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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/ (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
Six months Six months Year ended
ended ended 31 October
Note 30 April 30 April 2024
2025 2024 Audited
Unaudited Unaudited £
£ £
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 Company from continuing and (232,824) (189,375) (272,901)
discontinued operations
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 As at
30 Apr 2025 31 Oct 2024
Unaudited 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 warrant reserve Foreign currency translation reserve
Share Share premium Accumulated losses Total equity
capital
£ £ £ £ £ £
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 - - - (189,375) (186,736)
2,639
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 - - - (232,824) (232,154)
670
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 Six months ended Year ended
30 April 30 April 31 October 2024
2025 2024 Audited
Unaudited Unaudited £
£ £
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 (274,436) (93,689) (239,607)
operations
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
270,323 - 147,309
Net cash inflow in financing activities from continued and discontinued
operations
(4,113) (108,396) (92,298)
Net decrease in cash and cash equivalents from continued and discontinued
operations
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
40,913 29,688 44,356
Cash and cash equivalents at end of the period from continued and
discontinued operations
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 Design and development of software N/A 100%
Ehsan
Malaysia
Alcodes International Limited Hong Kong Room 47, Smart-Space FinTech, Level 4, Core E, Cyberport 3, 100 Cyberport Software and app development 100% 100%
Road, Hong Kong
* 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 Six months Year
ended ended ended
30 April 30 April 31 October
2025 2024 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 2024 Year ended 31 October 2024
Six months ended 30 April 2025
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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