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Catenae Innovation #CTEA – Half Year Report
Catenae Innovation PLC (AIM: CTEA), the AIM quoted provider of digital media and technology, is pleased to announce its half-yearly report for the six months ended 31 March 2020.
Financial overview
· The results for the half year are set out in full below and show a loss of £364,013 (2018: £503,233) with revenues of £19,892 (2018: £68,857).
· Shareholders approved a consolidation of share capital which enabled a fund raise of £153,000 and conversion of £404,250 liabilities to shares resulting in an improved balance sheet with net liability position of £533,840 (2018: £399,980) compared to the year-end position of £727,077.
Operational overview
· Renewal of contract with Southend United Community and Educational Trust for “OnSide”, Catenae’s centralised management tool specifically developed for sports organisations.
Post period end
· Development of the Cov-ID app, a joint initiative by a consortium of companies led by Z/Yen Group Limited to build a COVID-19 status verification passport.
· Partnership agreement with Newcastle Premier Health Limited, an occupational health and wellness business based in the North East of England, to pilot the Cov-ID app
· Kevin Everett stepped down as Interim Non-executive Chairman
· Appointment of Brian Thompson and John Farthing to the Board as Non-executive Chairman and Chief Financial Officer respectively
· Appointment of Brandon Hill Capital Limited as sole corporate broker
· As at 26 June 2020 the Company had cash balance of just over £1.0m
Guy Meyer, Interim Chief Executive Officer of Catenae, said: “Significant progress has been made during the period under review towards implementing the Group’s revised strategy following the corporate restructuring that took place in 2019, and we have seen this momentum continue to date.
“We are delighted that the Cov-ID app that Catenae has developed as its commercial contribution to the consortium led by Z/Yen Group Limited completed the recent pilot trail with our clinical partner, Newcastle Premier Health Limited, as part of their Access Control Programme. The app should shortly be ready to be marketed for the benefit of businesses and organisations as Covid-19 restrictions begin to ease.
“Our recent fundraises have provided us with the funds required to continue to explore further opportunities. We look forward to keeping the market updated with our progress.”
Chief Executive’s Statement
Business and performance review
Following the successful corporate restructuring and business stabilisation process carried out by the Board in 2019, Catenae was able to focus its efforts on delivering on its new strategy in the six months to 31 March 2020, by innovating its products and exploring new opportunities for growth. This positive momentum has continued post period end, with two new Board appointments and a number of projects underway.
Catenae’s principal trading activity is providing services to clients operating in the Facilities Management sector along with customers, partnered with football and rugby clubs, who offer local engagement services on behalf of local authorities. All the Company’s products use Distributed Ledger Technology which provides clients with immutable audit trails providing evidence that contracted services are fulfilled. The Company’s service mitigates risk as operative activities are geo-tagged and date and time stamped in an immutable form.
As announced on 19 December 2019, the Company renewed its contract with Southend United Community and Educational Trust for “OnSide”, Catenae’s centralised management tool specifically developed for sports organisations. The solution deals with all the key elements of community coaching from scheduling of staff and timesheet processing through to attendee management and reporting to internal and external stakeholders, all in a GDPR compliant platform.
COVID-19
Post period end, the Company has been exploring a number of opportunities across a range of sectors to leverage its technical solutions. Catenae joined a consortium led by Z/Yen Group Limited (“Z/Yen”) with the objective of building a GDPR-compliant identity documentation exchange system, “Cov-ID”, to record and share an individual’s Covid-19 test status. Considerable progress has been made in the development of the app, which was recently trialled by the Group’s occupational health and wellness partner in the North East of England, Newcastle Premier Health Limited, in its proof of concept pilot. Catenae expects the app to be ready to be rolled out commercially over the coming weeks as activity begins to return to a semblance of normality.
Notwithstanding the current market developments in relation to the COVID-19 pandemic, the Company has confidence in its business continuity arrangements. At the end of January 2020, the Company ceased to rent offices, with all employees working remotely. Currently, where needed, all business meetings are held using video conferencing platforms. The Company sees that for the foreseeable future, this will now be standard operational practice. Catenae’s technical solutions continue to be used effectively with customers and partners, an approach which contributes to the Company’s resilience in the current circumstances.
Board and management
Catenae welcomed Brian Thompson and John Farthing to the Board as Non-executive Chairman and Chief Financial Officer, respectively, on 24 April 2020. Their wealth of experience, expertise and business network will add considerable benefit to the Company as we execute our strategy going forward.
Kevin Everett, Interim Non-executive Chairman since 17 July 2019 and Non-executive Director since 16 May 2013, stepped down from his role on 24 April 2020 to pursue other business interests. On behalf of the Board, I would like to thank Kevin for his hard work and support during an important period.
Outlook
Catenae has entered H2 2020 in a stable position and with a streamlined and resilient business model to capitalise on the opportunities that are presenting themselves. The COVID-19 pandemic presents us all with an unprecedented challenge, however the Group is confident in its ability to continue to provide its customers and partners with its technical solutions in an efficient manner.
The Company has a pipeline of opportunities ahead to expand its network of clients and to provide its technical solutions to a wider audience, and the Board looks forward to updating the market on its progress in due course.
Guy Meyer
Interim Chief Executive Officer
Catenae Innovation #CTEA – Final Results
Catenae Innovation PLC (AIM: CTEA), the AIM quoted provider of digital media and technology, is pleased to announce its full year results for the twelve months ended 30 September 2019.
Financial overview
· The Company had a net loss for the year of £825,230 (2018: £1,106,788). Revenues for the year were £102,549 (2018: £157,218).
· The Company has a statement of financial position at the year-end showing net liabilities of £727,077 (2018: £891,929).
· On 26 March 2020, the Company announced it had agreed a loan facility of £150,000 from Brian Thompson.
Operational overview
· Appointment of Guy Meyer to the Board as Interim Chief Executive Officer
· Resignation of Tony Sanders as Chief Executive Officer and Chairman from the Board
· Appointment of Kevin Everett to Interim Non-Executive Chairman
· Reset of business strategy with operational costs significantly reduced
· Progression of Charlton Athletic Community Trust and FireDoor Guardian Ltd contracts to year two of agreed periods.
Guy Meyer, Interim Chief Executive Officer of Catenae, said: “The Board recognises that the Company’s 2019 final results are disappointing and reflect the challenging business conditions we faced during the course of last year. We were encouraged by the progression of the Charlton Athletic Community Trust and FireDoor Guardian contracts to year two of the agreed periods.
“With the corporate restructuring now complete, the Company is in a more stable position and is confident in its ability to seek new growth opportunities to enhance shareholder value. We look forward to keeping the market updated with our progress.”
Chairman’s Statement
Business and performance review
The trading year was challenging as the Company fought for greater market share against the backdrop of slowing market activity caused by the lack of political certainty produced by Brexit. With the under-achievement of significant sales, the Company managed its finances prudently by further streamlining its operations and significantly reduced its cash burn, leading to the stabilisation of the Company through further consolidation.
The past 12 months have seen Charlton Athletic Community Trust move into year two of its three- year contract with the Company and FireDoor Guardian Ltd. progress into its second contract year with the Company.
Board changes
In July 2019 Tony Sanders, the former Chief Executive Officer and Chairman, stepped down as a director of the Company and Guy Meyer, the Business Development Director at the time, assumed the role of Interim Chief Executive Officer. For corporate governance best practice, Kevin Everett was appointed Interim Non-Executive Chairman. Anthony Flynn also joined the Board in July 2019 and resigned in December 2019.
On 24 April 2020, Kevin Everett stepped down from the Board, and was replaced by Brian Thompson as Non-executive Chairman. John Farthing, the Company’s Chief Financial Officer, also joined the Board on 24 April 2020.
Financial Overview
The Company had a net loss for the year of £825,230 (2018: £1,106,788). Revenues for the year were £102,549 (2018: £157,218).
The Company has a statement of financial position at the year-end showing net liabilities of £727,077 (2018: £891,929).
On 26 March 2020, the Company announced it had agreed a loan facility of £150,000 from Brian Thompson.
The results are presented under European Union Adopted International Financial Reporting Standards (“EU Adopted IFRS”).
Working capital and fund raisings
During the year, the Company issued 1,145,000,000 new ordinary shares for a total gross consideration of £1,245,000, of which £1,122,810 was received in cash and £122,190 to settle existing liabilities.
Post period end, the Company announced various issuance of shares, including:
On 31 January 2020 the Company significantly improved its balance sheet through agreeing the settlement of £404,250 of liabilities by converting them into 36,750,000 new ordinary shares in the Company, also on that date the Company also raised £153,000 through the issue of 38,250,000 new ordinary shares.
On 14 May 2020, the Company raised £320,000 through the subscription of 320,000,000 new ordinary shares.
On the 21 May 2020 the Company raised £25,000 through the subscription of 6,250,000 new ordinary shares and a further £65,485 of liabilities were converted into 3,341,057 new ordinary shares.
On 10 June 2020, the Company raised £187,500 through the exercise of a warrant over 15,000,000 new ordinary shares and on the same date £35,000 of liabilities were converted into 2,083,333 new ordinary shares.
On 12 June 2020, £47,000 of liabilities were converted in 2,350,000 new of new ordinary shares concurrent with the raising of £703,000 through the subscription of 37,500,000 new ordinary shares.
All of the above actions, along with a significant reduction in operating costs, have given the Company the strongest balance sheet in recent history with approximately £1,046,000 in cash at the bank on 26 June 2020.
COVID-19
Notwithstanding the current market developments in relation to the spread of COVID-19 and its impact on the global economy, the Company has confidence in its business continuity arrangements. At the end of January 2020, the Company had reduced its premises rental contract to zero cost by having all employees working remotely. Currently, where needed, all business meetings are held using video conferencing platforms. The Company sees that for the foreseeable future, this will now be standard operational practice.
Summary
The new Board saw that the stabilisation of the business was critical in getting the Company to a position where it could reset its business strategy. The Company is focused on seeking new opportunities that give shareholders the best chance of a return on their investments.
The Board is pleased that the business has finally reached a point where the legacy challenges that it inherited are now well and truly behind it, giving the Company the bandwidth to focus on the future.
Brian Thompson
Chairman
Catenae Innovation #CTEA – Annual Report, Trading & COVID-19 Update
Catenae Innovation PLC (AIM: CTEA), the AIM quoted provider of digital media and technology, provides the following update in relation to its Annual Report and Accounts, Trading and COVID-19.
Annual Report and Accounts
Due to the current COVID-19 outbreak, the Company will be unable to post its annual audited accounts to shareholders for the year to 30 September 2019 by the 31 March 2020 deadline pursuant to AIM Rule 18.
Further to the guidance provided by AIM Regulation in “Inside Aim” on 26 March 2020, the Company requested an additional period of up to three months to publish its annual audited accounts for the year ended 30 September 2019.
AIM Regulation has granted the extension, and therefore the Company will publish its annual audited accounts to 30 September 2019 by 30 June 2020. Catenae has also applied for and been granted an extension to delay the filing of its audited annual accounts by Companies House until 30 June 2020.
Trading and COVID-19 update
Catenae’s principal trading activity is providing services to clients operating in the Facilities Management sector along with customers, allied to football and rugby clubs, who offer local engagement services on behalf of local authorities. All the Company’s products use Distributed Ledger Technology which provide clients with audit trails proving that contracted services are fulfilled. The Company’s service mitigates risk as operative activities are geo-tagged and date and time stamped in an immutable form.
Given the Company’s recent corporate restructuring, unaudited accounts show a loss for the year to 30 September 2019 of £789,565 (2018: £1,106,788) on turnover of £102,549 (2018: £157,218). Further to the announcements in December 2019 regarding trading performance and working capital requirements, the Company acknowledges that both sets of results are disappointing. Further cost-cutting measures have been implemented.
The Company is closely monitoring the impact of the COVID-19 virus. The wellbeing and safety of our staff is of primary importance. Catenae’s workforce work remotely and the Company’s technology product continues to be used effectively with customers and partners. This approach contributes to Company resilience in the current circumstances.
Catenae has previously announced that Brian Thompson and John Farthing will be appointed as directors to the Company, subject to regulatory approvals. The Company anticipates that both these appointments will be made soon.
Guy Meyer, Interim Chief Executive Officer, said:
“Following the corporate restructuring last year, the Board recognises that both of the results are disappointing. However, we are pleased to report the new short term funding. It is also encouraging in current market conditions that the Company shortly moves into the second year of a three-year contract with Charlton Athletic Community Trust. Catenae continues to innovate its products so that following the easing of restrictions and less economic uncertainty, the Company will be in a better position to compete. The Board also looks forward to Brian and John joining the Board in the near future adding their considerable wealth of experience and expertise.”
– Ends –
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014. The person who arranged for release of this announcement on behalf of the Company was Guy Meyer, Interim Chief Executive Officer of the Company.
For further information please contact:
Catenae Innovation PLC |
+44 (0)20 7929 7826 |
Guy Meyer, Interim Chief Executive Officer
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|
Cairn Financial Advisers LLP (Nominated Adviser) |
+44 (0)20 7213 0880
|
Liam Murray
|
|
Turner Pope Investments (TPI) Limited Broker |
+44 (0)20 3657 0050 |
Andrew Thacker Zoe Alexander |
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Yellow Jersey PR (PR & IR) |
+44 (0)20 3004 9512
|
Sarah Hollins |
Forward-Looking Statements
Certain statements made in this announcement are forward-looking statements. These forward-looking statements are not historical facts but rather are based on the Company’s current expectations, estimates, and projections about its industry; its beliefs; and assumptions. Words such as ‘anticipates,’ ‘expects,’ ‘intends,’ ‘plans,’ ‘believes,’ ‘seeks,’ ‘estimates,’ and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties, and other factors, some of which are beyond the Company’s control, are difficult to predict, and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements.
The Company cautions security holders and prospective security holders not to place undue reliance on these forward-looking statements, which reflect the view of the Company only as of the date of this announcement. The forward-looking statements made in this announcement relate only to events as of the date on which the statements are made. The Company will not undertake any obligation to release publicly any revisions or updates to these forward-looking statements to reflect events, circumstances, or unanticipated events occurring after the date of this announcement except as required by law or by any appropriate regulatory authority.
Catenae Innovation #CTEA – Working Capital Facility
Catenae Innovation PLC (AIM: CTEA), the AIM quoted provider of digital media and technology, is pleased to announce that it has entered into a loan facility agreement with B.T.I.C. Limited for an amount of £150,000 (“Loan Facility” or “Agreement”). The Loan Facility will be used for the general working capital purposes of the Company.
The Loan Facility is unsecured and accrues interest at the rate of 11 per cent per annum and may be drawn down in three tranches commencing before 31 March 2020. The Loan Facility is repayable by 25 March 2022. The Loan Facility may be converted into ordinary shares of the Company in the event of a reverse transaction at a price equivalent to the price the shares are re-admitted to trading.
The Loan Facility provides the Company with sufficient working capital until at least 30 June 2020.
B.T.I.C. Limited is a company controlled by Brian Thompson who has an interest over 31,129,781 shares in the Company, representing circa 29% of the Company’s issued share capital. Under the AIM Rules Brian Thompson is a substantial shareholder and is therefore a related party.
The directors of the Company, who are all independent of the Agreement consider, having consulted with its nominated adviser, that the terms of the Agreement are fair and reasonable insofar as shareholders are concerned.
Guy Meyer, Interim Chief Executive Officer commented: “I am pleased to report that new funding has been secured to support the Company’s working capital position in the short term. We look forward to updating the market on future progress in due course.”
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014. The person who arranged for release of this announcement on behalf of the Company was Guy Meyer, Interim Chief Executive Officer of the Company.
For further information please contact:
Catenae Innovation PLC |
+44 (0)20 7929 7826 |
Guy Meyer, Interim Chief Executive Officer
|
|
Cairn Financial Advisers LLP (Nominated Adviser) |
+44 (0)20 7213 0880 |
Liam Murray |
|
Turner Pope Investments (TPI) Limited (Broker) |
+44 (0)20 3657 0050 |
Andrew Thacker Zoe Alexander |
|
Yellow Jersey PR (PR & IR) |
+44 (0)20 3004 9512 |
Sarah Hollins |
Forward-Looking Statements
Certain statements made in this announcement are forward-looking statements. These forward-looking statements are not historical facts but rather are based on the Company’s current expectations, estimates, and projections about its industry; its beliefs; and assumptions. Words such as ‘anticipates,’ ‘expects,’ ‘intends,’ ‘plans,’ ‘believes,’ ‘seeks,’ ‘estimates,’ and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties, and other factors, some of which are beyond the Company’s control, are difficult to predict, and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. The Company cautions security holders and prospective security holders not to place undue reliance on these forward-looking statements, which reflect the view of the Company only as of the date of this announcement. The forward-looking statements made in this announcement relate only to events as of the date on which the statements are made. The Company will not undertake any obligation to release publicly any revisions or updates to these forward-looking statements to reflect events, circumstances, or unanticipated events occurring after the date of this announcement except as required by law or by any appropriate regulatory authority.