TIDMASLR
RNS Number : 2712X
Asimilar Group PLC
30 April 2021
Certain information contained within this Announcement is deemed
by the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) No. 596/2014 ("MAR"). Upon
publication of this Announcement, this information is now
considered to be in the public domain.
Asimilar Group plc
("Asimilar" or the "Group")
Unaudited Interim Results for the six months ended 31 March
2021
Introduction and Key highlights
The Board is pleased to announce the Group's unaudited results
for the six month period ended 31 March 2021. The key highlights
during the period were:
-- Completion of GBP7m investment in Dev Clever Holdings Plc ("DEV")at 10p per share
-- Sale of option and warrant rights to subscribe to, in
aggregate, up to 45 million ordinary shares in DEV by the Company's
wholly owned subsidiary, Intrinsic Capital Jersey Limited ("ICJL")
to Sitius Limited, for GBP3.5m cash consideration
-- Gain on re-measurement of assets to fair value of GBP21,836,376
-- Profit for the period of GBP23,427,188 (21.67 pence per share)
-- Total assets of GBP38,066,221, up from GBP12,457,890 at September 2020
-- Further investments in SeeQuestor Limited by ICJL for a total
equity investment of GBP500,000 during the six month period ended
31 March 2021
-- Further investment of GBP298,204 by way of loan note
subscription in Magic Media Works Limited
-- Assignment and full settlement of the Sentiance N.V. loan to MESH Holdings plc
-- Exercise of warrants issued at an exercise price of 30 pence
per new ordinary share provided net proceeds of circa GBP3m in cash
to the Company
The Group is working hard in delivering on its strategy which is
focusing on technology opportunities in the fields of big data,
machine learning and the internet of things (IOT). Further
investments have been made in businesses the Group has supported
and following the exercise of a significant number of warrants, the
Group possesses a healthy cash balance with which to consider
further deployment of capital and the assessment of new
opportunities.
For further details please see below:
Asimilar Group plc
John Taylor via Buchanan
Cairn Financial Advisers LLP
Sandy Jamieson, Liam Murray Tel: +44 20 7213 0880
Peterhouse Capital Limited Limited
(Sole broker)
Duncan Vasey / Lucy Williams Tel: + 44 20 7220 9797
Buchanan Communications Ltd Tel: +44 20 7466 5000 or
Asimilar@buchanan.uk.com
Richard Oldworth
Chris Lane
ASIMILAR GROUP PLC
CHAIRMAN'S STATEMENT
FOR THE SIX MONTHSED 31 MARCH 2021
Introduction
I am pleased to report that the Group has had a very active six
month period ended 31 March 2021.
The Group continues to focus on investing in businesses in the
fields of big data, machine learning, telematics and the internet
of things (IoT) with content and delivery capability that engage
customers, monetise the user experience and have potential to
scale.
The sectors we have invested in are education technology
(ed-tech), e-sports, OTT broadcast TV streaming, music streaming,
podcasting and cyber security, all of which are enjoying
significant growth in recent months in spite of the Covid-19
pandemic.
During the period the Group, through its subsidiary, Intrinsic
Capital Jersey Limited, completed its investment in to Dev Clever
Holdings Plc ("DEV"), exercising 70 million options in DEV at 10p
per share and selling the right to subscribe for a further 30
million shares to a third party for a cash consideration of GBP3
million. As a result, Asimilar Group now has a direct interest in
70 million shares of DEV and 35 million unexercised warrants at a
price of 25 pence per share. The Group has been very encouraged
with the progress that DEV has made during the period and the
recent announcement of the conditional purchase of Veative Labs
Private Limited.
The Group also has a material holding in MESH Holdings Plc of 24
million shares (8.3% of the issued share capital). Asimilar
announced that MESH had entered into a definitive agreement to
acquire a significant stake in Sentiance NV ("Sentience") alongside
AAQUA BV. Asimilar hopes to announce an update on that investment
in the near future.
Also during the period the Group announced a follow on
investment into SeeQuestor Limited ("SeeQuestor"), a Private
Limited Company based in the UK that brings together leaders in
cyber security and computer vision to deliver an AI tool to comb
through some of the estimated 1.5 trillion hours of CCTV footage
produced per year, harnessing what the Directors believe to be
world leading AI technology and affordable supercomputing to turn
terabytes of video into actionable intelligence. Asimilar Group now
owns 7.11% of the issued share capital of SeeQuestor. An investment
of GBP250,000 was announced in November 2020 and a further
investment of GBP250,000 in December. This latter investment was
accompanied with the granting of a 1 for 1 warrant to invest in
further shares in SeeQuestor at a discount to the subscription
price.
On 7 December 2020, Asimilar announced a further investment in
Magic Media Works Limited ("MMW") of GBP298,204 by way of
subscription to convertible loan notes of GBP1 each which each
carried a warrant to subscribe at GBP1 each per share in MMW. This
investment was alongside a wider fundraise of up to GBP13 million
led by Sun Capital Partners.
As an investing group Asimilar, continues to support and
actively work with each of its investee companies to maximise
shareholder value and build quality businesses. Our portfolio now
consists of 3 listed and 5 private companies. We believe that there
is significant upside to be delivered and we are working with the
boards of each of our investee companies to assist them in
realising their potential.
Following the exercise of a number of warrants between January
and March 2021, the Group's Net Asset Value at 31 March 2020 was
GBP35,351,943.
Market context and background to investment strategy
Asimilar Group Plc is an investing group which is admitted to
trading on AIM and currently has an investment portfolio of 8
direct equity and loan note investments held via the parent
Asimilar Group Plc and its wholly owned subsidiary Intrinsic Jersey
Capital Limited.
Its Investing Policy is as follows:
Investment Objective
The Group's vision is to be a successful and profitable
investment Group focusing on technology, travel, leisure and media
sectors with a particular focus in the fields of big data, machine
learning, telematics and the internet of things (IoT). The Group
intends to achieve this by identifying early stage or turnaround
opportunities that require investment and/or have the potential for
a reverse takeover. The Group intends to invest in businesses with
content and delivery capability that engage customers, monetise the
user experience and have potential to scale.
Investing Strategy
The Group's investing strategy is to invest into businesses
which have some or all of the following characteristics:
-- strong management with a proven track record;
-- ready for investment without the need for material re-structuring;
-- generating positive cash flows or imminently likely to do so;
-- the Group can enhance the prospects and future value of the
investment through an injection of new finances or specialist
management;
-- able to benefit from the Directors' existing network of contacts; and
-- the potential to deliver significant returns for the Group.
Whilst the Directors will be principally focused on making an
investment in private businesses, they do not rule out investment
in listed businesses if this presents, in their judgment, the best
opportunity for shareholders.
While the Group intends primarily to invest in directly held
minority equity holdings, the Directors will invest in other forms
of security including bonds and loan notes which may be secured or
unsecured and convertible into equity or not.
The Group intends to be an active investor in situations where
the Group can make a clear contribution to the progress and
development of the investment. In respect of other, more
substantial investment opportunities, the Directors expect that the
Group will be more of a passive investor.
The Directors believe that their broad collective experience
together with their extensive network of contacts will assist them
in the identification, evaluation and funding of appropriate
investment opportunities. When necessary, other external
professionals will be engaged to assist in the due diligence on
prospective targets and their management teams.
The Group's primary objective is that of securing for
shareholders the best possible value consistent with achieving,
over time, both capital growth and income for shareholders through
developing profitability coupled with dividend payments on a
sustainable basis.
There will be no limit on the number of projects into which the
Group may invest, and the Group's financial resources may be
invested in a number of propositions or in just one investment,
which may be deemed to be a reverse takeover pursuant to Rule 14 of
the AIM Rules. Where the Group builds a portfolio of related assets
it is possible that there may be cross-holdings between such
assets. The Group does not currently intend to fund any investments
with debt or other borrowings but may do so if appropriate.
Summary of investment portfolio
The Board has been selective in the transactions made and our
investment portfolio now consists of businesses with strong
technology and content themes. Each of the businesses are pioneers
and innovators in their sectors and are disrupting the space that
they are in, which is consistent with Asimilar's investment
criteria.
DEV CLEVER Holdings Plc ("DEV"):
Dev Clever Holdings Plc, together with its wholly owned
subsidiary Dev Clever Limited, is a software and technology group
based in Tamworth, United Kingdom, specialising in the use of
lightweight integrations of cloud-based gamification and VR
technologies to deliver rich customer engagement experiences across
both the commercial and education sectors. In January 2019, Dev
Clever listed on the Standard List of the London Stock
Exchange.
On 3 September 2020, ICJL exercised its right to subscribe for
17,500,000 shares in the capital of Dev Clever at a price of 10
pence per Dev Clever share for an aggregate subscription amount of
GBP1.75 million in accordance with the terms of the amended Dev
Clever Investment Agreement.
On 1 December 2020, ICJL announced its intention to exercise the
second tranche of the Dev Clever option. This became unconditional
on 26 January 2021 resulting in a further investment of
GBP2,000,000 for 20 million new shares.
On 25 February 2021, the Group announced that it had assigned
the right to subscribe for 30 million shares in Dev Clever to
Sitius Limited (Sitius") for a cash consideration of GBP3 million.
In addition, ICJL assigned some 15 million of the warrants to
subscribe for new Dev Clever shares at 25p each to Sitius for a
further cash consideration of GBP500,000. Asimilar also announced
on 1 March 2021 of ICJL's intention to use the proceeds from this
assignment to complete its subscription for a further 30 million
shares in Dev Clever at 10p per share which was completed on 18
March 2021.
Asimilar now has an interest in 70 million ordinary shares in
Dev Clever representing approximately 12.2% of Dev Clever's issued
share capital. In addition to the 70 million ordinary shares,
Asimilar retains a warrant to subscribe for 35 million new ordinary
shares in Dev Clever at 25 pence per Dev Clever share.
The interest in Dev Clever is held via Asimilar's wholly owned
subsidiary, Intrisic Capital (Jersey) Limited.
Mesh Holdings Plc ("MESH"):
MESH is an unlisted investment business, that aims to incubate
emerging technology brands. On 3 August 2020 Asimilar announced
that it had reached an agreement with MESH whereby the Group
received a consideration of 24 million MESH shares in return for
the assignment of Asimilar's right to subscribe for up to 32% of
the share capital of Sentiance N.V. ("Sentiance").
MESH has a number of technology investments including Sentiance.
Asimilar's holding of 24m shares accounts for 8.3% of MESH's issued
share capital as at 31 March 2021.
Sentiance is an emerging and leading organisation within
behavioural, ethical artificial intelligence and machine learning
with its "Motion Intelligence" and "Behavioural Change Platform"
technologies. Sentiance has announced new partnerships, extended
partnerships and contracts with well- known international
businesses, including several within the Fortune 500.
On 15 February 2021, MESH announced that it had entered into a
definitive sale and purchase agreement together with AAQUA BV to
acquire 100% of Sentiance. On completion MESH would own 80% of
Sentiance on a fully diluted basis with the remaining 20% owned by
AAQUA BV. On 9 March 2021, MESH announced that the terms of the
sale and purchase agreement has been amended and that AAQUA BV
would now acquire a significant majority equity holding in
Sentiance, rather than the 20% envisaged under the agreement, and
that completion of the agreement was expected by 31 March 2021. The
Group awaits further announcements by MESH.
Simplestream Limited ("Simplestream") :
Simplestream is a leading provider of software as a service
(SaaS) based video streaming solutions. The private company is a
market leader for its Live2VOD and Hybrid TV solutions; last year
it launched its Sports Video Platform and also provides Cloud TV
and Telco TV solutions. Clients include: : A&E Networks; AMC
Networks; Nova TV Sony Traceplay; QVC TV; Box Nation; Little Dot
Studios and At The Races amongst others.Simplestream's cloud based
Media Manager platform provides broadcasters and rights owners with
an end-to-end technology services eco-system, with a full range of
multi-platform TV and video distribution products including: low
latency online simulcasts of TV channels, real-time sports
highlights clipping, broadcaster catch-up services, social video
syndication and subscriber management services.
Simplestream operates a Sport Video Platform which includes low
latency streaming, live event management, automated generation of
video highlights and data integrations for real-time match, league
and player stats, plus HTML5 based applications that can sit across
any device. It delivers services across Europe, the US, Africa and
the Far East.
In September 2020, Simplestream raised GBP275,856 under the UK
government supported Future Funds Convertible Loan Scheme. Asimilar
invested GBP21,000 as part of this fund raise.
Simplestream now delivers services across Europe, the US, Africa
and the Far East with further international expansion planned for
2021.
Asimilar holds 9,943 shares in Simplestream, which represents a
6.34% holding on a fully diluted basis.
Magic Media Works Ltd ("MMW" or "Magic Media"):
Magic Media is a music entertainment technology business. The
company's mission is to bring families together through shared
music entertainment experiences, making every home a connected
home.
ROXi is backed by celebrity curators Kylie Minogue, Robbie
Williams and Sheryl Crow, ROXi delivers its unique interactive
experience through the stylish ROXi Console, as well as through
major Smart TV and Pay TV platforms, including Sky
Offering unlimited music, karaoke-style singing, global radio
access, an ambient sound machine and ROXi's unique music trivia
game, Name That Tune, ROXi is highly differentiated and popular
with its target market of older, family consumers. Magic Media has
global rights agreements with the major labels (Universal Music
Group, Sony Music Group, Warner Music Group) and major independents
including Merlin Music, providing customers with one year's access
to a premium music catalogue of over 55 million music tracks.
In addition to effortless media discovery and consumption,
ROXi's vision is to create experiences that bring people together
around music, and support activity beyond simply listening to
music, with a clearly differentiated software and hardware
offering. ROXi has built a multi-territory media platform with
localisation available for language, search, catalogue and playlist
curation.
Magic Media strengthened its board through the appointment of
Rupert Howell (ex-MD, ITV plc) as independent Non- Executive
Chairman and Serene Sass (ex-Warner Music) and Carol Weatherall
(ex-eVentures) as independent Non-Executive Directors.
On 8 September 2020 Sky Q launched the ROXi music service
bringing entertaining mix of unlimited music, music games, radio
and karaoke to the living room, all in one place.
The partnership means that the ROXi music entertainment
experience will be available on the Sky Q Pay TV platform, without
the need for any additional hardware.
The launch of "ROXi on Sky Q" is part of a wider strategy to
provide the ROXi experience on all major Smart TV and Pay TV
platforms, with Sky being the first European rollout partner.
On 7 December 2020 ,Asimilar invested a further GBP298,204 in
Magic Media via a subscription to 298,204 loan notes of GBP1.00
each. Interest will be paid on the loan notes at 5%, payable
annually in arrears on the anniversary of the loan note
subscription. The loan notes expire on 31 January 2026. Should
Magic Media not be in a position to satisfy the interest payment in
cash it can elect to satisfy the interest through the issuance of
further loan notes or shares to the loan note holder.
Each loan note has a warrant attached which gives the holder the
right to subscribe for a share in Magic Media at GBP1 per share at
any time during the life of the loan note. The exercise of the
warrants can be carried out by offsetting the exercise subscription
due against the outstanding loan amount, effectively resulting in a
cashless exercise. The subscription forms part of a wider equity
and loan note fundraise of up to GBP13m by Magic Media which was
led by Sun Capital Partners. The equity subscription was carried
out at GBP1.00 per share. The fundraise is being conducted in two
rounds: the first at GBP1.00 per share; and the second, to be
conducted in early 2021, at GBP1.10 per share. Asimilar has the
right, but not the obligation, to retain its equity position in the
second round of financing.
Asimilar holds 1,646,682 shares which represents 7.4% (2019:
7.4%) of the fully diluted share capital. Asimilar also holds
GBP500,000 of convertible loan notes, GBP298, 204 of new loan notes
and warrants and has options over a further 95,000 ordinary shares
in Magic Media.
SeeQuestor Limited ("SeeQuestor"):
SeeQuestor brings together leaders in cyber security and
computer vision to deliver an Artificial Intelligence ("AI") tool
to comb through some of the estimated 1.5 trillion hours of CCTV
footage produced per year, harnessing what the Directors believe to
be world leading AI technology and affordable supercomputing to
turn terabytes of video into actionable intelligence.
SeeQuestor has two main products available: SeeQuestor
'Post-Event' which allows teams to comb through archives of video
footage to find persons of interest or vehicles, helping to solve
investigations in a fraction of the time that would otherwise be
needed; and SeeQuestor 'iCCTV' which monitors surveillance cameras
in real-time. Use cases range from homeland security to smart
cities, airports, industrial and mining operations.
The SeeQuestor 'Post-Event' product has been used successfully
to solve crimes by 20 police forces in the UK and overseas. Having
successfully completed a number of pilots in the field through
2019, SeeQuestor 'iCCTV' is now being deployed at scale to secure
sensitive events and sites in several countries.
On 27 February 2020, Asimilar held 47,018 ordinary shares of 1
pence each in the capital of SeeQuestor representing approximately
4.7 per cent of the issued share capital of SeeQuestor.
On 9 November 2020, Intrinsic Capital (Jersey) Limited, a 100%
subsidiary of Asimilar, invested a further GBP250,000 for 16,892
new equity shares.
0n 31 December 2020 Intrinsic Capital (Jersey) Limited, invested
a further GBP250,000 for new equity shares and was also granted a 1
for 1 warrant to subscribe for further new ordinary shares in
SeeQuestor. These warrants will also apply to the previous
investment of GBP250,000 on 9 November 2020. The warrants are
exercisable from the date of grant until 31 December 2021 and will
exercise at a discount to the subscription price of this investment
round.
Sparkledun Limited ("Sparkledun") :
Sparkledun Limited is a private company which, through its
trading subsidiary, Fast to Fibre Limited ("Fast to Fibre"), has
rights to exploit a patented process for the extraction of the
inner core of telecoms and power cables, allowing the insertion of
fibre optic without the need for excavation or other disruptive
techniques.
The Fast to Fibre commercial proposition is to reduce the cost
of fibre optic deployment particularly in difficult to access areas
such as urban and city centres, thereby increasing the pace of
adoption in line with government targets around the world to
provide ultra-fast internet access. Fast to Fibre has successfully
completed several trials in a variety of geographical locations and
complex situations and is now progressing a number of major
commercial opportunities.
On 31 March 2021, Asimilar agreed to invest a further GBP300,044
for 5,047 new ordinary shares. This was part of a fund raise of
GBP2.7 million to fund growth, marketing and R&D.
Asimilar holds 8,307 ordinary shares of GBP1.00 each in the
issued share capital of Sparkeldun. Following the completion of the
fund raise this will represent 4% of the issued share capital.
Gfinity Plc ("Gfinity"):
Gfinity is a world-leading esports solutions provider. It
focuses on designing, developing and delivering esports solutions
for e-games publishers, rights holders and brands. It has contracts
and partnership arrangements with EA Games, Microsoft, FIFA,
Formula 1 and Indycar.
During the year the company embarked on a major restructuring
program to reduce overhead costs by over 60%. In April 2020 it
successfully raised GBP2.25m. It also agreed a number of deals
including the launch of Virtual Grand Prix series with Formula 1
and a 5 Year partnership with Abu Dhabi Motorsport Management.
Gfinity achieved growth of 641% in monthly users on its Digital
Media Platform.
Asimilar holds 400,000 shares in Gfinity which represent 0.05%
on a fully diluted basis.
AudioBoom Group Plc ("AudioBoom"):
AudioBoom is one of the world's leading spoken-word audio or
podcasting platforms for hosting, distributing and monetising
content that enables the creation, broadcast and syndication of
audio content across multiple networks and geographies.
On 14 April 2021, AudioBoom announced record quarterly revenue
of US$9.5 million, up 49% on the same period in 2020 and also
announced its maiden EBITDA profit achievement. Average global
monthly downloads increased 37% from Q1 of 2020 to 87.1 million in
Q1 2021. AudioBoom announced it was on track to deliver 2021
revenues well in excess of market expectations.
Asimilar holds 53,400 (2019: 53,400) shares in AudioBoom which
represents 0.34% on a fully diluted basis.
I would like to thank our shareholders and advisers for
continuing to support the Board and our vision.
John Taylor
Chairman
30 April 2021
ASIMILAR GROUP PLC
INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHSED 31 MARCH 2021
Unaudited Unaudited Audited
six months ended six months year ended
ended
31 March 2021 31 March 30 September
2020 2020
Notes GBP GBP GBP
Revenue 7,000 7,000 14,000
Other income 1,140,000
Administrative expenses (438,603) (553,343) (1,043,099)
Gain on sale of options 2,604,000 - -
Fair value gain on
asset acquisition - - 1,694,436
Gains from financial
instruments FVTPL (622,600) - 436,500
Realised gains/(losses)
in investments 20,000 - 5,728
Unrealised gain /
(loss) on remeasurement
to fair value 3 21,836,376 (20,015) (1,778,363)
GAIN / (LOSS) FROM
OPERATIONS BEFORE
FINANCING ACTIVITIES 23,406,173 (566,358) 469,202
Finance income 21,015 775 49,945
Finance cost - - (126,818)
PROFIT/(LOSS) BEFORE
TAX 23,427,188 (565,583) 392,329
----------------- ----------- -------------
Tax - - -
PROFIT/(LOSS) FOR
THE PERIOD 23,427,188 (565,583) 392,329
----------------- ----------- -------------
TOTAL COMPREHENSIVE
INCOME/(EXPENSE)
FOR THE PERIOD 23,427,188 (565,583) 392,329
================= =========== =============
Profit/(loss) before tax and total comprehensive
income/(expense) for the period are all attributable to the equity
shareholders of the parent.
Profit/(loss) per share (pence
per share)
Basic 21.67 (0.66) 0.41
====== ======= =====
Diluted 15.32 (0.66) 0.28
====== ======= =====
Income and profit from operations for the current period all
derive from continuing operations.
ASIMILAR GROUP PLC
INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION
FOR THE SIX MONTHSED 31 MARCH 2021
Unaudited Audited
31 March 30 September
2021 2020
Notes GBP GBP
ASSETS
Non-current assets
Investments in financial assets
held at fair value 3 30,239,619 5,771,908
30,239,619 5,771,908
----------- -------------
Current assets
Investments in financial assets
held at fair value 3 5,675,493 3,022,495
Investments in financial assets
held at amortised cost - 2,771,426
Trade and other receivables 4 91,366 182,242
Cash and cash equivalents 5 2,059,743 709,819
----------- -------------
7,826,602 6,685,982
----------- -------------
TOTAL ASSETS 38,066,221 12,457,890
=========== =============
EQUITY AND LIABILITIES
Equity
Share capital 8 5,213,853 5,213,277
Share premium account 15,552,560 14,327,636
Merger reserve 279,900 279,900
Warrant reserve 157,813 157,813
Retained earnings 14,147,817 (9,387,371)
Total equity attributable to equity
holders of the parent 35,351,943 10,591,255
----------- -------------
Current liabilities
Trade and other payables 6 422,178 197,135
Derivative financial liabilities 7 2,292,100 1,669,500
Total liabilities 2,714,278 1,866,635
----------- -------------
TOTAL EQUITY AND LIABILITIES 38,066,221 12,457,890
=========== =============
ASIMILAR GROUP PLC
INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHSED 31 MARCH 2021
Share
Share Premium Merger Warrant Retained
capital Account Reserve Reserve Earnings Total
GBP GBP GBP GBP GBP
Unaudited as
at 1 April 2020 5,213,077 14,425,549 - - (10,669,783) 8,968,843
Total comprehensive
expenses for
the period - - - - 957,912 957,912
Share based payments - - - - 324,500 324,500
Warrant reserve - - - 157,813 - 157,813
Transactions
with owners
Share issue 200 (97,913) 279,900 - - 182,187
Cost of new issue - - - - - -
Audited as at
30 September
2020 5,213,277 14,327,636 279,900 157,813 (9,387,371) 10,591,255
========== =========== ======== ======== ============= ===========
Audited as at
1 October 2020 5,213,277 14,327,636 279,900 157,813 (9,387,371) 10,591,255
Total comprehensive
expenses for
the period - - - - 23,427,188 23,427,188
Share based payments - - - - 108,000 108,000
Transactions
with owners
Share issue 576 1,224,924 - - - 1,225,500
Cost of new issue - - - - - -
Unaudited as
at 31 March 2021 5,213,853 15,552,560 279,900 157,813 14,147,817 35,351,943
========== =========== ======== ======== ============= ===========
All equity is attributable to equity shareholders of the
parent.
Share Capital
Represents the par value of shares in issue.
Share premium
Represents amounts subscribed for share capital in excess of its
nominal value, net of directly attributable issue costs.
Merger relief reserve
Represents premium on shares issued in connection with the
acquisition of Intrinsic Capital (Jersey) Limited, recognised in
accordance with S162 of the Companies Act 2006
Warrant reserve
Warrant reserve represents amount received for placing
warrants.
Retained earnings
Represents accumulated losses to date.
ASIMILAR GROUP PLC
INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHSED 31 MARCH 2021
Unaudited Unaudited Audited
six months six months year ended
ended ended
31 March 31 March 30 September
2021 2020 2020
GBP GBP GBP
Operating activities
Profit/(loss) before tax 23,427,188 (565,583) 392,329
(Increase)/decrease in trade
and other receivables 90,876 (5,363,647) (112,776)
Increase/(decrease) in trade
and other payables 300,492 101,614 (80,310)
Net finance cost (21,015) (775) (42,655)
Unrealised gains on remeasurement
to fair value (21,233,776) 20,015 1,364,364
Fair value gain on asset acquisition - - (1,694,436)
Foreign exchange 43,519 - -
Share based payments 108,000 - 324,500
Other income non cash transaction) (1,140,000)
Net cash used in operating activities 2,715,284 (5,808,376) (988,984)
------------- ------------ -------------
Investing activities
Payments to acquire investment (6,208,244) (470,180) (2,453,901)
Proceeds from disposal of financial 3,555,417 - -
assets
Loans made - - (2,722,422)
Net finance income 61,967 775 941
Net cash used in investing activities (2,590,860) (469,405) (5,175,382)
------------- ------------ -------------
Financing activities
Net proceeds from issue of shares 1,225,500 6,565,899 6,625,899
Cash arising on acquisition of
subsidiary - - 5,871
Net cash received from financing
activities 1,225,500 6,565,899 6,631,770
------------- ------------ -------------
Net (decrease) / increase in
cash and cash equivalents 1,349,924 288,118 467,404
Cash and cash equivalents at the
start of the period 709,819 242,415 242,415
------------- ------------ -------------
Cash and cash equivalents at the
end of the period 2,059,743 530,533 709,819
============= ============ =============
ASIMILAR GROUP PLC
NOTES TO THE CONSOLIDATED INTERIM FINANCIAL INFORMATION
FOR THE SIX MONTHSED 31 MARCH 2021
1 General information
Asimilar Group Plc ('the Group') is an investment group as
defined under AIM Rule 15.
The Group is a publicly listed group on AIM, is incorporated and
domiciled in England and its registered office is 4 More London
Riverside, London, SE1 2AU.
This interim financial information was approved for issue on 30
April 2021.
2 Accounting policies
2.1 Basis of preparation
The interim financial information comprises the Consolidated
Statements of Financial Position at 31 March 2021 and 30 September
2020 and the Consolidated Statements of Comprehensive Income,
Changes in Equity and Cash Flows for the periods ended 31 March
2021 and 31 March 2020 and the related notes of Asimilar Group Plc,
(hereinafter referred to as 'the interim financial
information).
In preparing this interim information, management has used the
accounting policies set out in the Group's annual financial
statements as at 30 September 2020.
This interim financial information does not constitute a set of
statutory accounts under the requirements of the Companies Act 2006
and is neither audited nor reviewed. The comparative figures for
the financial year ended 30 September 2020 are an extract from the
Group's 2020 financial statements, which have been reported on by
the Group's auditors and delivered to the Registrar of Companies.
The report of the auditors was unqualified.
This document (the Interim Statement 2021) will be published on
the Group's website and will be publicly available from the London
Stock Exchange regulatory publications. The maintenance and
integrity of the Asimilar Group Plc website is the responsibility
of the directors. Legislation in the UK governing the preparation
and dissemination of accounts may differ from legislation in other
jurisdictions.
2.2 Going concern
The Group's activities, together with the factors likely to
affect its future development and performance, the financial
position of the Group, its cashflow and liquidity position have
been considered by the directors and the Board is of the opinion
that there are sufficient funds available to continue as a going
concern for the foreseeable future. The Board is also planning to
raise additional funds to continue to carry out its investment
strategy as opportunities arise. Accordingly the Board consider it
appropriate to adopt the going concern basis in preparing these
condensed financial statements.
2.3 Investments
Financial assets and liabilities are fair valued using a
hierarchy that reflects the significance of the inputs used in
making the fair value assessment. The fair value hierarchy has the
following levels:
Level 1: quoted prices (unadjusted) in active markets for
identical assets or liabilities.
Level 2: inputs other than quoted prices for identical assets or
liabilities, either directly (i.e. as prices) or indirectly (i.e.
derived from prices).
Level 3: inputs for the assets or liabilities that are not based
on observable market data (unobservable inputs).
3 Investments
Unaudited Audited
31 March 30 September
2021 2020
GBP GBP
Non-current assets
Investments held at
FVTPL 30,239,619 5,771,908
Current assets
Investments held at
FVTPL 5,675,493 3,022,495
Investments at amortised
cost - 2,771,425
------------ -------------
5,675,493 5,793,920
Total investments 35,915,112 11,565,828
============ =============
Movements: Non-current Current
Fair value of investments
b/f 5,771,908 3,022,495
Purchases in the period 6,098,251 109,993
Disposals in the period - (923,912)
Net unrealised gain
in FV 18,369,459 3,466,917
Fair value of investments
c/f 30,239,619 5,675,493
============ =============
Investments held at FVTPL Level Level 3 Total
1
GBP GBP GBP
Audited fair value at 30
September 2020 1,695,810 7,098,593 8,794,403
Additions 5,000,000 1,208,244 6,208,244
Disposals (47,912) (876,000) (923,912)
Fair value adjustment* 17,490,902 4,345,474 21,836,376
Unaudited fair value at
31 March 2021 24,138,800 11,776,312 35,915,112
=========== =========== ===========
*
*Level 1 includes GBP17,250,000 adjustment relating to increase
in share price of Dev Clever investment.
*Level 3 includes GBP4,385,000 adjustment relating to increase
in value of the Dev Clever warrants.
4 Trade and other receivables Unaudited Audited 30
31 March 30 September
2021 2020
GBP GBP
Trade receivables 15,000 15,000
Prepayments 30,513 29,492
Other receivables 45,853 137,750
91,366 182,242
5 Cash and cash equivalents
For the purpose of the interim cash flow statement, cash and
cash equivalents are comprised of the following:
Unaudited Audited
31 March 30 September
2021 2020
GBP GBP
Cash at bank and in
hand 2,059,743 709,819
=========== ===========
6. Trade and other payables Unaudited Audited
31 March 30 September
2021 2020
GBP GBP
Trade payables 47,895 57,917
Accruals and deferred income 371,160 135,046
Other taxes and social
security 3,123 4,173
----------------- -----------------
422,178 197,136
========= =========
7. Derivative financial liabilities Unaudited Audited
31 March 30 September
2021 2020
GBP GBP
Derivative liabilities 2,292,100 1,669,500
========= =========
On 30 August 2020 as part consideration for the acquisition of
ICJL Asimilar Group Plc granted warrants to subscribe for up to
9,000,000 ASIMILAR ordinary shares in 2 tranches of up to 4,500,000
warrants per tranche. The warrants represent derivatives over own
equity and have been recognised as derivative financial
liabilities.
The fair value of the warrants on issue as at 30 August 2020 was
GBP2,106,00. The change in the fair value of the warrants to
GBP1,669,500 as at 30 September 2020 represents a fair value gain
to the Group of GBP436,500 which has been recognised in the income
statement. The change in fair value to GBP2,292,100 represents a
fair value loss to the Group GBP622,600 for the period and has been
recognised in the income statement.
8. Share capital Unaudited Audited
31 March 2021 30 September
2020
GBP GBP
Issued and
fully paid
Ordinary shares of 0.01p each b/f 10,736 5,213
Issue of 55,229,167 shares of 0.01p
each - 5,523
28 October 2020 new ordinary shares 35 -
issued (350,000 of 0.01p each)
19 January 2021 new ordinary shares 40 -
issued (400,000 of 0.01p each)
22 January 2021 new ordinary shares 67 -
issued (666,667 of 0.01p each)
23 February 2021 new ordinary shares 28 -
issued (281,250 of 0.01p each)
31 March 2021 new ordinary shares 406 -
issued (4,062,083 of 0.01p each)
-------------- -------------
Ordinary shares of 0.01p each c/f 11,312 10,736
Deferred shares (44,132,276 shares
of 9.99p each) 4,408,815 4,408,815
Deferred shares (8,819,181 of 9.00p
each) 793,726 793,726
5,213,853 5,213,277
============== =============
Dividends paid and
9. proposed
Equity dividends on ordinary
shares:
No interim dividend was paid or is proposed for the
half year ended 31 March 2021.
Profit/(loss)
10. per share
The calculations of loss per share are based on the following
results and number of shares. For the purpose of comparatives it
has been assumed that the share consolidation had already
occurred.
Unaudited Unaudited Audited
six months six months year ended
ended ended
31 March 2021 31 March 2020 30 September
2020
GBP GBP GBP
Profit/(loss) for the
financial period 23,427,188 (565,583) 392,329
============== ============== =============
Weighted average number
of shares for basic loss
per share 108,118,357 85,305,925 95,478,966
============== ============== =============
Weighted average number
of shares for diluted
loss per share 152,968,334 85,305,925 139,211,257
============== ============== =============
Profit/(loss) per share
(pence per share) - Basic 21.67 (0.66) 0.41
============== ============== =============
Profit/(loss) per share
(pence per share) - Diluted 15.32 (0.66) 0.28
============== ============== =============
At 31 March 2021, the number of ordinary shares in issue was
113,121,443.
IAS 33 requires presentation of diluted EPS when a company could
be called upon to issue shares that would decrease earnings
per share or increase the loss per share. For a loss-making
Company with outstanding share options, net loss per share would
be decreased by the exercise of options. Therefore, per IAS33:36
the antidilutive potential ordinary shares are disregarded in
the calculation of diluted EPS.
Seasonality of interim
11. operations
Asimilar Group Plc does not operate in a seasonal or cyclical
business environment.
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END
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