REG - Advancedadvt Limited - Final Results
14/10/2022 10:45
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RNS Number : 9500C Advancedadvt Limited 14 October 2022
LEI: 254900WYO35S1T334A28
14 October 2022
AdvancedAdvT Limited
(the "Company")
Audited results for the year ended 30 June 2022
AdvancedAdvT Limited (LSE: ADVT) announces that it has published its audited
results for the financial year ended 30 June 2022.
Highlights
• Net assets of £121.6m at 30 June 2022 - Net Asset Value (NAV) of 91.3
pence per share
• Cash of £104.2m at 30 June 2022
• Investment in M&C Saatchi plc of 12m shares, representing a 9.82%
interest
• Prime position to execute on strategy in current economic climate with a
disciplined and patient approach combined with a strong cash position
Chairperson's Report
2022 has seen a marked step up in our activities as we continued to focus on
our objective to complete a business combination and generate attractive
long-term returns for shareholders. We are now seeing acquisition valuations
falling against the macro-economic backdrop and are in a strong position with
a pipeline of opportunities and £104m of cash to support our strategy.
M&C Saatchi plc ("M&C")
We identified an opportunity to invest in an area of the market which had
experienced and has the potential to deliver significant digital related
growth and opportunity. An initial investment, purchasing 9.82% of the issued
share capital of M&C, was followed up with an offer to acquire the
remainder of M&C.
On 14 June 2022, the Company published a Final Offer for M&C. On 8
September 2022, the Company announced that acceptances of its Final Offer must
be received by 30 September 2022 and despite some shareholder support we did
not receive sufficient acceptances to reach the 90% acceptance condition and
the Final Offer lapsed.
This was a disappointing outcome given the 42.5% support from M&C
shareholders in our announcement on 17 May 2022. We believed the Final Offer
was beneficial to all the Company's and M&C stakeholders, introducing new
cash to fuel accelerated growth and investment.
As a significant shareholder in M&C, we will continue to assess all
potential value creation opportunities for M&C.
The Market Opportunity
We aim to take advantage of the reduction in valuations and proactively seek
opportunities to invest in businesses that are positioned to benefit from the
structural changes arising from the acceleration of digitalisation and the
macro environment.
Our searches and evaluations over the last 12 months resulted in unearthing
other potential opportunities which proved sufficiently compelling to merit
careful consideration and assessment. These were good businesses which we
believed could have potentially met our objectives. However, we also note the
importance of being highly selective of those opportunities and investing at
the right valuation.
2022 has presented new challenges including the impact of the conflict in
Ukraine, global inflation, disruptions to global supply chains, increasing
interest rates, currency movements and general market volatility. Amidst this
disruption and resulting lower levels of valuation, the Board will continue to
apply a disciplined approach. We believe these new challenges and reduction in
valuations will present new investment opportunities.
Despite the wide and varied challenges, digital adoption has remained strong.
Consumers, businesses, and governments are dealing with increasing economic
and geopolitical uncertainties but have maintained a strong focus on utilising
technology to help businesses become more resilient, improve efficiency, and
enhance decision making. The importance of digital technologies and solutions
to provide productivity and competitive gains are as important as ever.
We continue to evaluate high-quality businesses in our pipeline against a
common set of characteristics which we believe are essential to our strategy
and best position a business to consistently generate long-term value. These
include:
• highly predictable revenue streams;
• high customer retention;
• products or services with high barriers to entry;
• extensive growth opportunities;
• significant free cash flow generation; and
• well run businesses in fragmented industries with potential for
consolidation.
We believe that our strong cash position, the current economic downturn
combined with our disciplined and patient approach, will put us in a prime
position to execute on our strategy.
Finally, I would like to take this opportunity to thank all my fellow
shareholders for their continued support over this financial year.
Vin Murria OBE
Chairperson
Enquiries:
Company Secretary 020 7004 2700
Antoinette Vanderpuije
Singer Capital Markets (Broker) 020 7496 3000
Phil Davies
George Tzimas
Meare Consulting 07990 858548
Adrian Duffield
A copy of the Annual Financial Report will shortly be available on both the
'Shareholder Documents' page of the Company's website at www.advancedadvt.com
and https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Strategy
The Company was formed to seek and identify situations where a merger of
management expertise, improving operating performance, freeing up cashflow for
investment and implementation of a focused investment and M&A strategy can
unlock growth in their core markets and often into new territories and
adjacent sectors.
The Company's objective is to generate attractive long-term returns for
shareholders and to enhance value by supporting sustainable growth,
acquisitions and performance improvements within the acquired companies.
Over the past quarter of a century companies across all sectors have
increasingly adopted new digital technologies to optimise business engagements
processes and operations. Implementing these new technologies has become
central to driving cost efficiencies, delivering returns on investments and
gaining a competitive advantage in a digital world. Sectors and businesses
with the highest level of digitalisation display the largest productivity
growth.
Despite the opportunities presented by digitalisation, pre-Covid-19 adoption
of new digital strategies by businesses and consumers was in part restricted
by the willingness of companies to invest in and adopt such technologies and
offerings. The global restrictions caused by Covid-19 have helped to break
down these barriers and forced businesses to become more agile which has
considerably accelerated digitalisation. Despite businesses cutting costs
because of the Covid-19 pandemic, spending on digital transformation has
increased as organisations rapidly adapt their business models.
We believe there is significant opportunity to invest in companies that are
positioned to take advantage of the structural change arising from an
unprecedented acceleration of digitalisation brought about by the current
macroeconomic environment, affecting the way people live, work and consume,
and the way businesses operate, engage and sell to customers. Businesses
providing digital, software and services enabling digitalisation will
therefore be expected to maintain an increased demand for their products.
There may be significant competition for some or all of the acquisition
opportunities that the Company may explore. Such competition may for example
come from strategic buyers, sovereign wealth funds, special purpose
acquisition companies and public and private investment funds, many of which
are well established and have extensive experience in identifying and
completing acquisitions. A number of these competitors may possess greater
technical, financial, human and other resources than the Company. Therefore,
the Company may identify an acquisition or investment opportunity in respect
of which it incurs costs, for example through due diligence and/or financing,
but may not be able to successfully conclude such opportunity with its own
resources.
The management team have significant experience in the software and services
sector having invested in and/or operated a range of high performing
businesses. Management has successfully driven operational excellence within
these businesses to deliver organic growth and has a track record of carrying
out targeted accretive M&A in the software sector, having completed more
than 85 bolt-on acquisitions.
Activity and Share Capital
On 5 January 2021, the Company acquired 12,000,000 ordinary shares of M&C
at a price of £2.00 per share, representing a non-controlling interest of
c.9.82 per cent. of the current issued share capital of M&C. The Company
viewed this as a good investment opportunity and subsequently entered
discussions with the board of M&C exploring the opportunity for a possible
merger.
On 17 May 2022, under rule 2.7 of the Takeover Code, the company announced a
firm offer for the share capital of M&C.
On 20 May 2022, a competitive offer, which at the time was recommended by the
board of M&C, was made for the share capital of M&C by Next Fifteen
Communications Plc ("NFC").
On 14 June 2022, the Company published its formal offer and prospectus in
relation to the proposed acquisition of M&C.
On 17 June 2022, the board of M&C rescinded their recommendation of the
NFC offer on the grounds of their falling share price and the implied value
this offer represented.
On 8 September 2022, the Company published an acceleration statement in
accordance with Rule 31.5 of the Takeover Code and announced that acceptances
of the Company's Final Offer must be received by 1.00pm (London time) on the
new Unconditional Date of 30 September 2022.
Unfortunately, on 30 September 2022, the Company did not receive sufficient
acceptances to reach the 90% acceptance condition and the Final Offer lapsed.
Outlook
We believe that the significant macroeconomic uncertainty and disruption
across a number of industries is likely to result in accelerated structural
change in certain sectors which will result in the emergence of a number of
investment opportunities.
We also note the importance of being highly selective of those opportunities
and will seek out situations whereby target businesses meet our set criteria
and will help deliver against our objective. We continue to progress
discussions in relation to potential target businesses.
Financial Performance
The Company's loss after taxation for the period to 30 June 2022 was
£7,715,383 (2021: loss £2,546,025). The Company incurred administrative
expenses, largely in respect of the M&C offer, during the year of
£3,262,300 (2021: £2,552,079), other losses related to the fair value
adjustment of our investment in M&C of £4,800,000 (2021: £nil), received
interest of £346,917 (2021: £6,054) and at 30 June 2022 held a cash balance
of £104,169,997 (2021: £129,244,447). After deducting costs accrued in
respect of operating and transaction-related expenses, the net asset position
was £121,657,829 (2021: £129,277,358), resulting in a Net Asset Value per
share (NAV) of 91.3pence.
Dividend Policy
It is the Board's policy that prior to an acquisition, no dividends will be
paid. The Company has not yet acquired a trading operation and we therefore
consider it inappropriate to make a forecast of the likelihood of any future
dividends. Following an acquisition, and subject to the availability of
distributable reserves, dividends will be paid to shareholders when the
Directors believe it is appropriate and commercially prudent to do so.
Statement of Going Concern
The Financial Statements have been prepared on a going concern basis, which
assumes that the Company will continue to be able to meet its liabilities as
they fall due for the foreseeable future. The Company had cash resources of
£104,169,997 at 30 June 2022 and net assets of £121,657,829. We have
considered the financial position of the Company and have reviewed forecasts
and budgets for a period of at least 12 months following the approval of the
Financial Statements.
Ongoing costs and expenses incurred in connection with seeking to identify
acquisition opportunities (excluding any project specific costs incurred in
pursuit of an acquisition opportunity) are estimated to be no more than
£500,000 per annum. Subject to the structure of any potential transaction,
the Company may need to raise additional funds for the acquisition in the form
of equity and/or debt, which has not been factored into our going concern
assessment as this will be dependent on the size and nature of the platform
acquisition.
Furthermore, we have considered the expected impact of the Covid-19 pandemic
and Ukraine conflict on the Company's forecast cashflows and liabilities,
concluding that prior to completing a transaction, the pandemic and conflict
has no material impact on the Company due to the nature of its operations. As
a result, we have concluded that, at the date of approval of the Financial
Statements, the Company has sufficient resources for the foreseeable future
and can continue to execute its stated strategy. Accordingly, it is
appropriate to adopt the going concern basis in the preparation of the
Financial Statements.
Corporate Governance
As a company with a Standard Listing, the Company is not required to comply
with the provisions of the UK Corporate Governance Code. Nevertheless, the
Board is committed to maintaining high standards of corporate governance and
will consider whether to voluntarily adopt and comply with the UK Corporate
Governance Code as part of any acquisition, taking into account the Company's
size and status at that time.
The Company currently complies with the following principles of the UK
Corporate Governance Code:
• The Company is led by an effective and entrepreneurial Board, whose
role is to promote the long-term sustainable success of the Company,
generating value for shareholders and contributing to wider society.
• The Board ensures that it has the policies, processes, internal
control framework, information, time and resources it needs to function
effectively and efficiently.
• The Board ensures that the necessary resources are in place for the
company to meet its objectives and measure performance against them.
Given the size and nature of the Company, the Board has not established any
committees and intends to make decisions as a whole. If the need should arise
in the future, for example following any acquisition, the Board may set up
committees as appropriate.
Consolidated Statement of Comprehensive Income
Year Period
ended
ended
30 June 30 June
2022 2021
Note Audited Audited
£ £
Administrative expenses 2 (3,262,300) (2,552,079)
Other (losses) 5 (4,800,000) -
Operating loss (8,062,300) (2,552,079)
Finance Income 346,917 6,054
Loss before income taxes (7,715,383) (2,546,025)
Income tax 3 - -
Loss for the period (7,715,383) (2,546,025)
Total comprehensive loss for the period attributable to owners of the parent
(7,715,383) (2,546,025)
Loss per ordinary share (£)
Basic 4 (0.06) (0.06)
Diluted 4 (0.06) (0.06)
The Company's activities derive from continuing operations.
Consolidated Statement of Financial Position
Note As at As at
30 June 2022 30 June 2021
£ £
Non-current assets
Financial asset at fair value through profit or loss 5 19,200,000 -
19,200,000 -
Current assets
Trade and other receivables 101,485 229,746
Cash and cash equivalents 6 104,169,997 129,224,447
Total current assets 104,271,482 129,454,193
Total assets 123,471,482 129,454,193
Equity and liabilities
Equity
Sponsor share 2 2
Ordinary shares 131,166,131 131,166,131
Warrant reserve 98,000 98,000
Warrant cancellation reserve 350,000 350,000
Share-based payment reserve 305,104 209,250
Accumulated losses (10,261,408) (2,546,025)
Total equity 121,657,829 129,277,358
Current liabilities
Trade and other payables 1,813,653 176,835
Total liabilities 1,813,653 176,835
Total equity and liabilities 123,471,482 129,454,193
Consolidated Statement of Changes in Equity
Sponsor share Ordinary shares Class A shares Warrant reserves Warrant Cancellation Reserve Share based payment reserve Accumulated losses Total equity
£ £ £ £ £ £ £ £
Balance as at 31 July 2020 - - - - - - - -
Issuance of 1 ordinary share - 1 - - - - - 1
Redesignation of 1 ordinary share 1 (1) - - - - - -
Issuance of 700,000 ordinary shares and matching warrants - 602,000 - 98,000 - - - 700,000
Share issue costs (275,300) - (275,300)
Issuance of 2,500,000 Class A shares and matching warrants - - 2,150,000 350,000 - - - 2,500,000
Conversion of 2,500,000 Class A shares - 2,150,000 (2,150,000) (350,000) 350,000 - - -
Issuance of 130,000,000 ordinary shares - 130,000,000 - - - - - 130,000,000
Share issue costs - (1,310,569) - - - - - (1,310,569)
Issuance of 1 sponsor share 1 - - - - - - 1
Total comprehensive loss for the period - - - - - - (2,546,025) (2,546,025)
Share-based payment expense - - - - - 209,250 - 209,250
Balance as at 30 June 2021 2 131,166,131 - 98,000 350,000 209,250 (2,546,025) 129,277,358
Total comprehensive loss for the period - - - - - - (7,715,383) (7,715,383)
Share-based payment expense - - - - - 95,854 - 95,854
Balance as at 30 June 2022 2 131,166,131 - 98,000 350,000 305,104 (10,261,408) 121,657,829
Consolidated Statement of Cash Flows
Note For the year ended For the period ended
30 June 2022 30 June 2021
£ £
Operating activities
Loss for the period (7,715,383) (2,546,025)
Adjustments to reconcile total operating loss to net cash flows:
Deduct interest income (281,430) (6,054)
Fair Value adjustment on Investment 4,800,000 -
Add back share based payment expense 95,854 194,250
Working capital adjustments:
Decrease / (increase) in trade and other receivables and 128,261 (229,746)
Prepayments
Increase in trade and other payables 1,636,818 60,991
Net cash flows used in operating activities (1,335,880) (2,526,584)
Investing Activities
Purchase of Investment 5 (24,000,000) -
Interest income 281,430 6,054
Net cash flows (used in)/from investing activities (23,718,570) 6,054
Financing activities
Proceeds from issue of ordinary share capital and matching warrants - 133,200,002
Proceeds from issue of A share capital in MAC I (BVI) Limited - 130,844
Cost of share issuance - (1,585,869)
Net cash flows from financing activities - 131,744,977
Net (decrease)/increase in cash and cash equivalents (25,054,450) 129,224,447
Cash and cash equivalents at the beginning of the period 129,224,447 -
Cash and cash equivalents at the end of the period 6 104,169,997 129,224,447
Notes to the Consolidated Financial Statements
1. SEGMENT INFORMATION
The Board of Directors is the Company's chief operating decision-maker. As the
Company has not yet commenced trading, the Board of Directors considers the
Company as a whole for the purposes of assessing performance and allocating
resources, and therefore the Company has one reportable operating segment.
2. ADMINISTRATIVE EXPENSES BY NATURE
For the year ended For the period ended
30 June 2022
30 June 2021
Company administrative expenses by nature £ £
Directors' fees 224,302 65,609
Professional fees 110,584 115,402
Non-recurring project costs 2,750,468 2,144,971
Listing fees 69,295 23,910
Share based payment expense 95,854 194,250
Branding and website cost 6,910 4,352
Travel and entertainment 3,654 -
Bank charges 1,233 3,585
3,262,300 2,552,079
The Company's independent auditor, Baker Tilly Channel Islands Limited, has
fees amounting to £15,350 for the interim and final audit.
3. TAXATION
For the year ended 30 June 2022 For the period ended 30 June 2021
£ £
Analysis of tax in period
Current tax on profits for the period - -
Total current tax - -
The central management and control of the Company is exercised in the UK and
accordingly the Company is treated as tax resident in the UK.
Reconciliation of effective rate and tax charge:
For the year ended 30 June 2022 For the period ended 30 June 2021
£ £
Loss on ordinary activities before tax (7,715,383) (2,546,025)
Expenses not deductible for tax purposes 4,896,942 194,250
Over allowance for the tax charge recognised in the prior year 252,708 -
Loss on ordinary activities subject to corporation tax (2,565,733) (2,351,775)
Loss on ordinary activities multiplied by the rate of corporation tax in the (487,489) (446,837)
UK of 19% (2021: 19%)
Effects of:
Losses carried forward for which no deferred tax recognised 487,489 446,837
Total taxation charge - -
As at 30 June 2022, cumulative tax losses available to carry forward against
future trading profits were £4,917,508 subject to agreement with HM Revenue
& Customs. Prior to an acquisition, there is no certainty as to future
profits and no deferred tax asset is recognised in relation to these carried
forward losses.
4. LOSS PER ORDINARY SHARE
Basic EPS is calculated by dividing the profit or loss attributable to equity
holders of a company by the weighted average number of ordinary shares in
issue during the period. Diluted EPS is calculated by adjusting the weighted
average number of ordinary shares outstanding to assume conversion of all
dilutive potential ordinary shares.
The Company has issued 700,000 warrants, each of which is convertible into one
ordinary share. The Company made a loss in the current period, which would
result in the warrants being anti-dilutive. Therefore, the warrants have not
been included in the calculation of diluted earnings per share.
For the year ended 30 June 2022 For the period ended 30 June 2021
Loss attributable to owners of the parent (7,715,383) (2,546,025)
Weighted average number of ordinary shares in issue 133,200,000 39,709,880
Weighted average number of ordinary shares for diluted EPS 133,200,000 39,709,880
Basic and diluted loss per ordinary share (£) (0.06) (0.06)
5. INVESTMENTS
Principal subsidiary undertakings of the Company
The Company directly owns the whole of the issued ordinary share capital of
its subsidiary undertaking. Details of the Company's subsidiary are presented
below:
Nature of business Country of incorporation Proportion of ordinary shares held by parent Proportion of ordinary shares held by the Company
Subsidiary
MAC I (BVI) Limited Incentive vehicle BVI 100% 100%
The registered office of MAC I (BVI) Limited Commerce House, Wickhams Cay 1,
Road Town, Tortola, British Virgin Islands VG1110.
Financial assets of the Company
The Company directly owns equity investments for which the Company has not
elected to recognise fair value gains and losses through Other Comprehensive
Income.
As at 30 June 2022 As at 30 June 2021
£ £
Level 1 Financial assets at fair value through profit or loss (FVTPL) 19,200,000 -
19,200,000 -
There were no transfers between levels for fair value measurements during the
year. The Company's policy is to recognise transfers into and out of fair
value hierarchy levels as at the end of the reporting period.
a) Level 1: The fair value of financial instruments traded in active
markets (such as publicly traded derivatives, and equity securities) is based
on quoted market prices at the end of the reporting period. The quoted market
price used for financial assets held by the Company is the current bid price.
These instruments are included in level 1.
b) Level 2: The fair value of financial instruments that are not traded
in an active market (e.g. over-the counter derivatives) is determined using
valuation techniques that maximise the use of observable market data and rely
as little as possible on entity-specific estimates. If all significant inputs
required to fair value an instrument are observable, the instrument is
included in level 2.
c) Level 3: If one or more of the significant inputs is not based on
observable market data, the instrument is included in level 3. This is the
case for unlisted equity securities. During the year, the following
gains/(losses) were recognised in profit or loss:
For year ended 30 June 2022 For period ended
30 June 2021
£ £
Fair value (losses) on equity investments at FVTPL recognised in other (4,800,000) -
(losses)
(4,800,000) -
6. CASH AND CASH EQUIVALENTS
As at 30 June 2022 As at 30 June 2021
£ £
Cash and cash equivalents
Cash at bank 64,169,997 129,224,447
Deposits on call 40,000,000 -
104,169,997 129,224,447
Credit risk is managed on a Company basis. Credit risk arises from cash and
cash equivalents and deposits with banks and financial institutions. For banks
and financial institutions, only independently rated parties with a minimum
short-term credit rating of P-1, as issued by Moody's, are accepted.
7. FINANCIAL INSTRUMENTS AND ASSOCIATED RISKS
The Company has the following categories of financial instruments at the
period end:
As at As at
30 June 2022 30 June 2021
£ £
Financial assets measured at amortised cost
Cash and cash equivalents 104,169,997 129,224,447
Other receivables 65,488 2
Financial assets at fair value through profit or loss (FVTPL) 19,200,000 -
123,435,485 129,224,449
Financial liabilities measured at amortised cost
Trade and other payables 1,813,653 176,835
1,813,653 176,835
The Company has exposure to the following risks from its use of financial
instruments:
• Market risk;
• Liquidity risk; and
• Credit risk
This note presents information about the Company's exposure to each of the
above risks and the Company's objectives, policies and processes for measuring
and managing these risks.
The Company's risk management policies are established to identify and analyse
the risks faced by the Company, to set appropriate risk limits and controls
and to monitor risks and adherence limits. Risk management policies and
systems are reviewed regularly to reflect changes in market conditions and the
Company's activities.
Treasury activities are managed on a Company basis under policies and
procedures approved and monitored by the Board. These are designed to reduce
the financial risks faced by the Company which primarily relate to movements
in interest rates.
Market risk
The Company's activities primarily expose it to the risk of changes in
interest rates due to the significant cash balance held; however, any change
in interest rates will not have a material effect on the Company. The
Company's operations are predominately in GBP, its functional currency, and
accordingly minimal translation exposures arise in receivables or payables.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its
financial obligations as they fall due. The Company's approach to managing
liquidity is to ensure, as far as possible, that it will always have
sufficient liquidity to meet its liabilities when due, under both normal and
stressed conditions, without incurring unacceptable losses or risking damage
to the Company's reputation. The Company currently meets all liabilities from
cash reserves and the Directors believe this risk is adequately mitigated.
Credit risk
Credit risk is the risk that one party to a financial instrument will cause a
financial loss for the other party by failing to discharge an obligation. The
main credit risk relates to the cash held with financial institutions. The
Company manages its exposure to credit risk associated with its cash deposits
by selecting counterparties with a high credit rating with which to carry out
these transactions. The counterparty for these transactions is Barclays Bank
plc, which holds a short-term credit rating of P-1 , as issued by Moody's.
The Company's maximum exposure to credit risk is the carrying value of the
cash on the Consolidated Statement of Financial Position reserves and the
Directors believe this risk is adequately mitigated.
Capital management
The Board's policy is to maintain a strong capital base so as to maintain
creditor and market confidence and to sustain future development of the
business. Capital includes stated capital and all other equity reserves
attributable to the equity holders of the Company and totals £121.7million as
at 30 June 2022. The Directors actively monitor this. There were no changes in
the Company's approach to capital management during the period and the
Company's capital management policy will be revisited once an Acquisition has
been identified.
8. RELATED PARTY TRANSACTIONS
James Corsellis and Mark Brangstrup Watts are the managing partners of MIMLLP
and Antoinette Vanderpuije, the Company Secretary is a partner of MIMLLP.
MIMLLP manages MVI II Holdings I LP which is beneficially owned by MVI II.
MVI II Holdings I LP holds 15.41% of the Company's Ordinary Shares and 1
Sponsor Share.
James Corsellis, Mark Brangstrup Watts and Antoinette Vanderpuije have a
beneficial interest in the Incentive Shares through their indirect interest in
MLTI which owns 2,000 A2 ordinary shares in the capital of MAC I (BVI)
Limited.
James Corsellis and Mark Brangstrup Watts are the managing partners of Marwyn
Capital LLP ("MCLLP"), and Antoinette Vanderpuije is also a partner. MCLLP
provides corporate finance, company secretarial and managed service support to
the Company. The Company has incurred fees of £64,052 in respect of company
secretarial and managed service support, of which £39,798 was outstanding at
the balance sheet date. MCLLP was also engaged to provide corporate finance
advice to the Company. On 18 March 2021, MCLLP and the Company entered into a
side letter under which corporate finance services would be suspended,
resulting in the fees being reduced from £10,000 per month to £nil effective
on Admission. During the year the Company paid £nil for corporate finance
services to MCLLP and £nil was outstanding at the balance sheet date. MCLLP
incurred costs of £5,278, which it recharged the Company during the year.
9. POST BALANCE SHEET EVENTS
On 14 June 2022, the Company published the Final Offer Document in respect of
the Final Offer for the issued and to be issued share capital of M&C
Saatchi not already owned by the Company. On 8 September 2022, the Company
published an acceleration statement in accordance with Rule 31.5 of the Code
and announced that acceptances of the Company's Final Offer must be received
on the new Unconditional Date of 30 September 2022. On 30 September 2022,
the Company did not receive sufficient acceptances to meet the 90% acceptance
condition and the Final Offer lapsed.
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