The information contained within this announcement is deemed by the Company to constitute inside information stipulated under the Market Abuse Regulation (EU) No. 596/2014, as retained as part of the law of England and Wales. Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.
Press Release
30 September 2024
Ashington Innovation plc
("Ashington" or "the Company")
Interim results
Ashington Innovation plc (LSE: ASHI; FSE: 6FW), a special purpose acquisition company ("SPAC"), announces its unaudited results for the six months ended 30 June 2024.
Interim Management Report:
During the period, the Board of Directors continued to assess potential acquisition targets across the financial technology ("fintech") and deep technology sectors, with the purpose of creating a combined business which will generate increased value for the Company's shareholders.
The sector opportunity for a value-generating acquisition remains strong. The global market for fintech is expected to reach $645 billion by 2029 (source: Market Data Forecast, 2024), and more than $7.2 billion has been invested into deep tech in 2024 alone (source: Sifted, 2024).
In January 2024, the Company terminated discussions with Cell Therapy Ltd. ("Cell Therapy") and Calon Cardio-Technology Ltd. ("Calon"). The Company had been in discussions to acquire 100% of the total issued equity of Cell Therapy and Calon in an all-share transaction (the "Transaction"). Due to prevailing market conditions, Ashington's Directors decided that the Transaction was no longer in the best interests of shareholders.
The Company is in early stage discussions with a number of potential targets and will provide an update to the market if and when negotiations become suitably advanced.
In the post-period, Ashington raised £200,000 by way of a share subscription of 10 million new ordinary shares at a price per share of £0.02, which was at a 150% premium to the Company's share price of £0.008. The significant premium is a validation of the Board's existing strategy to facilitate a value-creating acquisition.
No revenue was generated during the period and the Company incurred a loss before tax of £202,036, reflecting the increased ongoing operating costs of being a listed company. However, based on the Directors' assessment of the Company's cash needs and the availability of financing, the Directors have a reasonable expectation that the Company has adequate resources or access to further capital to continue to operate for the foreseeable future and as such have maintained the Company's going concern basis.
The interim financial report is available for download from the Company's website (www.ashingtoninnovation.com).
For further information please contact:
| Ashington Innovation plc | |
| Jason Smart Non-Executive Director | via Tancredi +44 207 887 7633 |
| Tancredi Intelligent Communication Media Relations | |
| Helen Humphrey Charlie Hobbs Neha Dhakal | +44 7449 226 720 +44 7897 557 112 +44 7915 035 294 |
About Ashington Innovation plc
Ashington Innovation plc is a special purpose acquisition company (SPAC), formed with the intention of acquiring businesses operating in the technology sector, in particular the financial services technology and deep technology sectors.
The Company believes that in the increasingly fast-changing global environment there will be an abundance of opportunities to acquire existing businesses in the technology sector, and in particular businesses that possess and utilise proprietary technologies and own applicable intellectual property.
The Company is not limited to any specific geographic region in identifying its target companies. www.ashingtoninnovation.com.
Forward-looking statements:
This announcement may contain "forward-looking" statements and information relating to the Company. These statements are based on the beliefs of Company management, as well as assumptions made by and information currently available to Company management. The Company does not undertake to update forward‐looking statements or forward‐looking information, except as required by law.
INTERIM STATEMENT OF COMPREHENSIVE INCOME FOR THE PERIOD ENDED 30 JUNE 2024
| | | | 6 months ended 30 June 2024 (unaudited) | 6 months ended 31 January 2023 (unaudited) | 17 months ended 31 December 2023 (audited) |
| | | | £ | £ | £ |
| |
| | | ||
| | | | | ||
|
Administrative expenses | (202,036) | (121,440) | (878,218) | ||
|
Loss from operations |
(202,036) |
(121,440) |
(878,218) | ||
|
Loss before tax |
(202,036) |
(121,440) |
(878,218) | ||
|
Tax expense | - | - | - | ||
|
Loss for the period |
(202,036) |
(121,440) |
(878,218) | ||
| | | | |||
|
Total comprehensive income |
(202,036) |
(121,440) |
(878,218) | ||
|
| 6 months ended 30 June 2024 Pence | 6 months ended 31 January 2023 Pence | 17 months ended 31 December 2023 Pence |
| | | | |
|
Basic and diluted loss per share (see Note 3) |
(0.32p) |
(0.35p) |
(1.40p) |
| | As at 30 June 2024 (unaudited) | As at 31 January 2023 (unaudited) | As at 31 December 2003 (audited) | |
| Note | £ | £ | £ | |
|
Assets | | | | |
|
Current assets | | | | |
|
Trade and other receivables | | 41,515 | - | 21,969 |
|
Cash and cash equivalents | | 62,329 | 27,462 | 323,146 |
| | |
| | |
| Total assets
|
|
103,844
|
27,462
|
345,115
|
| Liabilities |
| | | |
| Current liabilities | |
| | |
|
Trade and other payables | | 137,427 | 132,559 | 176,662 |
| | |
| | |
|
Total liabilities | |
137,427 |
132,559 |
176,662 |
| | |
| | |
|
Net assets | |
(33,583) |
(105,097) |
168,453 |
|
Issued capital and reserves | | | | |
|
Share capital | 4 | 625,979 | 344,167 | 625,979 |
|
Share premium reserve | |
815,998 |
263,333 |
815,998 |
|
Retained earnings | |
(1,475,560) |
(712,597) |
(1,273,524) |
|
TOTAL EQUITY | |
(33,583) |
(105,097) |
168,453 |
| | Share capital | Share premium | Retained earnings | Total equity |
|
| £ | £ | £ | £ |
|
At 1 August 2022 | 344,167 | 263,333 | (591,157) | 16,343 |
|
Comprehensive income for the period | | | | |
|
Loss for the year | - | - | (121,440) | (121,440) |
|
At 1 February 2023 |
344,167 |
263,333 |
(712,597) |
(105,097) |
|
Comprehensive income for the period
Loss for the period | - | - | (756,778) | (756,778) |
|
Contributions by and distributions to owners | | | | |
|
Issue of share capital, net of transaction costs |
281,812 |
552,665 |
- |
834,477 |
| (see Note 4)
Share based payments | - | - | 195,851 | 195,851 |
|
At 1 January 2024 |
625,979 |
815,998 |
(1,273,524) |
168,453 |
|
Comprehensive income for the period | | | | |
|
Loss for the period | - | - | (202,036) | (202,036) |
|
At 30 June 2024 |
625,979 |
815,998 |
(1,475,560) |
(33,583) |
| | | | | |
| |
| | | | 6 months ended 30 June 2024 (unaudited) | 6 months ended 31 January 2023 (unaudited) | 17 months ended 31 December 2023 (audited) |
| |||
| | | | £ | £ | £ |
| |||
|
Cash flows from operating activities | | | | ||||||
|
Loss for the period |
(202,036) |
(121,440) |
(878,218) | ||||||
|
Adjustments for
|
| | | ||||||
| Share based payments | - | - | 195,851 | ||||||
|
Movements in working capital: |
| | | ||||||
|
(Increase) / decrease in trade and other receivables |
(19,546) |
6,600 |
(15,369) | ||||||
|
Increase / (decrease) in trade and other payables |
(39,235) |
5,749 |
16,852 | ||||||
| |
| | | ||||||
|
Net cash used in operating activities
| (260,817) | 109,091) | 631,884) | ||||||
| |
| | | ||||||
|
Cash flows from financing activities |
| | | ||||||
|
Issue of ordinary shares |
- |
- |
818,477 | ||||||
|
Net cash from financing activities |
- |
- |
818,477 | ||||||
| |
| | | ||||||
| Net increase in cash and cash equivalents | - | - | 818,477 | ||||||
| |
| | | ||||||
|
Cash and cash equivalents at the beginning of period | 323,146 | 136,553 | 136,553 | ||||||
|
Cash and cash equivalents at the end of the period |
62,329 |
27,462 |
323,146 | ||||||
1. General Information
Ashington Innovation PLC (the 'Company') is a public company incorporated and domiciled in the United Kingdom. The Company's registered office is at 27/28 Eastcastle Street, London, W1W 8DH.
The Company's principal activity is that of a Special Purpose Acquisition Company.
The interim financial report is presented in pound sterling, which is the Company's functional currency. All amounts have been rounded to the nearest pound, unless otherwise indicated.
2. Accounting policies
| | 2.1
| Basis of preparation
|
The interim financial report was approved and authorised to issue by the Board of directors on 27 September 2024.
The financial information contained in these interim financial statements does not constitute statutory accounts as defined in section 434 of the Companies Act 2006. It does not therefore include all of the information and disclosures required in the annual financial statements.
The financial information in this interim report has been prepared in accordance with International Financial Reporting Standards, International Accounting Standards and Interpretations as adopted by the UK (collectively UK adopted IFRS) and those parts of the Companies Act 2006 that are relevant to companies reporting in accordance with UK adopted IFRS.
The financial information has been prepared under the historical cost convention unless otherwise specified within the accounting policies. The accounting policies used in the preparation of the financial information in this interim report are consistent with those adopted in the annual statutory financial statements for the period ended 31 December 2023.
In preparing the interim financial report, management made judgments, estimates and assumptions that affect the application of the Company accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively. The Directors do not consider there to be any critical judgements that have been made in arriving at the amounts recognised in the interim financial report.
The interim financial report for the six months ended 30 June 2024 and 31 January 2023 are unaudited and do not constitute full accounts. The comparative figures for the period ended 31 December 2023 are extracted from the full 2023 audited financial statements. The independent auditor's report for the 31 December 2023 financial statements was not qualified.
Copies of the 30 June 2024 interim financial report can be found on the Company's website at www.ashingtoninnovation.com
| | 2.2
| Going concern
|
As at 30 June 2024, the Company had cash at bank of £62,329 and as outlined in the post balance sheet events note above there was further capital raised of £200,000 from new investors in August 2024. The Company was established as a Special Purpose Acquisition Company, and although the Company is unlikely to make any profit until a successful completion of a suitable acquisition, the Directors have a reasonable expectation that the Company has adequate resources or access to further capital to continue in operational existence for the foreseeable future and for this reason will continue to adopt the going concern basis in the preparation of its interim financial report.
| 3.
| Earnings per share
| |||||||||||
| | Basic earnings per share
Basic loss per share is calculated by dividing the loss attributable to equity shareholders by the weighted average number of Ordinary shares in issue during the period:
| |||||||||||
|
| | | | 6 months ended 30 June 2024 (unaudited) | 6 months ended 31 January 2023 (unaudited) | 17 months ended 31 December 2023 (audited) |
| |||||
|
| | | | £ | £ | £ |
| |||||
|
|
Loss after tax attributable to equity holders of the Company |
(202,036) |
(121,440) |
(878,218) | ||||||||
|
|
Weighted average number of shares |
62,597,897 |
34,416,665 |
62,597,897 | ||||||||
|
|
Weighted average number of Ordinary shares on a diluted basis | 62,597,897 | 34,416,665 | 62,597,897 | ||||||||
|
|
Basic loss per share |
(0.32p) |
(0.35p) |
(1.40p) | ||||||||
|
|
|
| | | ||||||||
| 4.
|
Share capital - Issued and fully paid
| |||||||||||
|
| | As at 30 June 2024 (unaudited) | As at 31 January 2023 (unaudited) | As at 31 December 2003 (audited) | ||||||||
|
|
| £ | £ | £ | ||||||||
|
|
Ordinary shares of £0.01 each | | | | ||||||||
|
|
At the start of the period | | 625,979 | 344,167 | 344,167 | |||||||
|
|
| | | | | |||||||
|
| Issued in the period | | - | - | 281,812 | |||||||
|
| | |
| | | |||||||
|
| At the end of the period | | 625,979 | 344,167 | 625,979 | |||||||
|
|
At the end of the period there were 62,597,897 Ordinary £0.01 shares issued. The Ordinary Shares have attached to them full voting, dividend and capital distribution (including on winding up) rights, but they do not confer any rights of redemption. | |||||||||||
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