AIQ Limited - Interim Results

Aiq

30/07/2025 10:31

RNS Number : 1996T

AIQ Limited

30 July 2025

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF EU REGULATION 596/2014, WHICH IS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.

 

30 July 2025

 

For Immediate Release

 

AIQ Limited

("AIQ" or the "Company" or, together with Alcodes International, the "Group")

 

Interim Results

 

The Board of AIQ (LSE: AIQ) announces the Group's interim results for the six months ended 30 April 2025.

 

Li Chun Chung, Executive Director of AIQ, said: "While our performance in the first half of the year was disappointing, we are greatly encouraged by the discussions we are now having regarding potential projects. In particular, we are excited about the significant opportunities in the data centre construction market through our strategic partnership with Centslink. We are working diligently to secure a project through leveraging our network and the strong track record of Centslink, and we hope to update shareholders on our progress in due course."

 

Operational Review

 

During the six months to 30 April 2025, the Group continued to seek to source IT services projects, primarily through its Alcodes International subsidiary in Hong Kong and with a focus on providing IT consultancy to supply digital infrastructure and platforms. While the Group did not secure or deliver any projects during the period, it is in advanced negotiations regarding a number of projects and expects to sign at least one contract by the end of the year.

 

Post period end, as announced on 6 May 2025, the Group signed a Memorandum of Understanding with Centslink, a technology-driven enterprise specialising in the design, construction and delivery of data centre infrastructure and management, for the purpose of pursuing data centre construction projects. The Group has commenced pursuing opportunities, in Southeast Asia and internationally, and has already signed a Letter of Intent with a renewable energy provider based in the US with a view to constructing a data centre that would be powered by renewable electricity. While there can be no guarantee that this activity will result in the award of a contract or the generation of revenue, the Group's management believes that data centre construction represents a potentially sizable opportunity for the Group. This is due to the growing need for new data centres in regions such as Southeast Asia as well as the requirement to convert existing low-tier data centres to high-tier data centres to cater for the ever-increasing demand for power with minimal downtime.

    

The Board continues to closely monitor the cash position and is keeping all its strategic options open in assessing how best to deliver shareholder value. The Board is grateful for the ongoing support of its major shareholders.

 

Financial Review*

 

The Group did not generate revenue during the six months ended 30 April 2025 (H1 2024: £153k).

 

Administrative expenses were slightly reduced to £215k (H1 2024: £245k) as the Group continued to implement cost reduction measures. The operating loss was £218k (H1 2024: £175k loss).

 

Net finance costs were maintained at £15k (H1 2024: £15k).

 

Loss before tax for the period was £233k (H1 2024: £189k loss).

 

The Group had cash and cash equivalents of £41k at 30 April 2025 (31 October 2024: £30k). During the period, the Group entered non-interest bearing loan agreements with Li Chun Chung, an Executive Director of the Company, amounting to c. £295k, of which £270k was drawn down, and a further loan agreement post period of £90k, which was fully drawn.

 

The Group continued to have the support of its major shareholders, with the expiration date of the Group's convertible loan note facility being extended to 31 January 2027 during the period. All other details of the convertible loan note facility remained unchanged (see note 10 to the financial statements).

 

* The comparative figures for H1 2024 are for continuing operations only (see the financial statements for further detail on discontinued operations)

 

Going Concern

 

The Group incurred losses of £233k during the period and cash outflows from operating activities of £274k. As at 30 April 2025, the Group had net current liabilities of £362k and cash and cash equivalents of £41k. The Group's cash position was approximately £77k as at 28 July 2025, being the last practicable date prior to the date of this report.

 

In assessing whether the going concern assumption is appropriate, the Directors take into account all available information for the foreseeable future, in particular for the 12 months from the date of approval of the financial statements. This information includes management prepared cash flows forecasts for the Group.

 

The Directors have assessed that to meet its forecasted cash requirements, the Group is dependent on cash generated from the new revenue contracts, continued support from its loan holders and/or obtaining further funding in the form of debt/equity. As discussed in Note 11, post period, the Company raised £90k from an Executive Director. The significant shareholders of the Company have also indicated their intention to provide further support. The Directors are confident that the actions required to maintain the going concern position of the Group can be achieved as successfully demonstrated in the past. As a result, the Board continues to adopt the going concern basis of accounting in preparing the financial statements.

 

The uncertainty around management estimation of winning new revenue contracts and/or obtaining additional funding gives rise to a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern. Therefore, the Directors consider the Group to be a going concern but have identified a material uncertainty in this regard.

 

Principal Risks and Uncertainties

 

The principal risks and uncertainties that could have a material impact on the Group's performance over the remaining half of the financial year have not changed from those that are set out in detail in the Group's annual report & accounts for the year ended 31 October 2024.

 

·      Financial - The key financial risk is that of funding the continued development of the business with the           current cash reserves whilst protecting shareholder value.

·      Competition - The success of the Group is dependent on its ability to secure and deliver IT consultancy         projects. The key risk to these activities is competition from other IT service providers, which may prevent     the Group from winning business and/or result in pricing pressure.

·      Suppliers - Some of the Group's technical infrastructure and software is sourced from third-party suppliers     and partners. The removal from the market of one or more of these third-party suppliers or interruption in     supply could quickly and adversely affect the Group's operations and result in the loss of revenue or           additional expenditure.

·      People - The Group operates in very competitive markets and the skills that its employees possess are       attractive to other employers. Not having the right people and skills could negatively impact the Group's       ability to service its customers and grow the business.

 

Responsibilities Statement

 

The Directors confirm to the best of their knowledge:

 

·     the interim financial statements have been prepared in accordance with International Accounting Standard   34, Interim Financial Reporting;

·     the interim financial statements give a true and fair view of the assets and liabilities, financial position and   loss of the Group;

·      the Interim Report includes a fair review of the information required by DTR 4.2.7R, being an indication of       important events that have occurred during the first six months of the financial year and their impact on the     interim financial information, and a fair description of the principal risks and uncertainties for the remaining   six months of the year; and

·     the interim financial information includes a fair review of the information required by DTR 4.2.8R, being the  information required on related party transactions.

 

A list of current directors is maintained on the Company's website: https://aiqhub.com/

 

The interim financial statements were approved by the Board of Directors and the above responsibility statement was signed on its behalf by:

 

 

Li Chun Chung

Executive Director

 

 

 

Enquiries

 

AIQ Limited
c/o +44 (0)20 4582 3500
Harry Chathli, Chairman
Guild Financial Advisory Limited (Financial Adviser)
+44 (0)7973839767
Ross Andrews
Gracechurch Group (Financial PR)
+44 (0)20 4582 3500
Claire Norbury


 

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 30 APRIL 2025

Note
Six months
ended
30 April
2025
Unaudited
£
Six months
ended
30 April
2024
Unaudited
£
Year ended
31 October
2024
Audited
£
Revenue from continuing operations
5
-
153,228
304,233
Cost of sales from continuing operations
(2,179)
(74,489)
(73,644)
Gross (loss)/profit from continuing operations
(2,179)
78,739
230,589
Other income
-
-
3,749
Administrative expenses
(215,163)
(245,063)
(468,634)
Loss on foreign exchange
(418)
(8,344)
(8,361)
Operating loss from continuing operations
(217,760)
(174,668)
(242,656)
Finance income
-
-
-
Finance costs
(15,064)
(14,707)
(25,000)
Loss before taxation from continuing operations
(232,824)
(189,375)
(267,656)
Taxation
-
-
(3,484)
Loss for the year from continuing operations
(232,824)
(189,375)
(271,140)
Loss on discontinued operations net of tax
-
-
(1,761)
Loss attributable to equity holders of the Companyfrom continuing and discontinued operations
(232,824)
(189,375)
(272,901)
Other comprehensive income (as may be reclassified to profit and loss in subsequent periods, net of taxes):
Exchange difference on translating foreign operations
670
2,639
(1,209)
Comprehensive income attributable to equity holders of the Company
(232,254)
(186,736)
(271,692)
Loss per share basic and diluted (£)
7
(0.004)
(0.003)
(0.004)


 

The accompanying notes form an integral part of these consolidated financial statements

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 APRIL 2025
Note
As at
30 Apr 2025
Unaudited
£
As at
31 Oct 2024
Audited
£
Assets
Non-current assets
Property, plant and equipment
3,057
4,288
3,057
4,288
Current assets
Trade and other receivables
15,100
19,779
Cash and cash equivalents
40,913
44,356
Total current assets
56,013
64,135
Total assets
59,070
68,423
Equity and liabilities
Capital and reserves
Share capital
8
647,607
647,607
Share premium
6,019,207
6,019,207
Share warrant reserve
9
12,000
12,000
Foreign currency translation reserve
7,877
7,207
Accumulated losses
(7,663,308)
(7,430,484)
Total equity
(975,717)
(744,463)
Liabilities
Current liabilities
Trade payables
901
-
Accruals and other payables
117,154
165,577
Loans
417,632
147,309
Total current liabilities
535,687
312,886
Non-current liabilities
Convertible loan notes
10
500,000
500,000
Total non-current liabilities
500,000
500,000
Total equity and liabilities
59,070
68,423


The accompanying notes form an integral part of these consolidated financial statements

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 30 APRIL 2025

Share
capital
Share premium
Share warrant reserve
Foreign currency translation reserve
Accumulated losses
Total equity
£
£
£
£
£
£
Balance as at 31 October 2023 (Audited)
647,607
6,019,207
12,000
5,998
(7,157,583)
(472,771)
Total comprehensive loss for the period
-
-
-
2,639
(189,375)
(186,736)
Balance at 30 April 2024 (Unaudited)
647,607
6,019,207
-
8,637
(7,346,958)
(659,507)
Balance as at 31 October 2024 (Audited)
647,607
6,019,207
12,000
7,207
(7,430,484)
(744,463)
Total comprehensive loss for the period
-
-
-
670
(232,824)
(232,154)
Share warrant reserve
-
-
-
-
-
-
Balance at 30 April 2025
647,607
6,019,207
12,000
7,877
(7,663,308)
(976,617)


 

Share premium - Represents amounts received in excess of the nominal value on the issue of share capital less any costs associated with the issue of shares.

 

Accumulated losses - The accumulated losses reserve includes all current and prior periods retained profits and losses.

 

Share warrant reserve - Amount arising on the issue of warrants during the period.

 

Translation reserve - The translation reserve includes foreign exchange movements on translating the overseas subsidiaries records, denominated MYR and HK$, to the presentational currency, GBP.

The accompanying notes form an integral part of these consolidated financial statements

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED 30 APRIL 2025

Six months ended
30 April
2025
Unaudited
£
Six months ended
30 April
2024
Unaudited
£
Year ended
31 October 2024
Audited
£
Cash flows from operating activities
Loss before taxation from continuing operations
(232,824)
(189,375)
(267,656)
Loss before taxation from discontinued operations
-
-
(1,761)
Loss before taxation
(232,824)
(189,375)
(269,417)
Adjustments for:-
Taxation
-
-
(3,484)
Depreciation
1,186
1,194
2,364
Interest expense
12,500
14,707
25,000
Foreign exchange
45
137
232
Operating loss before working capital changes
(219,093)
(173,337)
(245,305)
Decrease in receivables
4,679
25,041
21,939
(Decrease)/increase in payables
(60,022)
54,607
(16,241)
Net cash used in operating activities from continued and discontinued operations
(274,436)
(93,689)
(239,607)
Cash flows from investing activities
Acquisition of plant and equipment
-
-
-
Net cash used in investing activities from continued and discontinued operations
-
-
-
Cash flows from financing activities
Proceeds from loan
270,323
-
147,309
Net cash inflow in financing activities from continued and discontinued operations
270,323
-
147,309
Net decrease in cash and cash equivalentsfrom continued and discontinued operations
(4,113)
(108,396)
(92,298)
Cash and cash equivalents at beginning of the period
44,356
135,445
135,445
Effect of exchange rates on cash and cash equivalents
670
2,639
1,209
Cash and cash equivalents at end of the period from continued and discontinued operations
40,913
29,688
44,356


The non-cash movement from financing activities was £12,500 (H1 2024: £12,500) on account of the accrual of interest on loan notes (refer to Note 10).

 

The accompanying notes form an integral part of these consolidated financial statements

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

1. GENERAL INFORMATION

AIQ Limited ("the Company") was incorporated and registered in The Cayman Islands as a private company limited by shares on 11 October 2017 under the Companies Law (as revised) of The Cayman Islands, with the name AIQ Limited, and registered number 327983.

The Company's registered office is located at 5th Floor Genesis Building, Genesis Close, PO Box 446, Cayman Islands, KY1-1106.

The Company's ordinary shares are listed on the Equity Shares (Transition) category of the Official List and trade on the Main Market of the London Stock Exchange.

The consolidated financial statements include the financial statements of the Company and its controlled subsidiaries (the "Group").

2. PRINCIPAL ACTIVITIES

The principal activities of the Group currently comprise the delivery of information technology (IT) solutions for clients through the provision of IT consultancy.

3. ACCOUNTING POLICIES

a) Basis of preparation

The condensed consolidated interim financial statements have been prepared in accordance with the Disclosure and Transparency Rules of the Financial Conduct Authority and International Accounting Standard 34 "Interim Financial Reporting" (IAS 34). Other than as noted below, the accounting policies applied by the Group in these condensed interim financial statements are the same as those set out in the Group's audited financial statements for the year ended 31 October 2024. These financial statements have been prepared under the historical cost convention and cover the six-month period to 30 April 2025.

These condensed financial statements do not include all of the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and performance since the audited financial statements for the year ended 31 October 2024.

The condensed interim financial statements are unaudited and have not been reviewed by the auditors and were approved by the Board of Directors on 30 July 2025.

The financial information is presented in Pounds Sterling (£), which is the presentational currency of the Company.

A summary of the principal accounting policies of the Group are set out below.

b) Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and its subsidiaries made up to the end of the reporting period. Subsidiaries are entities over which the Group has control. The Group controls an investee if the Group has power over the investee, exposure to variable returns from the investee, and the ability to use its power to affect those variable returns.

The consolidated financial statements present the results of the Company and its subsidiaries as if they formed a single entity. Inter-company balances and transactions between Group companies are therefore eliminated in full. The financial information of subsidiaries is included in the Group's financial statements from the date that control commences until the date that control ceases.

During the year to 31 October 2023, the Group discontinued its operation in Malaysia as part of its consolidation strategy to save cost and focus on operations in Hong Kong and therefore the comparatives in the consolidated statement of comprehensive income pertaining to discontinued operations were restated in line with IFRS 5- Non-current assets held for sale sand discontinued operations.

c) Going concern

The Group incurred losses of £233k during the period and cash outflows from operating activities of £274k. As at 30 April 2025, the Group had net current liabilities of £362k and cash and cash equivalents of £41k. The Group's cash position was approximately £77k as at 28 July 2025, being the last practicable date prior to the date of this report.

In assessing whether the going concern assumption is appropriate, the Directors take into account all available information for the foreseeable future, in particular for the 12 months from the date of approval of the financial statements. This information includes management prepared cash flows forecasts for the Group.

The Directors have assessed that to meet its forecasted cash requirements, the Group is dependent on cash generated from the new revenue contracts, continued support from its loan holders and/or obtaining further funding in the form of debt/equity. As discussed in Note 11, post period, the Company raised £90k from an Executive Director. The significant shareholders of the Company have also indicated their intention to provide further support. The Directors are confident that the actions required to maintain the going concern position of the Group can be achieved as successfully demonstrated in the past. As a result, the Board continues to adopt the going concern basis of accounting in preparing the financial statements.

The uncertainty around management estimation of winning new revenue contracts and/or obtaining additional funding gives rise to a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern. Therefore, the Directors consider the Group to be a going concern but have identified a material uncertainty in this regard.

4. SUBSIDIARIES

The consolidated financial statements include the financial statements of the Company and its controlled subsidiaries (the "Group") as follows:

Name
Place of incorporation
Registered address
Principal activity
Effective interest
30.04.2025
31.10.2024
Alchemist Codes Sdn Bhd*
Malaysia
2-9, Jalan Puteri 4/8, Bandar Puteri, 47100 Puchong, Selangor Darul
Ehsan
Malaysia
Design and development of software
N/A
100%
Alcodes International Limited
Hong Kong
Room 47, Smart-Space FinTech, Level 4, Core E, Cyberport 3, 100 Cyberport Road, Hong Kong
Software and app development
100%
100%

* On 31 October 2023, the Company commenced the strike off process to dispose of its subsidiary Alchemist Codes Sdn Bhd and the company was finally dissolved on 17 February 2025. Alcodes International Limited is now owned directly by the parent company AIQ Limited.

5.  REVENUE

Six months
ended
30 April
2025
Six months
ended
30 April
2024
Year
ended
31 October
2024
£
£
£
Software development income
-
149,422
304,233
Other
-
3,806
3,749
Total
-
153,228
307,982


 

All revenues were generated in Asia. An analysis of revenue by the timing of the delivery of goods and services to customers for the periods ended 30 April 2025, 30 April 2024 and the year ended 31 October 2024 is as follows:

 

30 April 2025
30 April 2025
Goods transferred at a point in time
Services transferred over time
£
£
Software development income
-
-
Other
-
-
Total
-
-

 

30 April 2024
30 April 2024
Goods transferred at a point in time
Services transferred over time
£
£
Software development income
-
149,422
Other
3,806
-
Total
3,806
149,422

 

31 October 2024
31 October 2024
Goods transferred at a point in time
Services transferred over time
£
£
Software development income
-
304,233
Other
3,749
-
Total
3,749
304,233

 

6. SEGMENT REPORTING

IFRS 8 defines operating segments as those activities of an entity about which separate financial information is available and which are evaluated by the Board of Directors to assess performance and determine the allocation of resources. The Board of Directors is of the opinion that under IFRS 8 the Group has only one operating segment, information technology product and services. The Board of Directors assesses the performance of the operating segment using financial information that is measured and presented in a manner consistent with that in the Financial Statements.

All revenues were derived from Asia.

7. LOSS PER SHARE

The Company presents basic and diluted earnings per share information for its ordinary shares. Basic loss per share is calculated by dividing the loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares in issue during the reporting period. Diluted loss per share is determined by adjusting the loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares.

There is no difference between the basic and diluted loss per share, as the Company's warrants and loan notes are anti-dilutive in nature and therefore the diluted loss per share has not been presented.

Six months ended 30 April 2025
Six months ended 30 April 2024
Year ended 31 October 2024
Loss attributable to ordinary shareholders (£)
(232,824)
(189,375)
(269,417
Continuing operations
(232,824)
(189,375)
(267,656)
Discontinued operations
-
-
(1,761)
Basic - Weighted average number of shares
64,760,721
64,760,721
64,760,721
Basic loss per share (expressed as £ per share)
from continuing operations
(0.004)
(0.003)
(0.004)
from discontinued operations
-
-
(0.00003)

 

8. SHARE CAPITAL

Number
Nominal
value
£
Authorised
Ordinary shares of £0.01 each
800,000,000
8,000,000
Issued and fully paid:
As at 30 April 2025
64,760,721
647,607
Six months ended
Year ended
30 April 2025
31 Oct 2024
£
£
As at beginning of the period
647,607
647,607
Issued during the period
-
-
As at end of the period
647,607
647,607


 

 

9. SHARE WARRANT RESERVE

On 3 October 2022, the Company granted 300,000 warrants to Guild Financial Advisory ("GFA"), the Company's corporate adviser, exercisable at a price of £0.01 for a period of up to ten years. The warrants were granted in return in part for their corporate financial services carried out for a period of 12 months whereby it was agreed that GFA would provide services for an amount of £24,000 with £12,000 being settled in cash and the balance of £12,000 represented by the issue of the warrants. As a result of this, the fair value of the warrants was deemed to be £12,000 spread evenly over the 12-month period of the contract, £1,000 was expensed in October 2022 and £11,000 was expensed during the year to October 2023 and £12,000 was taken to a warrant reserve.

10. CONVERTIBLE LOAN NOTES

On 24 January 2022, the Company entered into an unsecured convertible loan note agreement (the "Convertible Loan Note Facility") for a total subscription of £500,000 (the "Loan Notes").

On 31 July 2023, the Company came to an agreement to amend certain terms of the convertible loan note instrument whereby the expiration date of the convertible loan notes was extended by a period of 12 months from 24 January 2024 to 24 January 2025 (the "Expiration Date") and on 24 February it was subsequently agreed to extend the expiration date to 31 January 2027. All other details of the Convertible Loan Note Facility remained unchanged, namely that the loan notes can be repaid, in part or in full, by the Company on 31 December in any year prior to the Expiration Date by giving not less than 14 days' written notice to the noteholders. All outstanding Loan Notes attract interest at a rate of 5% per annum from the date of issue (25 January 2022) to the date of repayment or conversion and is payable on the anniversary of the issue of the Loan Notes.

The Loan Notes shall be convertible into new ordinary shares of the Company at the lesser of 11 pence per ordinary share or the volume weighted average price of the Company's ordinary shares on the London Stock Exchange in the seven-day period prior to the date on which the Loan Note is converted into ordinary shares. The Loan Notes shall be convertible, in part or in full, at any time from the date of issue until the Expiration Date by the noteholder giving to the Company at least one week's written notice.

11. POST BALANCE SHEET EVENTS

As announced on 18 July 2025, post period end the Company entered into an agreement with Li Chun Chung, an Executive Director of the Company, for a further interest-free, unsecured loan of £90,000, which is repayable on demand.

 

 

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