REG-Anemoi International Ltd Anemoi International Ltd: 2024 Interim Results
27/09/2024 07:15
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Anemoi International Ltd (AMOI)
Anemoi International Ltd: 2024 Interim Results
27-Sep-2024 / 07:00 GMT/BST
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Anemoi International Ltd
Anemoi International Ltd
(Reuters: AMOI.L, Bloomberg: AMOI:LN)
("Anemoi" or the "Company")
Interim Results for the period ended 30 June 2024
The Company is pleased to announce its results for the six months ended 30 June 2024.
The unaudited interim results have been submitted to the FCA and will shortly be
available on the Company’s website: 1 www.anemoi-international.com
Chairman’s Statement
Unaudited interim results for the six months to 30 June 2024.
H1 2024 Revenues were disappointing and whilst we succeeded in cutting costs
substantially, the Company still registered a loss for the period, albeit a
substantially reduced loss compared to H1 2023.
As I have previously stated, I believe in the future of id4 but the Company is too
small to sustain the costs of a public company. We have, therefore, explored a number
of potential acquisitions, some in unrelated industries, in order to scale the
business; upon closer inspection, none have yet fulfilled our acquisition criteria.
With regard to the future of id4, we are redoubling our efforts to increase revenues
and are implementing an amended sales strategy to target intermediaries, such as
resellers, consultants, system integrators and other service providers with broader
and better client access, as well as continuing with our direct client sales efforts,
which I am now directly supporting.
Current sales pipeline is positive, and we are working hard to close some pending
contracts, which have the potential for a material positive impact on H2 2024/H1 2025
results.
Duncan Soukup
Chairman
Anemoi International Ltd
26 September 2024
Financial Review
During the period under review Book Value per share decreased by 5.0% from 2.60p as
at 31 December 2023 to £2.47p per share at 30 June 2024, driven by ongoing operating
losses in ID4 AG, partially offset by investment returns of £26k on listed securities
and a decision by the Chairman to waive all of his consultancy fees which had been
accrued from 2021 through H1 2024.
The Group Operating Loss for the period was reduced by 92% from £(288)k in H1 2023 to
£(22)k in 1H 2024.
The Group Loss Before Tax for the period was also reduced by 69% from £(352)k in 1H
2023 to £(108)k in H1 2024.
Total Income declined 11.2% from £82k in 1H 2023 to £72k in H1 2024. The decline in
Software services’ income was partially offset by positive contribution from
financial holdings and increased interest income.
Total Administrative Expenses declined 76% from £363k in 1H 2023 to £85k in H1 2024,
due to the waiving of the Chairman’s consultancy fees in the current period (£0.2m
impact) and, in the comparative period, £49k severance pay. £35k of other savings
were identified in the current period vs the comparative period across other
Administrative Expenses categories, including IT (accounting software savings),
rent/office expenses and Insurance.
Development Costs capitalised to Intangible Assets were reduced from £106k in H1 2023
to £78k in H1 2024 helping to preserve cash, alongside stable Software Services Cost
of Sales and stable Personnel costs (excluding impact of the consultancy fees
waiver).
Responsibility Statement
We confirm that to the best of our knowledge:
a) the condensed set of financial statements has been prepared in accordance with
IAS 34 'Interim Financial Reporting';
b) the interim management report includes a fair review of the information
required by DTR 4.2.7R (indication of important events during the first six months
and description of principal risks and uncertainties for the remaining six months of
the year); and
c) the interim management report includes a fair review of the information
required by DTR 4.2.8R (disclosure of related parties' transactions and changes
therein).
Cautionary statement
This Interim Management Report (IMR) has been prepared solely to provide additional
information to shareholders to enable them to assess the Company’s strategy and the
potential for that strategy to succeed. The IMR should not be relied on by any other
party or for any other purpose.
Duncan Soukup
Chairman
Anemoi International Ltd
26 September 2024
Interim Condensed Consolidated Statement of Income
For the six months ended 30 June 2024
6 Months to 6 Months to Year Ended
Jun 2024 Jun 2023 Dec 2023
GBP GBP GBP
Note Unaudited Unaudited Audited
Software services income 46,265 79,563 136,119
Net gains/(losses) on investments at fair 7,597 - -
value
Investment interest income 18,504 1,995 11,351
Currency losses - (48) (29,444)
Total Income 72,366 81,510 118,026
Software services expenses (5,865) (5,869) (12,983)
Financial holdings expenses (3,113) (1,402) (2,643)
Total Cost of Sales (8,978) (7,271) (15,626)
Gross profit 63,388 74,239 102,400
Administrative expenses excluding exceptional (85,467) (313,199) (622,654)
costs
Exceptional administration costs - (49,441) (228,378)
Total administrative expenses (85,467) (362,640) (851,032)
Operating loss before depreciation (22,079) (288,401) (748,632)
Depreciation and Amortisation 5 (83,196) (63,392) (137,609)
Operating loss (105,275) (351,793) (886,241)
Net financial income/(expense) (2,873) (35) (114)
Share of profits of associated entities - - 12,349
Profit/(loss) before taxation (108,148) (351,828) (874,006)
Taxation (1,676) (220) (23,139)
Profit/(loss) for the period (109,824) (352,048) (897,145)
Earnings per share - pence (using weighted
average number of shares)
Basic and Diluted (0.07) (0.22) (0.57)
Basic and Diluted 4 (0.07) (0.22) (0.57)
The notes on pages 12 to 16 form an integral part of this consolidated interim
financial information.
Interim Condensed Consolidated Statement of
Comprehensive Income
For the six months ended 30 June 2024
6 Months to 6 Months to Year Ended
Jun 2024 Jun 2023 Dec 2023
GBP GBP GBP
Unaudited Unaudited Audited
Loss for the financial year (109,824) (352,048) (897,145)
Other comprehensive income:
Exchange differences on re-translating foreign (93,399) (12,426) 93,814
operations
Total comprehensive income (203,223) (364,474) (803,331)
Attributable to:
Equity shareholders of the parent (203,223) (364,474) (803,331)
Total Comprehensive income (203,223) (364,474) (803,331)
The notes on pages 12 to 16 form an integral part of this consolidated interim
financial information.
Interim Condensed Consolidated Statement of
Financial Position
As at 30 June 2024
As at As at As at
Jun 2024 Jun 2023 Dec 2023
GBP GBP GBP
Note Unaudited Unaudited Audited
Assets
Non-current assets
Goodwill 5 1,462,774 1,462,774 1,462,774
Intangible assets 5 1,349,703 1,505,970 1,439,025
Property, plant and equipment 5 10,472 9,881 11,237
Investment in associated entities 16,890 4,541 16,890
Total non-current assets 2,839,839 2,983,166 2,929,926
Current assets
Trade and other receivables 92,632 348,356 376,106
Investments at fair value through profit or 6 48,313 - -
loss
Cash and cash equivalents 1,146,741 1,869,952 1,591,047
Total current assets 1,287,686 2,218,308 1,967,153
Liabilities
Current liabilities
Trade and other payables 250,155 701,589 816,486
Total current liabilities 250,155 701,589 816,486
Net current assets 1,037,531 1,516,719 1,150,667
Net assets 3,877,370 4,499,885 4,080,593
Shareholders’ Equity
Share capital 7 117,750 117,750 117,750
Share premium 5,773,031 5,773,031 5,773,031
Preference shares 246,096 246,096 246,096
Other Reserves 70,070 70,070 70,070
Foreign exchange reserve 300,696 268,290 394,095
Retained earnings (2,630,273) (1,975,352) (2,520,449)
Total shareholders' equity 3,877,370 4,499,885 4,080,593
Total equity 3,877,370 4,499,885 4,080,593
The notes on pages 12 to 16 form an integral part of this consolidated interim
financial information.
These financial statements were approved by the board 26 September 2024.
Signed on behalf of the board by:
Duncan Soukup
Interim Condensed Consolidated Statement of Cash Flows
For the six months ended 30 June 2024
6 Months to 6 Months to Year ended
Jun 2024 Jun 2023 Dec 2023
GBP GBP GBP
Notes Unaudited Unaudited Audited
Cash flows from operating activities
Profit/(Loss) for the period before (105,275) (351,793) (886,241)
financing
(Increase)/decrease in trade and other 283,474 25,162 9,900
receivables
(Decrease)/increase in trade and other (566,331) 62,018 164,426
payables
Finance costs (18,504) (1,947) (11,351)
Share of profits of associated entities - - -
Net exchange differences 84,860 3,104 9,754
(Profit)/Loss from change in fair value of
investments held at fair value through profit or (31,958) - -
loss
Fair value movement on portfolio 24,361 - -
investments
Depreciation and amortisation 5 83,196 63,392 137,609
Cash generated by operations (246,177) (200,064) (575,903)
Taxation (1,676) (220) (23,139)
Net cash flow from operating activities (247,853) (200,284) (599,042)
Cash flows from investing activities
Net (purchase)/sale of portfolio holdings (40,716) - -
Sale/(Purchase) of intangible assets 5 (77,969) (105,802) (104,574)
Net cash flow in investing activities (118,685) (105,802) (104,574)
Cash flows from financing activities
Interest paid (2,873) (35) (114)
Interest received 18,504 1,995 11,351
Net cash flow from financing activities 15,631 1,960 11,237
Net increase in cash and cash equivalents (350,907) (304,126) (692,379)
Cash and cash equivalents at the start of 1,591,047 2,189,610 2,189,610
the period
Effects of foreign exchange rate changes (93,399) (15,532) 93,816
Cash and cash equivalents at the end of 1,146,741 1,869,952 1,591,047
the period
The notes on pages 12 to 16 form an integral part of this consolidated interim
financial information.
Interim Condensed Consolidated Statement of Changes in Equity
For the six months ended 30 June 2024
Share Share Preference Other Foreign Retained Total
Exchange Shareholders
Capital Premium Shares Reserves Reserves Earnings Equity
£ £ £ £ £ £ £
Balance as at
31 December 117,750 5,773,031 246,096 70,070 300,281 (1,623,304) 4,883,924
2022
Foreign
Exchange on - - - - (19,565) - (19,565)
translation
Total
comprehensive - - - - (12,426) (352,048) (364,474)
income for
the period
Balance as at 117,750 5,773,031 246,096 70,070 268,290 (1,975,352) 4,499,885
30 June 2023
Foreign
Exchange on - - - - 113,379 - 113,379
translation
Total
comprehensive - - - - 12,426 (545,097) (532,671)
income for
the period
Balance as at
31 December 117,750 5,773,031 246,096 70,070 394,095 (2,520,449) 4,080,593
2023
Foreign
Exchange on - - - - (93,399) - (93,399)
translation
Total
comprehensive - - - - - (109,824) (109,824)
income for
the period
Balance as at 117,750 5,773,031 246,096 70,070 300,696 (2,630,273) 3,877,370
30 June 2024
The notes on pages 12 to 16 form an integral part of this consolidated interim
financial information.
Notes to the Condensed Financial Information
1 General information
Anemoi International Ltd (the “Company”) is a British Virgin Island (“BVI”)
International business company (“IBC”), incorporated and registered in the BVI on 6
May 2020. The Company is a holding company actively seeking investment opportunities.
id4 AG is a wholly owned subsidiary of Anemoi and was formed as part of the merger of
the former id4 AG (“id4”) with and into its parent, Apeiron Holdings AG on 14
September 2021. id4 was incorporated and registered in the Canton of Lucerne in
Switzerland in April 2019 whilst Apeiron Holdings AG was incorporated and registered
in December 2018. Following the merger, Apeiron Holdings AG was renamed id4 AG.
On the 17th December 2021, the entire share capital of id4 AG was purchased by Anemoi
International Ltd.
Id4 CLM (UK) Ltd is a wholly owned subsidiary of Anemoi, incorporated on 26 November
2021 in England and Wales. Id4 CLM (UK) Ltd is a private limited company, limited by
shares.
2 Significant Accounting policies
The Group financial statements consolidate those of the Company and its subsidiaries
(together referred to as the “Group”).
The Group prepares its accounts in accordance with applicable UK Adopted
International Accounting Standards “IFRS”.
The financial statements are expressed in GBP.
The accounting policies applied by the Company in this unaudited consolidated interim
financial information are the same as those applied by the Company in its
consolidated financial statements as at 31 December 2023.
The financial information has been prepared under the historical cost convention, as
modified by the accounting standard for financial instruments at fair value.
2.1 Basis of preparation
The condensed consolidated interim financial information for the six months ended 30
June 2024 has been prepared in accordance with International Accounting Standard No.
34, ‘Interim Financial Reporting’. They do not include all of the information
required for full annual financial statements and should be read in conjunction with
the consolidated financial statements of the Company as at and for the year ended 31
December 2023. Prior year comparatives have been reclassified to conform to current
year presentation.
These condensed interim financial statements for the six months ended 30 June 2024
are unaudited and do not constitute full accounts. The independent auditor’s report
on the 2023 financial statements was not qualified.
2.2 Going concern
The financial information has been prepared on the going concern basis as management
consider that the Company has sufficient cash to fund its current commitments for the
foreseeable future.
Notes to the Condensed Financial Information Continued
3 Net Financial Expense
Six months Six months Year
ended ended ended
30 Jun 24 30 Jun 23 31 Dec 23
Unaudited Unaudited Audited
£ £ £
Other interest expense 1,671 - -
Bank interest expense 1,202 35 114
2,873 35 114
4 Earnings per share
Six months Six months Year
ended ended ended
30 Jun 24 30 Jun 23 31 Dec 23
Unaudited Unaudited Audited
£ £ £
The calculation of earnings per share is based on
the following loss attributable to ordinary
shareholders and number of shares:
Loss for the period (109,824) (352,048) (897,145)
Weighted average number of shares of the Company 157,041,665 157,041,665 157,041,665
Earnings per share:
Basic and Diluted (pence) (0.07) (0.22) (0.57)
Number of shares outstanding at the period end: 157,041,665 157,041,665 157,041,665
Number of shares in issue
Opening Balance 157,041,665 157,041,665 157,041,665
Issuance of Share Capital - - -
Basic number of shares in issue 157,041,665 157,041,665 157,041,665
Notes to the Condensed Financial Information Continued
5 Non-current assets
Plant
Intangible and
Total Goodwill Assets Equipment
Cost GBP GBP GBP GBP
Cost at 1 January 2024 3,183,397 1,462,774 1,706,067 14,556
FX movement (101,804) - (100,995) (809)
3,081,593 1,462,774 1,605,072 13,747
Additions 77,969 - 77,969 -
Cost at 30 June 2024 3,159,562 1,462,774 1,683,041 13,747
Depreciation/Amortisation
Depreciation/Amortisation at 1 January 2024 270,361 - 267,042 3,319
FX movement (16,002) - (15,808) (194)
254,359 - 251,234 3,125
Charge for the period on continuing 83,196 - 83,046 150
operations
FX movement (942) - (942) -
Depreciation/Amortisation at 30 June 2024 336,613 - 333,338 3,275
Closing net book value at 30 June 2024 2,822,949 1,462,774 1,349,703 10,472
For impairment testing purposes, management considers the operations of the Company
to represent a two cash generating units (CGUs), one providing software and digital
solutions to the financial services industry, and the rest of the business.
6 Securities
The Company classifies the following financial assets at fair value through profit or
loss (FVPL):-
Equity investments that are held for trading.
As at As at As at
30 Jun 24 30 Jun 23 31 Dec 23
Unaudited Unaudited Audited
GBP GBP GBP
Securities
At the beginning of the period - - -
Additions 123,568 - -
Unrealised gain/(losses) 7,596 - -
Disposals (82,851) - -
At period close 48,313 - -
Investments have been valued incorporating Level 1 inputs in accordance with IFRS7.
Notes to the Condensed Financial Information Continued
7 Share Capital
As at As at As at
30 Jun 24 30 Jun 23 31 Dec 23
Unaudited Unaudited Audited
£ £ £
Authorised share capital:
Unlimited ordinary shares of $0.001 each - - -
Fully subscribed shares 117,750 117,750 117,750
Number Number Number
of shares of shares of shares
Fully subscribed shares 157,041,665 157,041,665 157,041,665
Balance at close of period 157,041,665 157,041,665 157,041,665
Under the Company’s articles of association, the Board is authorised to offer, allot,
grant options over or otherwise dispose of any unissued shares. Furthermore, the
Directors are authorised to purchase, redeem or otherwise acquire any of the
Company’s own shares for such consideration as they consider fit, and either cancel
or hold such shares as treasury shares. The directors may dispose of any shares held
as treasury shares on such terms and conditions as they may from time to time
determine. Further, the Company may redeem its own shares for such amount, at such
times and on such notice as the directors may determine, provided that any such
redemption is pro rata to each shareholders’ then percentage holding in the Company.
On the 14th April 2021, a total of 5,999,999 new DIs (the "Placing DIs") were placed
by at a price of £0.04 per Placing DIs (the "Placing") with existing and new
investors ("Placees") raising gross proceeds of approximately £240,000. The Placing
DIs represent Ordinary Shares representing 20 per cent. of the Ordinary Share capital
of the Company prior to the Placing.
On the 16th August 2021 the Board announced that the par value of its issued and
outstanding ordinary shares of no par value had changed to US$0.001 per Ordinary
Share. The total number of issued shares with voting rights remained unchanged at
35,999,999 Ordinary Shares. Aside from the change in nominal value, the rights
attaching to the Ordinary Shares (including all voting and dividend rights and rights
on a return of capital) remained unchanged.
On the 17th December 2021, following the acquisition of id4 AG, 66,666,666 New
Ordinary Shares of $0.001 were issued to the shareholders of id4 in settlement of
consideration for the acquisition and the Company was readmitted to trading on the
London Stock Exchange.
On the 17th December 2021, alongside the acquisition of id4 AG, 54,375,000 New
Ordinary Shares of $0.001 were issued in a further placing with existing and new
investors, raising a total of £2,175,000.
Notes to the Condensed Financial Information Continued
8 Related Party Transactions
Thalassa Holdings Ltd, which holds shares in the Company is related by common control
through the Chairman, Duncan Soukup. Thalassa Holdings Ltd invoiced the Company for
administration costs totalling £18,364 (June 2023: £4,236, Dec 2023: £39,819). At the
period end the balance owed to Thalassa Group totalled £13,074 (June 2023: £4,236,
Dec 2023: £15,146).
Consultancy and administrative services were accrued on behalf of a company, Fleur De
Lys, in which the Chairman has a beneficial interest. The Company waived £192,710 of
fees in the period which relate to 1H 2024 and prior years (Accrued Fees: Jun 2023:
£61,399, Dec 2023: £119,017).
Athenium Consultancy Ltd, a company in which the Company owns shares invoiced the
Company for financial and corporate administration services totalling £82,500 for the
period (Jun 2023: £82,500, Dec 2023: £165,000).
9 Subsequent events
There were no subsequent events to report.
10 Copies of the Interim Report
The interim report is available on the Company’s website:
2 www.anemoi-international.com.
END
For further information, please contact:
Enquiries: • 3 enquiries@anemoi-international.com
Anemoi International Ltd
4 www.anemoi-international.com
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Dissemination of a Regulatory Announcement that contains inside information in
accordance with the Market Abuse Regulation (MAR), transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
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ISIN: VGG0419A1057
Category Code: IR
TIDM: AMOI
LEI Code: 213800MIKNEVN81JIR76
OAM Categories: 1.2. Half yearly financial reports and audit
reports/limited reviews
Sequence No.: 349412
EQS News ID: 1996739
End of Announcement EQS News Service
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