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Quoted Micro 27 January 2025
AQUIS STOCK EXCHANGE
Cooks Coffee Company (COOK), which owns the Esquires coffee shops, increased group store sales by 26% to £25.5m in the nine months to December 2024. The growth was 32% in the latest quarter. The number of sies has risen from 71 to 87 over the past 12 months with all but three franchised. So far in this financial year, UK like-for-like sales are 2.8% higher and sales in Ireland are ahead by 5.1%. A further six stores are planned in the current quarter and there should be more than 100 stores by the end of 2025. The business is generating cash from operations.
Healthcare IT software provider DXS International (DXSP) grew interim revenues by 2% to £1.73m and the pre-tax loss was slashed from £258,000 to £59,000, helped by grant income of £170,000. There was a small post-tax profit after R&D tax credits. There was no capitalised development pending in the period and the cash position improved over six months to £96,000. Chairman Bob Sutcliffe bought 50,000 shares at 2p each and 37,037 shares at 2.7p each. He owns 1.93% of the company.
Cardiometabolic health products developer ProBiotix Health (PBX) reported 13% growth in net sales to £1.88m, while the order book for the first quarter is worth £620,000. The EBIDA loss fell from £709,000 to £568,000. There was cash of £1.65m at the end of 2024. The relationship with SEED Health in the enabled the launch of products in 2,000 Target stores, which drove growth in US sales. There are negotiations that could lead to ingredient sales in China. Management believes that the company can reach breakeven by early 2026.
Wishbone Gold (WSBN) has signed non-binding heads of terms for the acquisition of Evrensel Global Natural Resources, which has mining and trading activities in Africa. This would be a reverse takeover. Existing Wishbone Gold shareholders are likely to own 30% of the enlarged group. Wishbone Gold chairman Anthony Moore owns the Gibraltar-based target company. Some or all of the existing Australian mining assets are likely to be sold.
Brewer Shepherd Neame (SHEP) has launched a share buyback programme worth up to £500,000. The shares will be cancelled. This should enhance earnings. Like-for-like retail sales were 7.4% ahead over the Christmas and New Year period with particularly strong sales within the M25. First half like-for-like retail sales were 4.4% higher, while tenanted pub sales were slightly higher. Beer volumes slipped 12.6%. A change in logistics arrangements will add £1.5m to costs. Wage and National Insurance costs will rise by an annualised £2.6m. Management will try to offset these rises through price increases and improved efficiency.
ChallengerX (CXS) is in negotiations for the potential acquisitions of Nyce International and Virya VC. Hng Kong-based NYCE International helps to accelerate the sales and product distribution process for gaming companies. UK-based Virya provides executive and directorship services for the betting and gaming sector. As part of this proposed transaction ChallengerX will secure a perpetual licence for Reelsoft AB’s Vision RGS (Remote Gaming Server) and Game Aggregation Platform. ChallengerX had net liabilities of £187,000 at the end of June 2024.
Property investor Ace Liberty and Stone (ALSP) edged up rental by 1% to £2.75m in the first half. Higher interest costs and a £37,515 disposal loss meant that the loss increased from £5,000 to £243,000. NAV is £31.4m, while the market capitalisation is £33.7m. Net debt is £46.3m.
RentGuarrantor Holdings (RGG) increased fourth quarter revenues by 88% through a 73% rise in tenant contracts.
BWA Group (BWAP) says that initial mineral resources for the Dehane project in Cameroon are 4.2 million tonnes at a 3.5% cut0ff. That comprises 0.99% ilmenite, 0.13% rutile and 0.11% zircon. Results of the kyanite test work are expected in the second quarter. That could lead to an update to the mineral resources estimate.
Fintech and blockchain technology company Tap Global Group (TAP) has increased monthly revenues to £451,000 in December. Revenues for the six-month period rose from £1.29m to £1.8m and there should be a positive EBITDA for the period.
Eight Capital Partners (ECP) is planning a capital reorganisation and conversion of its 4.8% bond into shares. There will be a consolidation of 4,000 shares into one new share. The bond will be converted into 810,325 new shares, thereby reducing debt by £910,000. The record date is 29 January.
Capital for Colleagues (CFCP) had NAV of 82p/share at the end of August 2024, down from 87.9p/share at the end of May 2024. There was £1.24m in the bank. The tough economic conditions led to downgraded valuations of some earlier stage investments.
SulNOx Group (SNOX) has generated £126,000 from the exercise of options at 36p each by a former director. It has also settled £36,330 of costs via issuing shares. SulNOx has secured a patent in Nigeria for its improved oil/water separation methodology.
At the end of 2024, EPE Special Opportunities (EO.P) had an NAV of 292.78p/share.
Mark Horrocks has reduced his stake in WeCap (WCAP) from 5.03% to 4.8%. Premier Miton’s stake in Global Connectivity (GCON) has reduced from 5.21% to 3.69%. First Car International increased its Samarkand Group (SMK) shareholding from 17.6% to 21.6%. Jason Upton has increased his stake in Zentra Group (ZNT) to 3.53%.
Gowin New Energy Group (GWIN) director Chien Chih-Peng has bought 33.16 million shares a 1p each. This is a shareholding of 11.4%. Jia-Hong Guo’s stake has been reduced from 8.74% to under 3%. Chien Chih-Peng has also made a £37,000 loan available to Gowin New Energy.
AIM
Nexus Infrastructure (NEXS) offers civil engineering services, such as earthworks, drainage and foundations, to housebuilders. In the year to September 2024, revenues fell by 36% to £56.7m and it made a £700,000 underlying loss. However, it is already winning new business with housebuilders, such as Vistry and Taylor Wimpey. That has helped the order book grow to £51.6m at the end of September 2024. A further £15.9m of orders have been won since then. Water infrastructure services provider Coleman Construction and Utilities was acquired in October. Following this acquisition, the pro forma cash figure is just below £10m.
Payments technology company Bango (BGO) increased 2024 revenues by 16% to $53.4m. Annualised recurring revenues were 59% higher at $14m. A pre-tax profit of $3m is estimated for 2024, but that includes $2.2m of non-cash income. Net debt is $1.7m. Matt Wilson has replaced Matt Garner as finance director.
Yu Group (YU.) increased energy supplied by 78% in 2024 and margins are better than expected. Revenues did not grow as rapidly because of lower prices, but they are two-fifths higher at approaching £650m. That is lower than the Panmure Liberum estimate of £680m. Managing bad debts and the hedging policy means that the pre-tax profit has edged up from £46m to £48.3m.
Revolution Beauty (REVB) is having a poor fourth quarter to February 2025 with some retail launched delayed until the first quarter of 2025-26. This includes a launch in Walmart in the US. Online trading was also weaker than expected. Full year revenues are forecast to fall by one-quarter to £143.6m and a profit is no longer expected. A £1.6m loss is likely. The 2025-26 pre-tax profit forecast has been more than halved from £5m to £2.4m. Net debt is set to stay around £25m.
GENinCode (GENI) says that its heart disease risk assessment product CARDIO inCode is included in the US 2025 Clinical Lab Fee Schedule enabling reimbursement from Medicare and Medicaid. The price varies from $450-$570. It is also being used to prevent heart disease in Catalonia.
There was a short-term trading improvement in December for Sanderson Design Group (SDG), but this has not continued, and profit expectations have been reduced. Band sales are 9% lower. Revenues are expected to decline from £108.6m to £101m, while pre-tax profit could slump from £12.2m to £4.2m – previously £7.2m was forecast. There has been less high margin work for the manufacturing division, which hit overall profitability.
Fuel additives developer Quadrise (QED) generated £4.5m via a placing at 3p/share, which was well above the minimum sought, and a retail offer could raise up to £1m more – although that figure could be increased. The money already raised will last well into 2026.
Shoe retailer Shoe Zone (SHOE) had already warned about the results for the year to September 2024. Pre-tax profit fell from £16.5m to £10m, which was slightly higher than forecast. There is no final dividend – the interim was 2.5p/share. Net cash is £3.6m. Several loss-making stores are being closed. The 2024-25 pre-tax profit is expected to halve to £5m.
Floorcoverings supplier Airea (AIEA) had a much better second half growing by 6% and full year revenues were 0.6% ahead at £21.2m. International sales were still lower in 2024 despite a 11.8% increase in the second half. Inventory levels have been reduced. There will be non-recurring costs. The equipment is expected to be installed in the new manufacturing facility during the second quarter. An investment property worth £4.1m is still up for sale. David and Monique Newlands increased their shareholding from 11.1% to 12.4%.
Bars operator The Revel Collective (TRC) had a good Christmas, but it faces higher costs because of the National Living Wage and National Insurance increases. Annualised costs will rise by £4m. This has led to forecasts of larger than expected losses. Like-for-like Christmas revenues were 1.6% higher. Net debt is expected to be £24m at the end of June 2025.
Managed services provider Tialis Essential IT (TIA) has made a good start to 2025 with preferred partner and contract extensions totalling £17.8m. Some of these are five-year contracts and are higher margin lifecycle management contracts. The 2024 pre-tax profit is expected to be flat at £1.1m, but earnings are forecast to treble to 3.6p/share.
Ariana Resources (AAU) produced 20,900 ounces of gold from its 23.5% owned Zenit mining operations in Turkey. Revenues were $54.7m. Mining is building up at the new Tavsan mine. A resource estimate is expected from Dokwe in Zimbabwe after further drilling analysis.
Quantum Blockchain Technologies (QBT) has raised £2m at 1.15p/share so that it can invest in its Bitcoin mining technology. Last week, it announced a breakthrough for its Bitcoin Artificial Intelligence model mining tool. The Method C AI Oracle provides a 30% improved performance compared with other methods. The company is seeking a chip manufacturing partner to produce a commercial product.
Premier African Minerals (PREM) has raised £540,000 at 0.02p/share. This is interim funding following the decision not to proceed with the fundraising at 0.0275p/share because the retail offer did not raise enough to reach a total raising of £3.5m. The company will require more cash and I talking to its offtake partner.
MAIN MARKET
LED lighting and wiring accessories supplier Luceco (LUCE) had a strong fourth quarter despite the tough market conditions for some parts of the business. Trading was better than forecast with a modest improvement in pre-tax profit to £21.9m expected. Net debt is expected to be £69m.
Dukemount Capital (DKE) had £28,000 in cash at the end of September 2024, while net assets were £59,000.
Neuchatel Investment is subscribing for 29.9% of Aseana Properties Ltd (ASPL). This is expected to raise $5.45m at $0.08 cents/share.
Andrew Hore
Quoted Micro 11 November 2024
Cross border e-commerce technology company Samarkand Group (SMK) reported a dip in revenues of 22% to £6.3m, with owned brands increasing their contribution by 14% to £4.1m. The loss has been reduced even before the £1.08m gain on the disposal of a brand. Net debt is £2m. The switch to focusing on owned brands will continue.
Wind-based hydrogen production technology developer Hydrogen Future Industries (HFI) says turbine testing has been delayed because of a fault in the control unit. Replacement parts should arrive by the end of the month. Schneider Electric is providing software to help analyse data for the feasibility study at Whitehall in Montana. Concept testing of the electrolyser continues, and efficiency is more than 97%. Neil Ritson has become executive chairman.
Unicorn Asset Management has taken a 5.42% stake in Equipmake (EQIP).
Pitch Pit has changed its name to Meme Vault (MEME) and will become an investment company focused on cryptocurrency and Web3 technologies. A new subsidiary will be set up in UAE. Chandila Fernando and Judith Hough will no longer be joining the board. The planned £500,000 placing is not taking place, but there will be an alternative fundraising.
DXS International (DXSP) chairman Bob Sutcliffe bought 35,000 shares at 1.3p each and he owns 1.8% of the healthcare IT developer. Earlier in the week, Hybridan published updated research and said that “management is focused on cashflow control until new NHS sales resume, when there could be significant revenue growth”. It argues that this is not reflected in the current share price.
Mendell Helium (MDH) has an option to acquire M3 Helium, which has acquired 85% interests in three further wells on the western side of the Hugoton gas field in Kansas. Two of the wells are in production and the third could be used as a water disposal well, which will reduce costs. No consideration is payable. The wells are breaking even.
Fenikso (FNK) has doubled its convertible loan to AIM-quoted Coro Energy (CORO) to £500,000. Tom Richardson, chairman of Fenikso is also a director of Coro Energy.
Ormonde Mining (ORM) investee company TRU Precious Metals, where it owns 36.3%, has announced results of copper exploration at the Golden Rose project in Newfoundland. Copper grades were up to 3.7% and some samples included zinc.
Jack Keyes has decided not to join the board of Oscillate (MUSH) as technical director. He is still undertaking hydrogen exploration work for the company.
ProBiotix Health (PBX) company secretary Mark Collingbourne has acquired 80,000 shares at 5.5p each.
AIM
Fabless silicon chip designer and manufacturer EnSilica (ENSI) slipped into loss in the year to May 2024, but there are already contracts in place for a bounce back to profit this year. EnSilica generates cash from operations, but it spent £6.1m on capitalised development. Chip supply generated flat revenues of £2.9m out of group revenues of £25.3m, up from £20.5m in the previous year. Chip supply revenues should start to build up from this year and that will sharply boost profitability. It can take two years or more for chip supply to begin and then production is built up to its peak, so there is built in growth for many years. Singer forecasts a 2024-25 pre-tax profit of £2.7m, doubling to £5.5m next year.
Membrane free electrolyser developer Clean Power Hydrogen (CPH2) has entered into a licence agreement with Lisheen H2 Energy Park, trading as Hidrigin, for the rights to manufacture MFE220 electrolyser units for its own use up to 2GW. This could be worth multi-million Euros. Hidrigin owns the 122MW Lisheen solar park and has funding for other developments. The licence fee will be payable in stages. Separately, there is a sale of a 1MW MFE220 electrolyser unit.
This week there was good news from professional services firm DSW Capital (DSW) with its trading statement following the acquisition earlier this week of DR Solicitors for £6.1m in cash and shares, which will reduce dependence on M&A. DR Solicitors has a client base of doctors, consultants and primary care providers. The latest annual pre-tax profit was £1.2m. The deal should be hugely earnings enhancing. Trading has been gradually improving in the first half. First half profit will be slightly lower at £100,000, but the full year pre-tax profit is expected to recover from £500,000 to £1.4m. A further jump to £2.5m is forecast for 2025-26. The interims will be published on 27 November.
Shell company Selkirk Group (SELK) raised £7.5m at 2.4p/share ahead of joining AIM this morning. The focus is undervalued consumer, technology and digital media businesses. Executive chair Iain McDonald says: “We have chosen to IPO on AIM because, despite the prevailing negative narrative, AIM is still a very attractive market for small, fast-growing companies”.
Electronics and battery products supplier Solid State (SOLI) had a tough first half but it says trading is in line with expectations in the first half and the second half should be better. Interim pre-tax profit has slumped from £7.3m to £2.5m. The components market has returned to normal, and first half revenues declined. Political uncertainty has hampered defence system orders. Last year’s defence revenues were exceptionally strong due to early deliveries, and a decline was expected. That is why full year underlying pre-tax profit is set to fall from £15.6m to £10.1m.
Hummingbird Resources (HUM) has announced a debt restructuring and possible bid. Delays in ramping up production at Kouroussa have strained the balance sheet and $30m of debt repayments have been deferred. Net debt was $155m at the end of September 2024, while trade and other payables were $152m. Nioko Resources, which owns 41% of the gold miner, is proposing a partial debt-to-equity conversion at 2.6777p/share, which would take its stake to 71.8%, and potential bid and cancelation of the AIM quotation. Geoff Eyre has been appointed interim chief executive.
Feedback (FDBK) raised £6.1m at 20p/share, which was a massive discount to the previous market price, which fell to 19.5p. This includes £530,000 raised via a WRAP retail offer of up to £1m. The cash will finance the rolling out of the Bleepa medical imaging communications product and take advantage of a collaboration with a provider of primary care IT services that will use Bleepa to streamline referrals between primary care, Community Diagnostic Centres and community care. The nominal value of shares will be reduced to 1p.
Futura Medical (FUM) has completed two proof of concept studies on new products for the treatment of sexual dysfunction in men and women. Eroxon Intense is a range extension for the existing Eroxon topical product for erectile dysfunction. This provides a stronger sensation. A preferred formulation will be tested next year and regulatory approval is expected by the end of 2025. WSD4000 is a topical treatment for women that treats symptoms such as lack of desire and lubrication. The next stage is a home user study, and results are expected in the first quarter of 2025. A pre-submission meeting with the FDA has happened and there will be another to help design a clinical study. There are discussions with potential partners.
Broadband services provider Bigblu Broadband (BBB) admits that it is in discussions with alternative investment manager Salter Brothers on a possible sale of the SkyMesh subsidiary. The transaction is subject to final terms and financing. This would be the latest asset disposal for Bigblu Broadband.
CleanTech Lithium (CTL) says that the pre-feasibility study for the Laguna Verde project has been delayed until the first quarter of 2025. Additional engineering work is required due to the location of the carbonation plant in Copiapo. An option for onsite renewable power will also be included. Lithium carbonate should be produced from the pilot plant in November.
Digital media publisher Digitalbox (DBOX) has added to its portfolio of digital media brands by acquiring the entertainment business of GRV Media. The assets are CelebrityTidbit.com, RealityTidbit.com and TheFocus.news. They generated revenues of less than £800,000 and they fit with Entertainment Daily and The Tab.
Synergia Energy (SYN) has raised £632,500 at 0.05p/share. There has also been the conversion of £296,000 of loans and £83,000 of fees into shares. The shares come with a warrant exercisable at 0.1p each. This provides funding for the Medway Hub Camelot carbon capture and storage joint venture with Harbour Energy. Synergia Energy wants to farm out up to 25% of the project. There should be a significant increase in production at the Cambay PSC, where a farm out of a 50% interest to Selan Exploration has been completed, from the second quarter of next year.
Kodal Minerals (KOD) joint venture partner Hainan Mining says that the $15m owed to the Mali government should be paid by Kodal Minerals and not the joint venture that owns the Bougouni lithium project. Kodal Minerals disagrees.
Optimer binders developer Aptamer Group (APTA) continues to win new contracts and it has added contracts worth up to £471,000 in the third quarter. This is work from a number of clients and many are repeat customers. Some of the existing customers are reaching a point where they are considering long-term licences. Booked revenues have reached £1.2m for 2024-25. The potential pipeline has increased to £4m.
MAIN MARKET
Cybersecurity company Narf Industries (NARF) says 2024-25 revenues should be at least $5m and they could rise to $8m in the following year. In the 15 months to March 2024, revenues were $7.6m. The dip in revenues is due to a switch in focus to commercial sales rather than the dependence on government funded development, as well as delays in US funding. Thereby building recurring revenues.
Foams manufacturer Zotefoams (ZTF) revenues are accelerating with third quarter growth of 54% and year to date improvement of 23%. Footwear sales are fuelling this growth, helped by the Olympics boosting Nike demand, but other parts of the business are also growing. Operational efficiency is increasing margins.
Andrew Hore
Quoted Micro 4 November 2024
AQUIS STOCK EXCHANGE
Rebel shareholders failed to win any of their three resolutions, including the removal of the chief executive, at the requisitioned general meeting of ProBiotix Health (PBX). Broker Peterhouse said that major shareholder OptiBiotix Health (OPTI) was not allowed to vote its shares at the meeting because of the relationship agreement from the flotation of the probiotics developer. OptiBiotix Health owns 53.5 million shares, and the votes were lost by less than 36 million shares.
Surgical treatments provider One Health Group (OHGR) interim revenues were more than one-fifth higher at £13.4m. New patients increased by 29%. The second half is likely to better than expected. That means that full year EBITDA should be higher than £1.9bn. There was cash of £4.9m at the end of September 2024. A move to AIM is being considered.
Aquis Exchange (AQX) and Cboe Europe are assessing a joint bid to provide an EU consolidated tape of stock trades. The European Commission has decided to create a single entity to operate a real-time, trade consolidated tape. The European Securities and Market Authority will select the business to take on the role. The plan is for the two companies to set up a joint venture called SimpliCT, which will be based in the Netherlands, to bid for the role of equity consolidated tape provider.
Luxury prize draw organiser Good Life Plus (GDLF) has achieved £330,000 in monthly recurring revenues. There are more than 40,000 subscribers and churn has been reduced. In the six months to July 2024, revenues were £1.69m. There was a £2.21m cash outflow from operating activities. There was a fundraising after the balance sheet date. Richard Johnston has been appointed as finance director.
Macaulay Capital (MCAP) investee company Vale Foods has repaid a £125,000 loan and this has been reinvested in shares in the latest fundraising of £430,000. A £100,000 loan has been made to another investee company.
Health IT provider DXS International (DXSP) has won its first NHS commercial contract for its AI ExpertCare Clinical Decision Support product. In the year to April 2024, revenues were 2% ahead at £3.31m, There was an impairment charge of £4.38m. Even without that write-down the company fell into loss. Chairman Bob Sutcliffe bought 50,000 shares at 1p each and 133,333 shares at 1.5p each. He owns 1.74% of the company.
KR1 (KR1) had net assets of 62.15p/share at the end of September 2024. The income from digital assets was £592,000 during September.
Social commerce platform investor WeCap (WCAP) says WeShop is considering a listing. If its convertible loans are converted into shares WeCap would own 16% of WeShop. The investment in Bio2pure of £100,000 has been written down to nil. At the end of April cash was £49,000 and net assets were £7.39m.
Rogue Baron (SHNJ) says Sinju Japanese Whisky will be available in the US in the third week of November. The latest shipment of 800 cases has been presold.
Marula Mining (MARU) is stockpiling ore at the Kinusi copper mine. Samples have been sent to South Africa for test work and the results will help to design the first phase of the processing facilities. Three trial shipments are about to be sold.
Fenikso (FNK) is launching a share buyback of up to 49.3 million shares. A further $404,000 has been received in loan repayments. The remaining loan is worth nearly $39m.
Chris Akers’ stake in Oscillate (MUSH) has been reduced from 5.94% to less than 3%. Peterhouse Capital has also reduced its stake below 3%. Jonathan Neame has bought 7,000 Shepherd Neame (SHEP) shares at 569.5p each.
Investment Evolution Credit (IEC) raised £475,000 at 1p each and there is a broker option to issue up to three million more shares.
Unigel Group (UNX) is paying an interim dividend of 1.5p/share on 22 November.
First Sentinel has resigned as corporate adviser of Vulcan Industries (VULC).
AIM
Energy supplier and energy efficiency services provider Good Energy (GOOD) received an unsolicited bid from Dubai-based Esyasoft Holding Ltd. Esyasoft offers a range of products. They include the Smart Grid Suite, which is a cloud-based integration platform that manages workflow and communications between utilities and meters and an energy mobility business.
Payments technology developer Eckoh (ECK) is recommending a 54p/share bid from funds managed by Bridgepoint Advisers II. The bid values Eckoh at £169.3m. The share price has not been at that level since the end of 2022, but it is the price indicated back in August. The bid values Eckoh at 20 times prospective 2025-26 earnings.
Nexus Infrastructure (NEXS) is spending some of its cash pile on Coleman Construction & Utilities, which is involved in civil engineering for water and marine sectors. This diversifies the business away from housebuilding infrastructure. The purchase will cost up to £4.4m and be immediately earnings enhancing – EBITDA was £700,000 last year. Trading is in line with expectations and the loss should be halved to £2.4m in the year to September 2024. A small loss is still expected this year.
Emmerson (LON: EML) says it filed an appeal against the unfavourable recommendation for its ESIA application for the Moroccan potash project, but the regional authorities say that they cannot examine the ESIA submission again. Emmerson subsequently notified the Moroccan government of an investment dispute and argues that the government is violating an agreement between the UK and Morocco. The dispute can be submitted to the International Centre for the Settlement of Investment Disputes. Prior to this, the company is seeking cash compensation from the government. Emmerson is trying to reduce its cash burn, but that will mean that there will be no progress with the development of the project. Two non-executive directors are stepping down and the two remaining non-executives will take fees in shares, while the chief executives pay will be reduced by two-fifths.
Construction dispute and expert witness services provider Diales (DIAL) says that there will be a small improvement in revenues and profit in the year to September 2024. Pre-tax profit will be at least £1.1m, up from £1m. The cost base has been reduced. Net cash is £4.3m. Diales is pulling out of the US. It will still have a Canadian operation, and South America is handled from Spain.
MicroSalt (SALT) has received an initial purchase order for 50,000lbs of low-sodium salt from a major food and drink manufacturer for one of its product lines. Annualised volumes should be 200,000lbs and there could be orders for two other products. There is also a follow-on order from a B2B customer and the 63,860lbs will be delivered in January. Two other B2B orders have been won.
Tlou Energy (TLOU) is seeking shareholder approval at its AGM to leave AIM. The shares will still be traded on the ASX and the Botswana Stock Exchange. Interest in the company has dwindled and the departure will save money. UK shareholders are offered the chance to transfer their holding to the ASX depositary in exchange for ASX-listed shares at no cost. Tlou Energy released a first quarter update indicating progress with the Lesedi CBM gas-to-power project in Botswana. First electricity sales are expected in the middle of next year. There was an operating cash outflow of A$800,000, plus A$1.7m of capital investment in the period.
Cleaning services provider React (REAT) has made the earnings enhancing acquisition of 24hr Aquaflow Services for £5m plus contingent payments of up to £2.4m. It will still be enhancing after a £1.1m placing at 81p/share. 24hr Aquaflow Services is a drainage and plumbing services provider. This adds to group services.
Shield Therapeutics (STX) generated $7.2m from 43,500 ACCRUFeR prescriptions in the third quarter, which was slightly lower than forecast. The average net selling price is $167, and this could rise to $192 in the fourth quarter. Total nine-month revenues are $20m and the 2024 figure should hit $31.5m. Management admits that more cash will be required, and costs are being reduced. Sallyport is providing a $15m facility, up from $10m previously, and AOP Health has agreed to subscribe $10m for shares at 4p each.
Prospex Energy (PXEN) says third quarter gas production of its Italian interests, where it has a 37% stake, was 76,910scm/day. Prospex Energy’s net revenues for the quarter were €1m, which is a record. There should be a further increase in gas production in the fourth quarter.
Deltic Energy (DELT) says wireline logging and fluid sampling confirm the gas discovery at Selene in the North Sea, where it has a 25% working interest. The reservoir quality is better than expected, but it is deeper than anticipated which means that recoverable gas volumes of 131bcf are lower than previous estimates of 320bcf. This should still be economically viable. Further work is required, though.
Transport technology services provider Microlise Group (SAAS) has been hit by a cyber security incident. This has disrupted services, and they are currently inactive. Cyber security specialists have been appointed.
MAIN MARKET
Tin projects developer First Tin (1SN) has raised £8m at 6p/share. The cash will go towards the Taronga project in Australia and funding the enhancements highlighted in the definitive feasibility study. This could increase the project NPV to A$400m. The environmental impact statement will be completed so that initial project work can commence. There will also be cash to progress permitting at the Tellerhauser project in Germany.
Mears (MER) says trading is strong and margins are improving. The 2024 figures will be better than expected with revenues of £1.13bn and pre-tax profit of at least £60m.
A general meeting has been requisitioned at nanomaterials developer Nanoco (NANO) by Milwood Fund, which wants two of its employees to be given board seats. It appears Milkwood may want to sell assets and turn Nanoco into a shell.
Motor dealer Caffyns (CFYN) is selling its freehold premises in Lewis to Lidl for £4.65m, which is equal to book value. The pension fund will receive £2.4m and the rest will reduce debt. The Lotus dealership will be relocated.
Critical Minerals (CRTM) is making progress with the Molulu copper cobalt project in the DRC and is on course to start delivering ore. Two additional mineralised zones have been identified. Terms of a new offtake agreement have been secured with OM Metals following good copper grades from ore testing. Since the balance sheet there has been a £455,000 investment by NIU Invest.
Andrew Hore
Quoted Micro 21 October 2024
AQUIS STOCK EXCHANGE
ProBiotix Health (PBX) has sent out a circular for the requisitioned general meeting on 1 November. The meeting has been requisitioned by Seneca Partners and related investors that hold 5.46% in total. Seneca Partners is also an investor in AIM-quoted OptiBiotix Health (LON: OPTI), which is also unhappy with the current management, but a relationship agreement means that it could not requisition a general meeting. OptiBiotix Health and related individuals own 37.95% and will vote in favour of the resolutions. ProBiotix Health wants to block these shares from being voted. The first resolution is to remove the chief executive Steen Andersen and the second is to remove non-exec Frederik Bruhn-Petersen, whose firm recently subscribed for shares, a funding that OptiBiotix Health was unhappy about. Seneca Partners and OptiBiotix Health are also unhappy that the chief executive wanted to leave the Aquis Stock Exchange.
Marula Mining (MARU) is finalising negotiations to establish a new joint venture with a Chinese battery manufacturer and lithium offtake partner at the Blesburg lithium and tantalum mine. This would be for a lithium acid leaching processing plant, which could be commissioned by next summer. This will use spodumene from the mine and could produce 2,000 tonnes of high-grade lithium product each year. A subscription of £750,000, which comes through the issue of 15 million shares at 5p each via the AUO Commercial Brokerage LLC subscription agreement, will be used to fund the installation of an ore sorter at Blesburg and the costs of other projects. Gathoni Muchai Investments, where Marula Mining board member Jason Brewer is a director, bought 430,000 shares at 5.96p each.
At the end of the three months to September 2024, Arbuthnot Banking (ARBB) customer deposit balances were £3.8bn and customer loans £2.5bn. Funds under management and administration have grown 18% to more than £2bn in the nine months to September 2024. Arbuthnot Banking has completed its move to new offices in the City of London. Management is assessing the proposed new capital rules and deciding if strategy changes will be required. The Budget could also affect strategy.
Substrate Artificial Intelligence (SAI) intends to leave the Aquis Stock Exchange, although it will remain on the BME growth market in Spain. The cancellation of trading on Aquis will happen on 15 November.
Invinity Energy Systems (IES) is extending the expiry date of the 8.67 million options, exercisable at 175p/share, held by Gamesa Electric to 10 May 2025. Employee share options will be extended until 21 November 2029.
Mendell Helium (MDH) has agreed to sell its plant-based health and wellness business to Orsus Therapeutics, which will leave the seller with a 28% stake plus six million warrants in the buyer. This is conditional on shareholder approval. The Orsus Therapeutics shares may be distributed to Mendell Helium shareholders. Mendell Helium has an option to acquire Kansas-focused M3 Helium.
Inqo Investments (INQO) has made an investment in Empower Clean Cooking. Uganda-based Empower produces biomass pellets for cooking fuel.
Vehicle electrification technology developer Equipmake (EQIP) is supplying its zero emission drivetrain for use in Textron Safeaero 220 airside de-icing vehicles. There were successful trials earlier in the year.
Former Made Tech (MTEC) finance director Deborah Lovegrove has taken on the same role at All Things Considered (ATC).
AIM
Pulsar Helium Inc (PLSR) shares were already trading on TSX-V and the OTCQB Venture Market and the additional cash raised by coming to AIM on 18 October and raising £3.875m at 25p/share. This will fund further exploration in of the Topaz helium project in northern Minnesota, close to the Canadian border. So far, an appraisal well has been drilled and this confirmed the presence of helium. This will be drilled deeper. There were 1.47 million shares traded on the first day. Having opened on 29p the shares closed the day at 27.5p.
Mothercare (MTC) shares returned from suspension following the 2023-24 results publication and refinancing. There is a new £8m two-year loan facility from Gordon Brothers, which receives 43.4 million warrants exercisable at 8.5p/share. There is also a joint venture with Reliance Brands, which will acquire 51% for £16m, covering the Indian sub-continent. In the year to March 2024, underlying pre-tax profit dipped from £3.4m to £3.1m. Overall revenues continue to decline, and Cavendish expects a small loss this year.
Joshua Alliance is offering 40p/share in cash for each share in N Brown Group (BWNG). The share price has not been this high since February 2023. The Alliance family and related parties already own 53.4% of N Brown. The bid values the fashion brands company at £191m. The chief executive and finance director of N Brown will elect for a share alternative.
Motor dealer Vertu Motors (VTU) had a strong September sales period, and it continues to outperform the sector, particularly in electric vehicle sales. Strong aftersales business and a stabilised second hand car market means that the outlook is positive. In the six months to August 2024, revenues were 3% ahead at £2.49bn. Full year revenues are expected to be flat and pre-tax profit slightly higher at £38m. NAV of 112.8p/share is forecast. A further £3m share buy back is planned.
Weak interior design markets, particularly in the UK, hit interim the figures of Sanderson Design Group (SDG). The timing of licensing revenues exacerbated the downturn in underlying pre-tax profit from £6.8m to £2.2m. The dividend has been reduced by one-third to 0.5p/share. Net cash fell to £9.6m at the end of July 2024.Trading continues to weaken with a 10% downturn in revenues so far in this financial year. The aftermath of the UK Budget and the US election could determine the full year outcome. Investec has reduced its pre-tax profit forecast by 8% to £7.5m, down from £12.2m last year.
Digital mental health services provider Kooth (KOO) says the State of Pennsylvania has terminated its contract with the AIM company. The contract started on 11 October 2022 and the end date was extended from June 2024 to June 2025. However, there is a right to terminate with a 30-day notice period. Kooth says that it was negotiating a new contract, and it is unsure what the status of ongoing work will be. When it was announced, the contract was said to be worth $3m in its pilot year.
Approval for further development of the Wressle field in Lincolnshire has been revoked, because of a legal challenge that greenhouse gas emissions were not taken into account in the original decision. Union Jack Oil (UJO) has a 40% interest in the Wressle development and Europa Oil & Gas (EOG) owns 30%. A revised application for Wressle can be made with additional data on emissions. The existing production continues.
Executive search company Norman Broadbent (NBB) says third quarter revenues are 16% lower than last year at £2.7m. Even so, it was the strongest quarter of the year. September was particularly strong.
CloudCoCo (CLCO) is selling its managed IT services business for £9.2m. This will discharge liabilities, including the MXC loan notes, and leave cash of £950,000. If the sale does not go ahead management will need to consider if there is a future for the group. There are also discussions concerning the sale of the Connect business. The focus will be on the product reseller business.
Decision making software provider ActiveOps (AOM) grew first half revenues by 9% to £14.3m. Annualised recurring revenues are £26.2m. Net revenue retention is 1085. There is cash of £13.4m. Demand is being driven by organisations needing to reduce the cost base. Investment in sales will pay off next year.
Iodine supplier Iofina (IOF) is on course to meet iodine production guidance for this year. There was 163.9 metric tonnes produced in the third quarter. Iodine prices have been higher than in the first half when they were $66.84/kg.
Armadale Capital (ACP) proposes a cancellation of the AIM quotation because it believes that being public does not benefit the company because of the costs. Armadale Capital needs to reduce the cash burn and sell non-core assets. The resources company can be more flexible as a private company. A general meeting will be held on 1 November.
Emmerson (EML) says that the regional authority in Morocco have made an unfavourable environmental recommendation relating to the Khemisset potash project. The full decision is not yet available. Emmerson had previously appealed against the regional authority’s decision not to approve the project under environmental grounds.
MAIN MARKET
Online travel hostel agency Hostelworld (HSW) has moved into a net cash position and trading is in line with expectations even though there has been a small fall in revenues in the nine months to September 2024 due to lower average booking values. Direct marketing costs are down from 51% of revenues to 46%, while operating costs are also lower. Four-fifths of bookings are from social media. Capital allocation policy is being assessed.
Kitchenware retailer ProCook Group (PROC) says second quarter trading shows it is outperforming the market. Interim revenues are 8% ahead at £28.3m with like-for-like revenues 4% higher. The fastest growth is in ecommerce, helped by the relaunch on Amazon, but retail is also recovering. Higher inventory levels meant that net debt has moved up to £4.2m.
Property investor Town Centre Securities (TOWN) is no longer a REIT. That means that there is more flexibility for the business. EPRA net tangible assets slipped 2.5% to 277p/share at the end of June 2024. The loan to value ratio is 50.8%. The final dividend is 2.5p/share.
The space sector is attracting more investment and Seraphim Space Investment Trust (SSIT) will benefit. In the year to June 2024, the NAV improved from 92.9p/share to 96.2p/share, helped by share buy backs. Many of the investment portfolio are reaching maturity and Astroscale has floated on the Tokyo Stock Exchange.
Shell company Dukemount Capital (DKE) has raised £98,500 from a share issue at 0.025p/share and £51,500 from convertible loan notes with the same conversion price. Loans were previously converted into shares and £300,000 was raised earlier in the year at 0.04p/share. Th outstanding warrants are being repriced to 0.0375p. Richard Edwards has joined the board, and he owns one-quarter of the company.
Andrew Hore
ProBiotix Health #PBX – Publication of Circular and Notice of Requisitioned General Meeting
Further to the Company’s announcement on 25 September 2024, ProBiotix Health plc, the life sciences business developing probiotics to support cardiometabolic health, announces that today it will be publishing a circular to Shareholders (the “Circular”) containing details of a requisitioned general meeting of the Company (the “Requisitioned General Meeting”). The Requisitioned General Meeting will be held at 10:00 a.m. on 1 November 2024 at the offices of BPE Solicitors LLP, St James House, St James Square, Cheltenham , GL50 3PR.
For the reasons set out in the Circular, the Directors of ProBiotix, other than Stephen O’Hara ( the “Independent Directors”), unanimously recommend that Shareholders VOTE AGAINST ALL THE RESOLUTIONS being proposed at the Requisitioned General Meeting. Stephen O’Hara is a Non-executive Director of the Company and is also Chief Executive of OptiBiotix Health plc. As such, he has a conflict of interest and has not been involved in the considerations of the Independent Directors.
Extracted information from the Circular is set out below. Words and expressions defined in the Circular have the same meaning in this announcement. The Circular will also be made available shortly on the Company’s website at: www.probiotix-ir.com.
For further information, please contact:
ProBiotix Health plc |
https://probiotixhealth-ir.com/ |
Steen Andersen, Chief Executive Officer |
Contact via Walbrook below |
Peterhouse Capital Limited (Aquis Corporate Adviser and Broker) |
|
Mark Anwyl |
Tel: 020 7220 9793 |
|
|
Walbrook PR Ltd |
probiotix@walbrookpr.com |
Anna Dunphy |
Mob: 07876 741 001 |
|
This announcement contains information which, prior to its disclosure, was considered inside information for the purposes of the UK Market Abuse Regulation and the Directors of the Company are responsible for the release of this announcement.
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
Publication of the Circular |
15 October 2024 |
Latest time and date of receipt of Forms of Proxy |
10:00 a.m. on 30 October 2024 |
Requisitioned General Meeting |
10:00 a.m. on 1 November 2024 |
Dear Shareholder,
ProBiotix Health plc (“ProBiotix” or the “Company”)
Notice of Requisitioned General Meeting
1. Introduction
As announced on 25 September 2024, Platform Securities Nominees Limited (“Platform”) submitted a requisition notice to the Company on 24 September 2024 (the “Requisition”).
Platform is the legal holder of 8,643,583 ordinary shares of 0.05p each in the Company (“Ordinary Shares”), held as nominee on behalf of Seneca Partners (“Seneca”). The Ordinary Shares held by Platform include the interests of Seneca EIS (c/o WCS Nominees Ltd), Seneca Growth Capital and the personal holdings of six individuals connected to Seneca, which together represent 5.46 per cent. of the Company’s current issued share capital.
The Requisition requires the Company to call a general meeting (“General Meeting”) of the Company’s shareholders (“Shareholders”) pursuant to section 303 of the Companies Act 2006 (“Act”), to consider the resolutions proposed in the Requisition (“Resolutions”).The Resolutions to be tabled at the General Meeting propose to remove 2 existing Directors of the Company and any other Directors appointed after 24 September 2024.
The Requisition includes a statement from Seneca which the Company is required to circulate to Shareholders in accordance with section 314 of the Act (“Statement”). The Statement is set out in the Appendix at the end of this document. The board of directors of the Company (“Board”) has not taken steps to verify the accuracy of the Statement and does not in any way support the statements contained in the Statement.
The Requisition has been made in the context of an ongoing and aggressive campaign by OptiBiotix Health plc (“OPTI”), the Company’s main shareholder, to directly influence the management and future direction of ProBiotix, by pressing for the dismissal of Steen Andersen, the Company’s CEO. These activities are in breach of OPTI’s contractual obligations to not interfere with the running of the Company.
The purpose of this letter is therefore to provide Shareholders with detailed information about the background to the Requisition and for the Independent Directors to unanimously recommend that Shareholders VOTE AGAINST ALL the Resolutions to be proposed at the General Meeting.
2. Background to the Requisition
As Shareholders will be aware, ProBiotix was demerged from OPTI, and the Ordinary Shares were admitted to trading on the Aquis Growth Market, in March 2022 (“Admission”).
At the time of Admission, OPTI and its Chief Executive, Stephen O’Hara (“SOH”) (who was then also Chief Executive Officer of the Company), were required to enter into a Relationship Agreement (“Agreement”) to ensure that ProBiotix was able to carry on its business independently of OPTI and to regulate the relationship between the Company and OPTI on an arm’s length and normal commercial basis. Further information on the Agreement is set out in paragraph 5 below.
Since Admission, the Company and OPTI have taken mutually agreed steps to operationally separate the two businesses, a process which, as announced on 30 August 2024, is expected to be finally completed by the end of 2024.
In early July 2024, however, despite the explicit terms of the Agreement, Neil Davidson, Chairman of OPTI, told me, as Non-executive Chairman of PBX, that OPTI wanted Steen Andersen to be dismissed from his position as Chief Executive Officer of the Company. Since then, I have been repeatedly and aggressively pressured by Neil Davidson to dismiss Steen Andersen.
On 4 September 2024, ProBiotix announced that it had raised £1.23 million through a subscription for Ordinary Shares (“Subscription”).
On 5 September 2024, OPTI released a hostile RNS, alleging improprieties with the shareholder authorities pursuant to which the Subscription shares were issued. PBX refuted these allegations in an announcement issued on 6 September 2024.
On 6 September 2024, I received a letter from OPTI, again demanding the dismissal of Steen Andersen, and threatening to requisition a General Meeting of ProBiotix if we failed to comply with that request by a given date. That letter said that OPTI had consulted with another “major shareholder” about its threatened requisition. Based on the information given in the OPTI letter, that “major shareholder” can only have been Seneca.
Any direct requisition request from OPTI would be in breach of the terms of the Agreement and no such request has ever been received from OPTI.
On 24 September 2024, the Company received the Requisition on behalf of Seneca.
3. The Seneca Requisition
The Statement from Seneca is set out in the Appendix at the end of this document. The Company’s response to Seneca’s representations is set out below.
Earlier this year, ProBiotix sounded out potential investors about raising further funds (“Fundraise”) for the Company. At the time, there was limited market appetite to inject fresh capital and, when approached about participating in the Fundraise, Seneca declined the offer to participate in the Fundraise. OPTI were also made aware of the Fundraise and the chance to invest, but were also not forthcoming with funds.
Subsequently, the Company announced its results (on 28 June 2024) for the year ended 31 December 2023, which included an emphasis of matter with regard to the Company’s cash position and its future working capital requirements.
In April 2024, in the context of the Fundraise, ProBiotix held initial discussions with successful Danish investor and entrepreneur, Frederik Bruhn-Petersen, who had expressed an interest in making a significant investment in the Company. In August 2024, following further discussions between Mr Bruhn-Petersen and the Company, it was agreed that a company associated with Mr Bruhn-Petersen would subscribe £1.23 million for Ordinary Shares representing approximately 23 per cent. of the Company’s enlarged issued share capital.
The proceeds of the Subscription allowed the Company to state that it now expected to be “fully funded, enabling it to fulfil all its working capital requirements with no recourse for further funding.” Given its recent unsuccessful attempts to raise money, the Board felt that this significant contribution from a supportive shareholder was an unquestionably successful outcome for all Shareholders.
Moreover, the Subscription represented the most efficient route to secure funds quickly and cost effectively, with minimal associated costs.
The August 2024 negotiations about the Subscription took place when the Company’s share price was trading at a mid-price of 4p. In his negotiations with the Company, Mr Bruhn-Petersen referenced market transactions in Ordinary Shares on 20 August 2024, 21 August 2024 and 23 August 2024, which all took place at 3.35p per share. As a result, 3.35p was therefore agreed to be the reference market price for the Subscription and Mr Bruhn-Petersen agreed to pay a small premium to this market price – 3.36p per share. This agreement as to the Subscription price was reached on 30 August 2024.
After the necessary formalities of the Subscription were completed, the Subscription was announced on 4 September 2024, two business days after the Company’s interim results were published on 30 August 2024.
The share price rise between the announcement of the interim results and the announcement of the Subscription reflected the strength of the Company’s interim results and subsequent positive comment on those results.
Prior to the Company’s receipt of the Requisition, when the Company became aware that Seneca had expressed concerns about the Subscription, Seneca was approached about subscribing itself at 3.36p per share but declined that opportunity.
“Migration” to Denmark
At no time prior to the Requisition had Seneca communicated this ‘concern’ to the Company. However, the Company is aware that such a ‘concern’ had previously been expressed by SOH, on behalf of OPTI, to the Regulatory Department at the Aquis Stock Exchange.
In any event, the suggestion that our operations would move to Denmark now, or indeed at any point in the future, is fundamentally untrue.
When Steen Andersen was recruited to his post of Chief Executive of the Company, by SOH, his employment contract clearly stated that Steen would be working from Copenhagen. As a Danish national, and with increasing plans to grow the Company’s sales footprint in Europe, it would be logical that Steen Andersen would look to expand his team in this location. However, the Company continues to retain its marketing function in the UK and, as evidenced in recent announcements, the Company’s geographic expansion beyond Europe is clearly focused on the US, Latin America and Asia.
Regardless of the inaccuracy of Seneca’s assertions about migration to Denmark, it is nevertheless a depressingly xenophobic claim for anyone to make in the context of ProBiotix’s global aspirations.
4. The ‘Real’ Requisition
Given the background to the Requisition discussed above, the Company was surprised that, in OPTI’s response to the announcement of the Requisition on 26 September 2024, Chairman Neil Davidson felt able to comment in a way that implied OPTI was wholly detached from Seneca’s actions:
“I am sure that Seneca Partners have only taken this action as an institutional shareholder after much careful consideration and for good reason.
Shareholder activism led by institutional shareholders is an important aspect of corporate governance and should generally be seen as an indication that serious failings have been identified which need to be addressed in the best interests of all shareholders.”
The Company was equally surprised by the reference to “serious failings” in OPTI’s announcement, given the complete lack of evidence for this in the Statement and in reality. We totally refute these unfounded and unsubstantiated allegations, which are entirely without merit.
As Shareholders will have seen from some of our recent announcements, the growth trajectory of ProBiotix is robust and the Independent Directors believe that the Company will continue to prosper.
OPTI’s statement further underscores our belief that the Requisition is actually driven by OPTI’s agenda and its desire to regain control of ProBiotix for its own benefit only.
Relative Trading Performance
ProBiotix
ProBiotix continues to develop probiotics to tackle cardiovascular metabolic health and other lifestyle conditions which continue to affect increasing numbers of people across the world.
Although the Company is still at a relatively early stage of its journey, it is starting to make significant progress, as demonstrated by our recent strong trading momentum. This is in no small part thanks to the tireless efforts of your Chief Executive, Steen Andersen.
The Company’s interim results for the six months to 30 June 2024 demonstrated the ongoing momentum in the business, with turnover increasing 84 per cent. to £1.01m and gross profit margins rising significantly. It was also stated that current trading was showing strong momentum, as recently confirmed in our Q3 trading update (for the 9 months to 30 September 2024). This revealed sales increasing by 39 per cent. to £1.525m (2023: £1.099m) and gross profit up 40 per cent. to £0.87 million, with gross profit margins edging up to 58 per cent. (2023: 57 per cent. ).
Following the success of one of our key commercial US partners on Amazon and with the launch in 2,000 Target stores, a further sales push in the US is planned for Q4 2024. Moreover, two leading US supplement brands have successfully developed line extension products based on LPLDL®. Both companies are looking at 2025 product launches in both physical stores as well as online.
The short and medium-term focus of the Company remains to build its customer acquisition in Europe and to establish a commercial platform in North America. ProBiotix has previously set out its strategy, which details the belief of the Independent Directors that over the next five years the Company is on track to reach planned sales of at least £10m, while moving the balance of the business from bulk sales of LPLDL® to capture a larger part of the value creation and build up additional barriers around the business.
Driven by the successful stewardship of Steen Andersen, the Company has onboarded more than 10 new customers over the past two years and has established a strong sales pipeline with more than 30 active sales projects. Recent new strategic deals include commercial partnership agreements in China, with DanCare Health, in Greece, with Eifron SA, in the Ukraine with Deutsch-Pharm and in Mexico with Raff. Further distributor agreements are currently in negotiation which would open up yet more channels to the Company.
Since our demerger we have continued to win new distributor partnerships, gain more customers, reduce losses and, crucially, drive our sales higher.
OPTI
In marked contrast, the recent interim results for OPTI show a business (now smaller than ProBiotix in terms of sales) very clearly going in reverse.
In the six months to 30 June 2024, OPTI’s sales fell 21 per cent. to £276,000. (The Independent Directors believe that at least 20 per cent. of OPTI’s sales relate to online sales of the CholBiome® brand containing ProBiotix’s LPLDL®, which is sold by OPTI under a licensing agreement with the Company. This agreement is currently terminable by ProBiotix on giving 6 months’ notice.) During the same reporting period, OPTI’s operating losses increased 40 per cent. to £1.066m and the pre-tax loss jumped 51 per cent. to £2.8m (H1 2023: £1.85m).
As at 30 June 2024 OPTI had a cash balance of £1.26m. Based on these most recent numbers, the Independent Directors estimate OPTI to be burning c.£140,000 of cash every month due to a bloated overhead and its struggle to gain commercial traction for its products. The Independent Directors believe that if these monthly losses continue, OPTI will be forced to launch a rescue financing before the end of Q1 2025.
The Independent Directors believe that this is where the real reason for the Requisition lies – a dire and pressing need for OPTI to re-integrate ProBiotix and utilise ProBiotix’s cash to provide the funding OPTI will soon require.
5. Relationship Agreement and OPTI’s recent conduct
Under the terms of the Relationship Agreement dated 31 March 2022 between (1) OPTI, (2) Peterhouse Capital Limited (“Peterhouse”), (3) SOH and (4) the Company, OPTI undertook to act in the manner set out below as regards its shareholding in the Company:
(a) clause 3.1.1 of the Agreement requires OPT! to exercise its powers to ensure that the Company can carry on its business independently of OPT!.
Notwithstanding the provisions of clause 3.1.1, OPTI has spent the last four months actively pressing for the dismissal of Steen Andersen.
(b) clause 3.1.4 of the Agreement requires OPT! to exercise its powers to ensure that the Company is managed for the benefit of all members as a whole.
The removal of Steen Andersen as the Company’s CEO would cause immense disruption to the business of the Company, to the detriment of all Shareholders.
Incredibly, neither OPTI (nor Seneca) have ever suggested a replacement for Steen Andersen, merely requiring that he be dismissed. Leaving the Company leaderless at such a crucial juncture is not for the benefit of Shareholders.
The Company would be without a CEO for the period it took to find a replacement and would have to bear the cost of Steen’s lengthy notice period. Moreover, the Company’s employees in Denmark would very likely resign in protest, as they were recruited by, and are loyal to, Steen Andersen.
The Independent Directors believe that the dismissal of Steen Andersen would likely cripple the Company’s business. Such an action cannot be said to be for the benefit of Shareholders as a whole and so clearly breaches clause 3.1.4.
(c) clause 3.2.7 of the Agreement requires OPT! not to influence the day-to-day running of the Company or any member of the Company’s group.
Requiring Mr Andersen to be removed as a Director is a direct breach of this obligation.
(d) clause 3.3 of the Agreement requires OPT! not to requisition a shareholder meeting to consider (or exercise its voting control in favour of) a resolution to appoint or remove any director of the Company except with the prior written approval of Peterhouse.
In its announcement of 26 September 2024 reacting to the Requisition, OPTI said that it intended to vote its holding in support of the Resolutions proposed by Seneca. This would be a clear breach of clause 3.3 of the Agreement.
Under the terms of clause 5 of the Agreement, SOH undertook to the Company and Peterhouse that he would neither personally, nor in concert with OPTI, cause OPTI to breach clauses 3.1, 3.2 or 3.3 of the Agreement. Given his position as Chief Executive of OPTI and in light of assertions made to the Company by OPTI that all of its directors support the dismissal of Steen Andersen, the Independent Directors believe that SOH is also in breach of the Agreement.
The Agreement was specifically designed to protect all Shareholders from unnecessary and unwarranted influence by the Company’s major Shareholder, OPTI. The Independent Directors believe that the continual breaches of the Agreement by OPTI and its Chief Executive, SOH, demonstrate that neither OPTI nor SOH have any regard for their legal obligations under the Agreement or for Shareholders’ interests.
6. Steen Andersen
It is worth providing Shareholders with some further background as to the credentials of Steen Andersen and the rationale for his Board appointment. Mr Andersen was previously Chief Executive of probiotic specialist Bifodan, which developed and manufactured probiotics for the global dietary supplementary industry. He worked there for 10 years with the initial phase involving a turnaround of the business as the Company was in need of significant remedial work. Mr Andersen developed a clear strategy and shaped, as well as professionalised, the company which led to wider global sales and increased profitability; he took Bifodan through two exits within two years.
Bifodan was first sold to a US private equity house for 19x EBITDA (in 2019) and secondly (in 2021) to ADM (for 24x EBITDA) following its continued successful growth. When Mr Andersen joined the business, it was loss making and had sales of approximately £5m; when he left, sales had increased significantly to approximately £17m and it was highly profitable. During his tenure, new major customers he secured included Amway, Chr. Hansen, Takeda and Bayer. Moreover, the customer base grew from three customers which accounted for 80 per cent. of the business to a portfolio of 50 strong diversified customers with no single customer accounting for more than 10 per cent. of sales.
As further evidence of his ability to deliver, Non-Executive Director Marco Caspani has made the following comment:
“I have had the pleasure of working with Steen for over a decade, and during this time, I have come to deeply appreciate his extensive experience and profound knowledge in the industry. His expertise spans a wide array of areas, and he consistently brings strategic insights and pragmatic solutions to every challenge he encounters. This combination of strategic vision and a hands-on approach has been instrumental in driving the success of every business he has been involved with.
One of Steen’s greatest strengths is his exceptional ability to build and nurture strong, lasting relationships with key stakeholders, both internally and externally. Whether collaborating with colleagues or liaising with clients, Steen has cultivated a network of trust and cooperation that has greatly benefited our organisation. These relationships are invaluable, and his ability to manage and strengthen them is a testament to his outstanding interpersonal skills.
In my opinion the loss of Steen would pose a significant risk to the strategic development of our company. His departure could destabilise the crucial internal and client-facing relationships he has cultivated over the years, which would jeopardise our ability to maintain the momentum we have built under his leadership.”
When Mr Andersen’s appointment as Chief Executive was announced on 14 June 2022 (though there was a notice period for him to honour thereafter), SOH commented: “Steen’s industry reputation, network of contacts, experience and track record of growing sales and profitability will help accelerate the growth and recognition of ProBiotix Health in its next phase of evolution.”
Mr Andersen joined the Company officially on 2 January 2023 with the following comment made by SOH in the 2022 Annual Report (which was issued on 28 June 2023):
“This appointment was part of a long-planned strategy to appoint an experienced industry business leader to the Company to drive sales and profitability.”
The Independent Directors believe that all these comments remain accurate, particularly in light of the substantial growth ProBiotix has achieved and the positive opportunities ahead for the Company.
7. The Independent Directors’ opinion on the Requisition
The Independent Directors’ opinion on each of the Resolutions is set out below.
1. To remove Steen Andersen as Chief Executive
The Independent Directors (excluding Steen Andersen) confirm their undivided confidence in Steen Andersen and remain fully supportive of retaining him as Chief Executive.
Seneca and OPTI have given little grounds as to their reasons to remove Steen Andersen from his post of Chief Executive. Crucially, neither Seneca nor OPTI have ever suggested a replacement for Steen Andersen, merely requiring that he be dismissed. This is clearly not in the best interests of Shareholders and cannot be supported.
The Independent Directors (excluding Steen Andersen) therefore recommend that all Shareholders vote AGAINST Resolution 1.
The Independent Directors resolutely believe that, as a small company, Steen is a ‘Key Man’ risk and to lose him at this stage of our development would be a huge blow for the Company. As has been outlined, not only would his removal prove a costly exercise (not least due to no historic failings or need for any disciplinary procedure) it would put at risk a number of key customer relationships.
Recent news confirms that the Company is gaining distributors, winning new clients and growing its sales; this is due to a stable management structure under the leadership of Steen Andersen. Contrast this with OPTI, which, under SOH, has been through a number of executive Directors. The stability of quality management at ProBiotix is the driver to the success of our Company.
The Company has secured sizeable contracts and a number of new distribution agreements under Steen’s leadership, the full benefit of which will be felt in FY25 and beyond.
2. To remove Frederik Bruhn-Petersen as a Non-Executive Director
The Independent Directors (excluding Frederick Bruhn-Petersen) confirm they are fully supportive of retaining Frederik Bruhn-Petersen as a Non-executive Director.
The Independent Directors (excluding Frederik Bruhn-Petersen) therefore recommend that all Shareholders vote AGAINST Resolution 2.
The Independent Directors (excluding Frederik Bruhn-Petersen) believe that, following the Subscription and the commitment shown by the family business of Frederik Bruhn-Petersen (the father of Frederik Bruhn-Petersen, who shares the same name) it is entirely appropriate for Frederik Bruhn-Petersen to be a Non-executive Director of the Company. He provides a useful and complementary range of skills to the Board, as proven by his historic corporate track record.
3. To remove any person appointed by the Board, after the date of this notice*, as a Director of the Company.
* being 24 September 2024, the date of the Requisition.
ProBiotix has not appointed anyone else to the Board apart from Frederick Bruhn-Petersen and has no intention to appoint anyone else currently to the Board. This resolution would appear to be little more than an attempted ‘spoiling tactic’.
The Independent Directors therefore recommend that all Shareholders vote AGAINST Resolution 3.
8. General Meeting
As mentioned above, the General Meeting has been requisitioned by Platform pursuant to section 303 and 314 of the Act. Pursuant to section 314 of the Act, Platform have requested the Company to circulate to Shareholders the Statement at the same time as the Notice of General Meeting is circulated to them. The Statement is set out in the Appendix to this document.
A summary and brief explanation of the resolutions to be proposed at the General Meeting is set out below. Please note that this is not the full text of the Resolutions, and you should read this section in conjunction with the Resolutions contained in the Notice at the end of this document. The following resolutions will be proposed at the General Meeting:
Resolution 1, which will be proposed as an ordinary resolution, is to remove Steen Andersen as a Director of the Company.
Resolution 2, which will be proposed as an ordinary resolution, is to remove Frederik Bruhn-Petersen as a Director of the Company; and
Resolution 3, which will be proposed as an ordinary resolution, is to remove any person appointed by the Board, after the date of this notice*, as a Director of the Company.
*being 24 September 2024, the date of the Requisition.
The General Meeting will be held the offices of BPE Solicitors LLP, St James House, St James Square, Cheltenham GL50 3PR at 10.00 a.m. on 1 November 2024.
9. Action to be taken by Shareholders
A form of proxy for use at the General Meeting is enclosed. Whether or not you intend to attend the General Meeting in person, you are requested to complete and sign the form of proxy and return it to the Company’s Registrars at 3 The Millennium Centre, Crosby Way, Farnham, GU9 7XX, so as to arrive no later than 10.00 a.m. on 30 October 2024. The return of a form of proxy will not prevent you from attending the General Meeting and voting in person should you wish to do so.
10. Importance of the vote
The Independent Directors believe that Shareholders are faced with a stark choice. If the Resolution to dismiss Steen Andersen is approved, the Company will be in an extremely vulnerable position, which could also lead to the exit of other key personnel. Steen’s dismissal would trigger a high risk that the Company would lose its strategic direction, through the loss of significant sales and partnership agreements and thus disrupt the clear strategy towards profitability.
Neither Seneca nor OPTI have ever suggested a replacement for Steen Andersen; they simply insist that he be dismissed. The Independent Directors believe that to act as requested by Seneca and OPTI would be reckless and irresponsible and demonstrably not in the best interests of Shareholders. The proposal to dismiss Steen Andersen cannot be justified or supported.
Not only would the dismissal of Steen Andersen be costly, due to the sums which would be owed to him under his employment contract, but it would also leave the Company without the leadership it needs and the ability to continue to negotiate new customer agreements at a highly critical stage in its development.
For the many reasons set out in this document, the Independent Directors strongly urge shareholders to vote against the Resolutions and allow the Board to continue to drive value by furthering the expansion of your Company.
Now that the Company is finally fully funded, we can push decisively toward our medium term objective of delivering a business capable of achieving annual sales of at least £10m.
The continued leadership of Steen Andersen is absolutely fundamental to the successful execution of this strategy.
The dismissal of Steen Andersen is not in the best interests of Shareholders.
11. Recommendation of the Independent Directors
As Steen Andersen and Frederik Bruhn-Petersen are, respectively, the subjects of Resolution 1 and Resolution 2, they have not participated in the recommendation in respect of Resolution 1 and Resolution 2 respectively.
The Independent Directors (other than Steen Andersen in respect of Resolution 1 and Frederik Bruhn-Petersen in respect of Resolution 2) firmly believe that the Resolutions are NOT in the best interests of the Company and its Shareholders as a whole.
Accordingly, the Independent Directors (other than Steen Andersen in respect of Resolution 1 and Frederik Bruhn-Petersen in respect of Resolution 2) recommend that Shareholders vote AGAINST all the Resolutions as the Independent Directors, and parties associated with them, intend to do in respect of their aggregate shareholdings of 36,302,857 Ordinary Shares, representing 22.95 per cent. of the issued share capital of the Company.
Yours sincerely,
Adam Reynolds
Chairman“
Quoted Micro 14 October 2024
Cardio health probiotics products developer ProBiotix Health (PBX) increased sales by 39% to £1.53m and the gross profit margin is stable in the nine months to September 2024. This is due to a recent product launch on Amazon and in 2,000 Target stores. A commercial partnership with Mexico-based Raff should generate commercial sales of LP LDL as an ingredient in new products by late 2005/early 2006. There is no need for further funding. The company has appointed Frederik Bruhn-Petersen as a non-exec director. He represents the new 21% shareholder Holdingselskabet af 29. Juni 2010 Aps.
Invinity Energy Systems (IES) is pleased with the UK government’s announcement of a cap and floor regime for investment in new large-scale, long-duration electricity stage projects. This includes vanadium flow batteries, and this is a large increase in the opportunity for the business. The minimum project size is 300MWh.
Café chain Cooks Coffee Company (COOK) increased store sales by 26% to £16.4m in the first half. The UK store sales were 36% ahead and Ireland is 7% ahead. Like-for-like sales are 5.1% higher. There are 83 stores, and ten further outlets are expected to open before the end of March 2025. Katherine Scott has been appointed finance director.
Ananda Developments (ANA) has signed a contract with contract research organisation Southern Star Research to carry out a phase 1 clinical trial in Australia for the pharmacokinetic profile, tolerability and safety of lead asset MRX1. There is an R and D tax incentive of up to 43.5% of eligible costs.
Bitcoin mining company Vinanz (BTC) has added five Bitmain Antminer S21 Pro 234 Terahash (TH/s) machines to its fleet in Nebraska, which has attractive power costs.
Unicorn AIM VCT has taken a 7.39% stake in Good Life Plus (GDLF) following the recent fundraising. Winforton Investments increased its stake from 20.6% to 21.1%.
EPE Special Opportunities (EO.P) intends to buy back shares. It has acquired 48,000 shares at an average price of 150p each. The NAV was 316.09p/share at the end of September 2024.
Silverwood Brands (SLWD) executive director Andrew Gerrie bought 25,000 shares at 25p each. Newbury Racecourse (NYR) director Dominic Burke bought 16,000 shares at 540p/share, taking his stake to 7.03%. Marula Mining (MARU) director Jason Brewer has acquired one million shares, taking his stake to 8.78%. Kevin Hastings has a 3.375% stake.
California Two Pizza Ventures Inc has taken a 23.9% in Pitch Pit (PICH).
Trading in the shares of Mydecine Innovations Group (MYIG) has been suspended.
Majestic Corporation (MCJ) has appointed Oberon Capital as broker.
AIM
After the close on Friday, retailer and brand owner Frasers Group (FRAS) announced a revised proposed bid for Mulberry (MUL) of 150p/share in cash. This is well above the original proposal of 130p/share and the 100p subscription price.
Energy and water efficiency services provider Eneraqua Technologies (ETP) reported a rise in interim revenues from £26m to £29.9m. However, there is a greater proportion of lower margin energy services work, and the loss increased from £400,000 to £3.8m. The General Election delayed decisions on contracts, but the decisions are beginning to be made. The order book has improved to £114m. Two-fifths of this order book should be delivered in the second half and that would return the business to profit. Singer forecasts a pre-tax profit of £2.4m for the year to January 2025 and Eneraqua Technologies should move into a net cash position.
Cloud computing and connectivity infrastructure-as-a-service company Beeks Financial Cloud (BKS) reported figures in line with expectations and profit growth is set to accelerate this year. In the year to June 2024, revenues were 27% higher at £28.4m and annualised recurring revenues were 18% ahead at £28m. Underlying pre-tax profit improved from £2.3m to £3.9m. Net cash is £6.6m. Recurring revenues cover more than two-thirds of the 2024-25 forecast revenues. Canaccord Genuity has edged up its pre-tax profit forecast from £6m to £6.1m on revenues of £39.6m.
Smart sensing software developer Oxford Metrics (OMG) is acquiring The Sempre Group, a measurement technology business for up to £5.5m. Gloucester-based Sempre helps clients to improve productivity and efficiency through high precision metrology. This fits with the previous acquisition of Industrial Vision Systems, which will help geographic expansion, and provides further diversification from the entertainment and health sectors. In 2023, Sempre made a pre-tax profit of £700,000 on revenues of £6.5m and the performance is improving this year. The deal should be earnings enhancing. Following the post-trading statement slump in the share price, OMG is spending up to £6m on share buy backs.
Marine tracking technology developer Windward (WNWD) has won two new customers outside the US with a combined annual contract value of $1.9m. Renewals are as expected. Existing customers are taking up the AI technology when they are renewing. This year there should be 30% subscription/sales growth and Windward is heading towards breakeven.
Blue Star Capital (BLU) is continuing the strategy to seek an exit of its investments. The launch of the de-fi project to Pendulum and Nabla that is called Vortex is the key to the valuation of the SatoshiPay investment and the sale has been suspended. The funding of Vortex is not yet in place. Around 90% of the NAV is based on the 27.9% SatoshiPay stake and this valuation depends on the launch of Vortex and if SatoshiPay raises additional funds then this stake will be diluted.
Novacyt (NCYT) is closing its loss-making IT-IS International, which was acquired to produce Covid tests. This should add £1m to annual EBITDA. The restructuring charge will be £700,000. The IP infringement dispute with Roche Diagnostics will continue.
SkinBioTherapeutics (SBTX) is acquiring Bio-Tech Solutions for £1.25m. Bio-Tech is a manufacturer of personal care products. This will enable the group to manufacture its own products. The acquired business should generate £3m in 2024-25, up from £2.1m, and EBITDA could be £900,000. SkinBioTherapeutics should have enough cash to last until the summer of 2026.
Data analytics software provider Rosslyn Data Technologies (RDT) is raising £1.64m via placing at 5p/share and £250,000 from a retail offer that closes on 10 October. A convertible loan note will raise a further £1.2m and existing convertibles will be converted at 5p/share. This will fund growth and the development of technology. Rosslyn Data Technologies is trading ahead of previous expectations.
Cambria Africa (CMB) shares recommenced trading after 2022-23 accounts and subsequent interims were published. Early buying has flushed out some sellers later in the morning. The shares will be suspended again on Monday because there will be no nominated advisers. Shareholders have voted to cancel the AIM admission on 22 October.
John Gunn has acquired a 12.1% stake in SEEEN (SEEN). This makes him the second largest shareholder in the video sharing platform developer behind Gresham House.
Inspirit Energy (INSP) is returning to its previous existence as a shell (it was previously Kleenair Systems International) because the lead engineer of its subsidiary has to stop working for the company to care for a relative. This has put waste heat recovery engine development on hold. The company will preserve cash and become a shell and seek takeover opportunities.
Investment company Seed Innovations (SEED) says investee company Clean Food Group has partnered with cosmetics products developer THG LABS. The initial focus is developing a high-performance oil for use in beauty and personal care products. The sustainable oils and fats developer uses yeast strains and food waste as the source of its sustainable oils. Seed Innovations has a 4.76% stake.
MAIN MARKET
Fairview International (FIL) was set up to buy two international schools in Malaysia and it is seeking more acquisitions in Asia and the UK. New schools could also be developed. The global higher education market is expected to grow at an annual rate of 12%. Fairview raised £2.65m gross at 10p/share. The share price started at 11p and kept at this level for the whole of the first day of trading when 10,000 shares were traded. Pro forma net assets are £4.11m. Agodeus, whose shareholders include executive chairman Daniel Chian and his family, owns 89.9% of the company.
Online retailer ASOS (ASC) has completed its partnership with Heartland that will leave ASOS with 25% of Topshop and Topman brands.
Imaging technology company IQ-AI (IQAI) says Braveheart Investment (BRH) has acquired a 29.5% stake in the company for £720,000. IQ-AI chief executive and Braveheart Investment chief executive Trevor Brown sold the shares.
Shell company Milton Capital (MII) has a non-binding term sheet for the acquisition of certain subsidiaries of Horizon Energy Global Corporation, which wishes to separate European and North American assets. Trading in the shares is suspended.
Andrew Hore
ProBiotix Health #PBX – New Commercial Partnership in Mexico
ProBiotix Health plc (AQSE: PBX), the life sciences business developing probiotics to support cardiometabolic health, is pleased to announce a new commercial partnership with Mexico based raw materials and ingredients specialist Raff.
Founded in 1999, Raff is a distributor of raw materials and value-added ingredients, with a particular focus on the dairy and nutraceutical sectors. Backed by a highly trained technical team, Raff specialises in the use and application of lactic and probiotic cultures, rennet, enzymes and preservatives.
Mexico has a population of 131 million people, with cardiovascular disease the single largest killer, accounting for nearly 24% of all deaths. Moreover, it is estimated that around 3.6 million people die in Mexico every year from high cholesterol. The movement from ‘cure’ towards ‘prevention’ provides a strong backdrop for the fast-growing supplement market, which should lead to a good sales opportunity for ProBiotix.
The five-year agreement enables Raff to act in partnership with ProBiotix, as the exclusive distributor of LPLDL® to be used as an ingredient for the local manufacturing of finished products. The launch is planned for the first half of 2025, with commercial sales expected in late 2025/early 2026.
Steen Andersen, CEO of ProBiotix, commented: “After lengthy discussions we are delighted to announce our partnership with Raff and firmly believe that they share our ethos – to develop innovative products to help enrich individuals with healthier lives.
“The cardiovascular drug market in Mexico is estimated to be worth $2.2 billion this year, and provides a huge latent opportunity. With an ageing population, we believe Mexico provides a highly attractive market for ProBiotix to target.”
Rafael Gonzalez, Commercial Director of Raff, added: “As an already well established probiotics supplier in the Mexican market through our relationship with Italy based Sacco Systems, having the opportunity to partner with ProBiotix Health, being a pioneer within probiotics and cardiometabolic health, is extremely exciting for us.
“We welcome the opportunity to expand our portfolio with a unique well documented precision biotic like LPLDL®. It is our belief that LPLDL® fills an untapped potential in the fast growing Mexican supplement market, and that the product sits well with our already strong position in the sector.”
For further information, please contact:
ProBiotix Health plc |
https://probiotixhealth-ir.com/ |
Steen Andersen, Chief Executive Officer |
Contact via Walbrook below |
Peterhouse Capital Limited (Aquis Corporate Adviser and Broker) |
|
Mark Anwyl
|
Tel: 020 7220 9793 |
|
|
Walbrook PR Ltd |
probiotix@walbrookpr.com |
Anna Dunphy |
Mob: 07876 741 001 |
Quoted Micro 7 October 2024
AQUIS STOCK EXCHANGE
Prize draw operator Good Life Plus (GDLF) has increased the number of paying subscribers by 90% to more than 40,000 in less than a year. Management says that it might exceed expectations for the current financial year. Good Life Plus is raising £2m at 2.5p/share. Earlier this year, £2m was raised at 2.25p/share. The cash will finance customer acquisition and signing up new partners.
Brewer Shepherd Neame (SHEP) grew full year revenues by 4% to £172.3m and underlying pre-tax profit improved from £7.6m to £7.9m. NAV is 1217p/share, while net debt is £80m. Like-for-like retail sales were 4.9% ahead with the growth dominated by drinks offsetting a fall in accommodation income. Beer volumes declined 12% with own-brewed volume 17% lower. Brand refreshes are planned. Beer volumes continue to decline, while like-for-like retail sales for the initial 13 weeks of the new year are 3.8% higher.
Consumer brands company Silverwood Brands (SLWD) increased interim revenues from £5.85m to £7.08m and it moved into profit, but that was mainly due to exceptional gains.
CRUSHMETRIC Group (CUSH) increased interim revenues from HK$1.04m to HK$2.94m, although the loss was similar at HK$3.7m.
Talks with potential investors in Quantum Exponential Group (QBIT) have been terminated. The documentation has not been signed and the potential investor did not pay the £200,000 towards costs that it promised. Trading in the shares will end on 30 October.
Voyager Life (VOY), which has an option to acquire M3 Helium, has changed its name to Mendell Helium. The admission document is being prepared and the option should be exercised by the end of January. The company had £163,000 in the bank at the end of March.
Aquaculture technology developer OTAQ (OTAQ) reported a 16% decline in interim revenues to £1.5m because of a delay to a £350,000 order. The company continues to lose money. A forecast full year loss of £1.3m is similar to 2023, including a £150,000 benefit from cost reductions, and it could be halved in 2025 as the full benefit of cost savings show through.
KR1 (KR1) had net assets of 57.27p/share at the end of August 2024. The income in the month was £590,000.
Investment Evolution Credit (IEC), which provides loans under the Mr Amazing Loans brand, is holding a general meeting to gain approval to raise up to £2.5m from share issues. Paul Mathieson is being replaced as chief executive by Marc Howells. Former director Sam Prasad is loaning £200,000 to the company, which replaces a previous £100,000 loan.
Recycling services provider Majestic Corporation (MCJ) narly doubled interim revenues from $13m to $25m and pre-tax profit was one-third higher at $900,000. The company has received Enterprise Investment Scheme status.
RentGuarantor (RGG) has increased third quarter revenues by 62% and average revenues per tenant by 8% to £606.
Gains on investments enabled Hot Rock Investments (HRIP) to move into profit in the year to March 2024. Net assets increased to £512,000.
An undertaking of EPE Special Opportunities (EO.P) has provided additional funding of £2m to the Rayware Group. There is also a £1m contingent guarantee provided to third party lenders. EPE Special Opportunities still has £16m in cash.
ProBiotix Health (PBX) has a commercial partnership with Deutsch-Pharm. It will use two of the company’s products (for cholesterol lowering and vascular health) under its own brand in the Ukraine. Commercialisation is anticipated in the first quarter of 2025.
One Health Group (OHGR) has appointed Panmure Liberum as corporate adviser and broker.
Hydro Hotel Eastbourne (HYDP) has declared an interim dividend of 13p/share.
AIM
AO World (AO.) is acquiring musicMagpie (MMAG) for 9.07p/share, which values the pre-owned products supplier at just under £10m. There are irrevocable undertakings and letters of intent totalling 54% to accept the offer. AO World believes that the two companies have complementary online models, and a technology trade-in service will enhance its product offering. AO World says that the musicMagpie disc media and books business should not require significant investment.
EMV Capital (EMVC) director Jonathan Robinson bought 25,000 shares at 52p each following the interim results announcement of the company that was previously known as NetScientific. Total assets under management reached £106.7m following the addition of the Martlet Capital portfolio. Net assets edged up from £17.1m to £18.5m. Nasdaq-listed investee company PDS Biotech announced a 36-month survival rate of 84.4% in locally advanced cervical cancer patients treated with the company’s lead target drug Versamune HPV and Chemoradiation.
Tavistock Investments (TAVI) is raising up to £37.75m from disposals, which is more than treble the market capitalisation before the sale, with nearly £11m payable on completion and a further £11m from discharge of intragroup debt. The rest is payable based on performance. The two businesses made a pre-tax profit of £1.5m in the year to March 2023. The cash will be used for working capital and acquisitions. There could also be share buy backs. Chief executive Brian Raven bought 830,000 shares at 3.55p each.
Good Energy (GOOD) has acquired Lincolnshire-based solar installer Amelio Solar for an initial £5.5m. The focus of the business is the education and public sector. In 2023, revenues were £7m and pre-tax profit is £1.4m. However, there have been lower levels of activity in Good Energy’s existing installation business.
Packaging equipment and automation provider Mpac Group (MPAC) is making its second acquisition in recent weeks and this is by far the larger. Mpac is acquiring CSi Palletising for £47m, including £4.16m in shares, and the deal should be completed by the end of the year. CSi Palletising designs, manufactures and installs end-of-line packaging automation and robotics equipment and will enhance the geographic coverage. In 2023, CSi Palletising generated revenues of €71.5m and EBITDA of €7.3m. The latest interims show revenues of €44.4m and EBITDA of €6.8m. There is an order book worth €64.3m. A placing raised £29m at 400p/share and a retail offer to existing shareholders could add up to £1m to the figure.
Digital media publisher Digitalbox (DBOX) has commenced a strategic review, which could involve a sale of the company. This follows representations from a major shareholder disappointed about the level of the share price. Progress should be reported in November. Interim revenues were better than expected, but July and August were weak. Net cash is £2.2m, which is more than 50% of market capitalisation. A capital restructuring is underway to create positive distributable reserves.
Agricultural products supplier Wynnstay Group (WYN) says the second half has been hit by wet weather and weaker farmgate prices in part due to government policy uncertainty. Shore has reduced its 2023-24 pre-tax profit forecast by 35% to £7.5m and this will have a knock-on effect in the year to October 2025 where the profit forecast has been cut by 29% to £8.5m. Wynnstay should still have net cash, and the NAV is estimated at around 600p/share.
Payments technology company Bango (BGO) is making some progress towards regaining investor confidence and it is on course to make a full year profit. Interim revenues grew 19% to $24.1m. Annualised recurring revenues are 130% ahead at $12.9m. Net revenue retention is 159%.
Ceramic disc brake technology developer Surface Transforms (SCE) increased interim revenues by 58%, but growth is still not meeting expectations even though there is further growth in third quarter revenues. There are delays to installing additional capacity. Full year revenues are expected to be £11m, compared with previous expectations of £17.5m. There was £5m in cash at the end of June 2024. Odd Asset Management reduced its stake from 5.13% to 2.58%.
Graphene technology developer Versarien (VRS) has signed an agreement with Balfour Beatty to develop 3D-printable mortars for civil construction. It will formulate three types of mortar. This follows the disposal of AAC Cryoma for £550,000 payable in 15 instalments.
Oil and gas company Prospex Energy (PXEN) is applying for exploration licences in Poland. The licence awards should happen in the first quarter of 2025. Initial results from the Vlura-1B development well in Northern Spain are positive. Drilling intercepted significant gas shows and that confirmed the high quality reservoir. This well will be connected up and first production should be by November.
Battery and electronic components supplier Solid State (SOLI) is acquiring Gateway Electronic Components, which manufactures ferrite and magnetic components for £1.4m. These are used by electromechanical and Industrial Internet of Things businesses. The run rate pre-tax profit is £200,000, so the multiple is less than ten.
Surplus consumer products retailer Huddled (HUD) generated interim revenues of £5.3m and they continue to grow organically and via acquisition. Third quarter revenues will be around £3.5m. Management is investing in inventory and marketing. Warehouse functions are being centralised.
MAIN MARKET
Motor dealer software provider Pinewood Technologies (PINE) published its first results following the sale of the motor dealer business. In the six months to July 2024, revenues were 11% ahead at £16.1m. Major shareholder Lithia is taking up new licences in the UK. The US roll out is being planned.
The two board representatives of Kelso Group (KLSO) on AIM-quoted The Works.co.uk (WRKS) have stepped down. This will make it easier to sell its 6.3% stake if it wishes to. The average cost was 32p/share and the current price is 25.2p.
Andrew Hore
Quoted Micro 23 September 2024
AQUIS STOCK EXCHANGE
Digital assets investor KR1 (KR1) reported interim revenues from those digital assets improving from £3.91m to £8.72m, although lower gains on disposals of assets meant that the pre-tax profit edged up from £10m to £10.3m. There was £1.5m in cash in the balance sheet at the end of June 2024. NAV was 82.01p/share at the end of June 2024 and this has fallen back to 71.92p/share at the end of July 2024.
Oscillate (MUSH) has signed an agreement to acquire Quantum Hydrogen for £1.4m in shares. The Minnesota exploration acreage has potential for hydrogen gas. There was £500,000 raised at 1p/share. Investee company Shortwave Life Sciences (PSY) announced positive safety results for its proprietary psilocybin-based drug combination.
Equipmake (EQIP) has received an order from Genco Energy, which is a supplier to Kiwi Bus Builders in New Zealand. This covers four zero emission drivetrains for trail electric buses. There are discussions for the supply of more drivetrains.
Food and beverages company Essentially (ESSN) has renegotiated supplier terms and its beverages are being sold in more stores. The Best of Latin was acquired in May. Interim revenues rose from £593,000 to £920,000. The loss was reduced from £400,000 to £236,000.
Macaulay Capital (MCAP) net assets declined from £1.36m to £1.17m in the six months to June 2024. The company has seven portfolio companies.
Mollyroe (MOY) had net assets of £267,000 at the end of June 2024 and that includes cash of £312,000. Management is seeking opportunities.
Telecom fibre optic cable components supplier Unigel (UNX) interim revenues declined from £18m to £14.8m, but higher gross margins mean that pre-tax profit improved from £630,000 to £930,000. Productivity improved and there were greater sales of higher margin products.
IntelliAM AI (INT) has won contracts with Hovis manufacturing sites, and they are worth £100,000 over 12 months.
Wishbone Gold (WSBN) has raised £360,000 at 0.375p. This will provide working capital. New 3D modelling at the Red Setter prospect owned by Wishbone Gold shows a high quality target, plus the structure of a dome target. The assessment of the Western Australia shows gold, some near the surface, and copper resource.
Probiotix Health (PBX) has secured an agreement with Greek consumer business Eifron, which will introduce YourBiotix tablets in early 2025 under its own brand. There will also be other products using Probiotix Health’s core ingredient launched.
Valereum (VLRM) says that its El Salvador subsidiary has obtained a Digital Asset Service Provider licence. This enables it to operate a real world asset ecosystem.
Marula Mining (MARU) reported a higher loss in 2023. There was a £913,000 cash outflow from operating activities. There was also a £1.67m outflow from investing activities. The first manganese export sales have been completed from the Larisoro manganese mine.
Watchstone Group (WTG) had net assets of £5.8m at the end of June 2024. That includes cash of £6.2m, but a return of capital has reduced the cash balance to £1.7m.
Adsure Services (ADS) has declared a final dividend of 0.99p/share. The ex-dividend date is 17 October.
Ananda Developments (ANA) raised £80,000 from a retail offer at 0.3p/share. This is on top of the £2.1m already raised.
Daniel Thwaites (THW) director RAJ Bailey bought 45,000 shares ate 85.05p each and 13,000 shares at 85.25p each. He owns 1.3%. Constantine Logothetis has acquired more shares in SulNOx Group (SNOX) taking his total to 25.1%. William Black and Armstrong Investments has increased its stake in EPE Special Opportunities (EO.P) from 5.1% to 6.02%.
AIM
Steel structures supplier Billington (BILN) was always going to have a tough time maintaining the 2023 figures and interim revenues fell 4% to £57.9m. Pre-tax profit was flat at £4.6m, although building safety products made a higher contribution offsetting a decline in structural steel. Net cash is still £21.9m even after the 33p/share dividend. The second half will not hold up as well. Cavendish has upgraded its 2024 forecast for the second time in six months. Pre-tax profit has been raised from £8.5m to £9.25m, still well down on the 2023 figure of £13.4m.
Digital coupons and loyalty technology provider Eagle Eye (EYE) continues to grow at an impressive rate as more retailers take up its technology with AI providing additional revenue opportunities. In the year to June 2024, revenues were 11% ahead at £47.7m, while pre-tax profit improved from £4.5m to £6.1m. Net cash is £9.1m and it will continue to build up. The five-year target is revenues of £100m.
Judges Scientific (JDG) had a tough first half. Organic revenues were 3% lower with China the weakest market. The international nature of the business helps to offset some of the downturns in specific markets. Pre-tax profit fell 16% to £10.8m. The order book covers 17 weeks of revenues. Panmure Liberum expects a dip in full year pre-tax profit from £31.7m to £30.7m. The recently announced Geotek contract will benefit the 2025 results.
Good Energy (GOOD) continues its transformation into an energy services business, but the real change will not be seen until next year when they start to make a positive contribution. The reduction in energy prices hit revenues of the supply business and profitability. The first half of the previous year was a beneficiary of high gas prices, so it is no surprise that revenues declined sharply from £156.1m to £97.4m. Pre-tax profit slumped from £13.1m to £4.4m.
There is a better outlook for kettle controls and water filtration products supplier Strix (KETL) following significant restructuring and cost cutting in the first half. This led to large exceptional charges. Interim revenues improved 2% to £66.1m and pre-tax profit rose from £6.9m to £7.8m. This excludes the Halopure business, which is up for sale. There were improved profit contributions from all three divisions. There is no interim dividend. Net debt has fallen to £68.8m.
Packaging equipment and automation provider Mpac Group (MPAC) is acquiring BCA Automation for £12.9m in cash and shares. The acquired business focuses on robotics and conveyor systems for food and other sectors, so it fits well with the existing business. The Boston-based business focuses on the packaging area, whereas Mpac is focused on earlier stages of production.
Ceramic and fragrance products supplier Portmeirion (PMP) had flagged the interim figures. Revenues fell 17% and there was a loss of £2m. Costs are being lowered and this has enabled full year estimates to be maintained with pre-tax profit expected to recover from £3m to £4.2m. This will come via cost savings and additional revenues. The dividend is being rebalanced from 3.5p/share to 1.5p/share, but the total dividend for 2024 should be higher than last year’s 5.5p/share.
There was yet another upgrade for Warpaint London (W7L) from Shore Capital following the interim figures today. There was strong growth in Europe and the UK. North America grew slightly but the focus is higher margin business. Gross margins continue to improve. Overall group sales were one-quarter ahead at £45.8m and pre-tax profit jumped from £6.3m to £11m. The full year pre-tax profit forecast has been raised 5% to £24.5m.
Kinovo (KINO) has won an 18-month contract with Hackney council. It is worth up to £12m and covers a range of decarbonisation works on 300 properties. The work should start in the fourth quarter of 2024. There is also another contract with Hackney worth £400,000. This work replaces another contract that is being retendered.
Intermediaries services provider Fintel (FNTL) grew interim revenues from £31.7m to £35.7m, helped by acquisitions. Zeus has updated its forecasts for the most recent acquisition ThreeSixty Services. The 2024 revenues have been raised from £74.3m to £77.5m, while pre-tax profit has been reduced from £18.4m to £17.2m.
DP Poland (DPP) generated like-for-like growth of 22% in the first half and the growth remains above 20% in the second half. Money raised this year is being invested in new Domino’s sites in Poland. There is also growth in franchising with four corporate stores sold to an overseas operator. The loss is reducing, and DP Poland could move into profit in 2025.
Phoenix Copper (PXC) has published the pre-feasibility study for the Empire open pit mine in Idaho. Discounted NPV at 7.5% discount is $87.9m and total cash costs are estimated at $2.44/copper equivalent pound. Over eight years the mine could generate net free cashflow of $153m. Further exploration planning is happening, and equipment is being purchased for the processing site.
Global Petroleum (GBP) has risen on the back of yesterday’s application two additional licences near to an existing Juno licence in Western Australia, where it increased its stake from 70% to 80%. This is near the Havieron project. Precious and base metals targets have been identified that have similar characteristics to the existing licence. The company has appointed Omar Alumad, who it says has a record of identifying early opportunities, as chief executive and Hamza Choudhry as finance director.
Software training services provider Northcoders (CODE) reported a 26% increase in interim revenues to £4.4m. Registrations for courses were at record levels. There was a small interim pre-tax profit. Net cash is £700,000. The corporate business has been rebranded Counter. Investment in the cloud and data analytics means that there will be continued demand for Northcoders’ training and services.
Digital media company Catenai (CTAI) reduced its loss from £196,000 to £13,000 in the six months to June 2024. That is down to the fees earned for the £450,000 convertible loan note investment in oil and gas-focused data analytics company Klarian and reduced costs. Catenai has also moved from net liabilities to net assets. The cash position has improved to £31,500.
Africa-focused energy company Chariot Ltd (CHAR) has completed the drilling of the Anchois-3 main hole. It encountered gas, but gas pays are thinner than pre-drill estimates. The well will be abandoned. The next step for the project is being discussed with joint venture partners.
Rockfire Resources (ROCK) raised £450,000 at 0.1p/share to continue the development of Molaoi zinc silver lead project in Greece. Earlier in the month, the JORC resource was raised by 500% to 1.09 million tonnes of zinc, 260,000 tonnes of lead and 19.1 million ounces of silver. A retail offer to existing shareholders of up to £250,000 managed to raise £82,000.
MAIN MARKET
Motor and property finance lender S and U (SUS) says that motor business remains challenging, although this could improve in the second half if FCA restrictions are removed. Property lending is still growing. The interims will be published on 8 October.
Trading in Hostmore (MORE) shares has been suspended and then cancelled because the company is being placed in administration.
Shipbroker Braemar (BMS) reassured investors about 2024-25 trading. Interim operating profit should be slightly higher than the £7.6m reported in the same period last year. There is £3.3m in cash. Management is confident about the rest of this year and next year despite continued volatility in shipping markets.
DG Innovate (DGI) raised £620,000 at 0.075p/share with management promising to subscribe £200,000 when the energy storage technology developer is not in a closed period. This will fund development of e-drives and energy storage products. It will also help to fund setting up a joint venture with EVage Automotive.
Becket Invest (TAB) has agreed to buy SMT Holdings, which will invest in strategic metals and rare earths used in technology and aerospace.
Andrew Hore