The information contained within this announcement is deemed
by the Company to constitute inside information pursuant to Article
7 of EU Regulation 596/2014 as it forms part of UK domestic law by
virtue of the European Union (Withdrawal) Act 2018 as
amended.
15 October
2024
Braveheart Investment Group
Plc
("Braveheart", the
"Company" or the
"Group")
Interim
Results
Braveheart Investment Group plc
(AIM: BRH), announces its interim results for the six months ended
30 September 2024.
HIGHLIGHTS
·
Profit of £43,000 in the six months ended 30
September 2024 (six months ended 30 September 2023: loss of
£732,000), profit per share of 0.07p.
·
Net Asset Value ("NAV") of £3,458,298 at 30
September 2024 (30 September 2023: £9,826,816)
·
NAV per share of 5.42p (30 September 2023:
15.42p).
For further information:
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Braveheart Investment Group plc
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Tel: 01738 587555
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Trevor Brown, Chief Executive
Officer
Viv Hallam, Executive
Director
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Allenby Capital Limited (Nominated Adviser and Joint
Broker)
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Tel: 020 3328 5656
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James Reeve / George
Payne
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Peterhouse Capital Limited (Joint
Broker)
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Tel: 020 7469 0936
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Duncan Vasey / Lucy
Williams
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CHIEF EXECUTIVE
OFFICER'S STATEMENT
We are pleased to report to
shareholders the results for the six months ended 30 September
2024. Progress has continued in activities of the Group's portfolio
companies and summaries of their operations follow later in this
report.
Financial Review
The Directors have undertaken an
unaudited interim review of the valuations of the Group's
investments and have concluded that, as at 30 September 2024, the
fair value of the Group's investments were as follows:
·
Valuation of Portfolio Investments: £0,000 (31
March 2024: £39,000)*
·
Valuation of unconsolidated Strategic Investments:
£2,349,000 (31 March 2024: £1,614,000)**
* these are the historic investments
made by Braveheart up to 2015
** these are the new investments
made by Braveheart since 2015
Therefore, the total unaudited value
of our unconsolidated investment portfolio as at 30 September 2024
is £2,349,000 (31 March 2024: £1,653,000). As at 30 September 2023,
the comparable total valuation of our investments was £8,841,000.
The increase in fair value of investments was the result of making
further investments and also a positive share price performance in
the listed investments.
Net asset value ("NAV") was £3.4 million as at
30 September 2024 (30 September 2023: £9.8 million, 31 March 2024:
£3.3 million). This resulted in an increase in net asset value per
share from 5.33 pence as at 31 March 2024 to 5.42 pence as at 30
September 2024.
The Group reports a profit after tax
for the period under review of £43,000 (September 2023: loss of
£732,000). This equates to a profit per share of 0.07 pence
(September 2023: loss per share of 1.15 pence).
The Directors believe that the
Strategic Investments continue to be the most likely drivers of
growth in shareholder value over the remainder of the current year
and so have concentrated the remainder of this CEO Statement on
their operations and prospects.
Post Period Events
On 11th October 2024, the Company
announced that it had acquired 65,415,862 ordinary shares in IQ-AI
Limited ("IQ-AI"), representing 29.51% of IQ-AI's issued share
capital, for a total consideration of £719,574. IQ-AI is an imaging
software and healthcare diagnostics company, whose subsidiaries
include Imaging Biometrics, LLC ("IB") and Stone Checker Software
Limited. IB is a healthcare imaging software company that supplies
medical technology solutions, regulatory consulting services and
has a neuroimaging product portfolio. Stone Checker Software
Limited is a supplier of technology solutions in the field of
kidney stone analysis and kidney stone prevention. IQ-AI's ordinary
shares are listed on the main market of the London Stock Exchange.
Trevor Brown is the CEO of IQ-AI.
Strategic Investments Overview
Listed Investments
At 30 September 2024, Braveheart
held investments in the following AIM listed companies:
·
Aukett Swanke Group plc (Braveheart owned 6.97% of
the company) a professional services group that principally
provides architectural, interior design and smart building services
in the primary international market sectors of offices,
residential, education, industrial, hospitality and mixed use or
'hybrid' developments. On 18 September 2024, Aukett Swanke
announced the acquisition of Vanti assets had added over £2m of new
contract wins, its £2.5m sale of its Old Torpedo Factory freehold,
and the repayment of mortgage and other debt reduction by an
overall £1.75m. This, together with annualised operating cost
reduction of £2m, is expected to enhance profitability.
·
Autins Group plc (Braveheart owned 26.95%) an
industry-leading designer, manufacturer, and supplier of acoustic
and thermal insulation solutions for the automotive industry and
other sectors. On 26 September 2024, we reported that Dr Qu Li, a
non-executive director of Braveheart and leading UK expert in
automotive design and manufacturing had been appointed a
non-executive director of Autins. We believe her expertise will
help develop new opportunities for Autins.
·
Image Scan Group plc (Braveheart owned 10.65% of the company)
a specialist supplier of real-time X-ray screening systems to the
security and industrial inspection markets. This company recently
launched new AI software to enhance threat recognition in its X-ray
scanning product and a substantial contract for its portable X-ray
system for military and counter-terrorism applications.
The portfolio value of the listed
investments at 30 September 2024 was £2,322,293.
Paraytec Limited (Braveheart owns 100% per cent of the
company)
Paraytec develops high performance specialist
detectors for the analytical and life sciences instrumentation
markets.
Paraytec continues to develop the CX300
instrument, focusing on its application in rapid diagnosis and
treatment of bacteraemia, commonly associated with sepsis. The
current CX300 instrument performs well in detecting and counting
particles labelled with a single-colour fluorescent
marker.
Development is progressing on the
next-generation two-colour instrument, which will enable real-time
comparison of two populations of differently coloured particles.
This advancement opens access to a much larger market, with
feedback indicating potential use in a wide range of biomedical and
research applications. Paraytec has completed the prototype of this
two-colour instrument and is currently engaged in testing,
miniaturization, and cost reduction of the optical components. The
instrument will shortly be tested by collaborating universities
before being marketed in 2025.
Work continues on the development of a
point-of-care test for bacteraemia, using CX300 technology to
distinguish between gram-positive and gram-negative bacteria. This
test leverages a genetically engineered fluorescent protein that
binds specifically to peptidoglycan, aiding in the rapid
identification of bacterial infections.
A patent for the rapid Gram test has been
filed. This test, which is crucial for the early treatment of
sepsis, is also applicable to many other sectors such as food
testing. The resulting assay will be compatible with the two-colour
instrument, as well as with more expensive equipment from other
manufacturers, expanding its versatility.
Discussions have commenced with potential
distributors of the CX300 in other territories and markets.
In the period, a loan of £89,000 was made and the
value of the Company's equity investments and loan receivable in Paraytec remains
written down to zero.
Kirkstall Limited (Braveheart owns 86.11% of the
company)
Kirkstall operates in the market known as
"organ-on-a-chip," where it has developed Quasi Vivo®, a system of
chambers for cell and tissue culture in laboratories. Its patented
technology is used by researchers in the growing New Approach
Methodologies ("NAMs"), which enable human-relevant drug safety
decisions to be made without the need for animal
testing.
Recently, the company has achieved cost
reductions across the business, improving operational
efficiency.
Sales are being made to contract research
organisations (CROs) involved in drug development, a promising
market for Kirkstall's technology. To support this market,
Kirkstall has developed a new product variant specifically designed
for CROs, which will also be suitable for general use.
Kirkstall has recently secured new distributors
in China and South Korea. Online seminars have resulted in
significant engagement, and sales enquiries. These distribution
agreements are expected to significantly increase the company's
market reach. Distribution agreements in other territories are now
being sought.
Kirkstall's QV1200 product continues to be
marketed by the company and is used globally within university
research teams, generating positive feedback. The company is
collaborating with these researchers to support the publication of
papers, which will further bolster sales and market
presence. No change has been made to the
decision at 31 March 2024 to write down the value of
the Company's equity
investments and loan receivable in Kirkstall to zero.
Gyrometric
Systems Limited (Braveheart owns 21.43% of the
company)
Gyrometric has developed a patent
protected system of hardware and software to monitor complex
movements of rotating shafts at both high and low speeds and detect
minute irregularities in their motion. The system then analyses the
data to help predict mechanical failure in the shafts and motors,
and the bearings and couplings attached to them.
As reported on 1 August 2024,
Gyrometric has been awarded a £300,000 grant by the UK Government's
Innovate programme ("IUK") and is leading a group of UK
specialists working to develop
a monitoring system for large journal bearings for wind
turbines. The UK
group includes Leonardo Testing Services Limited in Sheffield
and the UK's Offshore
Renewable Energy Catapult in Blythe. In parallel, the
US Government has funded a USA-based
team led by Tufts University, which includes Kingsbury Inc., a
specialist bearing manufacturer, and a large US wind turbine
manufacturer. These two teams will collaborate to
produce and test Gyrometric's monitoring technology for use in very
large wind turbine bearings.
The Company also has several
portfolio investments that are smaller scale legacy investments for
which we continue to seek exits where appropriate.
Outlook
We have implemented efficiencies and continued
to cut costs, including Board fees resulting in annual fixed costs
being reduced by around 20%. Work will continue to improve the
value of our investments and to seek opportunities for enhancing
shareholder value.
Trevor
Brown
Chief
Executive Officer
15th October
2024
NOTES TO THE INTERIM FINANCIAL
STATEMENTS
1
Basis of
preparation
The financial information presented
in this half-yearly report constitutes the condensed consolidated
financial statements (the interim financial statements) of
Braveheart Investment Group plc ("Braveheart" or "the Company"), a
company incorporated in the United Kingdom and registered in
Scotland, and its subsidiaries (together, "the Group") for the six
months ended 30 September 2024. The interim financial statements
should be read in conjunction with the Annual Report and Accounts
for the year ended 31 March 2024 and have been prepared in
accordance with UK-adopted international accounting standards in
accordance with the requirements of the Companies Act 2006. The
financial information in this half-yearly report, which was
approved by the Board and authorised for issue on 15 October 2024
is unaudited.
The interim financial statements do
not constitute statutory accounts for the purpose of sections 434
and 435 of the Companies Act 2006. The comparative financial
information presented herein for the year ended 31 March 2024 has
been extracted from the Group's Annual Report and Accounts for the
year ended 31 March 2024 which have been delivered to the Registrar
of Companies. The Group's independent auditor's report on those
accounts was unqualified, did not include references to any matters
to which the auditors drew attention by way of emphasis without
qualifying their report and did not contain a statement under
section 498(2) or 498(3) of the Companies Act 2006.
The preparation of the half-yearly
report requires management to make judgements, estimates and
assumptions that affect the policies and the reported amounts of
assets and liabilities, income and expenses. The estimates
and associated assumptions are based on historical experience and
other factors that are believed to be reasonable under the
circumstances, the results of which form the basis of making
judgements about carrying values of assets and liabilities that are
not readily apparent from other sources. Actual results may
differ from these estimates. In preparing this half-yearly report,
the significant judgements made by management in applying the
Group's accounting policies and the key sources of estimation
uncertainty were the same as those applied to the audited
consolidated financial statements for the year ended 31 March
2024.
The interim financial statements
have been prepared using the same accounting policies as those
applied by the Group in its audited consolidated financial
statements for the year ended 31 March 2024 and which will form the
basis of the 2025 Annual Report and Accounts. The interim
financial statements have been prepared on the same basis as the
financial statements for year ended 31 March 2024 which is on the
assumption that the Company is a going concern.
Going Concern
The Directors have reviewed the
Group's and the Company's budgets and plans, taking account of
reasonably possible changes in trading performance and have a
reasonable expectation that the Group and the Company have adequate
resources to continue in operational existence for the foreseeable
future and that it is therefore appropriate to continue to adopt
the going concern basis in preparing the financial
statements.
a) New and amended standards adopted by the
Group
A number of new or amended
standards became applicable for the current reporting period. These
new/amended standards do not have a material impact on the Group,
and the Group did not have to change its accounting policies or
make retrospective adjustments as a result of adopting these
standards.
b) New accounting policies adopted by the
Group
There were no new accounting
policies adopted by the Group during the period, nor any amendments
to existing accounting policies.
2
(Loss)/Earnings
per share
The basic (loss)/earnings per share
has been calculated by dividing the (loss)/ profit for the period
attributable to equity holders of the parent by the weighted
average number of ordinary shares in issue during the
period.
The calculation of (loss)/ earnings
per share is based on the following profit and number of shares in
issue:
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Six months
ended
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Six months
ended
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Year
ended
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30 Sept
2024
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30 Sept
2023
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31 Mar
2024
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(unaudited)
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(unaudited)
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(audited)
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£
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£
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£
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Profit/ (Loss) for the period
attributable to equity holders of the parent
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43,606
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(732,192)
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(7,249,266)
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Weighted average number of ordinary
shares in issue:
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- For basic
earnings per ordinary share
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63,723,489
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63,723,489
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63,723,489
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|
-
Potentially dilutive ordinary shares
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-
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-
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-
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- For
diluted earnings per ordinary share
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63,723,489
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63,723,489
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63,723,489
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Dilutive earnings per share adjusts
for share options granted where the exercise price is less than the
average price of the ordinary shares during the period. At
the end of the current period there were no potentially dilutive
ordinary shares.
3
Investments at
fair value through profit or loss
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Level 1
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Level 2
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Level 3
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Equity
investments in quoted companies
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Equity
investments in unquoted companies
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Debt
investments in unquoted companies
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Equity
investments in unquoted companies
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Debt
investments in unquoted companies
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Total
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£
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£
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£
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£
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£
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£
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At
31 March 2023 (audited)
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2,011,877
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-
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-
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7,446,447
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-
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9,458,324
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Additions at cost
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33,516
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-
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-
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150,000
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-
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183,516
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Disposals
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(148,754)
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-
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-
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-
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-
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(148,754)
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Amount owed to creditors
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-
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-
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-
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(127)
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(127)
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Change in Fair Value
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(44,758)
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-
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-
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(606,686)
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-
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(651,444)
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At
30 September 2023
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(unaudited)
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1,851,881
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-
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-
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6,989,634
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-
|
8,841,515
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Additions at cost
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349,000
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-
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-
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-
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-
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349,000
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Disposals
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(147,630)
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-
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-
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(912,272)
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-
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(1,059,902)
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Amount owed to creditors
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-
|
-
|
-
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(24,074)
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-
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(24,074)
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Change in Fair Value
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(439,156)
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-
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-
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(1,166,693)
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-
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(1,605,849)
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Impairment
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-
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-
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-
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(4,847,349)
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(4,847,349)
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At
31 March 2024 (audited)
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1,614,095
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-
|
-
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39,246
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-
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1,653,341
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Additions at cost
|
327,206
|
-
|
-
|
22,500
|
-
|
349,706
|
|
Disposals
|
(84,000)
|
-
|
-
|
-
|
-
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(84,000)
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|
Amount owed to creditors
|
-
|
-
|
-
|
(11)
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-
|
(11)
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|
Change in Fair Value
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464,992
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-
|
-
|
(34,417)
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-
|
430,575
|
|
At
30 September 2024
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|
|
|
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(unaudited)
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2,322,293
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-
|
-
|
27,318
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-
|
2,349,611
|
The Group classifies its investments
using a fair value hierarchy. Classification within the hierarchy
has been determined on the basis of the lowest level input that is
significant to the fair value measurement of the relevant
investment as follows:
·
Level 1 - valued using quoted prices in active
markets for identical assets;
·
Level 2 - valued by reference to valuation
techniques using observable inputs other than quoted prices
included within Level 1; and
·
Level 3 - valued by reference to valuation
techniques using inputs that are not based on observable market
data.
·
The fair values of quoted investments are based on
bid prices in an active market at the reporting date. All unquoted
investments have been classified as Level 3 within the fair value
hierarchy, their respective valuations having been calculated using
a number of valuation techniques and assumptions, notwithstanding
that the basis of the valuation methodology used most commonly by
the Group is 'price of most recent investment'. When using the DCF
valuation method, reasonably possible alternative assumptions could
have a material effect on the fair valuation of investments.
The impact on the fair value of investments if the discount
rate and provision shift by 1% is £23,496 (2023:
£88,415).
4
Share
capital
|
|
30 Sept
2024
|
30 Sept
2023
|
31 Mar
2024
|
|
|
(unaudited)
|
(unaudited)
|
(audited)
|
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Authorised
|
£
|
£
|
£
|
|
83,723,489 ordinary shares of 2
pence each
(30 September 2023:
83,723,489,
31 March 2024:
83,723,489)
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1,674,470
|
1,674,470
|
1,674,470
|
|
|
|
|
|
|
Allotted, called up and fully
paid
|
|
|
|
|
63,723,489 ordinary shares of 2
pence each
(30 September 2023:
63,723,489,
31 March 2024:
63,723,489)
|
1,274,469
|
1,274,469
|
1,274,469
|
The Company has one class of
ordinary shares. All shares carry equal voting rights, equal rights
to income and distribution of assets on liquidation or otherwise,
and no right to fixed income.
5 Subsequent
Events
On 11th October 2024, the
company announced that it had acquired 65,415,862 ordinary shares
in IQ-AI Limited, representing 29.51% of the issued share capital,
for a total consideration of £719,574. 45,761,083 shares in IQ-AI
were purchased from Trevor Brown, CEO of Braveheart, at a price of
1.1 pence per share, for a consideration of £503,371.91. A further
19,654,779 shares in IQ-AI Shares were purchased from Free
Association Books Limited ("FAB"), a company owned by the children
of Trevor Brown, also at a price of 1.1p per IQ-AI share for a
consideration of £216,202.57.
6 Availability of
Interim Results
Shareholder communications
A copy of this report is available on
request from the Company's registered office: 1 George Square,
Glasgow, G2 1AL. A copy has also been posted on the Company's
website: www.braveheartinvestmentgroup.co.uk.