TIDMACT
RNS Number : 5593S
Actual Experience PLC
07 November 2023
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF EU REGULATION 596/2014 (WHICH FORMS PART OF
DOMESTIC UK LAW PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT
2018) ("UK MAR")). IN ADDITION, MARKET SOUNDINGS (AS DEFINED IN UK
MAR) WERE TAKEN IN RESPECT OF THE PLACING WITH THE RESULT THAT
CERTAIN PERSONS BECAME AWARE OF INSIDE INFORMATION (AS DEFINED IN
UK MAR), AS PERMITTED BY UK MAR. THIS INSIDE INFORMATION IS SET OUT
IN THIS ANNOUNCEMENT. THEREFORE, THOSE PERSONS THAT RECEIVED INSIDE
INFORMATION IN A MARKET SOUNDING ARE NO LONGER IN POSSESSION OF
SUCH INSIDE INFORMATION RELATING TO THE COMPANY AND ITS
SECURITIES.
FOR IMMEDIATE RELEASE
7 November 2023
Actual Experience plc
Company Update, Intention to Appoint Administrators and
Suspension of Trading in Shares
Actual Experience plc (AIM: ACT), the analytics-as-a-service
company (the "Company" and, together with its subsidiary
undertakings, the "Group"), provides the following update regarding
its recent trading performance, financial position, and efforts to
raise further funding.
Introduction
The Company disclosed in its unaudited consolidated interim
results for the six months ended 31 March 2023 (the "Interim
Results", released on 12 June 2023) that, based on its latest "base
case" assessment, and in the absence of cost reductions or
significant commercial progress, the Company was forecast to run
out of cash by December 2023. As part of the Interim Results, the
Company's board of directors (the "Board") also prepared a severe,
but plausible, downside scenario based on significantly more
pessimistic sales forecasts, with corresponding reductions in
controllable costs. In this scenario, the Company was forecast to
run out of cash by November 2023.
Current Trading and Financial Position
During the financial year ended 30 September 2022, the Company
reduced ongoing expenses from GBP680,000 per month to GBP460,000
and expenses have been maintained at this level during the
financial year ended 30 September 2023 ("FY2023"). During FY2023
and subsequently, the Board has been constantly reviewing the
Company's cost profile and organisational structure, however, the
Board also formed the view that the Company had reduced headcount
and its operating cost base to the lowest viable level while still
retaining the ability to deliver commercial objectives regarding
order acquisition and customer support, as well as developing
additional required product features.
Although the Company made commercial progress during FY2023,
securing new revenue contracts and significant sales has taken
longer than expected and, as a result, trading has largely tracked
the severe, but plausible, downside scenario announced in the
Interim Results. This, along with additional costs exploring
strategic options as outlined below, has resulted in a depletion of
the Company's cash reserves and without new funding, the Company
would have inadequate funds to continue trading after late November
2023.
Strategic Options
The Company also announced in the Interim Results that if it
were unable to secure an appropriate combination of new revenue
contracts, cost reductions, and/or further funding, then the
Company may not have sufficient resources to meet its liquidity
requirements over the foreseeable future. As described above and at
the current time, the Company has been unable to secure significant
new revenue contracts or cost reduction and so the Board has been
exploring an equity fundraise to increase the Company's cash
reserves and has been in active discussions with existing and
potential shareholders over the last few months.
On 14 August 2023, the Company submitted a letter to HMRC
seeking advanced assurance under the Income Tax Act 2007 that it is
eligible to issue shares to investors that would benefit from
relief from taxation under the enterprise investment scheme ("EIS")
regime, reflecting the Board's view that receiving advanced
assurance from HMRC provided the greatest chance for a successful
equity fundraise. While exploring an equity fundraise, the Company
has been in discussions with various venture capital trust and EIS
funds along with other potential investors. Despite the Company
submitting information and replying promptly to queries, HMRC have
not, as at the date of this announcement, provided a formal
response regarding the Company's application within HMRC's
published timescales for responding to applications for advanced
assurance.
It is the Board's view that it is now highly uncertain whether
any formal approval regarding its application could be expected
from HMRC within the required timescales, having regard to the
Company's rapidly depleting cash reserves.
Alongside progressing a possible equity fundraise, the Company
has explored other strategic options with the assistance of FRP
Advisory Trading Limited ("FRP Advisory"), including an accelerated
M&A process to seek an acquirer of the Group's business and
assets, and contingency planning. In relation to accelerated
M&A, FRP Advisory contacted a number of potential acquirers on
the Company's behalf, however received no firm indications of
interest in response. The Board therefore terminated this process
due to the lack of interest and the significant ongoing costs
involved.
Having considered the Company's rapidly depleting cash position
and the lack of progress regarding an equity fundraise and the
other strategic options explored, it is the Board's view that it is
unlikely to be able to secure the funding that it requires or
complete an alternative transaction in a timely manner to secure
the Company's future and so is now taking action to protect value
for the Company's creditors and other stakeholders.
The Board has therefore regrettably resolved to file a notice to
appoint administrators to the Company with such appointment
expected to take effect later today.
Resignation of nominated adviser and joint brokers
As a result of the Company's intention to appoint
administrators, Singer Capital Markets Advisory LLP and Turner Pope
Investments (TPI) Ltd have informed the Company of their
resignations as nominated adviser and joint broker and joint broker
to Actual Experience plc respectively, effective immediately on the
release of this announcement. Pursuant to AIM Rule 1, if a
replacement nominated adviser is not appointed within one month of
today's date, the admission of the Ordinary Shares to trading on
AIM will be cancelled. The Company has no current intention of
appointing a replacement nominated adviser.
In light of the above, the Board announces that it has requested
a suspension of trading in the Company's ordinary shares on AIM
with effect from 07.30 a.m. today.
Further announcements will be made in due course .
Enquiries:
Actual Experience plc Tel: +44 (0)207
Iain McCready, CEO 129 1474
Steve Bennetts, CFO
Singer Capital Markets Advisory Tel: +44 (0)207
LLP 496 3000
Shaun Dobson
James Fischer
Turner Pope Investments (TPI) Tel: + 44 (0)203
Ltd 657 0050
James Pope
Andy Thacker
Flagstaff Strategic and Investor Tel: +44 (0)207
Communications 129 1474
Tim Thompson actual@flagstaffcomms.com
Mark Edwards
Andrea Seymour
Anna Probert
The person responsible for arranging release of this
announcement on behalf of the Company is Steve Bennetts, Chief
Financial Officer.
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END
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