16
September 2024
AOTI, Inc. (the "Company" or
"Group" or "AOTI")
2024 Interim
Results
Robust performance and
progress achieved against strategy during H1 2024
AOTI, Inc. (AIM: AOTI), a medical
technology group focussed on the durable healing of wounds and
prevention of amputations, announces its unaudited results for the
six-month period ended 30 June 2024 ("the Period" or "H1
2024").
Operational
Highlights:
·
Growth delivered across all
business segments, with the higher margin Medicaid and
International segments growing at the fastest rate.
·
Veterans Administration (VA)
Federal Supply Schedule (FSS) contract extended for an additional
six months in June 2024, while five-year contract extension process
completes.
·
Continued expansion of sales
team driving strong revenue growth rate with the number of Full
Time Employees (FTEs) increasing to 80 as of 31 August 2024 (growth
of c. 27% from H1 2023).
·
Signed a distribution agreement
for the NEXA™ Negative Pressure Wound Therapy (NPWT) System with
the largest distributor of wholesale medical-surgical supplies and
equipment in the US.
·
Strengthened the Group's Senior
Management Team with the appointment of new Chief Financial Officer
(CFO) and established an experienced, independent Board of
Directors.
Post
Period:
· Received US FDA 510(k) clearance for NEXATM NPWT
System extending its indications to include use in the home care
setting in the US.
· Secured a contract for Topical Wound
Oxygen (TWO2®) Therapy with a leading Workers Compensation services company, which
supports c.1 million patients across the US.
·
Entered into a 250 patient
evaluation for TWO2® Therapy funded by a leading
health insurer in the Northeastern US.
Financial
Highlights:
$'000
|
H1
2024 Unaudited
|
H1
2023
Unaudited
|
Change
|
Revenue
|
26,339
|
20,845
|
+26.4%
|
Adjusted EBITDA
|
3,391
|
701
|
+383.9%
|
Net Cash / (Net Debt)
|
5,532
|
(10,070)
|
+154.9%
|
· Revenues of $26.3m (H1 2023: $20.8m):
up 26.4%, driven by growth across all business segments.
· Adjusted EBITDA of $3.4m (H1 2023: $0.7m): reflecting
improvements in sales team productivity and the high levels of
operating leverage in the business as it scales.
· Successfully completed an Initial Public Offering (IPO) on AIM
in June 2024 raising gross proceeds of £19.5m ($24.7m), allowing
the Company to continue to focus on its strategic growth objectives
and extinguish debt.
· Improved net cash position of $5.5m (H1 2023: net debt $10.1m)
in line with expectations following the IPO.
Outlook:
· The
Company remains on track to meet market expectations for FY 2024 by
delivering greater than 30% revenue growth and adjusted EBITDA
margins of 15-20%.
Dr. Mike Griffiths, Chief Executive
Officer & President of AOTI, said: "We are
pleased with our performance for the first half of 2024, with
growth seen across all segments. This was achieved while we
executed on a successful IPO on AIM and continued our strategy to
further accelerate the commercial roll-out of our
TWO2® Therapy and our NEXA™ NPWT
System. I would like to thank all
our investors for participating in the IPO where we raised gross
proceeds of £19.5 million.
"We remain firmly committed to
helping patients get back to living their lives to the fullest. Our
products have been proven to reduce hospitalisations by 88% and
amputations by 71% and this significant impact is reflected in our
monthly treated patient numbers which have increased to c.1,300 in
the US alone. We also continue to make good progress in opening up
new Medicaid states, and in broadening reimbursement within states
where we are already active.
"As we move
through the second half of 2024, I am pleased with the operational
progress we have achieved to date. We remain on track to meet
market expectations for the full year as we continue to deliver on
our scale-up strategy which is underpinned by a continued
trajectory of profitable growth."
The Interim Results for the Period
ended 30 June 2024 will be published on the Company's website today
at https://aotinc.net.
A presentation for sell-side
analysts will be held this morning at the offices of FTI
Consulting, 200 Aldersgate, London, EC1A 4HD. The meeting will
commence at 09:30 British Summer Time (BST) and will also be held
via webcast for those who would prefer to join virtually. If you
would like to attend in person or via the dial-in details, please
inform: AOTI@fticonsulting.com.
For
more information please contact:
AOTI, INC.
Dr. Mike Griffiths, Chief Executive
Officer & President
Jayesh Pankhania, Chief Financial
Officer
|
+44 (0)20 3727 1000
ir@aotinc.net
|
Peel Hunt LLP (Nominated Adviser and Broker)
Dr. Christopher Golden, Patrick
Birkholm
|
+44 (0)20 7418 8900
|
FTI
Consulting (Financial PR & IR)
Ben Atwell, Simon Conway,
Natalie Garland-Collins, Alex
Davis
|
+44 (0)20 3727 1000
AOTI@fticonsulting.com
|
ABOUT AOTI, INC.
AOTI, INC. was founded in 2006 and
is based in Oceanside, California, US and Galway, Ireland,
providing innovative solutions to resolve severe and chronic wounds
worldwide. Its products reduce healthcare costs and improve the
quality of life for patients with these debilitating conditions.
The Company's patented non-invasive Topical Wound Oxygen
(TWO2®) Therapy has demonstrated in
differentiating, robust, double-blinded randomised controlled
trials (RCT) and real-world evidence (RWE) studies to more-durably
reduce the recurrence of Diabetic Foot Ulcers (DFUs), resulting in
an unprecedented 88 per cent reduction in hospitalisations and 71
per cent reduction in amputations over 12 months.
TWO2® Therapy can be administered by the
patient at home, improving access to care and enhancing treatment
compliance. TWO2® Therapy has received
regulatory clearance from the US (FDA), Europe (CE Mark), UK
(MHRA), Health Canada, the Chinese National Medical Products
Administration, Australia (TGA) and in Saudi Arabia. Also
see www.aotinc.net
CHIEF EXECUTIVE OFFICER'S REPORT
I am excited to report our maiden
set of financial results since our successful Initial Public
Offering (IPO) in June 2024 for the six-month period ended 30 June
2024.
AOTI is a medical technology group
with a clear mission of helping all people with chronic conditions
get back to living their lives to the fullest. Founded in 2006, we
are focussed on the durable healing of wounds and prevention of
amputations that are caused by various chronic wound conditions. To
achieve this, we have developed an innovative, at-home therapy to
deliver cyclically-pressurised oxygen topically to chronic wounds,
which includes diabetic foot ulcers (DFUs), venous leg ulcers
(VLUs), as well as pressure ulcers (PUs), promoting high-quality
and more-durable wound healing over a period of 12 months and
longer.
Our proprietary Topical Wound Oxygen
(TWO2®) Therapy, which has treated >20,000
patients to date, has been demonstrated in pivotal clinical trials
to reduce the recurrence of DFUs six-fold versus standard-of-care,
leading to a 71% reduction in diabetes-related amputations and 88%
reduction in hospitalisations. We also offer an innovative
disposable Negative Pressure Wound Therapy (NPWT) device, the NEXA™
NPWT System.
During the first half of 2024, the
business performed well, with the second quarter correcting some
previously reported specific segment underperformance from the
first quarter. We delivered growth across all
business segments, with the proportion of the higher margin
Medicaid and International segments growing at a faster rate, as
planned, resulting in the Veterans Administration (VA) segment
accounting for c.64% of revenues in June 2024 compared to c.75% in
June 2023. During the period, we continued to make strong progress
against our phased market access strategy, whilst operationally we
increased the number of US sales representatives in line with
expectations, to 80 as of 31 August 2024 (growth of c.27%
from H1 2023), to further enhance our
growth.
Post period, we were pleased to
receive US Food & Drug Administration (FDA) 510(k) clearance
(K241515) for the Company's NEXATM NPWT System extending
its indications to include use in the home care setting in the
US, further increasing its potential
addressable market. We also signed a
distribution agreement for the NEXA™ NPWT System with the largest
distributor of wholesale medical-surgical supplies and equipment in
the US.
In June 2024, we were admitted to
trading on AIM. This was in line with the Board's strategy to
further accelerate the Group's commercial roll-out, enabling us to
reach our full potential. The net proceeds to the Company from the
IPO are being deployed to continue expansion of the Group's sales
team in the US and to open up new territories in which the Group's
products can be sold whilst also repaying the Group's financial
debt. In addition, we will direct some funding towards continuing
to enhance the clinical evidence supporting the differentiating
outcomes delivered by our TWO2® Therapy in additional wound
types.
Market Access Update &
Segment Performance
AOTI's approach to market access
comprises of three overlapping phases that are sequentially
establishing access to the VA, Medicaid and Medicare market
segments. Ultimately, as these phases are implemented, the
remaining payer categories will also provide reimbursement. The
Group is targeting these sectors because they have the highest
diabetes and chronic wound prevalence rates.
The first phase of the Company's
reimbursement strategy has successfully been completed with
reimbursement for the Company's TWO2® Therapy
having been secured in the VA and New York Medicaid for a number of
years. The second phase of expanding wider state Medicaid payer
coverage is ongoing, with access being secured in five additional
Medicaid states, the launch of the NEXATM NPWT System and International sales
being commenced. The third phase of the Group's market access
strategy is to achieve, over time, full US national coverage and
access to the Medicare population.
$'000
|
H1 24
Unaudited
|
H1 23
Unaudited
|
Change
|
Veterans Administration
|
16,873
|
15,763
|
+7.0%
|
Medicaid
|
8,926
|
4,856
|
+83.8%
|
Other (NEXA™ and
International)
|
540
|
226
|
+139.1%
|
Total
|
26,339
|
20,845
|
+26.4%
|
Veterans Administration (VA)
For the Period, revenues from our VA
segment were up 7.0% to $16.9m (H1 2023: $15.8m). Having first
secured reimbursement from the VA in 2009 under an awarded five
year Federal Supply Schedule (FSS) contract, the terms of our
existing VA FSS contract were extended for an additional six months
in June 2024, while the current five-year contract extension
process continues through the mandated Office of Inspector General
(OIG) review due to our contract size. We expect this extension
process to conclude shortly and are confident in achieving this
given the recent grant of a six-month extension.
Our strong clinical efficacy
including the ability to save patients' limbs, lives and ultimately
cost for the VA has enabled us to drive growth across this segment
in a time of heightened cost containment by prosthetics departments
within several VA medical centres.
Medicaid
The Company is in the second phase
of its market access and commercialisation strategy. AOTI's
strategy is to focus on 15 targeted states and align these with the
major insurance companies who administer Medicaid in those states
through managed care. Once the Group has access to these states,
they will also have access to all the major payers administering
the remaining states across the US Medicaid and Medicare systems,
streamlining future negotiations. Since the start of the Group's
accelerated market access strategy in 2022, the Group has
successfully secured Medicaid payers within the states of Arizona,
New Jersey, Massachusetts, Virginia and Tennessee and expects to
open two to three new states on a sustainable basis each year over
the coming years and beyond.
For the Period, Medicaid segment
revenues were up 83.8% to $8.9m (H1 2023: $4.9m). As noted in our
Admission Document published in June 2024, in January and February
2024, trading was slower than expected reflecting territory
restructuring in New York in Q4 2023. These changes have been
implemented and from March 2024 onwards, the Group has been trading
in line with expectations. Whilst all states grew, Arizona Medicaid
and New Jersey Medicaid performed particularly well.
Within the new Medicaid states
segment, we have submitted our first claims for managed Medicaid
patients in Tennessee and are continuing to work towards securing
payer coverage in Virginia and Massachusetts. In our targeted
expansion states, we have secured a 250 patient evaluation which is
being funded by a leading insurer in the Northeastern US and is
expected to commence in Q4 2024.
It typically takes 12 to 18 months
to open a new state, agree reimbursement and achieve first payment
for TWO2® Therapy. Negotiations in new Medicaid states continue to progress well,
as are discussions with insurers to broaden reimbursement within
states where the Group is already active. These market access
activities are closely linked to our sales team expansion plans
which will contribute to our growth.
Other
NEXATM
NPWT System and International sales have grown by
139% since the prior period, driven by European and Middle Eastern
sales as well as distributor sales for the NEXATM product.
In the Period, the Company signed a
distribution agreement with the nation's largest distributor of
wholesale medical-surgical supplies and equipment in the US. This
coupled with the expanded US FDA 510(k) clearance for home use in
the US is expected to continue to drive further penetration of
NEXATM into the US
market.
In July 2024, the Group also secured
a contract with a leading Workers Compensation services company for
TWO2® Therapy, which supported nearly 1
million patients across the US in 2023.
Product & Market
Developments
The Group is a leading advocate of
the benefits of promoting health equity with its patient-applied,
at-home therapies and during the Period, we have continued to build
on our strategic partnership with the American Diabetes Association
(as a founding member of the Amputation Prevention Alliance to
further address the diabetic-related amputation epidemic) and
showcased the unique limb-saving capabilities of
TWO2® Therapy at their 84th Scientific
Sessions in Orlando, Florida during June 2024.
In addition, we have continued the
roll-out of the Company's "Eyes
on the Wound: Engaged Outcomes" platform in key expansion
market segments to further demonstrate our differentiating outcomes
in a payer's specific patient population and successfully rolled out an Enterprise Resource Planning (ERP)
system company-wide to provide enhanced visibility of performance
and to further support improved productivity of the sales
team.
We are proud of our efforts to
promote health equity and with proven real world efficacy and a
significant overall cost-saving healthcare economic proposition
(including the cost of therapy) for DFUs, in line with our
strategy, we continue to evaluate how to further enhance the
clinical claims attached to our products, for instance, growing the
evidence of efficacy in other indications such as VLUs. We look
forward to updating the market on developments in due
course.
Initial Public Offering (IPO)
& Board of Directors
Our IPO on the London Stock Exchange
completed on 18 June 2024 successfully raising gross proceeds of
£19.5m through a placing of 14,772,918 newly issued Common Shares
at a placing price of 132 pence per Common Share. In addition,
gross proceeds of £15.6m were raised for certain selling
shareholders through the placing of 11,818,336 existing Common
Shares at the Placing Price. The net proceeds allow the Group to
focus on its strategic growth objectives. As of 30 June 2024, the
Company had in place a loan of $14.5m with SWK Bank: in-line with
the use of proceeds from the IPO, the Company repaid $6.0m in July
2024 and is expecting to repay the remaining facility over the
coming few months.
During the Period, we enhanced the
Board as part of the IPO process with the addition of Jayesh
Pankhania (Chief Financial Officer), Douglas Le Fort (Non-Executive
Chairman), Richard Cotton (Senior Independent Director), Dr Ceri
Morgan and Anthony Bourne (Non-Executive Directors) to join myself
and Anthony Moffatt (Chief Operating Officer). We now believe we
have a seasoned Board in place who are focussed on scaling and
growing the business through expanding reimbursement in the US and
opening up other geographies.
Conclusion
The Board continues to believe that
AOTI has all of the building blocks in place to secure expanded
market access and commercialisation of our
TWO2® Therapy and to continue the staged
roll-out of the NEXA™ NPWT System, the Company's independently
differentiated wound care platforms.
On behalf of the Board, I would like
to take this opportunity to thank all our existing and new
investors, employees and partners for their significant support
over the past six months. It has been an instrumental period for
the Company, and we look forward to updating the market in the
coming periods as we deliver against our scale-up strategy,
underpinned by a continued trajectory of profitable
growth.
DR.
MIKE GRIFFITHS
|
Chief Executive Officer & President of AOTI,
Inc.
|
|
13 September 2024
|
CHIEF FINANCIAL OFFICER'S REPORT
Financial
Report
Financial highlights
$'000 (unless stated)
|
H1 2024
Unaudited
|
H1 2023
Unaudited
|
Change*
|
Revenue
|
26,339
|
20,845
|
+26.4%
|
Gross Profit
|
22,986
|
18,203
|
+26.3%
|
Gross Margin (%)
|
87.3%
|
87.3%
|
(6)
bps
|
Operating Expenses
|
25,674
|
19,461
|
+31.9%
|
Loss from Operations
|
(2,688)
|
(1,258)
|
+113.7%
|
Adjusted EBITDA
|
3,391
|
701
|
+383.7%
|
Basic and Diluted loss per share
(cents per share)
|
(0.05)
|
(0.03)
|
+39.5%
|
Operating Cash Flow
|
(2,220)
|
(1,715)
|
+29.4%
|
Financing Cash Flow
|
21,930
|
0
|
na
|
Net Cash / (Debt)
|
5,532
|
(10,070)
|
+154.9%
|
*
Certain changes are calculated on underlying numbers before
rounding
Revenue
Revenues grew 26.4% to $26.3m in H1
2024 (H1 2023: $20.8). This was driven by growth across all market
segments, but predominantly through growth in the Medicaid
segment.
Gross Profit
Gross Profit increased 26.3% to
$23.0m, and Gross Margin stayed relatively flat (6 bps) at 87.3%.
The mix of business towards the higher margin Medicaid segment
increased from 23.3% to 33.9%, though overall Gross Margins reduced
marginally due to a one off catch up accrual on a rebate and a
greater proportion of international sales to
distributors.
Operating expenses
Operating expenses increased 31.9%
to $25.7m in the period. This included a one off non-cash
share-based payment charge of $5.1m (H1 2023: $0.8m) crystallising
on IPO further described in Note 7 and our Admission Document; and
Strategic Advisory and IPO preparation costs of $0.1m (H1 2023:
$0.4m). Excluding these items, underlying operating expenses would
be $20.5m (H1 2023 $18.2m) an increase of 12.6% and much lower than
the increase in revenues, demonstrating the strong operational
leverage in the business from its high Gross Margins. This trend is
expected to continue as the business scales.
Adjusted EBITDA
Adjusted EBITDA was $3.4m (H1 2023:
$0.7m) reflecting improvements in sales team productivity and the
high levels of operating leverage in the business as it scales
following earlier significant investment in market access and
building out our sales function.
Loss from Operations
The Loss from Operations was $2.7m
(H1 2023: $1.3m) and includes non-cash share-based payments and
strategic advisory and IPO preparation costs as mentioned above.
Excluding these items, there would be a Profit from Operations of
$2.5m (H1 2023: nil).
Loss per share
The basic and diluted loss per share
was $0.05 (H1 2023: $0.03), an increase in loss mainly due to one
off IPO related items.
Operating Cash Flow
Operating Cash Outflows were $2.2m
(H1 2023: $1.7m) an increase of 29.4%. In 2024, Cash Outflows were
impacted by the payment of IPO related and other costs deferred
into 2024. As the proportion of revenue from Medicaid and
International increases, which has longer payment cycles than the
VA, we will be investing in working capital to fund this
expansion.
Financing Cash Flow
Financing Cash Flow was $22.0m (H1
2023: Nil) primarily due to the net proceeds of the IPO. In
addition to this, a $2.0m loan was drawn from the SWK Bank facility
and $1.0m from related parties. The $1.0m loan from related parties
was repaid at the time of the IPO. A $6.0m portion of the SWK Bank
facility has been repaid since 30 June 2024.
Net Cash / (Net Debt)
Net Cash is $5.5m (H1 2023: Net Debt
$10.1m), predominately reflecting the funds raised as part of the
IPO. Since 30 June 2024, $6.0m of the SWK Facility has been
repaid.
Reconciliation between Net Loss and Adjusted
EBITDA
$'000
|
H1
2024
Unaudited
|
H1
2023
Unaudited
|
Net Loss
|
(3,867)
|
(2,686)
|
Provision for income
taxes
|
143
|
455
|
Interest expense
|
1,084
|
973
|
Depreciation and
amortization
|
801
|
669
|
Loan fees Amortization
|
48
|
48
|
EBITDA
|
(1,791)
|
(541)
|
Share-based compensation (non-cash)
*
|
5,077
|
797
|
Strategic advisory and IPO
preparation **
|
105
|
445
|
Adjusted EBITDA
|
3,391
|
701
|
*
Share-based compensation included as a non-recurring expense due to
acceleration as a result of the IPO. See also Note 7 to the
Condensed Consolidated Interim Financial
Statements
**
The Company has incurred certain costs related to IPO
preparation
Post Balance Sheet
Events
As outlined above, in July 2024, the
Group repaid $6.0m of its SWK Bank facility in line with the
proposed use of proceeds from the IPO and is expecting to repay the
remaining facility over the coming months.
Outlook
The Board believes that the Group
remains on track to meet market expectations for FY 2024 by
delivering greater than 30% revenue growth and adjusted EBITDA
margins of 15-20%.
JAYESH PANKHANIA
|
Chief Financial Officer of AOTI, Inc.
|
|
13 September 2024
|
Condensed Consolidated Interim Financial Statements for the
period ended 30 June 2024
Consolidated Statement of Operations
for the period ended 30 June
2024
|
Note
|
30
Jun 2024
Unaudited
|
30
Jun 2023
Unaudited
|
|
31
Dec 2023
Audited
|
|
|
$
|
$
|
|
$
|
Equipment rentals
|
|
16,841,560
|
14,297,067
|
|
28,707,407
|
Product sales, net of returns and
allowance
|
|
9,497,226
|
6,548,280
|
|
15,210,427
|
Total revenues
|
|
26,338,786
|
20,845,347
|
|
43,917,834
|
|
|
|
|
|
|
Cost of equipment rentals
|
|
361,708
|
416,243
|
|
610,359
|
Cost of product sales
|
|
2,991,129
|
2,226,427
|
|
5,713,682
|
Total cost of revenues
|
|
3,352,837
|
2,642,670
|
|
6,324,041
|
Gross profit
|
|
22,985,949
|
18,202,677
|
|
37,593,793
|
|
|
|
|
|
|
Commissions
|
|
5,515,338
|
5,513,956
|
|
10,494,683
|
Salaries, wages and
benefits
|
|
14,645,915
|
8,208,863
|
|
17,434,923
|
Other operating expenses
|
|
5,513,074
|
5,737,755
|
|
15,200,802
|
Total operating expenses
|
|
25,674,327
|
19,460,574
|
|
43,130,408
|
Loss from operations
|
|
(2,688,378)
|
(1,257,897)
|
|
(5,536,615)
|
Realized gain (losses) on foreign
currency transactions
|
|
24,276
|
-
|
|
(226,258)
|
Gain on disposal of fixed
assets
|
|
23,739
|
-
|
|
63,240
|
Interest expense
|
|
(1,083,958)
|
(972,892)
|
|
(1,950,087)
|
Loss before income taxes
|
|
(3,724,321)
|
(2,230,789)
|
|
(7,649,720)
|
Provision for income
taxes
|
|
142,543
|
455,153
|
|
537,490
|
Net
loss
|
|
(3,866,864)
|
(2,685,942)
|
|
(8,187,210)
|
|
|
|
|
|
|
Loss per common share
|
|
|
|
|
|
Basic and diluted (cents per
share)
|
4
|
(0.05)
|
(0.03)
|
|
(0.10)
|
Weighted average shares
outstanding
|
4
|
85,037,628
|
82,405,340
|
|
82,405,340
|
|
|
|
|
|
|
The above condensed consolidated
statement of operations relates to continuing operations for the
Company.
Consolidated Balance
Sheet
as at 30 June
2024
|
Note
|
30 Jun 2024
Unaudited
|
30 Jun 2023
Unaudited
|
31 Dec 2023
Audited
|
|
|
$
|
$
|
$
|
ASSETS
|
|
|
|
|
Non-current assets
|
|
|
|
|
Property, plant and
equipment
|
|
2,870,537
|
2,148,359
|
2,653,246
|
Intangible assets
|
5
|
9,165,045
|
9,676,923
|
9,423,438
|
Operating lease right of use
assets
|
|
630,772
|
646,157
|
634,617
|
Deposits held
|
|
26,000
|
26,000
|
26,000
|
Total non-current assets
|
|
12,692,354
|
12,497,439
|
12,737,301
|
|
|
|
|
|
Current assets
|
|
|
|
|
Inventory
|
|
1,995,237
|
1,947,568
|
2,203,516
|
Income tax receivable
|
|
51,344
|
238,323
|
40,145
|
Trade accounts receivable,
net
|
|
7,706,753
|
4,372,608
|
5,221,915
|
Other receivables and
prepayments
|
|
312,840
|
269,531
|
99,492
|
Cash and cash equivalents
|
|
19,752,725
|
1,576,546
|
778,484
|
Total current assets
|
|
29,818,899
|
8,404,576
|
8,343,552
|
|
|
|
|
|
Total assets
|
|
42,511,253
|
20,902,015
|
21,080,853
|
|
|
|
|
|
EQUITY AND LIABILITIES
|
|
|
|
|
Equity
|
|
|
|
|
Common stock
|
|
1,064
|
824
|
824
|
Additional paid-in
capital
|
|
35,085,598
|
9,258,699
|
9,978,102
|
Retained earnings
(deficit)
|
|
(19,756,603)
|
(10,388,471)
|
(15,889,739)
|
Total stockholders' equity (deficit)
|
|
15,330,059
|
(1,128,948)
|
(5,910,813)
|
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
Deferred acquisition
liability
|
|
-
|
242,467
|
-
|
Deferred income tax
liabilities
|
|
1,753,984
|
2,009,080
|
1,812,449
|
Long Term Debt, net
|
6
|
14,220,372
|
11,646,430
|
11,694,645
|
Operating lease
liabilities
|
|
371,371
|
368,356
|
370,843
|
Total non-current liabilities
|
|
16,345,727
|
14,266,333
|
13,877,937
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
Accounts payable - trade
|
|
1,725,229
|
1,462,157
|
5,789,137
|
Accrued expenses
|
|
6,065,164
|
3,561,281
|
4,241,888
|
Deferred acquisition
liability
|
|
301,229
|
-
|
242,467
|
Income tax payable
|
|
440,885
|
542,231
|
612,035
|
Deferred revenue
|
|
2,021,127
|
1,963,881
|
1,941,957
|
Operating lease
liabilities
|
|
281,833
|
235,080
|
286,245
|
Total current liabilities
|
|
10,835,467
|
7,764,630
|
13,113,729
|
|
|
|
|
|
Total liabilities
|
|
27,181,194
|
22,030,963
|
26,991,666
|
|
|
|
|
|
Total equity and liabilities
|
|
42,511,253
|
20,902,015
|
21,080,853
|
Consolidated Statement of
stockholders' equity
for the period ended 30 June
2024
|
Common
stock
|
Additional paid in
capital
|
Retained
earnings
|
Total
equity
|
|
$
|
$
|
$
|
$
|
Balance at 1 January 2023
|
824
|
8,461,909
|
(7,702,529)
|
760,204
|
Loss for the period and total
comprehensive income
|
_
|
_
|
(2,685,942)
|
(2,685,942)
|
Share-based payment
expense
|
_
|
796,790
|
_
|
796,790
|
Balance at 30 June 2023 Unaudited
|
824
|
9,258,699
|
(10,388,471)
|
(1,128,948)
|
Loss for the period and total
comprehensive income
|
_
|
_
|
(5,501,268)
|
(5,501,268)
|
Share-based payment
expense
|
_
|
719,403
|
_
|
719,403
|
Balance at 31 December 2023 Audited
|
824
|
9,978,102
|
(15,889,739)
|
(5,910,813)
|
Loss for the period and total
comprehensive income
|
_
|
_
|
(3,866,864)
|
(3,866,864)
|
Restricted shares - fully vested at
admission date
|
36
|
_
|
_
|
36
|
Exercise of lender
warrant
|
4
|
(4)
|
_
|
_
|
Issuance of new common
shares
|
148
|
24,734,362
|
_
|
24,734,510
|
Issuance under share issuance
agreement
|
51
|
(51)
|
_
|
_
|
Shares issued as repayment of
debt
|
1
|
99,999
|
_
|
100,000
|
Issuance costs related to
IPO
|
_
|
(4,803,934)
|
_
|
(4,803,934)
|
Share-based payment
expense
|
_
|
5,077,124
|
_
|
5,077,124
|
Balance at 30 June 2024 Unaudited
|
1,064
|
35,085,598
|
(19,756,603)
|
15,330,059
|
Consolidated Statement of Cash
Flows
|
Six months to 30 Jun
2024
Unaudited
|
Six months
to
30 Jun 2023
Unaudited
|
Year end to
31 Dec 2023
Audited
|
|
$
|
$
|
$
|
Cash flows from operating activities
|
|
|
|
Net loss
|
(3,866,864)
|
(2,685,942)
|
(8,187,210)
|
Adjustments to reconcile net loss to
net cash used in operating activities:
|
|
|
|
Depreciation and
amortization
|
800,754
|
668,649
|
1,419,044
|
Gain on disposal of fixed
assets
|
(23,739)
|
-
|
(63,240)
|
Loan fees amortization
|
48,214
|
48,214
|
96,427
|
Share-based compensation
|
5,077,124
|
796,790
|
1,516,193
|
Deferred income taxes
|
(58,465)
|
117,753
|
(78,878)
|
Allowance for credit
losses
|
(58,687)
|
-
|
144,857
|
Paid-in-kind interest capitalized to
note
|
477,513
|
-
|
-
|
Other non-cash items
|
-
|
(156,386)
|
(153,223)
|
Changes in assets and
liabilities:
|
|
|
|
Accounts receivable
|
(2,426,151)
|
(378,929)
|
(1,373,085)
|
Inventory
|
208,279
|
(512,631)
|
(768,580)
|
Income tax receivable
|
(11,199)
|
-
|
200,336
|
Other receivables and
prepayments
|
(213,348)
|
(220,777)
|
(50,737)
|
Accounts payable
|
(4,063,908)
|
509,712
|
4,836,692
|
Accrued expenses and income taxes
payable
|
1,810,925
|
(97,244)
|
840,814
|
Deferred revenue
|
79,170
|
195,320
|
173,396
|
Net cash used in operating
activities
|
(2,220,382)
|
(1,715,471)
|
(1,447,194)
|
|
|
|
|
Cash flows from investing activities
|
|
|
|
Purchase of property, plant and
equipment
|
(577,326)
|
(614,493)
|
(1,315,081)
|
Payment of leases
liability
|
(158,627)
|
(107,592)
|
(270,535)
|
Net
cash used in investing activities
|
(735,953)
|
(722,085)
|
(1,585,616)
|
|
|
|
|
Cash flow from financing activities
|
|
|
|
Proceeds from shares issued in the
Admission
|
24,734,510
|
-
|
-
|
Issuance costs paid related to the
Admission
|
(4,803,934)
|
-
|
-
|
Proceeds from borrowings under the
credit agreement
|
2,000,000
|
-
|
-
|
Proceeds from related party notes
payable
|
1,008,455
|
-
|
-
|
Principal payments on related party
notes payable
|
(1,008,455)
|
-
|
(202,808)
|
Net
cash generated from / (used in) financing
activities
|
21,930,576
|
-
|
(202,808)
|
|
|
|
|
Increase/(decrease) in cash and cash
equivalents
|
18,974,241
|
(2,437,556)
|
(3,235,618)
|
Cash and cash equivalents at
beginning of period
|
778,484
|
4,014,102
|
4,014,102
|
Cash and cash equivalents at the end of the
period
|
19,752,725
|
1,576,546
|
778,484
|
Notes to the unaudited Condensed Consolidated Interim
Financial Statements for the period ended 30 June
2024
1. General Information
AOTI, Inc. (the "Company") is a
public limited company which is listed on the AIM Market of the
London Stock Exchange and incorporated in the State of Florida in
the US. Its address of its registered office is 3512 Seagate Way,
Suite 100, Oceanside, CA 92056.
2. Basis of preparation
The condensed consolidated interim
financial statements include the results of Company and its
subsidiaries ("the Group") for the six months ended 30 June 2024
and have not been audited.
These condensed consolidated interim
financial statements have been prepared in accordance with the AIM
rules and the recognition and measurement requirements of
Generally Accepted Accounting Principles as issued
by the Financial Accounting Standards Board (FASB) ("US
GAAP") and adopting the accounting policies
that will be applied in the 31 December 2024 annual financial
statements and consistent with those disclosed in the AIM admission
document.
These condensed consolidated
financial statements should be read in conjunction with the
historical financial information contained within the AIM Admission
Document, which is available on the Group's website at:
https://aotinc.net
These condensed consolidated interim
financial statements were approved by the Board of Directors on 13
September 2024.
3. Accounting policies
Going
concern
The Directors believe that the Group
has adequate resources to continue trading for at least 12 months
from the date of approval of these condensed consolidated interim
financial statements. Accordingly, the Directors continue to adopt
the going concern basis of accounting in preparing these financial
statements.
Summary of significant accounting
policies
The accounting policies applied by
the Group in these condensed consolidated interim financial
statements are the same as those applied by the Group in the
financial statements disclosed in the AIM admission
document.
4. Loss per share
The calculation of basic and diluted
loss per share is based upon the loss attributable to equity
holders divided by the weighted average number of shares in issue
during the period. On 30 May 2024, the
Company effected a share split (the "Share Split") pursuant to
which each existing common share of par value $0.0001 was split
into 10 Common Shares of par value $0.00001 each, so increasing the
total number of shares in issue by a multiple of 10. The Amended
and Restated Articles of Incorporation increased the number of
authorized shares from 30,000,000 to 300,000,000. Outstanding
common shares for all periods presented have been restated to
reflect the Share Split.
The loss incurred by the Group means
that the effect of any outstanding options would be anti-dilutive
and is ignored for the purposes of the diluted loss per share
calculation.
|
Six months to 30 Jun
2024
Unaudited
$
|
Six months
to
30 Jun 2023
Unaudited
$
|
Year ended
31 Dec 2023
Audited
$
|
Loss for the period from continuing
activities
|
(3,866,864)
|
(2,685,942)
|
(8,187,210)
|
|
|
|
|
|
Six months to 30 Jun
2024
Unaudited
No
|
Six months to 30 Jun
2023
Unaudited
No
|
Year ended
31 Dec 2023
Audited
No
|
Weighted average number of ordinary
shares
|
85,037,628
|
82,405,340
|
82,405,340
|
|
|
|
|
|
Six months to 30 Jun
2024
Unaudited
$
|
Six months
to
30 Jun 2023
Unaudited
$
|
Year ended
31 Dec 2023
Audited
$
|
Basic and diluted loss per
share
|
(0.05)
|
(0.03)
|
(0.10)
|
5. Intangible assets
|
Licenses
agreement
$
|
Patents
$
|
Total
$
|
Cost
|
|
|
|
At 1 January 2024
|
9,855,853
|
507,794
|
10,363,647
|
Additions
|
-
|
-
|
-
|
At 30 June 2024 Unaudited
|
9,855,853
|
507,794
|
10,363,647
|
|
|
|
|
Amortisation
|
|
|
|
At 1 January 2024
|
(574,924)
|
(365,285)
|
(940,209)
|
Charge for the period
|
(246,396)
|
(11,997)
|
(258,393)
|
At 30 June 2024 Unaudited
|
(821,320)
|
(377,282)
|
(1,198,602)
|
|
|
|
|
Net book
|
|
|
|
At 30 June 2024
|
9,034,533
|
130,512
|
9,165,045
|
At 31 December 2023
Audited
|
9,280,929
|
142,509
|
9,423,438
|
6. Long term debt
|
30 Jun 2024
Unaudited
|
30 June
2023
Unaudited
|
31 Dec
2023
Audited
|
|
|
|
$
|
$
|
$
|
Long-term commitments - finance
company
|
14,477,513
|
12,000,000
|
12,000,000
|
Unamortised financing
fees
|
(55,316)
|
(76,059)
|
(65,688)
|
Unamortised debt discount -
warrant
|
(201,825)
|
(277,511)
|
(239,667)
|
Total long term debt
|
14,220,372
|
11,646,430
|
11,694,645
|
Long-term
Commitment
On 21 March 2022, the Company
entered into a loan agreement with a finance company for the
principal amount of $12,000,000 with maturity on or before 21 March
2027. The loan bears interest at a contract rate of 3-month LIBOR,
subject to a floor of 1.0%, plus 9.95%, payable on a quarterly
basis. In March 2023, the Company entered
into the first amendment to the loan agreement which replaced LIBOR
as the reference rate with the Term Secured Overnight Financing
Rate ("SOFR"). In addition, the contract rate on borrowings was
amended from LIBOR plus 9.95% to Term SOFR plus 10.20% (15.55% at
30 June, 2024). In connection with the loan
agreement, the Company also incurred financing fees of $223,717.
Interest expense for the period ended 30 June 2024 was $1,025,446,
including amortization of financing fees and debt discounts. The
effective interest rate on the loan for the period ended 30 June
2024 was 15.9%.
On 14 February 2024, the Company
amended its Credit Agreement with the finance company to capitalize
the February 2024 interest payment of $477,513.
On 26 April 2024, the Company
amended its Credit Agreement with the finance company to add an
additional $2,000,000 of borrowing capacity, which was fully drawn
down on 9 May 2024. The current total loan balance is $14,477,513,
including capitalized interest.
The loan agreement also provides
that the Company comply with certain financial covenants based on
minimum levels of aggregate revenues, EBITDA, and consolidated
unencumbered liquid assets, as defined in the loan agreement. At 30
June 2024, the Company was in compliance with all such
covenants.
Warrant
In connection with the long-term
borrowing commitment, the Company issued a warrant to the lender to
purchase 924,900 shares of the Company's stock at an exercise price
of $0.956 (adjusted for the stock split). The warrant was
exercisable effective 21 March 2022 and is exercisable for a
seven-year period ending 21 March 2029. The Warrant Agreement
provides for the lender to exercise the warrant in cash or as an
option in whole or in part under a Cashless Exercise, based on a
formula as defined in the Warrant Agreement. Upon the sale of
greater than 50% of the Company's outstanding shares
("Acquisition"), the successor entity would assume the liabilities
and obligations under the Warrant Agreement. A portion of the
warrant was exercised by the holder upon Admission and the holder
received 402,634 shares of common stock in the
Company.
7. Share-based payment schemes
The Group operates employee share
option schemes that are accounted for as equity-settled share-based
payments. The total charge for the period ended 30 June 2024 in
respect of share-based payments was $5,077,124 and was recognized
in the consolidated statement of operations. In connection with Admission, the Company accelerated the
vesting of all outstanding share options which had been granted
prior to the date of Admission, and the total charge for share
options for the period was $1,330,025, including $917,626 for the
accelerated portion. Also in connection with the Admission,
restricted stock issued to four employees in lieu of cash vested,
with a charge of $3,747,099.
8. Significant events after the reporting
date
In July 2024, the Group repaid $6.0m
of its SWK Bank facility in line with the proposed use of proceeds
from the IPO and is expecting to repay the remaining facility over
the upcoming months. There have been no other significant events to
report since 30 June 2024 and the date of approving this report on
13 September 2024.