE Corporate Adviser: 
 
Peterhouse Capital Limited 
 
Guy Miller 
 
 +44 (0) 20 7469 0936 
 
AQSE Corporate Broker: 
 
Peterhouse Capital Limited 
 
Lucy Williams 
 
 +44 (0) 20 7469 0936 
 
ROGUE BARON PLC 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 
 
FOR THE PERIODED 31 MARCH 2023 
 
                                                               Unaudited        Unaudited 
                                                            Period ended     Period ended 
 
                                                           31 March 2023    31 March 2022 
 
                                                   Note          US$'000          US$'000 
 
Revenue                                                              164               66 
 
Cost of sales                                                      (104)             (52) 
 
Gross profit                                                          60               14 
 
Other administrative expenses                                      (277)            (387) 
 
Exchange differences movement                                       (47)               12 
 
Total administrative expenses                                      (324)            (375) 
 
Loss from operations                                               (264)            (361) 
 
Finance costs                                                          -                - 
 
Loss before taxation                                               (264)            (361) 
 
Tax charge                                                             -                - 
 
Loss after taxation                                                (264)            (361) 
 
Loss from assets held for sale                                         -             (52) 
 
Loss for the year                                                  (264)            (413) 
 
Other comprehensive income for the period 
 
Exchange difference on translating foreign                          (10)             (19) 
operations 
 
Total comprehensive loss for the year,                             (274)            (432) 
attributable to owners of the company 
 
Total comprehensive loss attributable to 
 
Non-controlling shareholders                                           -                - 
 
Equity holders of the parent                                       (274)            (432) 
 
                                                                   (274)            (432) 
 
Loss per share 
 
Total basic and diluted loss per share (cents)          3         (0.29)           (0.40) 
from continuing operations 
 
Total basic and diluted loss per share (cents)                      0.00           (0.06) 
from operations held for sale 
 
ROGUE BARON PLC 
 
CONSOLIDATED STATEMENT OF FINANCIAL POSITION 
 
AS AT 31 MARCH 2023 
 
                                                                  Unaudited              Audited 
 
                                                              31 March 2023    30 September 2022 
 
Assets                                              Note            US$'000              US$'000 
 
Non-current assets 
 
Goodwill                                                              1,239                1,239 
 
Intangible assets                                        4            2,352                2,352 
 
Total non-current assets                                              3,591                3,591 
 
Current 
 
Inventories                                                             567                  659 
 
Assets held for resale                                                    -                    - 
 
Receivable on sale of subsidiaries                                       75                   75 
 
Trade and other receivables                                             252                  268 
 
Cash and cash equivalents                                                33                   43 
 
Total current assets                                                    927                1,045 
 
Total assets                                                          4,518                4,636 
 
Liabilities 
 
Current 
 
Trade and other payables                                                479                  342 
 
Loans payable                                            5              186                  167 
 
Liabilities of assets held for resale                                     -                    - 
 
Total current liabilities and total liabilities                         665                  509 
 
Equity 
 
Issued share capital                                     6              119                  119 
 
Share premium                                            6            6,627                6,627 
 
Share based payment reserve                                               4                    4 
 
Exchange reserve                                                      (252)                (242) 
 
Retained earnings                                                   (2,618)              (2,354) 
 
Equity attributable to the equity holders of the                      3,880                4,154 
Company 
 
Non-controlling interest                                               (27)                 (27) 
 
Total equity                                                          3,853                4,127 
 
Total equity and liabilities 
                                                                      4,518                4,636 
 
 
ROGUE BARON PLC 
 
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 
 
FOR THE PERIODED 31 MARCH 2023 
 
                      Share        Share     Exchange   Share based     Retained  Total equity Non-controlling Total equity 
                    capital      premium      reserve       payment     earnings  attributable        interest 
                                 account                   reserves              to the owners 
                                                                                        of the 
                                                                                       company 
 
                    US$'000      US$'000      US$'000       US$'000      US$'000       US$'000         US$'000      US$'000 
 
Balance at 1            114        6,294        (174)             -      (1,512)         4,722            (41)        4,681 
October 2021 
 
Share issue               5          360            -             -            -           365               -          365 
 
Share issue costs         -         (27)            -             -            -          (27)               -         (27) 
 
Transactions with         5          333            -             -            -           338               -          338 
owners 
 
Profit for the            -            -            -             -        (413)         (413)               -        (413) 
period 
 
Exchange                  -            -         (19)             -            -          (19)               -         (19) 
difference on 
translating 
foreign 
operations 
 
Balance at 31           119        6,627        (193)             -      (1,925)         4,628            (41)        4,587 
March 2022 
 
Share based               -            -            -             4            -             4               -            4 
payments 
 
Transactions with         -            -                                       -             4               -            4 
owners                                            -               4 
 
Loss for the              -            -            -             -        (429)         (429)              14        (415) 
period 
 
Exchange                  -            -         (49)             -            -          (49)               -         (49) 
difference on 
translating 
foreign 
operations 
 
Balance at 30           119        6,627        (242)             4      (2,354)         4,154            (27)        4,127 
September 2022 
 
Issue of shares           -            -            -             -            -             -               -            - 
 
Transactions with                                                - 
owners                  -            -            -                          -             -               -            - 
 
Loss for the              -            -            -             -        (264)         (264)               -        (264) 
period 
 
Exchange                  -            -         (10)             -            -          (10)               -         (10) 
difference on 
translating 
foreign 
operations 
 
Balance at 31           119        6,627        (252)             4      (2,618)         3,880            (27)        3,853 
March 2023 
 
ROGUE BARON PLC 
 
CONSOLIDATED  STATEMENT OF CASH FLOWS 
 
FOR THE PERIODED 31 MARCH 2023 
 
                                                              Unaudited        Unaudited 
                                                           Period ended     Period ended 
 
                                                          31 March 2023    31 March 2022 
 
                                                                US$'000          US$'000 
 
Operating activities 
 
Loss after tax                                                    (264)            (361) 
 
(Increase)/decrease in inventories                                   92             (69) 
 
(Increase)/decrease in trade and other receivables                   10             (20) 
 
Increase in trade and other payables                                156                3 
 
Net cash outflow from operating activities                          (6)            (447) 
 
Financing activities 
 
Proceeds from issue of share capital                                  -              365 
 
Share issue costs                                                     -             (27) 
 
Loans received                                                        -                4 
 
Net cash inflow from financing activities                             -              342 
 
Net change in cash and cash equivalents                             (6)            (105) 
 
Cash and cash equivalents at beginning of period                     43              271 
 
Exchange difference on cash and cash equivalents                    (4)               13 
 
Cash and cash equivalents at end of period                           33              179 
 
ROGUE BARON PLC 
 
NOTES TO THE INTERIM REPORT 
 
FOR THE PERIODED 31 MARCH 2023 
 
The financial information set out in this interim report does not constitute 
statutory accounts as defined in Section 434 of the Companies Act 2006.The 
Company's statutory financial statements for the year ended 30 September 2022 
have been completed and filed at Companies House. 
 
 1. ACCOUNTING POLICIES 
 
Basis of preparation 
 
The Company's ordinary shares are quoted on the Aquis Stock Exchange and the 
Company applies the Companies Act 2006 when preparing its annual financial 
statements. 
 
The annual financial statements for the year ending 30 September 2023 will be 
prepared in accordance with the UK adopted International Accounting Standards, 
and the principal accounting policies adopted remain unchanged from those 
adopted in preparing its financial statements for the year ended 30 September 
2022. 
 
The accounting policies have been applied consistently throughout the Group for 
the purposes of preparation of these condensed consolidated interim financial 
statements. 
 
In 2022 the Company amended the financial year end to 30 September. As a 
result, the periods reported in this interim report differ from those used in 
prior interim statements. 
 
Segmental reporting 
 
An operating segment is a distinguishable component of the Group that engages 
in business activities from which it may earn revenues and incur expenses, 
whose operating results are regularly reviewed by the Group's Chief Executive 
Officer to make decisions about the allocation of resources and assessment of 
performance and about which discrete financial information is available. 
 
The Chief Executive Officer reviews financial information for and makes 
decisions about the Group's performance as a whole. Revenue of $136,000 was 
generated in USA in the period (2022: $66,000) and revenue of $28,000 was 
generated in Europe (2022: $Nil). 
 
The Group expects to further review its segmental information during the 
forthcoming financial year. 
 
Fees and Loans Settled in Shares 
 
Where shares have been issued as consideration for services provided or loans 
outstanding, they are measured at fair value. The difference between the 
carrying amount of the financial liability (or part thereof) extinguished, and 
the fair value of the shares, is recognised in profit or loss. 
 
2. TAXATION 
 
No tax is due for the period as the Company has made a taxable loss.  The 
Directors expect these losses to be available to offset against future taxable 
trading profits.  The Group has not recognised any deferred tax asset at 31 
March 2023 (31 March 2022: £nil) in respect of these losses on the grounds that 
it is uncertain when taxable profits will be generated by the Group to utilise 
any such losses. 
 
3. EARNINGS per share 
 
The calculation of the basic earnings per share is based on the loss 
attributable to ordinary shareholders divided by the weighted average number of 
shares in issue during the period.  The impact of the options and warrants on 
the loss per share is anti-dilutive. 
 
                                         Unaudited Period         Unaudited Period 
                                                    ended                    ended 
 
                                            31 March 2023            31 March 2022 
 
                                                  US$'000                  US$'000 
 
Loss after taxation                                 (264)                    (361) 
 
Basic and diluted profit/loss per                       -                     (52) 
share from operations held for sale 
 
Loss after taxation - total                         (264)                    (413) 
 
                                                   Number                   Number 
 
Weighted average number of shares              90,043,076               89,233,289 
for calculating basic earnings per 
share 
 
                                                    Cents                    Cents 
 
Basic and diluted earnings per                     (0.29)                   (0.40) 
share - continuing operations 
 
Basic and diluted profit/loss per                    0.00                   (0.06) 
share from operations held for sale 
 
 
4. INTANGIBLE ASSETS 
 
 
                                                    Goodwill  Brands & Licences              Total 
 
                                                     US$'000            US$'000            US$'000 
 
Cost 
 
At 1 October 2021                                      1,464              2,352              3,816 
 
Additions                                                -                    -                  - 
 
At 31 March 2022                                       1,464              2,352              3,816 
 
Additions 
                                                         -                  -                  - 
 
At 30 September 2022                                   1,464              2,352              3,816 
 
Additions 
                                                         -                  -                  - 
 
At 31 March 2023                                       1,464              2,352              3,816 
 
Amortisation and impairment 
 
At 1 January 2022 
                                                         -                  -                  - 
 
Impairment 
                                                         -                  -                  - 
 
At 31 March 2022 
                                                         -                  -                  - 
 
Impairment                                             (225)                                 (225) 
                                                                            - 
 
At 30 September 2022                                   (225)                                 (225) 
                                                                            - 
 
Impairment 
                                                         -                  -                  - 
 
At 31 March 2023                                       (225)                                 (225) 
                                                                            - 
 
Net book value at 31 March 2023                        1,239              2,352              3,591 
 
Net book value at 30 September 2022                    1,239              2,352              3,591 
 
Net book value at 31 March 2022                        1,464              2,352              3,816 
 
The Group owns several licences over liquor brands. The carrying value of 
intangible assets have been reviewed for impairment and no impairment was 
considered necessary. 
 
5.  LOANS 
 
 The movement in loans is shown below. 
 
                                                   Unaudited             Audited 
 
                                               31 March 2023        30 September 
                                                                            2022 
 
Convertible loans                                      $'000               $'000 
 
Balance at beginning of period                           124                 151 
 
Foreign exchange                                          14                (27) 
 
Balance at end of period                                 138                 124 
 
Non-convertible loans 
 
Balance at beginning of period                            43                   5 
 
Loans received                                             -                  39 
 
Foreign exchange                                           5                 (1) 
 
Balance at end of period                                  48                  43 
 
6. SHARE CAPITAL 
 
 
The movement in ordinary shares and share premium in the period was as follows: 
 
                                     Number of       Nominal amount      Share premium 
                                  ordinary shares      (USD $'000)        (USD $'000) 
 
As at 1 October 2021                   86,185,934                114              6,294 
 
Shares issued for cash                  2,857,142                  4                267 
 
Shares issued in payment of             1,000,000                  1                 93 
creditors 
 
Share issue costs                                                                  (27) 
 
At 31 March 2022                       90,043,076                119              6,627 
 
Movement in period                              -                  -                  - 
 
At 30 September 2022                   90,043,076                119              6,627 
 
Movement in period                              -                  -                  - 
 
At 31 March 2023                       90,043,076                119              6,627 
 
7. ULTIMATE CONTROLLING PARTY 
 
The Company has no ultimate controlling party 
 
 
 
END 
 
 

(END) Dow Jones Newswires

June 26, 2023 07:07 ET (11:07 GMT)

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