TIDMADA
RNS Number : 4133H
Adams PLC
24 November 2022
Adams plc
("Adams" or the "Company")
Interim Results for the Six Months ended 30 September 2022
Chairman's Statement
Adams Plc ("Adams" or the "Company") reported a loss after tax
of GBP1.03 million for the half year to 30 September 2022, compared
to a loss of GBP0.65 million in the comparative half year ended 30
September 2021. The increased loss reflects continuing difficult
financial market conditions and is principally due to investment
return losses of GBP0.95 million coupled with overhead costs of
GBP0.08 million (September 2021 half year: investment return losses
of GBP0.57 million coupled with overhead costs of GBP0.08
million).
During the six months ended 30 September 2022, the Company spent
GBP0.63 million on two equity investments, one of which was a new
investment and the other being a follow-on investment. There were
no investment realisations during the period, but the reported half
year loss includes a GBP0.10 million full write down of our small
investment in 4D Pharma Plc which went into administration on 24
June 2022.
Adams held eleven investments as at 30 September 2022, of which
nine were listed and two were un-listed, and for which the total
investment carrying value was GBP6.30 million (31 March 2022:
GBP6.62 million, represented by nine listed and two un-listed
investment holdings).
The Company held cash balances of GBP0.16 million as at 30
September 2022, compared to cash balances of GBP0.87 million at the
previous 31 March 2022 year end. Net assets reduced to GBP6.45
million (equivalent to 4.42p per share) at the 30 September 2022
balance sheet date, compared with GBP7.48 million (equivalent to
5.13p per share) at 31 March 2022. The GBP1.03 million decrease in
net assets reflects the loss reported for the period.
Business model and investing policy
Adams is an investing company with an investing policy under
which the Board is seeking to acquire interests in special
situation investment opportunities that have an element of
distress, dislocation, dysfunction or other special situation
attributes and that the Board perceives to be undervalued. The
principal focus is in the small to middle-market capitalisation
sectors in the UK or Europe, but the Directors will also consider
possible special situation opportunities anywhere in the world if
they believe there is an opportunity to generate added value for
shareholders.
Investment Portfolio
The principal listed investments held by the Company at 30
September 2022 comprised Niox Group Plc ("Niox" formerly known as
Circassia Group Plc), C4X Discovery Holdings Plc ("C4XD"), Seeing
Machines Limited ("Seeing Machines") and Access Intelligence Plc
("Access Intelligence") and Adams also holds Oxehealth Limited
("Oxehealth") and Telit IOT Solutions Limited ("Telit") as
principal unquoted investments.
Niox is an AIM listed global medical device company focused on
point of care asthma diagnosis and management. Following a major
restructuring and the transfer of the Tudorza and Duaklir products
back to AstraZeneca in March 2021, Niox has now been transformed
into a debt-free business with a strong NIOX(R) asthma management
products based continuing operations business. The group is
progressing its transition to a distributor-led business model with
new arrangements in the USA and China expected to drive scalable
growth as it continues to implement access to a large and
underserved population of patients suffering from asthma. For the
six months ended 30 June 2022, sales increased 11% to GBP15.5
million and generated an EBITDA profit of GBP3.2 million. The
profit after tax for the period amounted to GBP9.2 million
inclusive of an GBP8.1 million settlement consideration recognised
on milestone payments due from Beyond Air Inc., following FDA
approval for its LungFit PH device, together with a profit of
GBP0.3 million on discontinued operations. The company had net cash
balances of GBP13.8 million at 30 June 2022 and had increased to
GBP17.6 million at 31 August 2022 following receipt of the first of
3 milestone payments due from Beyond Air. The shareholding of Adams
at 30 September 2022 was, and continues to be, 0.73 per cent of the
Niox shares in issue.
C4XD is a pioneering drug discovery company combining its
enhanced DNA-based target identification and candidate molecule
design capabilities to efficiently deliver world--leading medicines
which are developed by licensing partners. C4XD has a number of
existing partnership deals including a milestone and royalties
agreement with Indivior UK Limited for its oral Orexin-1 receptor
antagonist for the treatment of opioid addiction disorders worth up
to $284 million and a second milestones and royalties out-licensing
agreement with Sanofi for its IL-17A inhibitor programme worth up
to EUR414 million. There is also potential for single--digit Sanofi
royalties. In addition, the company has continued to drive other
key programmes towards partnering with a near term focus on
inflammatory and oncology diseases. C4XD reported a loss after tax
of GBP4.5 million in the six months ending 31 January 2022
inclusive of R&D investment of GBP3.9 million and with only
minimal revenues of GBP0.01 million. Cash balances at 31 January
2022 amounted to GBP11.7 million but post that period end, the
company raised cash of GBP5.7 million by way of a share placing in
August 2022. The shareholding of Adams in C4XD at 30 September 2022
was, and continues to be, 1.98 per cent of the C4XD shares in
issue.
Seeing Machines is an AIM listed industry leader in advanced
computer vision technologies. The company designs Artificial
Intelligence / AI powered operator monitoring systems using
camera-based optics and embedded processing to improve transport
safety in automotive, commercial fleet, aviation, rail and off-road
markets. The technology incorporates warnings when human state
attention impairment is identified, in order to re-engage the
operator or driver. Seeing Machines continues to invest in R&D
and grow as an automotive leader in such technology having now won
contracts with a total of ten automotive Tier 1 global customers
covering 14 automotive driver monitoring safety ("DMS") programmes.
At 30 June 2022, there were 447,225 vehicles on the road featuring
Seeing Machines' DMS technology, an increase of 246% over the
previous period. In the year to 30 June 2022, Seeing Machines
reported underlying revenue growth of 22 per cent when using
constant currency, to give revenues of A$54.4 million and a loss
for the year of A$25.3 million. Seeing Machines' cash balances at
30 June 2022 amounted to A$58.8 million and were subsequently
strengthened in October 2022 through a US$65m (A$103m) investment
in the company by an existing customer, Magna International, via an
exclusivity payment of US$17.5m and up to $47.5m of convertible
loan notes which mature in October 2026 and have a conversion rate
per ordinary share of GBP0.11. The shareholding of Adams in Seeing
Machines as at 30 September 2022 was, and continues to be, 0.19 per
cent of the Seeing Machines shares in issue.
Access Intelligence is an AIM listed London based technology
innovator delivering Artificial Intelligence / AI
Software-as-a-Service solutions for the global marketing and
communications industries. The company combines AI technologies
with human expertise to analyse data and provide strategic insights
as a single, real-time view of what is important. It is supported
by partnerships with the world's largest data providers and social
media platforms including Twitter, Reddit and Twitch. For the half
year ended 31 May 2022, Access Intelligence reported revenues of
GBP32.7 million and delivered a positive EBITDA of GBP0.3 million
before exceptional costs associated with the integration of Isentia
Group which had been acquired in September 2021. The loss for the
half year amounted to GBP7.0 million after exceptional costs and
inclusive of additional investment in sales and marketing to drive
global expansion. During the period, the group delivered continued
growth in the EMEA and North America region and won a substantial
number of blue-chip clients across every region, including
significant win backs in the APAC region. The shareholding of Adams
in Access Intelligence as at 30 September 2022 was, and continues
to be, 0.51 per cent of the Access Intelligence shares in
issue.
Oxehealth is a private company and an industry leader in
vision-based patient monitoring and management systems. The company
uses proprietary signal processing and computer vision to process
normal digital video camera data to measure the vital signs and
activity of patients in a number of different markets, primarily in
Mental Health, Acute Hospital settings, Primary Care settings, Care
Home, and Custodial facilities in both the UK and also in Sweden
and more recently the USA. This is achieved through the deployment
of its Oxevision platform which enables clinicians to take
non-contact cardiorespiratory measurements of a patient's pulse and
breathing rate, and which generate alerts to potentially risky
activity and reports on a patient's vital signs and behaviour. This
can all be done without the clinician entering the patient's room,
including by use of mobile handsets on the ward. At 30 September
2022, the investment holding by Adams in Oxehealth represents 2.93
per cent of Oxehealth's issued share capital at that date.
Telit is a private company and a global leader in Internet of
Things (IoT) enablement. Telit has over twenty years of experience
designing, building, and executing complex digital business. The
company has an extensive portfolio of wireless connectivity
modules, software platforms and global IoT connectivity services,
empowering hundreds of millions of connected 'things' to date, and
trusted by thousands of direct and indirect customers, globally. In
July 2022, the company announced a transaction under which it will,
subject to US regulatory approval, acquire the cellular IoT
products business of Thales and thereby expand Telit's presence in
the growing industrial IoT segments and end markets, including
payment systems, energy, e-health, and security. It will also
enhance the company's capabilities in the rapidly growing
cybersecure IoT solutions market. This transaction with Thales is
expected to complete by the end of 2022. At 30 September 2022, the
investment holding by Adams in Telit represents 0.47 per cent of
Telit's issued share capital at that date.
In addition to the above investments, at 30 September 2022 Adams
held quoted holdings in five other listed companies comprising
Griffin Mining Limited, which is an AIM listed mining and
investment company that has been the leader in foreign investment
in mining in China having been engaged in developing the Caijiaying
zinc and gold project since 1997; Tremor International Ltd, which
is an AIM listed advertising-technology company focused on digital
advertising including video, mobile, native, display technology,
and connected TV; Source Bioscience International Plc, which is an
AIM listed international provider of state-of-the art laboratory
services, clinical diagnostics and analytical testing services;
Euromax Resources Ltd, which is a Canadian development company
listed on the Toronto Stock Exchange and focused on building and
operating the Ilovica-Shtuka copper and gold project in Macedonia;
and Afentra Plc, which is an AIM listed upstream oil and gas
company focused on acquiring mature production and development
assets in Africa.
Outlook
World economies are currently facing many uncertainties
associated high levels of inflation and rising interest rates,
coupled with a cost-of-living crisis, Russia's invasion of Ukraine
and the lingering impact of COVID-19 and potential new variants. In
addition, the COVID financial support measures taken during the
last few years and the support for Ukraine's war efforts, have left
governments heavily indebted and with fiscal tightening now
expected to follow in many regions.
Your Board will, therefore, continue to maintain a rigorous and
highly selective investment approach, coupled with strict cost
control with a view to delivering additional value for shareholders
going forward. We remain confident in the underlying fundamentals,
technologies and long-term potential for growth at the companies
within our investment portfolio .
Michael Bretherton
Chairman
24 November 2022
Certain information contained in this announcement would have
been deemed inside information for the purposes of UK Market Abuse
Regulation until the release of this announcement. The Directors of
the Company take responsibility for this announcement.
Enquiries:
Adams plc
Mike Bretherton Tel: +44 1534 719 761
Nomad
Cairn Financial Advisers LLP
Sandy Jamieson, James Caithie Tel: +44 207 213 0880
Broker
Peterhouse Capital Limited
Heena Karani, Martin Lampshire Tel: +44 207 469 3393
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed
to be, forward looking statements. Forward looking statements are
identi ed by their use of terms and phrases such as "believe",
"could", "should" "envisage", "estimate", "intend", "may", "plan",
"potentially", "expect", "will" or the negative of those,
variations or comparable expressions, including references to
assumptions. These forward-looking statements are not based on
historical facts but rather on the Directors' current expectations
and assumptions regarding the Company's future growth, results of
operations, performance, future capital and other expenditures
(including the amount, nature and sources of funding thereof),
competitive advantages, business prospects and opportunities. Such
forward looking statements re ect the Directors' current beliefs
and assumptions and are based on information currently available to
the Directors.
STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTH PERIOD TO 30 SEPTEMBER 2022
6 months 6 months
ended Year ended ended
30 Sep 2022 31 Mar 2022 30 Sep 2021
Note (Unaudited) (Audited) (Unaudited)
GBP'000 GBP'000 GBP'000
Loss on investments 5 (947) (1,571) (567)
Investment return (947) (1,571) (567)
Expenses and other
income
Administrative expenses (82) (160) (81)
Operating loss (82) (160) (81)
Interest income - - -
Loss before income tax (1,029) (1,731) (648)
Income tax expense - - -
Loss and total comprehensive
-------------- ------------- --------------
loss for the period (1,029) (1,731) (648)
============== ============= ==============
Basic and diluted loss
per share 10 (0.70)p (1.21)p (0.46)p
-------------- ------------- --------------
There are no other items of comprehensive income or loss.
The notes form an integral part of the financial statements.
STATEMENT OF FINANCIAL POSITION
AS AT 30 SEPTEMBER 2022
As at As at As at
30 Sep 2022 31 Mar 2022 30 Sep 2021
(Unaudited) (Audited) (Unaudited)
Note GBP'000 GBP'000 GBP'000
Assets
Non-current assets
Investments 6 6,300 6,622 7,486
Current assets
Trade and other receivables 7 4 12 3
Cash and cash equivalents 163 871 1,089
------------- ------------- -------------
Total current assets 167 883 1,092
------------- ------------- -------------
Total assets 6,467 7,505 8,578
------------- ------------- -------------
Liabilities
Current liabilities
Trade and other payables 8 (16) (25) (16)
------------- ------------- -------------
Total liabilities (16) (25) (16)
------------- ------------- -------------
Net current assets 151 858 1,076
------------- ------------- -------------
Net assets 6,451 7,480 8,562
============= ============= =============
Equity
Called up share capital 9 1,459 1,459 1,459
Share premium 9 3,425 3,425 3,425
Accumulated gains 1,567 2,596 3,678
Total shareholder equity 6,451 7,480 8,562
============= ============= =============
The notes form an integral part of the financial statements.
The condensed interim financial statements were approved and
authorised for issue by the Board of Directors on 24 November 2022
and signed on its behalf by:
Michael Bretherton
Chairman
STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTH PERIOD TO 30 SEPTEMBER 2022
Share Accumulated
Capital Share Premium Gains Total
GBP'000 GBP'000 GBP'000 GBP'000
At 31 March 2021 (audited) 826 - 4,327 5,153
--------- -------------- ------------ --------
Issue of shares 633 3,482 - 4,115
Share issue costs - (57) - (57)
Total comprehensive loss
for period - - (649) (649)
At 30 September 2021 (unaudited) 1,459 3,425 3,678 8,562
--------- -------------- ------------ --------
Total comprehensive loss
for period - - (1,082) (1,082)
At 31 March 2022 (audited) 1,459 3,425 2,596 7,480
--------- -------------- ------------ --------
Total comprehensive loss
for period - - (1,029) (1,029)
At 30 September 2022 (unaudited) 1,459 3,425 1,567 6,451
========= ============== ============ ========
The notes form an integral part of the financial statements.
STATEMENT OF CASH FLOWS
FOR THE SIX MONTH PERIOD TO 30 SEPTEMBER 2022
6 months Year 6 months
ended ended ended
30 Sep 2022 31 Mar 30 Sep
2022 2021
(Unaudited) (Audited) (Unaudited)
GBP'000 GBP'000 GBP'000
Loss for the period (1,029) (1,731) (648)
Unrealised loss on revaluation of
investments 947 1,571 567
Realised gain on disposal of investments - - -
Decrease in trade and other receivables 8 10 19
(Decrease)/increase in trade and
other payables (9) 2 (8)
Net cash outflows from operating
activities (83) (148) (70)
-------------- ---------- ------------
Cash flows from investing activities
Purchase of investments (625) (3,088) (2,948)
Net cash outflows from investing
activities (625) (3,088) (2,948)
-------------- ---------- ------------
Cash flows from financing activities
Issue of share capital net of costs - 4,058 4,058
Net cash inflows from financing
activities - 4,058 4,058
-------------- ---------- ------------
Net (decrease)/increase in cash
and cash equivalents (708) 822 1,040
Cash and cash equivalents at beginning
of period 871 49 49
Cash and cash equivalents at end
of period 163 871 1,089
============== ========== ============
The notes form an integral part of the financial statements.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD TO 30 SEPTEMBER 2022
1 General information
Adams Plc ("the Company") is a company incorporated in the Isle
of Man and is listed on the AIM market of the London Stock
Exchange.
2 Basis of preparation
The interim financial statements of Adams Plc are unaudited
condensed financial statements for the six months ended 30
September 2022. These include unaudited comparatives for the six
months ended 30 September 2021 together with audited comparatives
for the year ended 31 March 2022.
These interim condensed financial statements have been prepared
on the basis of the accounting policies expected to apply for the
financial year to 31 March 2023 which are based on the recognition
and measurement principles of International Financial Reporting
Standards (IFRS) as adopted by the United Kingdom (UK). The
financial statements have been prepared under the historical cost
convention. The Company's presentation and functional currency is
GBP Pounds Sterling.
The interim financial statements do not include all of the
information required for full annual financial statements and do
not comply with all the disclosures in IAS 34 'Interim Financial
Reporting', and should be read in conjunction with the Company's
annual financial statements to 31 March 2022. Accordingly, whilst
the interim statements have been prepared in accordance with IFRS,
they cannot be construed as being in full compliance with IFRS.
The preparation of financial statements in conformity with IFRS
as adopted by the UK requires the use of certain critical
accounting estimates. It also requires management to exercise its
judgement in the process of applying the Company's accounting
policies.
3 Going concern
Information on the business environment, financial position and
the factors underpinning the Company's future prospects and
portfolio are included in the Chairman's Statement. The Directors
have considered their obligation in relation to the assessment of
the going concern of the Company and have reviewed the current cash
forecasts and assumptions as well as the main risk factors facing
the Company. Accordingly, the going concern basis has been adopted
in the preparation of the financial statements.
4 Significant accounting policies
The accounting policies adopted are consistent with those
followed in the preparation of the annual financial statements of
Adams Plc for the year ended 31 March 2022 which received an
unqualified audit opinion. A copy of these financial statements is
available on the Company website at www.adamsplc.co.uk .
5 Segment reporting
Operating segments for Adams Plc are reported based on the
financial information provided to the Board, which is used to make
strategic decisions. The Directors are of the opinion that under
IFRS 8 'Operating segments' the Company has only one reportable
segment, being Investment Return. The Board assesses the
performance of the operating segment based on financial information
which is measured and presented in a manner consistent with that in
the financial statements.
The principal sources of revenue for the Company in the period
to 30 September 2022 were as follows:
6 months 6 months
ended 30 Year ended ended 30
Sep 2022 31 Mar 2022 Sep 2021
GBP'000 GBP'000 GBP'000
Unrealised loss on investments (947) (1,571) (567)
Realised gains on investments - - -
------------------- ------------------- -------------------
Total loss on investments (947) (1,571) (567)
=================== =================== ===================
6 Investments
An analysis of movements in the value of the Company's
investments is as follows:
Quoted Unquoted Derivative
Equity Equity Trading
Shares Shares Asset Total
GBP'000 GBP'000 GBP'000 GBP'000
Fair value at 31 March 2021 3,982 566 557 5,105
Additions at cost 2,624 1,196 - 3,820
Disposals (858) - - (858)
Unrealised revaluation losses (212) 18 (387) (581)
Fair value at 30 September
2021 5,536 1,780 170 7,486
Additions at cost - 126 - 126
Disposals - - - -
Unrealised revaluation losses (843) 14 (161) (990)
-------- --------- ----------- --------
Fair value at 31 March 2022 4,693 1,920 9 6,622
Additions at cost 625 - - 625
Disposals - - - -
Unrealised revaluation losses (938) - (9) (947)
-------- --------- ----------- --------
Fair value at 30 September
2022 4,380 1,920 - 6,300
======== ========= =========== ========
7 Trade and other receivables
As at As at As at
30 Sep 2022 31 Mar 2022 30 Sep 2021
GBP'000 GBP'000 GBP'000
Prepayments 4 12 3
------------------- ------------------- -------------------
4 12 3
=================== =================== ===================
The carrying amount of prepayments is approximate to their fair
value.
8 Trade and other payables
As at As at As at
30 Sep 2022 31 Mar 2022 30 Sep 2021
GBP'000 GBP'000 GBP'000
Trade payables 7 8 8
Accruals and other creditors 9 17 8
16 25 16
============= =================== ===================
The carrying amount of trade and other payables approximates to
their fair value.
9 Share capital
Share capital Share premium
Ordinary shares Number of shares issued and fully paid up GBP'000 GBP000
------------------------------------------ -------------- --------------
At 30 September 2021 145,859,231 1,459 3,425
------------------------------------------ -------------- --------------
Issue of shares - - -
At 31 March 2022 145,859,231 1,459 3,425
------------------------------------------ -------------- --------------
Issue of shares - - -
At 30 September 2022 145,859,231 1,459 3,425
------------------------------------------ -------------- --------------
The authorised Ordinary share capital of the Company at 30
September 2022, 31 March 2022 and 30 September 2022 was 350,000,000
Ordinary Shares with a nominal value of GBP0.01 per share.
10 Earnings/(loss) per share
The basic earnings or loss per share is calculated by dividing
the profit or loss after tax attributable to equity shareholders by
the weighted average number of Ordinary Shares in issue during the
period:
Year 6 months
6 months ended ended
ended 31 Mar 30 Sep
30 Sep 2022 2022 2021
Loss after tax attributable to
equity holders of the Company
(GBP'000) (1,029) (1,731) (648)
Weighted average number of Ordinary
Shares 145,859,231 142,856,154 141,379,226
Basic and diluted loss per share
(p) (0.70) (1.21) (0.46)
There were no potentially dilutive shares in issue as at 30
September 2022, 31 March 2022 or 30 September 2021.
11 Half year interim report
A copy of this half year interim report, as well as the annual
statutory accounts to 31 March 2022, are available on the Company's
website at www.adamsplc.co.uk .
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