30 August 2024
SIVOTA PLC
("Sivota," or
"the Company")
HALF YEAR RESULTS FOR THE SIX
MONTHS ENDED 30 JUNE 2024
Sivota, the London-listed investment
vehicle focused on later-stage Israeli
technology companies, announces its results
for the six months ended 30 June 2024 ("H1 2024").
Key financial highlights for the six
months ended 30 June 2024:
o Net loss from
continuing operations of $368,000 (H1 2023: $328,000)
o Net loss from
discontinued operation of $6.0 million
o Cash as at 30 June
2024 of $142,000 (31 December 2023: $969,000)
o No debt as at 30 June
2024 (31 December 2023: $1.6 million).
Apester Ltd ("Apester")
As previously announced, at the end
of June 2024, Sivota was informed by the board of Apester, its
majority-owned subsidiary in Israel, that due to a deterioration in
trading performance, it can no longer proceed as a going concern.
Following legal advice Apester filed (the 'filing decision') for
bankruptcy in the court of Tel Aviv.
Following the filing decision, the Company now
presents Apester as a discontinued activity and recorded a loss of
$830,000 from discontinued operations for the first six months of
2024.
At this time, Sivota cannot assess
what, if any, recovery it will make in respect of its investment in
Apester, although any recovery is likely to be minimal. As a
result, the Company has recorded a loss from impairment of
Apester's net assets in the
amount of $5.2 million.
Termination of transaction
negotiations
In May 2024 Sivota announced that
negotiations for investment in a leading online technology platform
operating across the travel sector, have been terminated. The
Company remains committed to exploring further M&A activity and
is evaluating its pipeline of opportunities.
Current trading and going
concern
The Company continues to evaluate
investment opportunities but will need to
raise further debt or equity finance to fund its current business
development pipeline. During 2024, the Company is expected to
generate further losses from operations, which will be expressed in
negative cash flows from operating activity. While the
directors believe they will be able to raise the additional finance
required, this is not guaranteed and hence, there is a material
uncertainty with respect of the Company's going concern.
As of the signing of this report,
the Company is a cash shell, and therefore there are no material
effects of assuming a going-concern basis of accounting in
preparing the financial statements.
Ziv
Ben-Barouch, Chief Executive Officer of Sivota,
commented:
"Despite announcing the filing decision of Apester and the
termination of transaction negotiations with the online technology
platform, we remain encouraged with our current pipeline and
initial state of negotiations with potential prospects and remain
confident at least one of these prospects will advance to signing a
term sheet.
As
funding within the technology sector remain challenging, we believe
Sivota is well placed to benefit from opportunities it pursues. The
board and management remain committed to securing new investment
prospects and executing the company's strategy."
For further information,
please visit www.sivotacapital.com or
contact:
|
Sivota
PLC
Tim Weller, Non-Executive Chairman
Ziv Ben-Barouch, Chief Executive Officer
|
via Vigo Consulting
|
|
Canaccord
Genuity Limited
Bobbie Hilliam
|
+ 44 (0) 20 7523 8000
|
|
Vigo
Consulting
Jeremy Garcia
|
+ 44 (0)20 7390 0230
|
This announcement contains inside
information for the purposes of Article 7 of Regulation (EU)
596/2014.
Financial
Review
Cash flow and net debt
The Company's cash balance as at 30
June 2023 was $142,000 compared to $969,000 as at 31 December 2023.
As a result of Apester's disposal there was no debt as at 30 June
2024, compared to net debt of $1.6 million as at 31 December
2023.
Operation results
The Company's ongoing operations
resulted in a loss of $368,000 in the six months ended 30 June
2024, compared to the loss of $328,000 in the same period in
2023.
The company's discontinued operation
resulted in a loss of $6.0 million.
Current trading and
outlook
The Company continues to evaluate
investment opportunities.
Risk and uncertainties
The Company operates in an uncertain
environment and is subject to several risk factors. The Directors
have assessed the principal risks facing the Company, including
those that threaten its business model, future performance,
solvency, or liquidity.
The Company continues to monitor the
principal risks and uncertainties to ensure that any emerging risks
are identified, managed, and mitigated.
Financing
The Company intends to acquire
further businesses, so it will need to raise further funds,
although the war in Israel, as described below, may adversely
affect the company's ability to raise
additional funds.
Difficulties in acquiring suitable
targets
The Company's strategy and future
success are dependent to a significant extent on its ability to
identify sufficient suitable acquisition opportunities and to
execute these transactions on terms consistent with its strategy.
If the Company cannot identify suitable acquisitions or execute any
such transactions successfully, this will adversely affect its
financial and operational performance.
Security, political and economic
instability in Israel and the Middle East
Sivota seeks target companies based in Israel.
Therefore, security, political, and economic conditions in the
Middle East, particularly in Israel, may affect the Group's
business directly.
The intensity and duration of Israel's ongoing war
against Hamas is difficult to predict. While the operations and
business of the target companies are not materially impacted by the
ongoing war to date, future disruptions could materially adversely
affect their business as a direct result of employees located in
Israel called for reserve duty or of third parties boycotting
business with Israeli companies as a political step.
Taxation
The Group will be subject to
taxation in several different jurisdictions, and adverse changes to
the taxation laws of such jurisdictions could negatively affect its
profitability.
Statement of directors'
responsibilities in respect of the interim results
The Directors being Tim Weller (Chairman), Ziv
Ben-Barouch (CEO), and Neil Jones (Non-Executive) confirm that the
set of interim financial statements has been prepared in accordance
with International Accounting Standard 34 "interim financial
reporting", and that interim report includes a fair review of the
information required by DTR 4.2.7R and DTR 4.2.8R, namely an
indication of important events that have occurred during the
six months period ended 30 June 2024; and material related party
transactions in the six months ended 30 June 2024.
SIVOTA PLC
CONDENSED CONSOLIDATED
STATEMENTS OF COMPREHENSIVE INCOME
U.S. dollars in
thousands
The accompanying notes are an integral part of
the condensed consolidated financial statements.
The condensed consolidated financial statements
on page 5 to 14 were authorised for issue by the board of directors
on 30 August 2024 and were signed on its behalf by Ziv
Ben-Barouch.
Ziv
Ben-Barouch, CEO,
30 August
2024
SIVOTA PLC
CONDENSED CONSOLIDATED
STATEMENTS OF FINANCIAL POSITION
U.S. dollars in
thousands
|
|
|
|
As at
30 June
2024
|
|
As at
31 December
2023
|
|
|
|
|
Unaudited
|
|
Audited
|
|
ASSETS
|
|
|
|
|
|
|
Non-current assets
|
|
|
|
|
|
|
Intangible assets, net
|
|
|
-
|
|
5,200
|
|
Property and equipment, net
|
|
|
1
|
|
15
|
|
Total
non-current assets
|
|
|
1
|
|
5,215
|
|
Current assets
|
|
|
|
|
|
|
Trade receivables
|
|
|
-
|
|
1,084
|
|
Other receivables
|
|
|
29
|
|
249
|
|
Cash and cash equivalents
|
|
|
142
|
|
969
|
|
Total current
assets
|
|
|
171
|
|
2,302
|
|
Total
assets
|
|
|
172
|
|
7,517
|
|
EQUITY AND
LIABILITIES
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
Ordinary share capital
|
|
|
157
|
|
157
|
|
Deferred shares
|
|
|
65
|
|
65
|
|
Capital reserve from
transactions with non-controlling interests
|
|
|
-
|
|
(426)
|
|
Share premium
|
|
|
15,139
|
|
15,139
|
|
Accumulated losses
|
|
|
(15,597)
|
|
(12,020)
|
|
Total equity
attributable to the owners
|
|
|
(236)
|
|
2,915
|
|
Non-controlling interests
|
|
|
-
|
|
1,203
|
|
Total
equity
|
|
|
(236)
|
|
4,118
|
|
Current liabilities
|
|
|
|
|
|
|
Current maturity of
long-term loan from related party
|
|
|
-
|
|
727
|
|
Trade payables
|
|
|
46
|
|
1,047
|
|
Other payables
|
|
|
362
|
|
796
|
|
Total current
liabilities
|
|
|
408
|
|
2,570
|
|
Non-current
liabilities
|
|
|
|
|
|
|
Long-term loan from
related party
|
|
|
-
|
|
829
|
|
Total
non-current liabilities
|
|
|
-
|
|
829
|
|
Total equity
and liabilities
|
|
|
172
|
|
7,517
|
|
|
|
|
|
|
|
The accompanying notes
are an integral part of the condensed consolidated
financial statements.
SIVOTA PLC
CONDENSED CONSOLIDATED
STATEMENTS OF CASH FLOW
U.S. dollars in
thousands
|
|
Six months
ended
30
June
|
For year ended 31
December
|
|
|
2024
|
2023
|
2023
|
|
|
Unaudited
|
Audited
|
|
Cash flows
from operating activities
|
|
|
|
|
Net loss
|
(6,409)
|
(3,219)
|
(12,324)
|
|
Adjustments for:
|
|
|
|
|
Depreciation and
amortisation
|
-
|
819
|
1,646
|
|
Loss on impairment subsidiary's net assets -
see Note 4
|
5,211
|
-
|
7,123
|
|
Share-based compensation by
subsidiary
|
-
|
197
|
44
|
|
Financial expenses, net
|
98
|
127
|
241
|
|
Working capital
adjustments:
|
|
|
|
|
Decrease in trade receivables
|
457
|
1,245
|
1,383
|
|
Decrease in other receivables
|
4
|
178
|
150
|
|
Decrease in trade and
other payables
|
(7)
|
(1,300)
|
(1,648)
|
|
Decrease in long term employee
benefits
|
-
|
(12)
|
(12)
|
|
Net from
operating activities
|
(646)
|
(1,965)
|
(3,397)
|
|
Cash flows
from investing activities
|
|
|
|
|
Net cash of subsidiary that ceased to be
consolidated
|
(178)
|
-
|
-
|
|
Proceeds from sale of equipment
|
-
|
6
|
-
|
|
Net cash from
(for) investing activities
|
(178)
|
6
|
-
|
|
|
|
|
|
|
Cash flows
from financing activities
|
|
|
|
|
Exercise of subsidiary's options
|
-
|
3
|
6
|
|
Net cash from financing
activities
|
-
|
3
|
6
|
|
|
|
|
|
|
Net change in
cash and cash equivalents
|
(824)
|
(1,956)
|
(3,391)
|
|
Effect of foreign exchange rate
changes
|
(3)
|
(66)
|
(79)
|
|
Cash and cash equivalents at beginning of
period
|
969
|
4,439
|
4,439
|
|
Cash and cash
equivalents at end of period
|
142
|
2,417
|
969
|
|
|
|
|
|
The accompanying notes
are an integral part of the condensed consolidated
financial statements.
SIVOTA PLC
NOTES TO CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in
thousands
1.
General information
The Company is a public limited company
incorporated and registered in England and Wales on 22 September
2020, with registered company number 12897590. Its registered
office is The Scalpel, 18th Floor, 52 Lime Street, London, EC3M
7AF.
In July 2021, the Company completed a placing
and listed on the Main Market (Standard Segment) of the London
Stock Exchange ("LSE").
In December 2021, the Company announced that it
had entered into a non-binding term sheet with Apester. As a
result, the Company's shares were suspended pending the completion
of the transaction and the publication of the prospectus
regarding its enlarged group. On 12 May 2022, the Company completed
the acquisition, published the prospectus in September 2022, and
completed its readmission to the LSE.
The cash consideration for the Acquisition was
funded through a $14.2 million (gross) placing and direct
subscription of 11,500,000 new ordinary shares of Sivota of one
pence each.
In July 2024 the Company announced Apester's
filing decision, as detailed in Note 4.
2.
Definitions
In these financial
statements:
|
The Company
|
-
|
Sivota PLC
|
|
The Group
|
-
|
The Company and its
consolidated subsidiaries
|
|
Subsidiaries
|
-
|
Entities that are
controlled (as defined in IFRS 10) by the Company and whose
accounts are consolidated with those of the Company.
|
|
Dollar/USD
|
-
|
U.S.
dollar/"$"
|
3.
Significant accounting policies
The following
accounting policies have been applied consistently in the financial
statements for all periods presented unless otherwise
stated.
a.
Basis of accounting
The Group Financial Statements have been
prepared in accordance with International Accounting Standards in
conformity with the requirements of the UK Companies Act
2006.
The interim condensed consolidated financial
statements for the six months ended 30 June 2024 have been prepared
in accordance with IAS 34, Interim Financial Reporting. The interim
condensed consolidated financial statements do not include all the
information and disclosures required in the annual financial
statements and should be read in conjunction with the Company's
financial statements as at 31 December 2023.
SIVOTA PLC
NOTES TO CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in
thousands
Going concern
The Company projects that it will need to raise
further debt or equity finance to fund the planned business
development. During 2024, the company is expected to generate
further losses from operations, which will be expressed in negative
cash flows from operating activity. Hence, the continuation of the
Company's operations depends on raising the required financing
resources or reaching profitability, which are not guaranteed at
this point.
While the directors believe they will be able
to raise the additional finance required, this is not guaranteed
and hence, there is a material uncertainty with respect of going
concern.
As of the signing of this report, the company
is a cash shell, and therefore there are no material effects of
assuming a going-concern basis of accounting in preparing the
financial statements.
b.
Standards and interpretations issued but not yet
applied
There were no new standards or interpretations effective for
the first time for periods beginning on or after 1 January 2024
that had a significant effect on the Company's Financial
Statements.
At the date of authorisation of these Financial
Statements, a number of amendments to existing standards and
interpretations, which have not been applied in these Financial
Statements, were in issue but not yet effective for the year
presented. The Directors do not expect that the adoption of these
standards will have a material impact on the financial information
of the Company in future periods.
4.
Discontinued operation.
In June 2024, Sivota was informed by the board
of Apester, its majority-owned subsidiary in Israel, that due to a
deterioration in trading performance, it can no longer proceed as a
going concern, and following legal advice, Apester has taken the
decision to file for bankruptcy (the "filing
decision"). Following the filing decision, Apester filed for
bankruptcy in the court of Tel Aviv. At this point, Sivota
cannot assess what recovery it will make in respect of its
investment in Apester, but that recovery is not expected to be
material.
Following the filing decision, the Company
stopped Apester's consolidation at the end of June and wrote off
its investment in Apester to zero. As a result, the Company
recorded Apester's loss in H1 2024 as a loss from discontinued
operation along with a loss on the impairment of Apester's net
assets:
SIVOTA PLC
NOTES TO CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in
thousands
|
|
|
Six months ended
30 June
|
For the year ended
31 December
|
|
|
|
2024
|
2023
|
2023
|
|
|
|
Unaudited
|
Audited
|
|
Revenues
|
|
1,557
|
3,129
|
5,622
|
|
Expenses
|
|
2,387
|
6,020
|
10,074
|
|
Loss before
taxes
|
|
(830)
|
(2,891)
|
(4,452)
|
|
|
|
|
|
|
|
Taxes on income
|
|
-
|
-
|
(3)
|
|
Net loss after taxes
|
|
(830)
|
(2,891)
|
(4,455)
|
|
Net assets impairment loss
|
|
(5,211)
|
-
|
(7,123)
|
|
Loss from
discontinued operation
|
|
(6,041)
|
(2,891)
|
(11,578)
|
|
|
|
|
|
|
|
Cash flow used in discontinued
operation:
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flow used in operating activities
|
|
(276)
|
(1,613)
|
(2,821)
|
|
Net cash flow from investing
activities
|
|
-
|
6
|
-
|
|
Net cash flow from financing
activities
|
|
-
|
3
|
6
|
|
Net decrease in cash
|
|
(276)
|
(1,604)
|
(2,815)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
Loss from discontinued operation:
5.
Loss per share
The calculation of the basic and diluted loss
per share is based on the following data:
Loss per
share for loss from continuing operations:
|
|
Six months ended 30 June
|
The year ended 31 December
|
|
|
2024
|
2023
|
2023
|
|
|
Unaudited
|
Unaudited
|
Audited
|
|
Loss for the period attributable to
the equity holders of the Company
|
(368)
|
(328)
|
(746)
|
|
|
|
|
|
|
Weighted average number of ordinary
shares for the purpose of basic and diluted earnings per
share
|
12,585,000
|
12,585,000
|
12,585,000
|
|
|
|
|
|
|
Basic and diluted loss per share -
U.S. dollars
|
(0.03)
|
(0.03)
|
(0.06)
|
SIVOTA PLC
NOTES TO CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
U.S. dollars in
thousands
Loss per
share for total loss:
|
|
Six months ended 30 June
|
The year ended 31 December
|
|
|
2024
|
2023
|
2023
|
|
|
Unaudited
|
Unaudited
|
Audited
|
|
Loss for the period attributable to
the equity holders of the Company
|
(3,577)
|
(1,796)
|
(8,323)
|
|
|
|
|
|
|
Weighted average number of ordinary
shares for the purpose of basic and diluted earnings per
share
|
12,585,000
|
12,585,000
|
12,585,000
|
|
|
|
|
|
|
Basic and diluted loss per share -
U.S. dollars
|
(0.28)
|
(0.14)
|
(0.66)
|