TIDMADA
RNS Number : 3893U
Adams PLC
23 November 2023
23 November 2023
Adams plc
("Adams" or the "Company")
Interim Results for the Six Months ended 30 September 2023
Chairman's Statement
Adams generated a net profit of GBP0.29 million for the six
months ended 30 September 2023 compared to a loss of GBP1.03
million in the six months ended 30 September 2022.
The half year profit of GBP0.29 million comprises a net
investment profit return of GBP0.39 million, less overhead costs of
GBP0.10 million. The comparative 2022 half year loss of GBP1.03
million included a net investment loss return of GBP0.95 million,
together with administrative costs of GBP0.08 million.
During the half year, the Company spent GBP0.21 million on a new
quoted equity investment in NCC Group Plc and realised disposal
proceeds of GBP0.34 million on the sale of its Afrenta Plc and
Tremor International Ltd investments in full, together with a
partial sale of its Seeing Machines Ltd investment holding.
The carrying value of the Company's equity investments at 30
September 2023 was GBP5.31 million represented by eight quoted
investment holdings and three private investments (31 March 2023:
GBP5.10 million represented by nine quoted investment holdings and
three private investments). In addition, Adams holds a derivative
investment asset in the form of warrants in C4X Holdings Plc which
have an exercise price that is significantly above the market price
of the underlying shares and the warrants are therefore considered
to have a nil fair value.
The Company held cash balances of GBP0.12 million as at 30
September 2023, compared to cash balances of GBP0.05 million at the
previous 31 March 2023 year end.
Net assets increased to GBP5.40 million (equivalent to 3.70p per
share) at the 30 September 2023 balance sheet date, compared with
GBP5.11 million (equivalent to 3.50p per share) at 31 March 2023.
The GBP0.29 million increase in net assets reflects the profit
reported for the half year.
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 2023 (each representing at least 5% of the net asset
value of the Company at that date) comprised Niox Group Plc
("Niox"), C4X Discovery Holdings Plc ("C4XD"), Seeing Machines
Limited ("Seeing Machines"), Griffin Mining Limited ("Griffin") and
Access Intelligence Plc ("Access Intelligence"). Adams also holds
Oxehealth Limited ("Oxehealth") and Telit Cinteron Ltd ("Telit") as
principal unquoted investments.
Niox is an AIM listed global medical device company focused on
point of care FeNO testing for the diagnosis and management of
asthma. The NIOX VERO(R) device is the market leader in point of
care testing and is approved and reimbursed in most major markets.
The group is progressing its transition to a distributor led 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
half year ended 30 June 2023, sales increased 21% to GBP18.8
million and generated an EBITDA profit of GBP6.2 million. The
profit after tax for the period amounted to GBP3.4 million. The
company had net cash balances of GBP27.3 million at 31 August 2023
but subsequently paid out GBP10.5 million by way of a special 2.5
pence per share dividend in September 2023. The shareholding of
Adams at 30 September 2023 was, and continues to be, 0.37 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
out-licensing agreement with Sanofi for its IL-17A inhibitor
programme worth up to EUR414 million plus potential for
single--digit royalties and also an exclusive licensing agreement
with AstraZeneca for its NRF2 activator programme addressing the
treatment of inflammatory and respiratory diseases. The AstraZeneca
agreement is worth up to $402 million including pre-clinical
milestone payments of up to $16 million ahead of the first clinical
trial, with $2 million upfront. 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 GBP3.9 million in the six months
ending 31 January 2023 inclusive of R&D investment of GBP5.2
million and with revenues of GBP1.7 million. Cash balances at 31
January 2023 amounted to GBP9.6 million . Subsequently, in August
2023, C4XD announced that its cash position would be strengthened
by a GBP15.95 million consideration settlement from Indivior UK
Limited to acquire the proprietary rights to the oral Orexin-1
receptor antagonist partnership programme for the treatment of
opioid addiction disorders which Indivior would now take fully
in-house. The shareholding of Adams in C4XD at 30 September 2023
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 10 automotive Tier 1 global customers
covering 15 automotive driver monitoring safety ("DMS") programmes.
A total of 6 OEM programs have now started production, and at 30
June 2023, Seeing Machines' technology was installed in over 1
million vehicles globally. In the year to 30 June 2023, Seeing
Machines also signed an exclusive licence Agreement with Collins
Aerospace generating licence revenue over three years of US$10m, to
jointly develop pioneering eye-tracking solutions for the Aviation
industry. Seeing Machines reported underlying revenue growth of 48%
per cent during that year to 30 June 2023, to give revenues of
$57.8 million and a loss for the period of $15.5 million. Seeing
Machines' cash balances at 30 June 2023 amounted to $36.1 million.
The shareholding of Adams in Seeing Machines as at 30 September
2023 was, and continues to be, 0.31 per cent of the Seeing Machines
shares in issue.
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. In January 2021, Griffin
announced a major achievement in finally securing a significant new
mining license from the Chinese Ministry of Land and Natural
Resources which elevates Griffin to being one of the largest zinc
producers in China. Revenues more than doubled to US$69.5 million
for the 6 months 30 June 2023 and generated a profit after tax of
US$5.2 million. The results benefited from record amounts of ore
mined and processed and a significant improvement in the market
price for zinc and lower smelter treatment charges. Cash balances
at 30 June 2023 amounted to US$46.9 million and given the severely
undervalued nature of the company's share price, the Griffin
Directors also announced a share buy-back programme which was
commenced in September 2023. The shareholding of Adams in Griffin
as at 30 September 2023 was, and continues to be, 0.25 per cent of
the Griffin 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 X (formerly Twitter), Reddit and Twitch.
For the 6 months ended 31 May 2023, Access Intelligence reported
revenues of GBP31.3 million and delivered a positive EBITDA of
GBP2.0 million before exceptional costs associated with the
integration of Isentia Group which had been acquired in September
2021. This reflected its first six-month period of Annual Recurring
Revenue ("ARR") growth in the APAC region since the acquisition of
Isentia, alongside continued ARR growth in the EMEA & NA
market. The loss for the period amounted to GBP5.1 million after
exceptional costs and inclusive of additional investment in sales
and marketing to drive global expansion. Cash balances at 31 May
2023 amounted to GBP2.7 million . As a result of the restructuring
actions taken over the last two years to optimise profitable growth
and free cash flow generation, the Access Intelligence Board
anticipates the delivery of higher EBITDA and cash generation in
the second half. The shareholding of Adams in Access Intelligence
as at 30 September 2023 was, and continues to be, 0.52 per cent of
the Access Intelligence voting 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. The Oxehealth
Service is used by 50% of English NHS mental health trusts as well
as acute hospitals, care homes, skilled nursing facilities, prisons
and police forces in the UK and Europe. At 30 September 2023, the
investment holding by Adams in Oxehealth represents 2.22 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,
including cellular plans and cloud and data orchestration software.
These have empowered hundreds of millions of connected 'things' to
date, and are trusted by thousands of direct and indirect
customers, globally. On 1 January 2023, the company completed a
transaction with the global defence, aerospace and security group,
Thales, under which it acquired the cellular IoT products business
of Thales and thereby expanded Telit's presence in the growing
industrial IoT segments and end markets, including payment systems,
energy, e-health, and in the rapidly growing cybersecure IoT
solutions market. At 30 September 2023, the investment holding by
Adams in Telit represents 0.35 per cent of Telit's issued share
capital at that date.
In addition to the above investments, at 30 September 2023 Adams
held three other quoted holdings, together with one other private
company holding. The three quoted holdings comprise NCC Group Plc,
which is FTSE All-Share listed and a leading independent provider
of global cyber security and resilience services, focusing on the
fastest growing sectors, specifically those which are
highly-regulated and most exposed to cyber risk; WANdisco Plc,
which is a data activation company that enables organisations to
move large datasets to the cloud at massive scale in order to
activate all their data for AI, machine learning and analytics on
modern cloud data platforms; and 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;. The private company holding comprises
Source Bioscience International Ltd, which is an international
provider of state-of-the art laboratory services, clinical
diagnostics and analytical testing services.
Outlook
World economies are currently facing many risks and g
eopolitical uncertainties including the terrible current conflicts
in Gaza and Ukraine, together with ongoing trade tensions between
the US and China. As a result, continued volatility is expected in
financial markets. In addition, whilst the global economy proved
more resilient than expected in the first half of 2023, the overall
growth outlook in the coming year remains weak and is weighed down
by still high inflation and interest rates which may remain higher
for longer. Growth forecasts for 2024 are generally strongest in
emerging Asian economies, and weakest in Europe and the US.
Difficult and volatile financial market conditions subsequent to
our 30 September 2023 half year end have adversely impacted Adams's
investment portfolio and have generated unrealised investment
losses which are estimated to have now resulted in an overall loss
of GBP0.15 million for the just under 8 months year to date.
In view of the above risks and uncertainties, your Board will
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
23 November 2023
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 0930
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 2023
6 months ended Year ended 6 months ended
30 Sep 2023 31 Mar 2023 30 Sep 2022
Note (Unaudited) (Audited) (Unaudited)
GBP'000 GBP'000 GBP'000
Gain/(loss) on investments 6 348 (2,188) (947)
Dividend income 39 - -
----------------- ------------- -----------------
Investment return 387 (2,188) (947)
Expenses and other income
Administrative expenses (96) (182) (82)
Operating loss 291 (2,370) (1,029)
Interest income 1 - -
Profit/(loss) before taxation 292 (2,370) (1,029)
Taxation - - -
Profit/(loss)
----------------- ------------- -----------------
for the period 292 (2,370) (1,029)
================= ============= =================
Basic and diluted gain/(loss) per share 11 0.20p (1.62)p (0.70)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 2023
As at As at As at
30 Sep 2023 31 Mar 2023 30 Sep 2022
(Unaudited) (Audited) (Unaudited)
Note GBP'000 GBP'000 GBP'000
Assets
Non-current assets
Investments 7 5,312 5,095 6,300
Current assets
Trade and other receivables 8 4 11 4
Cash and cash equivalents 115 47 163
------------- ------------- -------------
Total current assets 119 58 167
------------- ------------- -------------
Total assets 5,431 5,153 6,467
------------- ------------- -------------
Liabilities
Current liabilities
Trade and other payables 9 (29) (43) (16)
------------- ------------- -------------
Total liabilities (29) (43) (16)
------------- ------------- -------------
Net current assets 90 15 151
------------- ------------- -------------
Net assets 5,402 5,110 6,451
============= ============= =============
Equity
Called up share capital 10 1,459 1,459 1,459
Share premium 10 3,425 3,425 3,425
Accumulated gains 518 226 1,567
Total shareholder equity 5,402 5,110 6,451
============= ============= =============
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 23 November 2023
and signed on its behalf by:
Michael Bretherton
Chairman
STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTH PERIOD TO 30 SEPTEMBER 2023
Share
Capital Share Premium Accumulated Gains Total
GBP'000 GBP'000 GBP'000
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
--------- -------------- ------------------ --------
Total comprehensive loss for period - - (1,341) (1,341)
At 31 March 2023 (audited) 1,459 3,425 226 5,110
--------- -------------- ------------------ --------
Total comprehensive gain for period - - 292 292
At 30 September 2023 (unaudited) 1,459 3,425 518 5,402
========= ============== ================== ========
The notes form an integral part of the financial statements.
STATEMENT OF CASH FLOWS
FOR THE SIX MONTH PERIOD TO 30 SEPTEMBER 2023
6 months Year 6 months
ended ended ended
30 Sep 2023 31 Mar 2023 30 Sep 2022
(Unaudited) (Audited) (Unaudited)
GBP'000 GBP'000 GBP'000
Profit/(loss) for the period 292 (2,370) (1,029)
Unrealised (gain)/loss on revaluation of investments (342) 2,203 947
Realised gain on disposal of investments (6) (15) -
Decrease in trade and other receivables 7 1 8
(Decrease)/increase in trade and other payables (14) 18 (9)
Net cash outflows from operating activities (63) (163) (83)
-------------- ------------- --------------
Cash flows from investing activities
Purchase of investments (211) (1,216) (625)
Proceeds from sales of investments 342 555 -
Net cash inflows/(outflows) from investing activities 131 (661) (625)
-------------- ------------- --------------
Net increase/(decrease) in cash and cash equivalents 68 (824) (708)
Cash and cash equivalents at beginning of period 47 871 871
Cash and cash equivalents at end of period 115 47 163
============== ============= ==============
The notes form an integral part of the financial statements.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD TO 30 SEPTEMBER 2023
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 2023. These include unaudited comparatives for the six
months ended 30 September 2022 together with audited comparatives
for the year ended 31 March 2023.
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 2024 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 2023. 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 2023 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.
6 Investment Return
The principal sources of revenue for the Company in the period
to 30 September 2023 were as follows:
6 months ended 30 Sep 2023 Year ended
31 Mar 2023 6 months ended 30 Sep 2022
GBP'000 GBP'000 GBP'000
Unrealised gain/(loss) on
investments 6 (2,203) (947)
Realised gains on
investments 342 15 -
--------------------------- ------------------- ---------------------------
Total gain/(loss) on
investments 348 (2,188) (947)
--------------------------- ------------------- ---------------------------
Dividend Income 39 - -
--------------------------- ------------------- ---------------------------
Investment return 387 (2,188) (947)
=========================== =================== ===========================
7 Investments
An analysis of movements in the value of the Company's
investments is as follows:
Quoted Equity Shares Unquoted Equity Shares Derivative Trading Asset Total
GBP'000 GBP'000 GBP'000 GBP'000
Fair value at 31 March 2022 4,693 1,920 9 6,622
Additions at cost 625 - - 625
Unrealised revaluation losses (938) - (9) (947)
Fair value at 30 September 2022 4,380 1,920 - 6,300
Additions at cost 591 - - 591
Disposals (540) - - (540)
Trasferred to unquoted equity (103) 103 - -
Unrealised revaluation losses (758) (523) 25 (1,256)
--------------------- ----------------------- ------------------------- --------
Fair value at 31 March 2023 3,570 1,500 25 5,095
Additions at cost 211 - - 211
Disposals (336) - - (336)
Unrealised revaluation gains 367 - (25) 342
--------------------- ----------------------- ------------------------- --------
Fair value at 30 September 2023 3,812 1,500 - 5,312
===================== ======================= ========================= ========
8 Trade and other receivables
As at As at As at
30 Sep 2023 31 Mar 2023 30 Sep 2022
GBP'000 GBP'000 GBP'000
Prepayments 4 11 4
------------------- ------------------- -------------------
4 11 4
=================== =================== ===================
The carrying amount of prepayments is approximate to their fair
value.
9 Trade and other payables
As at As at As at
30 Sep 2023 31 Mar 2023 30 Sep 2022
GBP'000 GBP'000 GBP'000
Trade payables 11 8 7
Accruals and other creditors 18 35 9
29 43 16
============= =================== ===================
The carrying amount of trade and other payables approximates to
their fair value.
10 Share capital
Share capital Share premium
Ordinary shares of GBP0.01 Number of shares GBP'000 GBP000
----------------- -------------- --------------
Authorised ordinary shares
At 30 September 2023 , March 2023 and 30 September 2022 350,000,000 3,500
----------------- -------------- --------------
Allotted, issued and fully paid ordinary shares
At 30 September 2023 , March 2023 and 30 September 2022 145,859,231 1,459 3,425
----------------- -------------- --------------
11 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:
6 months Year 6 months
ended ended ended
30 Sep 2023 31 Mar 2023 30 Sep 2022
Gain/(loss) after tax attributable to equity holders of the Company
(GBP'000) 292 (2,370) (1,029)
Weighted average number of Ordinary Shares 145,859,213 145,859,231 145,859,231
Basic and diluted earnings/(loss) per share 0.20p (1.62)p (0.70)p
There were no potentially dilutive shares in issue as at 30
September 2023, 31 March 2023 or 30 September 2022.
12 Half year interim report
A copy of this half year interim report, as well as the annual
statutory accounts to 31 March 2023, are available on the Company's
website at www.adamsplc.co.uk .
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