REG - Braveheart Inv Group - Final Results and Notice of AGM
09/07/2025 14:45
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RNS Number : 4085Q Braveheart Investment Group plc 09 July 2025
Prior to publication, the information contained within this announcement was
deemed by the Company to constitute inside information as stipulated under the
UK Market Abuse Regulation. With the publication of this announcement, this
information is now considered to be in the public domain.
9 July 2025
Braveheart Investment Group plc
("Braveheart", the "Company" or the "Group")
Final Results for the year ended 31 March 2025
Braveheart Investment Group plc (AIM: BRH) announces its audited annual
results for the financial year ended 31 March 2025, highlights of which are
set out below:
· Sharply reduced pre-tax loss of £1.09 million (2024: loss of
£8.19 million)
· Loss per share of 1.71 pence per share (2024: 11.38 pence loss per
share).
· Kirkstall Limited expanded its market reach by signing distributor
agreements in China and South Korea, while enhancing its Quasi Vivo® system
for cutting-edge organ-on-a-chip research.
· Paraytec Limited partnered with Analytik Limited for UK market
distribution and developed a next-generation two-colour instrument for broader
biomedical applications.
· Gyrometric Systems Limited led a UK-US research project to innovate
modular journal bearings for wind turbines, fostering collaborations with
global leaders like Tufts University and Kingsbury Inc.
· Our listed investments all reported advancements.
· Acquired a 29.51% stake in Imaging Biometrics plc, which recently
reported the launch of its AI software and preliminary results from a phase 1
clinical trial.
· Post year end fundraise of £295k before expenses.
Notice of AGM
A copy of the annual report and accounts, together with notice of the
Company's annual general meeting ("AGM") to be held on 1 August 2025 at 10.30
am at the office of China Ventures Ltd, Unit 2, Common Farm, Common Lane,
Mappleborough Green, Warwickshire, B80 7DP, will be posted to shareholders
shortly and available on the Company's website, www.braveheartgroup.co.uk
(http://www.braveheartgroup.co.uk/) .
For further information:
Braveheart Investment Group plc Tel: 01738 587555
Trevor Brown, Chief Executive Officer
Viv Hallam, Executive Director
Allenby Capital Limited (Nominated Adviser and Joint Broker) Tel: 020 3328 5656
James Reeve / Ashur Joseph
Peterhouse Capital Limited (Joint Broker) Tel: 020 7469 0936
Chief Executive Officer's Report
I am pleased to report to shareholders for the year ended 31 March 2025.
Strategic Investments Overview
Kirkstall Limited (Braveheart owns 86.11% of the company)
https://kirkstall.com/ (https://kirkstall.com/) - Book value £Nil
Kirkstall Limited is at the leading edge of the emerging organ-on-a-chip (OOC)
sector. Kirkstall's technology aligns with the global shift toward New
Approach Methodologies (NAMs) that seek to replace animal testing with
human-relevant models. OOC systems like Kirkstall's core product Quasi Vivo®
enable scientists to assess toxicology, pharmacokinetics (drug absorption and
metabolism), biocompatibility and disease mechanisms using living human cells
without relying on animal models. It is an opportune time for Kirkstall, as
the US FDA Modernization Act 2.0 (signed December 2022) has removed the
animal-testing mandate and created a clear pathway for NAMs like OOC to be
recognised by regulators. This de-risks adoption of Quasi Vivo by pharma and
medical device companies, as well as addressing ethical concerns. Costs for
traditional animal testing currently exceed $3 billion annually and NAMs aim
to drastically reduce this, as well as the costs associated with late-stage
failures due to poorly predictive animal models. The use of human cells also
promises to deliver more clinically relevant insights in preclinical studies,
supporting faster and safer development of new drugs and therapies and even
opening the door for personalized medicine approaches, where patient-derived
cells could be tested in the system to tailor treatments.
Quasi Vivo® Technology
Quasi Vivo is a patented system of interconnected cell culture chambers
designed to mimic physiological conditions in vitro. Unlike traditional static
petri-dish cultures, Quasi Vivo continuously supplies the cells with nutrient
media via a gentle flow, providing oxygen and shear stress (mechanical stress
due to the flow) that keeps cells functioning more like they would in the
body.
Multiple tissue types can be linked in the system, allowing researchers to
recreate complex tissue-tissue interfaces within a controlled lab setup (for
example, liver cells metabolizing a drug and passing the byproducts to kidney
cells). By replicating key aspects of human physiology - from circulatory flow
to organ cross-talk - Quasi Vivo produces data that are more predictive of
human responses, which is especially valuable for safety testing and efficacy
screening of new compounds.
Commercial Progress
Kirkstall recently engaged Dr Diana Marcu, an experienced molecular biologist,
who is now leading the commercial strategy of the QV1200. Kirkstall is
sharpening its focus on industry clients, particularly pharmaceutical
companies and contract research organizations (CROs) that have high throughput
testing needs. This strategy is already yielding results: Quasi Vivo systems
have recently been ordered by a leading developer of novel RNA therapeutics as
well as by companies involved in food additive safety and cross-toxicity
testing. This diversity in early commercial traction - spanning cutting-edge
therapeutics to consumer product safety - highlights the broad relevance of
Kirkstall's technology across multiple sectors.
Geographically, Kirkstall has made significant strides, with new distributor
agreements signed in Asia, targeting two key markets with high growth
potential. In China, Kirkstall entered an exclusive partnership with Beijing
Kilby Biotechnology (BKB) to distribute Quasi Vivo and take advantage of
China's rapidly growing demand for advanced 3D cell culture systems. Notably,
like the FDA, Chinese regulators are encouraging such technologies, with
organ-on-chip platforms added to its official guidance for non-clinical drug
testing (National Institutes for Food and Drug Control in China, January
2024). A new distributor was also appointed in South Korea, extending Quasi
Vivo's reach into another innovative market with strong biotechnology
industries. Further international expansion is on the
horizon as Kirkstall evaluates additional territories in North America and
Europe, where interest in OOC solutions is on the rise.
Scientific Confirmation
To support scale-up and the commercial strategy of industry adoption, the team
has initiated an in-house study using human liver cells (hepatocytes) in the
QV1200 to investigate drug-induced stress under highly realistic conditions.
Studies indicate OOC has about 85% accuracy in predicting liver toxicity and
is significantly better than animal models. The study will look to detect
early markers of stress in mitochondria (a major cell component). Identifying
these subtle stress signals is a key safety metric that is often missed in
static cultures lacking flow. Confirming that Quasi Vivo can capture these
early-warning biomarkers - without killing the cells - would enable the
adoption of the QV1200 system into CRO and pharma safety screening pipelines,
enabling more sensitive toxicity testing.
In parallel, several collaboration projects using Quasi Vivo are planned with
UK universities, including a "gut-on-chip" model to study intestinal disorders
under flow conditions and another recreating key steps of oral cancer
progression and metastasis in vitro, combining multiple cell types to simulate
how tumours invade and spread. These projects allow Kirkstall to generate
publishable confirmation data in complex disease contexts, creating experts in
Quasi Vivo and showing that it can tackle sophisticated biology and produce
insights that conventional models cannot.
Looking ahead, Kirkstall is on track to expand beyond its academic user base
into mainstream industry pipelines. Overall, with a robust technology
addressing a pressing market need and strong tailwinds from regulatory and
ethical trends, Kirkstall is well positioned to deliver significant value. The
Board remains confident that Kirkstall's recent gains in commercial traction
and its pipeline of R&D innovations will translate into sustainable growth
and shareholder value in the coming year.
Paraytec Limited (Braveheart owns 100% per cent of the company)
https://www.paraytec.com/ (https://www.paraytec.com/) - Book value £Nil
Technology
Paraytec develops high performance specialist detectors for the analytical and
life sciences instrumentation markets. Paraytec's core product, the CX300
instrument, is a portable flow cytometer capable of rapid detection of
particles from 10 nm to 20 µm in very small liquid sample quantities, with
picomolar sensitivity levels.
Commercial Progress
Paraytec has recently partnered with specialist scientific instrumentation
distributor Analytik Limited to spearhead marketing, sales, and post-sales
support for its instruments in the UK market. Leveraging its strong presence
across UK research laboratories, Analytik is actively promoting the CX300 as a
Portable Flow Cytometer at key scientific conferences and amongst its existing
contact base. An initial strategic focus is the rapidly growing field of
extracellular vesicle (EV) characterisation. EVs are tiny, lipid-bound sacs
released by cells into the surrounding environment, acting as intercellular
communication vehicles in a wide range of physiological processes, including
immune responses and tissue repair. EVs have the potential to be used in a
wide number of applications, including diagnostics, therapeutics and
regenerative medicine.
Paraytec continues to develop its the next-generation two-colour instrument,
which will enable real-time comparison of two populations of differently
coloured particles. This advancement opens access to a much larger market,
with feedback indicating potential use in a wide range of biomedical and
research applications. Paraytec has produced a first batch of instruments and
is collaborating with university teams where testing is ongoing.
Gyrometric Systems Limited (Braveheart owns 21.43% of the company)
https://gyrometric.systems/ (https://gyrometric.systems/) - Book value
£27,323
Technology
Gyrometric Systems is a UK-based engineering company specialising in digital
monitoring technologies for rotating machinery. Its patented systems provide
high-resolution data on shaft rotation and alignment, enabling the detection
of mechanical wear or degradation in real time. These capabilities are
particularly valuable where conventional vibration-based monitoring is
ineffective-such as in journal bearings.
Commercial Progress
In its established marine drives market, the company received further orders
from a client who is a global leader in developing, producing and marketing
innovative system solutions for marine propulsion systems. This includes
highly flexible couplings, shaft systems and elastic mounts. These orders,
comprising the commercial rollout of the Gyrometric product with a market
leader, testify the quality of the Gyrometric offering.
In the wind energy sector, main bearing failure remains a leading cause of
unplanned maintenance, especially in modern direct-drive turbines where other
mechanical systems have been simplified. Replacing failed rolling-element
bearings often requires the complete disassembly of the turbine, a process
that is especially expensive in offshore environments. As an alternative,
journal bearings offer the potential for lower maintenance costs. Unlike
rolling bearings, modular journal bearings can be serviced in place by
replacing worn parts without dismantling the turbine. This approach could
reduce both downtime and the logistical costs of offshore repair work.
Gyrometric is currently leading the UK consortium in a UK-US collaborative
research project to develop thin-film modular journal bearings suitable for
wind turbines, along with measurement systems to monitor their condition in
real time during operation. The company's digital sensing platform is uniquely
suited to journal bearings, which do not produce the characteristic vibrations
used in standard monitoring techniques. If journal bearings prove viable in
this context, they could offer a practical alternative to current
designs-particularly for offshore applications where maintenance access is
challenging.
The project is supported by Innovate UK and the National Offshore Wind
Research and Development Consortium (NOWRDC) in the United States. In the UK,
Gyrometric is working alongside Leonardo Testing Systems (a spin-out from
Sheffield University) and the Offshore Renewable Energy Catapult (OREC). US
partners include Tufts University, Kingsbury Inc. (a major bearing
manufacturer), and a leading US wind turbine producer.
The project is still in the development phase, but early progress is
encouraging. As the technology is validated and demonstrated, Gyrometric
expects to play a key role in supporting the adoption of modular journal
bearings in the wind sector. The company's measurement systems could be
applied both in new turbine designs and in the refurbishment of existing
installations, opening opportunities for long-term commercial engagement in a
growing global market.
Listed Investments
At 31 March 2025, Braveheart held investments in the following UK listed
companies:
Autins Group plc (Braveheart owned 29.09%) https://autins.com/
(https://autins.com/) - Book value £1,111,880
An industry-leading designer, manufacturer, and supplier of acoustic and
thermal insulation solutions for the automotive industry and other sectors. On
29 April 2025, the company provided a Trading Update, reporting unaudited
results for the 18-month period ending 31 March 2025, showing group sales of
£31.1m and a net loss of £1.7m. Whilst we maintain our view on the
potential of Autins, we believe that there is further scope for operational
and financial improvements. Braveheart's representative, Dr Qu Li, joined the
Autins board during this financial year and has been working strenuously to
change the culture of its board, delivering cost savings and growth in
Earnings per Share.
Adam Attwood has been Non-Executive Chairman of Autins Group plc since the
company's IPO in 2016. Over the years, as other directors have joined and left
the board, Adam has in effect overseen the appointment of all the directors
constituting the then board on each occasion. The QCA Corporate Governance
Code (2023) stresses that non-executive directors, including the chairman,
must remain independent and that a tenure of over nine years (since August
2016) may undermine independence due to entrenched relationships. Governance
best practices recommend refreshing board roles to ensure robust oversight, to
enhance effectiveness, and boost investor confidence.
During the 9 years of Adam Attwood's chairmanship, Autins' share price has
fallen from 165p and a market capitalisation of £30m at IPO in August 2016,
to its current share price of approximately 10p and market capitalisation of
£5.5m. In the same period, additional funds of £6.5m (£3.5m in 2019 and
£3m in 2022) have been raised from shareholders and this value has also
been largely lost during this time. Faced with this unenviable record of
valuation destruction we have, albeit reluctantly, formally asked Adam to
resign to help facilitate the urgently needed reinvigoration of the Company
and to make space for the development of fresh ideas and thinking.
Built Cybernetics plc (previously Aukett Swanke Group plc) (Braveheart owned
5.61% of the company) https://builtcybernetics.com/
(https://builtcybernetics.com/) - Book value £316,921
A professional services group that principally provides architectural,
interior design and smart building services in the primary international
market sectors of offices, residential, education, industrial, hospitality and
mixed use or 'hybrid' developments. In its Annual Report to 30 September
2024, the company reported a 38% increase in turnover to £19.5m and trading
loss of £536k.
Image Scan Group plc (Braveheart owned 10.14% of the company)
https://ish.co.uk/ (https://ish.co.uk/) - Book value £242,754
A specialist supplier of real-time X-ray screening systems to the security and
industrial inspection markets. This company recently launched new AI software
to enhance threat recognition in its X-ray scanning product and received a
substantial contract for its portable X-ray system for military and
counter-terrorism applications.
Imaging Biometrics Limited (previously IQ-AI Limited) (Braveheart owned
29.35%) https://www.ibailtd.com/ (https://www.ibailtd.com/) - Book value
£572,085
Imaging Biometrics is an imaging software and healthcare diagnostics company,
whose subsidiaries include Imaging Biometrics, LLC ("IB") and Stone Checker
Software Limited. IB is a healthcare imaging software company that supplies
medical technology solutions, regulatory consulting services and has a
neuroimaging product portfolio. Stone Checker Software Limited is a supplier
of technology solutions in the field of kidney stone analysis and kidney stone
prevention. Imaging Biometrics' ordinary shares are listed on the main market
of the London Stock Exchange. Trevor Brown is the CEO of Imaging Biometrics.
On 11 October 2024, Braveheart announced the acquisition of 65,415,862
ordinary shares of 0.1 pence each in Imaging Biometrics, representing 29.51%
of the issued share capital, for a total consideration of £719k. On 18 March
2025, the company raised £250k by way of a placing, in which Braveheart
subscribed for 7 million new shares at a consideration of £70k.
IB provides industry-leading imaging of brain tumours using AI, with the main
product IB Clinic producing fractional tumour burden (FTB) maps. These maps
aid clinicians in distinguishing normal from unhealthy tissue, often providing
an indication of response to treatment sooner than conventional imaging. On 2
May 2025, IB reported preliminary findings of a phase 1 clinical trial using
gallium maltolate ("GaM") for the treatment of patients with relapsed
glioblastoma, an aggressive brain tumour. This has encouraged the company to
apply to the U.S. Food and Drug Administration for 'Breakthrough Therapy
Designation' for its innovative oral gallium maltolate GaM) therapy.
Braveheart also has several portfolio investments that are smaller scale
legacy investments for which we continue to seek exits where appropriate.
Outlook
Post-period end, we raised £295k by way of a placing and broker option before
costs and deferred a significant proportion of director fees. These actions
ensure that we will have sufficient resources to continue to develop Kirkstall
and Paraytec, while we wait for further developments in Imaging Biometrics and
Autins Group.
Trevor Brown
Chief Executive Officer
FINANCIAL REVIEW
During the year, we continued the comprehensive review of our cost base and continued to reduce the central costs.
Income Statement
Fee-based revenue was generated by Braveheart Investment Group plc. The
principal revenue from the Group's operations comprises investment management
fees, with total revenue during the year being £21,000 (2024: £61,000).
Finance income was £36,000 (2024: £17,000), being interest on outstanding
loan notes within Braveheart's directly held portfolio.
As at 31 March 2025, the total number of directly held investments in the
portfolio of Strategic Investments and the Portfolio Investments was 18
companies (2024: 19). The fair value of the directly held portfolio was
£2,271,000 (2024: £1,653,000). During the year the group made investments of
£1,213,000 into four companies: Autins Group plc, Image Scan Holdings plc,
Imaging Biometrics Limited (previously IQ-AI Limited) and Gyrometric Systems
Limited.
The group sold some shares in Built Cybernetics plc (previously Aukett Swanke
plc) and Image Scan Holdings plc in the year, resulting in a loss on disposal
of £23,000.
Total income for the year ended 31 March 2025, including realised gains and
unrealised revaluation gains and losses, was a loss of £408,000 (2024:
£2,257,000 profit) and impairments of £Nil (2024: £4,847,000).
The average number of employees remained at five during the period under
review. Employee benefits expense was £335,000 (2024: £594,000). Other
operating and finance costs decreased to £254,000 (2024: £282,000).
The total loss after tax improved to £1,089,000 (2024: £7,249,000 loss),
equivalent to a basic loss per share of 1.71 pence (2024: 11.38 pence loss).
Financial Position
The Group had net assets of £2,329,000 as at 31 March 2025 (31 March 2024:
£3,397,000).
At the year end, the Group had cash balances of £64,000 (2024: £1,742,000).
There were no material borrowings.
A summary analysis of the Group's performance is as follows:
2025 2024
£'000 £'000
Investment management revenue and sales 21 61
Finance income 36 17
Income before portfolio movements 57 78
(Loss) / profit on disposal of investments (24) 1,304
Change in fair value of investments, gain on disposal of investments and (409) (2,257)
movement in contingent liability
Impairment of investments - (4,847)
Total income of continuing activities (376) (5,722)
Employee benefits expense (including share- based payments) (335) (594)
Impairment of loans in investment companies (124) (1,595)
Other operating and finance costs (254) (282)
Total costs on continuing activities (713) (2,471)
Loss before tax - continuing (1,089) (8,193)
Tax - 944
Total profit and total comprehensive profit for the year (1,089) (7,249)
Opening cash balance 1,742 935
Investment in portfolio companies (1,213) (533)
Proceeds from sale of equity investments 163 2,513
Funds raised - net of share issue costs - -
Other activities (628) (1,173)
Closing cash balance 64 1,742
Net assets 2,329 3,397
Key Performance Indicators (KPIs)
The KPIs we use to monitor business performance have been changed in order to better reflect the emphasis that the Board has placed upon the development of the Strategic Investments as the best way to increase shareholder value over the short and medium term. Given the nature of our business, these KPI's remain as, primarily, financial measures. They are:
2025 2024
Cash ('£000) 64 1,742
Share price (pence) 5.00 6.35
Income ('£000) 21 61
Value of investments 2,271 1,653
Principal Risks and Uncertainties
Through its operations, the Group is exposed to a number of risks. The Group's
risk management objectives and policies are described in the Corporate
Governance Statement of the report and accounts. Braveheart is ensuring that
all necessary steps have been taken to maintain the integrity of the Company's
assets and the health and well-being of our employees.
Section 172 Statement
Section 172 (1) of the Companies Act obliges the Directors to promote the
success of the Company for the benefit of the Company's members as a whole.
This section specifies that the Directors must act in good faith when
promoting the success of the Company and in doing so, have regard (amongst
other things) to:
a. the likely consequences of any decision in the long term,
b. the interests of the Company's employees,
c. the need to foster the Company's business relationship with suppliers,
customers and others,
d. the impact of the Company's operations on the community and environment,
e. the desirability of the Company maintaining a reputation for high standards
of business conduct, and
f. the need to act fairly between members of the Company.
The Board of Directors is collectively responsible for formulating the
Company's strategy, which is to invest in businesses where prospects appear to
be exceptional and deliver growth to its shareholders. Of course, the Board
cannot predict the future but aims to make decisions that it considers are in
the best interest of all shareholders at the time. Key decisions made by the
Board in the current year were the investments in Imaging Biometrics plc.
Our employees are one of the primary assets of our business and will be
critical to the future success of the Company. First and foremost, the
Directors strive to ensure a safe working environment for all its staff and
contractors, and we are proud of our safety achievements in 2024/25. We also
seek to reward employees with remuneration packages which align the interests
of the Company and its shareholders with those of the employees. Employees are
also provided with challenging work and external training opportunities to
ensure their continual development.
As the Company is an internally managed investment Company, its only employees
are its directors. The main stakeholders are therefore the Company's
shareholders and a small number of key third party suppliers, accountants,
broker and auditor. Its customers are therefore its shareholders.
The Board places equal importance on all shareholders and strives for
transparent and effective external communications, within the regulatory
confines of an AIM-listed company. The primary communication tool for
regulatory matters and matters of material substance is through the Regulatory
News Service ("RNS"). The Company's website is also updated regularly and
provides further details on the business as well as links to helpful content
such as our latest investor presentations.
The Directors believe they have acted in the way they consider most likely to
promote the success of the Company for the benefit of its members as a whole,
as required by Section 172 (1) of the Companies Act 2006.
The Board encourages senior management to engage with staff, suppliers,
customers and the community, to assist the Board in discharging its
obligations.
The Group operates by remote working and as such has a limited impact on the
environment and has no greenhouse gas emissions to report as indicated on this
page. Both within the Group and in its investment portfolio the Company
promotes wherever possible an ecologically sound policy and considers its
impact on social, community and human rights issues. Braveheart is always
taking into account the considerable pressures of budget, commercial and
market constraints.
In order to maintain a good reputation, the Board ensures that it communicates
accurately and effectively with its shareholders and has strict procedures in
place that ensures that the Group is compliant with regulations. The Board is
open to engage with investors on our financial performance, strategy and
business model, with the Annual General Meeting providing an opportunity for
investors to meet and engage with members of the Board.
On behalf of the Board
Trevor E Brown
Chief Executive Officer
9 July 2025
Consolidated Statement of comprehensive INCOME for the year ended 31 March
2025
2025 2024
Notes £ £
Revenue from contracts with customers 3 20,500 60,896
Change in fair value of investments 10 (408,681) (2,257,293)
Impairment of investments 10 - (4,847,349)
(Loss) / profit on disposal of investments 10 (23,792) 1,304,035
Total income (411,973) (5,739,711)
Employee benefits expense 5 (335,416) (594,234)
Other operating costs 7 (251,099) (278,852)
Total operating costs (586,515) (873,086)
Impairment of loans in investment companies 13 (123,933) (1,594,620)
Finance costs 6 (2,971) (2,795)
Finance income 4 36,491 16,896
Total costs (676,928) (2,453,605)
(Loss)/ profit before tax (1,088,901) (8,193,316)
Tax 8 - 944,050
(Loss)/ profit from continuing operations (1,088,901) (7,249,266)
Total (loss)/ profit and total comprehensive loss for the year (1,088,901) (7,249,266)
Profit attributable to:
Equity holders of the parent (1,088,901) (7,249,266)
(1,088,901) (7,249,266)
Earnings per share Pence Pence
- basic 9 (1.71) (11.38)
- diluted 9 (1.71) (11.38)
The accompanying accounting policies and notes form part of these financial
statements.
consolidated statement of financial position as at 31 March 2025
2025 2024
Notes £ £
ASSETS
Non-current assets
Property, plant and equipment 12 - 108
Investments at fair value through profit or loss 10 2,271,052 1,653,341
2,271,052 1,653,449
Current assets
Trade and other receivables 14 52,922 105,707
Cash and cash equivalents 15 63,671 1,742,315
116,593 1,848,022
Total assets 2,387,645 3,501,471
LIABILITIES
Current liabilities
Trade and other payables 16 (58,141) (104,145)
(58,141) (104,145)
Non-current liabilities
Deferred taxation 17 - -
Total liabilities (58,141) (104,145)
Net assets 2,329,504 3,397,326
EQUITY
Called up share capital 18 1,274,469 1,274,469
Share premium reserve 18 5,370,711 5,370,711
Share based payment reserve 18 203,240 598,188
Retained earnings (4,518,916) (3,846,042)
Equity attributable to owners of the Parent 2,329,504 3,397,326
Total equity 2,329,504 3,397,326
The accompanying accounting policies and notes form part of these financial
statements.
Consolidated Statement of CAsh flows for the year ended 31 March 2025
The accompanying accounting policies and notes form part of these financial
statements.
2025 2024
£ £
Operating activities
(Loss)/ profit before tax (1,088,901) (8,193,316)
Adjustments to reconcile profit before tax to net cash flows from operating
activities
Share based payment 21,079 126,985
Impairment of loans in investment companies 123,933 1,594,620
Decrease in the fair value movements of investments 408,681 2,257,293
Impairment of investments - 4,847,349
Profit on disposal of equity investments 23,792 (1,304,035)
Depreciation and amortisation 108 310
Interest income (36,491) (16,896)
Decrease / (Increase) in trade and other receivables 52,785 (44,015)
Decrease in trade and other payables (45,995) (21,309)
Cash flow used in operating activities (541,009) (753,014)
Investing activities
Proceeds from sale of investments 163,287 2,512,690
Purchase of investments (1,213,480) (532,516)
Loans to investments (123,933) (436,602)
Interest received 36,491 16,896
Net cash flow used in investing activities (1,137,635) 1,560,468
Financing activities
Funds raised, net of share issue costs - -
Net cash flow from financing activities - -
Net increase/ (decrease) in cash and cash equivalents (1,678,644) 807,454
Cash and cash equivalents at the beginning of the year 1,742,315 934,861
Cash and cash equivalents at the end of the year 63,671 1,742,315
The accompanying accounting policies and notes form part of these financial
statements.
For non-cash movement in investing activities, see note 10
Consolidated Statement of ChAnges in Equity for the year ended 31 March 2025
Called up Share Capital Share Premium Reserve Share based payment Reserve Retained Earnings/ (Deficit) Total Total Equity
GROUP £ £ £ £ £ £
At 31 March 2023 1,274,469 5,370,711 471,203 3,403,224 10,519,607 10,519,607
Profit and total comprehensive profit for the year - - - (7,249,266) (7,249,266) (7,249,266)
Share based payments - - 126,985 - 126,985 126,985
Transactions with owners, recognised directly in equity - - 126,985 (7,249,266) (7,122,281) (7,122,281)
At 31 March 2024 1,274,469 5,370,711 598,188 (3,846,042) 3,397,326 3,397,326
Profit and total comprehensive profit for the year - - - (1,088,901) (1,088,901) (1,088,901)
Share based payments - - 21,079 - 21,079 21,079
Transfer to retained earnings - surrender of options - - (416,027) 416,027 - -
Transactions with owners, recognised directly in equity - - (394,948) (672,874) (1,067,822) (1,067,822)
At 31 March 2025 1,274,469 5,370,711 203,240 (4,518,916) 2,329,504 2,329,504
Share capital is the number of shares issued in the company at their nominal
value. The share premium account represents the gross proceeds from issue of
shares, less their nominal value. Share based payment reserve is the amount
generated from the award of share options and warranties. Retained earnings is
the cumulative net gains and losses recognised in the consolidated statement
of comprehensive income net of associated share-based payments credits.
Notes to the financial statements for the year ended 31 March 2025
1 Corporate information
The Group and Company financial statements of Braveheart Investment Group plc
(the Company) for the year ended 31 March 2025 were authorised for issue by
the Board of Directors on 9 June 2025 and the statements of financial position
were signed on the Board's behalf by Trevor Brown.
Braveheart Investment Group plc is a public company incorporated in the United
Kingdom under the Companies Act 2006 limited by shares. The address of the
registered office is detailed at the back of this report. The nature of the
Group's operations and its principal activities are set out in the Strategic
Report and Directors' Report. The Company is registered in Scotland. The
Company's ordinary shares are traded on the AIM market of the London Stock
Exchange.
2 Accounting policies
(a) Basis of preparation
The Group and Company financial statements have been prepared in accordance
with UK-adopted international accounting standards in accordance with the
requirements of the Companies Act 2006 and in accordance with the requirements
of the AIM rules. The principal accounting policies adopted by the Group and
by the Company are set out in the following notes.
The consolidated financial statements have been prepared on a historical cost
basis, except for financial instruments that are measured at the fair values
at the end of the reporting period. The financial statements are presented in
sterling and all values are rounded to the nearest pound (£), which is also
the functional currency of the company and its subsidiaries, except where
otherwise indicated.
The Group's business activities (together with the factors likely to affect
its future development, performance and position) and its financial position
is set out in the Chief Executive Officer's Report. The Group's risk
management objectives and policies are described in the Corporate Governance
Statement. Further information regarding the Group's financial risk management
objectives and policies, including those in relation to credit risk, liquidity
risk and market risk, is provided in note 21 to the financial statements. The
Group's capital management objectives are stated on page 52, note (n).
(b) Investment policy
The Group's strategy is to invest in early and later-stage businesses,
primarily in the technology sector, but it will also consider opportunities in
other sectors that are knowledge intensive, such as healthcare and
professional services.
The Group will target investments in both unlisted and listed companies, where
there is potential for significant growth. Investments are expected to be
mainly in the form of equity and equity-related instruments, including
convertible debt instruments in certain circumstances.
The Group may acquire investments directly or by way of holdings in
intermediate holding or subsidiary entities. The Group might also invest in
limited liability partnerships and other forms of legal entity. Where
possible, the Group will seek investor protection rights, as determined by the
Board. The Group may offer its Ordinary Shares in exchange for shares in
investee businesses in addition to a cash investment in such businesses.
For unlisted company investments, the Group targets companies at different
stages of development, ranging from those which are just starting to trade to
those which are expecting to achieve an IPO in the short term, thus providing
portfolio diversification. These investments will typically involve active
investment management.
The Group, where appropriate and deemed by the Board to be in the Group's best
interests, may seek a position on the boards of unlisted investee companies.
The Group where appropriate, will assist the board and management of investee
companies, including helping to scale management teams, informing strategy and
assisting with future financing.
For listed company investments, the Group targets investments where the Board
considers the shares are undervalued but there are opportunities for
significant growth. These investments will typically involve passive
investment management, although the Board may take a more active approach if
it considers there is a need to effect change.
Braveheart may occasionally invest in companies that are in rescue or distress
situations where a value-creating opportunity has been identified.
The Group does not have any maximum exposure limits but will generally take a
minority stake in a business and look for investments where there is a good
prospect of an exit in a two-to-five-year time period. As risk reduces, the
Group may increase its investment in subsequent rounds of funding and, as
those businesses grow, may find itself holding a controlling interest in some
trading companies. However, in such instances the Board will ensure that there
is sufficient separation between the Group and the investee company so that
the investee company does not become a trading company of the Group.
(c) Going Concern
The directors have reviewed the Group's and the Company's budgets and plans,
taking account of reasonably possible changes in trading performance and have
a reasonable expectation that the Group and the Company have adequate
resources to continue in operational existence for the foreseeable future and
that it is therefore appropriate to continue to adopt the going concern basis
in preparing the financial statements.
The group currently undertake regular reviews of the cash flows of the
company. Furthermore, the group have a large number of listed investments that
could be converted to cash if required. The group raised funds of £295k
before expenses after the year end. The group forecast at least 12 months into
the future at all times in order to ensure that the company can continue into
the foreseeable future.
(d) Changes in accounting policy and disclosures
There are no new standards which became effective in the year which had a
material impact on the group.
(e) New standards and interpretations not yet effective
The Group has adopted all recognition, measurement and disclosure requirements
of IFRS, including any new and revised standards and interpretations of IFRS,
in effect for annual periods commencing on or after 1 April 2023. The adoption
of these standards and amendments did not have any material impact on the
financial result of position in the Group.
At the date of authorisation of these financial statements, the following
Standards and Interpretation, which have not yet been applied in these
financial statements, were in issue, but not yet effective:
New Standards Effective Date
IAS 21 Lack of Exchangeability 1 January 2025
IAS 7 and 9 Amendments to the Classification and Measurement of Financial 1 January 2026
Instruments
IFRS 18 - Presentation and Disclosure in Financial Statements 1 January 2027
IFRS 19 - Subsidiaries without Public Accountability: Disclosures 1 January 2027
(f) Basis of consolidation
The Group's financial statements consolidate the results of Braveheart
Investment Group plc and its subsidiaries (together referred to as the
'Group') drawn up to 31 March each year. The financial statements of the
subsidiaries used in the preparation of the consolidated financial statements
are prepared for the same reporting year as the parent company using
consistent accounting policies. All intra-group balances, transactions, income
and expenses are eliminated in full on consolidation. The Company is
classified as an investment entity as it meets the definition of an investment
entity within Paragraph 27 IFRS 10.
- Subsidiaries
The subsidiaries have been consolidated from the date of their acquisition,
being the date on which the Group obtained control, and will continue to be
consolidated until the date that such control ceases. As per IFRS 10, an
entity is classed as under the control of the Group when all three of the
following elements are present: power over the entity, exposure to variable
returns from the entity and the ability of the Group to use its power to
affect those variable returns. Control is reassessed whenever facts and
circumstances indicate that there may be a change in any of these elements of
control.
A change in the ownership interest of a subsidiary, without a loss of control,
is accounted for as an equity transaction.
The group applies the acquisition method to account for business combinations.
The consideration transferred for the acquisition of a subsidiary is the fair
values of the assets transferred, the liabilities incurred to the former
owners of the acquiree and the equity interests issued by the group. The
consideration transferred includes the fair value of any asset or liability
resulting from a contingent consideration arrangement. Identifiable assets
acquired and liabilities and contingent liabilities assumed in a business
combination are measured initially at their fair values at the acquisition
date. The group recognises any non-controlling interest in the acquiree on an
acquisition-by-acquisition basis, either at fair value or at the
non-controlling interest's proportionate share of the recognised amounts of
acquiree's identifiable net assets.
Acquisition-related costs are expensed as incurred.
If the business combination is achieved in stages, the acquisition date
carrying value of the acquirer's previously held equity interest in the
acquiree is re-measured to fair value at the acquisition date; any gains or
losses arising from such re-measurement are recognised in profit or loss.
If the Group loses control over a subsidiary, it derecognises the related
assets, liabilities, non-controlling interest and any other components of
equity while any resultant gain or loss is recognised in profit or loss. Any
investment retained is recognised at fair value.
The Group is made up of several different types of subsidiaries. The Group
assesses the function performed by each type of subsidiary to determine its
treatment under the IFRS 10 exception from consolidation. The types of
subsidiaries and their treatment under IFRS 10 are as follows:
· Investment managers - Consolidated
· These entities provide investment related services through the
provision of investment management or advice. They do not hold any direct
investments in portfolio assets. These entities are not investment entities.
· General Partners (GPs) - Consolidated
General Partners provide investment management services and do not hold any
direct investments in portfolio assets. These entities are not investment
entities.
Non-controlling interests represent the portion of profit or loss and net
assets that is not held by the Group and are presented separately in the
consolidated statement of comprehensive income and within equity in the
consolidated statement of financial position separately from parent
shareholders' equity.
(g) Use of estimates and assumptions
The preparation of the financial statements in conformity with IFRS requires
management to make judgements, estimates and assumptions that affect the
application of policies and reported amounts of assets and liabilities, income
and expenses. The estimates and associated assumptions are based on
historical experience and other factors that are believed to be reasonable
under the circumstances, the results of which form the basis of making the
judgements about carrying values of assets and liabilities that are not
readily apparent from other sources. Actual results may differ from these
estimates. Where management's judgement has been applied, this is noted in
the relevant accounting policy.
The key assumptions concerning the future and other key sources of estimation
uncertainty at the reporting date that have a significant risk of causing a
material adjustment to the carrying amounts of assets and liabilities within
the next financial year are discussed below:
- Assessment as an investment entity
Entities that meet the definition of an investment entity within IFRS 10 are
required to account for most investments in controlled entities at fair value
through profit and loss. The Board has concluded that the Company continues
to meet the definition of an investment entity as its strategic objective of
investing in portfolio investments and providing investment management
services to investors for the purpose of generating returns in the form of
investment income and capital appreciation remains unchanged.
The Group is required to determine the degree of control or influence the
Group exercises and the form of any control to ensure that the financial
treatment is accurate.
- Impairment of investments and loan receivable from investee
companies - see note 10
Management assessment of the impairment indicators including; performance of
the investee companies, future prospects, ability to exit.
- Fair value of unquoted investments - see note 10
Unquoted investments have been valued by the directors in compliance with the principles of the International Private Equity and Venture Capital Guidelines as endorsed by the European Venture Capital Association (EVCA). The use of such valuation techniques requires the directors to make certain judgements including making assessments of future revenue and earnings of portfolio companies, appropriate multiples to apply, and marketability and other risk discounts and provisions, and hence they are subject to uncertainty. Management believes that in their experience, the last round share price tends to be the most reliable method of calculating these investments, unless there is a major change to the company since that point as there is a proven basis for the share price. The fair value of unquoted investments of the Group at 31 March 2025 was £27,367 (2024: £39,246) and of the Parent Company was £27,356 (2024: £39,228).
To reflect the potential impact of alternative assumptions and a lack of liquidity in these holdings, a discount has been applied to all Level 3 valuations. Further information regarding the Group's and Parent Company's fair value of unquoted investments is provided in note 10
- Share-based payments
The Group measures the cost of equity-settled transactions by reference to the
fair value of the equity instruments at the date at which they were granted.
Judgement is required in determining the most appropriate valuation model for
a grant of equity instruments depending on the terms and conditions of the
grant. Management are also required to use certain assumptions in
determining the most appropriate inputs to the valuation model including
expected life of the option, volatility, risk free rate and dividend yield.
The assumptions and models used are fully disclosed in note 19.
(h) Revenue recognition and segmental reporting
The Group earns fee income from the services it provides to its clients and
monitoring fees from investee companies. Revenue is recognised at the fair
value of the consideration received or receivable, excluding rebates. Fees
earned for the provision of an ongoing service are recognised as that service
is provided. Deal fees and arrangement fees are earned on individual
transactions and related revenue is recognised on completion of the underlying
transaction. The Group receives compensation for its role as fund manager;
these fund management fees include fixed fees and performance fees and are
recognised as the related services are provided. Monitoring fees are
recognised as that service is provided.
Interest income is recognised using the effective interest method. Interest
income is interest earned on bank deposit accounts and loan notes and is
included within the statement of comprehensive income.
Revenue is deferred when it does not meet the revenue recognition policy and
is presented as deferred income in the statement of financial position.
An operating segment is a component of the Group that engages in business
activity from which it may earn revenues and incur expenses, including
revenues and expenses that relate to transactions with and of the Group's
other components. All operating segments' operating results, for which
discrete financial information is available, are reviewed regularly by the
Group's Board to make decisions about resources to be allocated to the segment
and assess its performance.
(i)
Taxation
The tax expense represents the sum of the tax currently payable. Current tax
is based on taxable profit for the year. Taxable profit differs from net
profit as reported in the statement of comprehensive income because it
excludes items of income or expenses that are deductible in other years and it
further excludes items that are never taxable or deductible. The Group's
liability for current tax is calculated using tax rates that have been enacted
or substantively enacted by the reporting date.
A deferred tax asset or liability shall be recognised for all taxable
temporary differences, except to the extent that the deferred tax asset or
liability arises from (a) the initial recognition of goodwill, (b) the initial
recognition of an asset or liability in a transaction which (i) is not a
business
combination and (ii) at the time of the transaction, affects neither
accounting profit/(loss) nor taxable profit/(loss) or (c) relates to an
investment in subsidiary, except to the extent that (i) the parent is able to
control timing of reversal and (ii) it is probable that temporary differences
will not
reverse in the foreseeable future. Deferred tax assets are recognised to the
extent that it is probable that taxable profits will be available against
which deductible temporary differences can be utilised. Deferred tax is
calculated at the tax rates that are expected to apply in the period when the
liability is settled or the asset is realised using tax rates and laws that
have been enacted or substantively enacted by the reporting date.
(j) Tangible assets
Tangible fixed assets are stated at cost less depreciation and any provision
for impairment.
Depreciation is calculated using the straight-line method to allocate their
cost or revalued amounts, net of their residual values, over their estimated
useful lives as follows:
Furniture, fittings and office equipment
over three years
(k) Financial assets
Financial assets are recognised when the Group becomes party to the contracts
that give rise to them and are classified at initial recognition as either
financial assets at fair value through profit or loss or loans and
receivables. Financial assets are derecognised when the rights to receive cash
flows from the asset have expired or the Group has transferred substantially
all the risks and rewards of the asset.
- Impairments
Investments are tested for indicators of impairment on a regular basis. Where
an investment has been deemed to be impaired, that asset is written down
accordingly.
- Investments at fair value through profit or loss
Investments, which is made up of equity investments, are designated on initial
recognition as financial assets at fair value through profit or loss. This
measurement basis is consistent with the fact that the Group's performance in
respect of its portfolio investments is evaluated on a fair value basis in
accordance with an established investment strategy. When investments are
recognised initially, they are measured at fair value.
After initial recognition the fair value of listed investments is determined
by reference to bid prices at the close of business on the reporting date.
Unlisted equity investments are measured at fair value by the directors in
compliance with the principles of the International Private Equity and Venture
Capital Guidelines, updated and effective December 2022, as recommended by the
European Venture Capital Association. The fair value of unlisted equity
investments is determined using the most appropriate of the valuation
methodologies set out in the guidelines. These include using recent arm's
length market transactions; reference to the current market value of another
instrument, which is substantially the same; earnings or profit multiples;
indicative offers; discounted cash flow analysis and pricing models.
Wherever possible the Group uses valuation techniques which make maximum use
of observable market based inputs and accordingly the basis of the valuation
methodology preferred by the Group is 'price of most recent investment'. Where
'price of most recent investment' is no longer considered to be appropriate,
the Group has used valuations based on discounted cash flow method using
business forecasts provided by the investee company, revenue multiples of
comparable listed companies and comparable transactions.
- Price of recent investment
The Group considers that fair value estimates, which are based entirely on
observable market data, will be of greater reliability than those based on
assumptions and, accordingly, where there has been any recent investment by
third parties, the price of that investment will generally provide
a basis of the valuation. The length of period for which it remains
appropriate to use the price of recent investment depends on the specific
circumstances of the investment and the stability of the external environment.
Given the nature of the Group's investments in early-stage companies, where
there are often no current and no short-term future earnings or positive cash
flows, it can be difficult to gauge the probability and financial impact of
the success or failure of development or research activities and to make
reliable cash flow forecasts. Consequently, the most appropriate approach to
determine fair value is a methodology that is based on market data, that being
the price of a recent investment. Where the Group considers that the price of
recent investment, unadjusted, is no longer relevant and there are limited or
no comparable companies or transactions from which to infer value, the Group
carries out an enhanced assessment based on milestone analysis and/or industry
and sector analysis. In applying the milestone analysis approach to
investments in companies in early or development stages the Group seeks to
determine whether there is an indication of change in fair value based on a
consideration of performance against any milestones that were set at the time
of the original investment decision, as well as taking into consideration the
key market drivers of the investee company and the overall economic
environment.
Where the Group considers that there is an indication that the fair value has
changed, an estimation is made of the required amount of any adjustment from
the last price of recent investment. Wherever possible, this adjustment is
based on objective data from the investee company and the experience and
judgement of the Group. However, any adjustment is, by its very nature,
subjective. Where a deterioration in value has occurred, the Group reduces the
carrying value of the investment to reflect the estimated decrease. If there
is evidence of value creation the
Group may consider increasing the carrying value of the investment; however,
in the absence of additional financing rounds or profit generation it can be
difficult to determine the value that a purchaser may place on positive
developments given the potential outcome and the costs and risks to achieving
that outcome and accordingly caution is applied. Factors that the Group
considers include, inter alia, technical measures such
as product development phases and patent approvals, financial measures such as
cash burn rate and profitability expectations, and market and sales measures
such as testing phases, product launches and market introduction.
In the current financial year, where 'price of recent investment' methodology
was used to value the business, some investments were considered not to be
making significant commercial progress and when a discount was applied to
reflect the non-marketability associated with Braveheart's limited control of
the business, the resulting valuations were zero.
- Other valuation techniques
If there is no readily ascertainable value from following the 'price of recent
investment' methodology, or there is objective evidence that a deterioration
or significant improvement in fair value has occurred since a relevant
transaction, the Group considers alternative methodologies such as discounted
cash flows ("DCF"). DCF involves estimating the fair value of a business by
calculating the present value of expected future cash flows, based on the most
recent forecasts in respect of the underlying business. Given the difficulty
of producing reliable cash flow forecasts
for early-stage companies as described earlier, this methodology is used only
where it is considered there is reasonable evidence of current and ongoing
income streams.
- No reliable estimate
Where a fair value cannot be estimated reliably, the investment is reported at
the carrying value at the previous reporting date unless there is objective
evidence that the investment has since been impaired.
- Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or
determinable payments that are not quoted in an active market, and comprise
trade and other receivables, other financial assets and cash and cash
equivalents, all of which are initially recognised at fair value and are
subsequently measured at amortised cost using the effective interest rate
method. This means that, in cases where repayment of the loan or other
receivable is in doubt, due to the commercial performance of the recipient,
the value of that loan may be impaired to zero in the
accounts.
They are included in current assets, except for maturity greater than 12
months after the end of the reporting period, whereby these are classified as
non-current assets.
- Trade receivables
Trade receivables are initially recognised at fair value which is normally the
invoice value in short term receivables. Thereafter the receivables are
carried at amortised cost. Provision is made where there is objective evidence
that a balance will not be recovered in full in accordance with the
instrument's original terms. An impairment calculation is based on a
comparison between the carrying amount and the net present value of expected
future cash flows, discounted by the original effective rate. It can be
concluded that any provision calculated would not have material impact on the
financial statements due to the minimal amount of receivables and a formal
policy will be implemented when necessary.
- Cash and cash equivalents
Cash and cash equivalents in the consolidated cashflow comprise cash in hand
and short-term bank deposits.
(l) Financial liabilities
Financial liabilities, being trade and other payables, are initially
recognised at fair value and are subsequently carried at amortised cost.
(m) The Company's investment in its subsidiaries
In the Company's accounts, investment in its subsidiary undertakings are
stated at cost less any provision for impairment.
(n) Equity
Financial instruments issued by the Group are treated as equity if the holders
have only a residual interest in the Group's assets after deducting all
liabilities. The Group considers its capital to comprise its share capital,
share premium, merger reserve and retained earnings.
· Share premium - amount subscribed for share capital in excess of
nominal value, net of directly attributable issue costs;
· Retained earnings - cumulative net gains and losses recognised in
the consolidated statement of comprehensive income net of associated
share-based payments credits;
· Share based payment reserve - amount generated from the award of
share options and warranties.
The Group's capital management objectives are:
· to ensure the Group's ability to continue as a going concern;
· to ensure a sufficient cash balance is maintained; and
· to maximise returns to shareholders.
The Group continuously monitors rolling cash flow forecasts to ensure
sufficient cash is available for anticipated cash requirements. The Group may
issue new shares or realise investments to meet such requirements. To date the
Group has negligible borrowings and does not pay a dividend. Investments made
by the Group are subject to detailed selection criteria and are monitored
carefully by the Board. The group considers that it has appropriately managed
its capital requirements during the year.
There has been no change in capital management objectives, policies and
procedures from the previous year.
(o) Share-based payments
The cost of equity-settled transactions with employees is measured by
reference to the fair value of the instruments issued at the date at which
they are granted and is recognised as an expense over the vesting period,
which ends on the date on which the relevant employees become fully entitled
to the award. Fair value is determined using an appropriate pricing model.
In valuing equity-settled transactions, no account is taken of any vesting
conditions, other than conditions linked to the price of the shares of the
Company (market conditions).
No expense is recognised for awards that do not ultimately vest, except for
awards where vesting is conditional upon a market condition, which are treated
as vesting irrespective of whether or not the market condition is satisfied,
provided that all other performance conditions are satisfied.
At each reporting date before vesting, the cumulative expense is calculated,
representing the extent to which the vesting period has expired and
management's best estimate of the achievement or otherwise of non-market
conditions and of the number of equity instruments that will ultimately vest
or, in the case of an instrument subject to a market condition, be treated as
vesting as described above. The movement in cumulative expense since the
previous reporting date is recognised in the statement of comprehensive
income, with a corresponding entry in equity.
Where the terms of an equity-settled award are modified or a new award is
designated as replacing a cancelled or settled award, the cost based on the
original award terms continues to be recognised over the original vesting
period. In addition, any expense is recognised over the remainder of the new
vesting period for the incremental fair value of any modification, based on
the difference between the fair value of the original award and the fair value
of the modified award, both as measured on the date of the modification. No
reduction is recognised if this difference is negative.
Where an equity-settled award is cancelled, it is treated as if it had vested
on the date of cancellation, and any cost not yet recognised in the statement
of comprehensive income for the award is expensed immediately. Any
compensation paid up to the fair value of the award at the cancellation or
settlement date is deducted from equity, with any excess over fair value being
treated as an expense in the statement of comprehensive income.
(p) Pensions
The Group makes defined pension contributions to certain employees of the
group. The assets of the scheme are held separately from those of the Group in
independently administered funds. The Group has no further obligations once
the contributions have been paid. The contributions are recognised as employee
benefits expenses when they are due.
(q) Foreign currency
Foreign currency exchange gains and losses resulting from the remeasurement of
monetary items denominated in foreign currency at the year-end exchange rates
are recognised in the statement of comprehensive income. Foreign currency
transactions are translated into the functional currency using the exchange
rates prevailing at the dates of the transactions. Foreign exchange gains and
losses resulting from the settlement of such transactions and from the
translation at year-end exchange rates of monetary assets and liabilities
denominated in foreign currencies are recognised in the income statement.
Foreign exchange gains and losses are presented in the income statement within
'finance income or costs.'
(r) Earnings per share
Basic earnings per share is calculated by dividing:
· the profit attributable to owners of the company, excluding any
costs of servicing equity other than ordinary shares;
· by the weighted average number of ordinary shares outstanding
during the financial year, adjusted for bonus elements in ordinary shares
issued during the year and excluding treasury shares (note 18).
Diluted earnings per share adjusts the figures used in the determination of
basic earnings per share to take into account:
· the after-income tax effect of interest and other financing costs
associated with dilutive potential ordinary shares; and
· the weighted average number of additional ordinary shares that
would have been outstanding, assuming the conversion of all dilutive potential
ordinary shares.
(s) Segmental Reporting
The board only considers there to be one segment in the group and therefore
there is no note included for segmental reporting.
3 Revenue from contracts with customers
Revenue is attributable to the principal activities of the Group. In 2025 and
2024, all revenue arose within the United Kingdom.
Group Group
2025 2024
£ £
Investment management 16,900 40,000
Monitoring fees 3,600 3,600
Consultancy - 17,296
20,500 60,896
Of the revenue stated above, £16,900 (2024: £20,770) related to The Lachesis
Seed Fund Limited Partnership.
The group derives revenue from the transfer of goods and services over time
and at a point in time in the following major product lines:
Investment management Monitoring fee Consultancy Total
2025
Timing of revenue recognition
At a point in time - 3,600 - 3,600
Over time 16,900 - - 16,900
16,900 3,600 - 20,500
2024
Timing of revenue recognition
At a point in time 3,600 - 3,600
Over time 40,000 - 17,296 57,296
40,000 3,600 17,296 60,896
4 Finance income
Group Group
2025 2024
£ £
Bank interest receivable 36,491 16,896
36,491 16,896
5 Employee benefits expense
Company Company Group Group
2025 2024 2025 2024
£ £ £ £
Salaries 294,678 427,451 294,678 427,451
Social security costs 15,644 32,018 15,644 32,018
Pension costs 4,015 7,780 4,015 7,780
Share based payments 21,079 126,985 21,079 126,985
335,416 594,234 335,416 594,234
The average number of persons (including directors) employed by the Group
during the year was 5 (2024: 5), all of whom were involved in management and
administrative activities. The average number of persons (including directors)
employed by the company during the year was 4 (2024: 4) The remuneration of
the directors, is set out below in aggregate:
2025 2024
£ £
Short-term employee benefits 274,414 347,452
Social security costs 13,162 22,232
287,576 369,684
Post-employment benefit 3,407 5,380
Share-based payments 18,246 126,985
309,229 502,049
The figures in this note includes social security costs. Further information
about the remuneration of individual directors is provided in the Directors'
Remuneration Report.
Remuneration to the highest paid director was £118,437 (2024: £148,521).
This figure excludes social security costs.
6 Finance costs
Group Group
2025 2024
£ £
Bank charges 2,971 2,795
7 Expenses by nature
Group Group
The following have been charged in arriving at operating loss: 2025 2024
£ £
Depreciation and amortisation 108 310
Auditor's remuneration: 30,000 63,450
Audit services
- Fees payable for the audit of the consolidation and the parent company
accounts
Legal, professional and consultancy costs 42,407 42,986
Stockbroker costs 76,306 65,525
Other expenses 102,278 106,581
Total 251,099 278,852
8 Tax on profit on ordinary activities
No liability to UK corporation tax arose on ordinary activities for the year
ended 31 March 2025 or for the year ended 31 March 2024.
Group Group
2025 2024
Reconciliation of total tax: £ £
(Loss)/ profit before tax (1,088,901) (8,193,316)
Tax at the statutory rate of 25% (2024: 25%) (272,225) (2,048,329)
Disallowed expenses 37,904 431,762
Capital allowances in excess of depreciation 27 78
Unrealised loss/ (gain) on the fair value movement of investments 108,130 1,468,112
Share scheme deduction - -
Other non-reversing timing differences - (944,050)
Tax losses carried forward 126,164 148,377
Total tax reported in the statement of comprehensive income - (944,050)
The Group has potential cumulative unrecognised deferred tax assets in respect of:
· excess management expenses of £1,951,892 (2024: £1,430,874) and
capital losses of £47,752 (2024: £Nil) arising from Braveheart Investment
Group plc; and
· excess management expenses of £558,948 (2024: £559,199) arising
from Truetide Limited.
· excess trading loss of £9,144 (2024: £12,564) arising from The
Ridings Early Growth Investment Company Limited.
No deferred tax assets have been recognised in respect of these amounts as it
is uncertain that there will be suitable taxable profits from which the future
reversal of the deferred tax could be deducted.
9 Earnings per share
Basic earnings per share has been calculated by dividing the profit
attributable to equity holders of the parent by the weighted average number of
ordinary shares in issue during the year.
The calculations of profit per share are based on the following profit and
numbers of shares in issue:
2025 2024
£ £
(Loss)/ profit for the year (1,088,901) (7,249,266)
Weighted average number of ordinary shares in issue: No. No.
For basic profit per ordinary share 63,723,489 63,723,489
Potentially dilutive ordinary shares - -
For diluted earnings per ordinary share 63,723,489 63,723,489
Earnings per share Pence Pence
- basic (1.71) (11.38)
- diluted (1.71) (11.38)
Dilutive earnings per share adjusts for share options granted where the
exercise price is less than the average price of the ordinary shares during
the period. At the current year end there were Nil (2024: Nil) potentially
dilutive ordinary shares.
The diluted earnings per Ordinary Share is calculated by adjusting the
weighted average number of Ordinary shares outstanding to consider the impact
of options, warrants and other dilutive securities.
10 Investments at fair value through profit or loss
Level 1 Level 2 Level 3
Equity investments in quoted companies Equity investments in unquoted companies Debt investments in unquoted companies Equity investments in unquoted companies Debt investments in unquoted companies Total
GROUP £ £ £ £ £ £
At 1 April 2023 2,011,877 - - 7,446,447 - 9,458,324
Additions at Cost 382,516 - - 150,000 - 532,516
Disposals at Cost (296,384) - - (912,272) - (1,208,656)
Amount owed to creditors - - - (24,201) - (24,201)
Change in Fair Value (483,914) - - (1,773,379) - (2,257,293)
Impairment - - - (4,847,349) - (4,847,349)
At 31 March 2024 1,614,095 - - 39,246 - 1,653,341
Additions at Cost 1,190,980 - - 22,500 - 1,213,480
Disposals at Cost (187,079) - - - - (187,079)
Amount owed to creditors - - - (9) - (9)
Change in Fair Value (374,311) - - (34,370) - (408,681)
Impairment - - - - - -
At 31 March 2025 2,243,685 - - 27,367 - 2,271,052
Included in the balance above are investments that would be owed to the
British Business Bank through the Revenue Share Agreement. At the year end, an
amount of £32 would be due to the British Business Bank on disposal. This
liability is shown in the accounts within other creditors.
Level 1 Level 2 Level 3
Equity investments in quoted companies Equity investments in unquoted companies Debt investments in unquoted companies Equity investments in unquoted companies Debt investments in unquoted companies Total
COMPANY £ £ £ £ £ £
At 31 March 2023 2,011,877 - - 7,411,605 - 9,423,482
Additions at Cost 382,516 - - 150,000 - 532,516
Disposal at Cost (296,384) - - (912,272) - (1,208,656)
Change in Fair Value (483,914) - - (1,762,756) - (2,246,670)
Impairment - - - (4,847,349) - (4,847,349)
At 31 March 2024 1,614,095 - - 39,228 - 1,653,323
Additions at Cost 1,190,980 - - 22,500 - 1,213,480
Disposal at Cost (187,079) - - (51) - (187,130)
Change in Fair Value (374,356) - - (34,321) - (408,677)
Impairment - - - - - -
At 31 March 2025 2,243,640 - - 27,356 - 2,270,996
As at 31 March 2025, the group total value of investments in companies was
£2,271,052 (2024: £1,653,341).
The group total change in fair value during the year was a loss of £408,681
(2024: loss £2,257,293). There were impairments to investments in the year of
£Nil (2024: £4,847,349).
The shares that were disposed of has a book value of £187,079 and were sold
for £163,287, resulting in a loss of £23,792.
Investments, which is made up of equity investments, are designated on initial
recognition as financial assets at fair value through profit or loss. This
measurement basis is consistent with the fact that the Group's performance in
respect of its portfolio investments is evaluated on a fair value basis in
accordance with an established investment strategy. When investments are
recognised initially, they are measured at fair value.
After initial recognition the fair value of listed investments is determined
by reference to bid prices at the close of business on the reporting date.
Unlisted equity investments are measured at fair value by the directors in
compliance with the principles of the International Private Equity and Venture
Capital Guidelines, updated and effective December 2022, as recommended by the
European Venture Capital Association. The fair value of unlisted equity
investments is determined using the most appropriate of the valuation
methodologies set out in the guidelines. These include using recent arm's
length market transactions; reference to the current market value of another
instrument, which is substantially the same; earnings or profit multiples;
indicative offers; discounted cash flow analysis and pricing models.
The Group classifies its investments using a fair value hierarchy.
Classification within the hierarchy has been determined on the basis of the
lowest level input that is significant to the fair value measurement of the
relevant investment as follows:
· Level 1 - valued using quoted prices in active markets for
identical assets;
· Level 2 - valued by reference to valuation techniques using
observable inputs other than quoted prices included within Level 1; and
· Level 3 - valued by reference to valuation techniques using
inputs that are not based on observable market data.
The fair values of quoted investments are based on bid prices in an active
market at the reporting date. All unquoted investments have been classified as
Level 3 within the fair value hierarchy, their respective valuations having
been calculated using a number of valuation techniques and assumptions,
notwithstanding that the basis of the valuation methodology preferred by the
Group is 'price of most recent investment'. To reflect the potential impact
of alternative assumptions and a lack of liquidity in these holdings, a
discount has been applied to all Level 3 valuations. When using the DCF
valuation method, reasonably possible alternative assumptions could have a
material effect on the fair valuation of investments.
The methodologies used in the year for level 3 investments are broken down as
follows:
Methodology Description Inputs Adjustments % of portfolio valued on this basis
Fund Raising Used for unquoted investments where there has been a funding round, generally The price of the most recent investment A liquidity discount is applied, typically 15%. Where last funding round is 100%
within the last twelve months greater than twelve months then further discounts ranging between 0% and 100%
are applied.
Debt/Loan notes Loan investments The fair value of debt investment is deemed to be cost less any impairment Impairment provision if deemed necessary 0%
provision
Discounted cash flow and revenue multiples Used for companies with long-term cash flows and having comparable Long term cash flows are discounted at a rate considered appropriate for the A liquidity discount is applied, typically 20% 0.0%
transactions/ companies in the listed segment business, typically 25%. Revenue multiples are typically 5 to 10 times of
forward-looking revenue.
Change in fair value in the year: Group Group
2025 2024
£ £
Fair value gains 161,890 131,150
Fair value losses (570,571) (2,388,443)
(408,681) (2,257,293)
The gain in the year came from the uplift of the valuation in Image Scan
(£34,000) Built Cybernetics (£123,000) and Gyrometric (£5,000). The main
reasons for the fair value losses were due to the reduction in value in Autins
(£314,000), Imaging Biometrics (£217,000) and Dimensional Imaging
(£39,000).
Details of investments where the nominal value of the holding in the
undertaking is 20% or more of any class of share are as follows:
The Company holds a 100% aggregate holding in Paraytec Limited, which develops
high performance specialist detectors for the analytical and life sciences
instrumentation market. The valuation of Paraytec has been reviewed and, for
the reasons are detailed in the CEO statement the valuation of Braveheart's
investment has been impaired to zero. The Company is represented on the board.
The carrying value of Paraytec £Nil (2024: £Nil).
The Company holds a 86% aggregate holding in Kirkstall Limited, a
biotechnology company which developed a system of interconnected chambers for
cell and tissue culture in laboratories. The valuation of Kirkstall has been
reviewed and, for the reasons are detailed in the CEO statement the valuation
of Braveheart's investment has been impaired to zero. The Company is
represented on the Board. The carrying value of Kirkstall is £Nil (2024:
£Nil).
The Company holds a 29.09% aggregate holding on Autins Group plc, this company
an industry-leading designer, manufacturer, and supplier of acoustic and
thermal insulation solutions for the automotive industry and other sectors.
The Company is represented on the Board and in the opinion of the directors,
this shareholding nor the representative entitles the Company to exert a
significant or dominant influence over Autins. The carrying value of Autins is
£1,111,880 (2024: £1,177,650).
The Company holds a 29.35% aggregate holding on Imaging Biometrics Limited
(previously IQ-AI Limited), this company is an imaging software and healthcare
diagnostics company. The Company is represented on the Board and in the
opinion of the directors, this shareholding nor the representative entitles
the Company to exert a significant or dominant influence over Imaging
Biometrics. The carrying value of Imaging Biometrics is £572,085 (2024:
£Nil).
The Company holds a 38% aggregate holding on Sentinel Medical Limited, this
company is developing a point of care diagnostic device for bladder cancer
detection and monitoring. The Company is represented on the Board and in the
opinion of the directors, this shareholding nor the representative entitles
the Company to exert a significant or dominant influence over Sentinel. The
carrying value of Sentinel is £33 (2024: £33).
The registered addresses for these entities are as follows:
Paraytec Limited Old Linen
Court, 83-85 Shambles Street, Barnsley, England, S70 2SB
Kirkstall Limited Old Linen
Court, 83-85 Shambles Street, Barnsley, England, S70 2SB
Sentinel Medical Limited Old Linen Court, 83-85
Shambles Street, Barnsley, England, S70 2SB
11 Investment in subsidiaries
The Company has the following interests in subsidiary undertakings:
Name Country of Incorporation Nature of Business % Interest
Truetide Limited (i) Scotland Investment management 100%
Braveheart Academic Seed Funding GP Limited (i) England Investment management 100%
Ridings Holdings Limited (i) England Investment management 100%
The Ridings Early Growth Investment Company Limited (ii) England Investment management 100%
Paraytec Limited (iii) England Development of high performance specialist detectors 100%
Kirkstall Limited (iii) England Biotechnology 86%
(i) Direct subsidiary of Braveheart Investment Group plc
(ii) Indirect subsidiary of Braveheart Investment Group plc
(iii) Not consolidated
Group entities act as General Partner to, and have an interest in, the
following limited partnerships:
Name Place of % Interest
Business
Lachesis Seed Fund England 0%
The registered addresses for the subsidiary undertakings are as follows:
Truetide
Limited
1 George Square, Glasgow,
Scotland, G2 1AL
Braveheart Academic Seed Funding GP
Limited Old
Linen Court, 83-85 Shambles Street, Barnsley, England, S70 2SB
Ridings Holdings
Limited
Old Linen Court, 83-85 Shambles Street, Barnsley, England, S70 2SB
The Ridings Early Growth Investment Company Limited
Old Linen Court, 83-85 Shambles Street,
Barnsley, England, S70 2SB
Paraytec
Limited
Old Linen Court, 83-85 Shambles Street, Barnsley, England, S70 2SB
Kirkstall
Limited
Old Linen Court, 83-85 Shambles Street, Barnsley, England, S70 2SB
12 Property, plant and equipment
GROUP Furniture, fittings and equipment Total
£ £
Cost - At 31 March 2023 1,135 1,135
Additions - -
Cost - At 31 March 2024 1,135 1,135
Additions - -
Cost - At 31 March 2025 1,135 1,135
Depreciation - At 31 March 2023 717 717
Depreciation 310 310
Depreciation - 31 March 2024 1,027 1,027
Depreciation 108 108
Depreciation - 31 March 2025 1,135 1,135
Net Book Value - At 1 April 2025 - -
Net Book Value - At 1 April 2024 108 108
COMPANY Furniture, fittings and equipment Total
£ £
Cost - At 31 March 2023 1,135 1,135
Additions - -
Cost - At 31 March 2024 1,135 1,135
Additions - -
Cost - At 31 March 2025 1,135 1,135
Depreciation - 31 March 2023 717 717
Depreciation 310 310
Depreciation - 31 March 2024 1,027 1,027
Depreciation 108 108
Depreciation - 31 March 2025 1,135 1,135
Net Book Value - At 1 April 2025 - -
Net Book Value - At 1 April 2024 108 108
13 Debtors due in over one year
Group Group Company Company
2025 2024 2025 2024
£ £ £ £
Amounts due from investment companies - -
- -
The Board has concluded that Paraytec's and Kirkstall's short-term prospects
have improved, however it believes that Braveheart's outstanding loans to
Paraytec and Kirkstall will not be repaid in the short-term. A decision has
therefore been made to continue to write down the value of the Company's loans
receivable in Paraytec and Kirkstall to £Nil. This has resulted in an
impairment in loans in the year of £123,933 (2024: £1,594,620).
14 Trade and other receivables
Group Group Company Company
2025 2024 2025 2024
£ £ £ £
Trade receivables 33,339 31,899 - -
Prepayments and accrued income 19,251 73,808 19,251 73,808
Amounts due from related parties - - 3,531 5,331
Other taxes and social security 332 - 1,039 -
52,922 105,707 23,821 79,139
As trade receivables are generally of short-term maturity, the directors
consider the carrying amounts to approximate their fair value. All receivables
are non-interest bearing and unsecured.
15 Cash and cash equivalents
Group Group Company Company
2025 2024 2025 2024
£ £ £ £
Cash at bank and on hand 63,671 1,742,315 58,321 1,736,428
Cash balances are held with HSBC Bank plc and earn interest at floating rates
based on daily bank deposit rates.
16 Trade and other payables
Group Group Company Company
2025 2024 2025 2024
£ £ £ £
Trade payables 7,937 8,862 7,937 8,862
Amounts due to related parties - - 168,908 168,968
Other taxes and social security 3,220 15,061 3,220 13,994
Accruals and other creditors 46,984 80,222 40,749 73,977
58,141 104,145 220,814 265,801
Due to the short-term maturity of trade payables, the directors consider the
carrying amounts to approximate their fair value. Trade payables are
non-interest bearing and are normally settled on 30-day terms.
17 Deferred tax
The following are the major deferred tax liabilities and assets recognised by
the company and movements thereon:
Balances Group Group Company Company
2025 2024 2025 2024
£ £ £ £
Non-current asset investment timing differences - - - -
- - - -
Movements in the year
Group Company
£ £
Liability at 1 April 2024 - -
Charge to profit and loss - -
Liability at 31 March 2024 - -
All deferred tax liabilities will be settled, in greater than one year.
18 Share capital
2025 2024
£ £
Authorised
83,723,489 ordinary shares of 2 pence each 1,674,470 1,674,470
(2024: 68,674,431 ordinary shares of 2 pence each)
Allotted, called up and fully paid
63,723,489 ordinary shares of 2 pence each 1,274,469 1,274,469
(2024: 63,723,489 ordinary shares of 2 pence each)
The Company has one class of ordinary shares. All shares carry equal voting
rights, equal rights to income and distribution of assets on liquidation or
otherwise, and no right to fixed income.
Reconciliation of movements during the year
Share Premium Share Capital
At 1 April 2024 5,370,711 1,274,469
Issue of fully paid shares - -
Cost of shares issued - -
At 31 March 2025 5,370,711 1,274,469
Reconciliation of share movements during the year
At 1 April 2024 63,723,489 63,723,489
Issue of fully paid shares - -
At 31 March 2025 63,723,489 63,723,489
19 Share-based payments
Share Option Scheme
On 17 December 2020, the company created a share scheme in order to provide a
long term incentive plan for the directors, employees and consultants of the
group "the Share Option Plan".
2020 Award
On 17 December 2020 a number of directors, employees and consultants were
awarded 2,350,000 shares at an exercise price of £0.17. There were no
conditions attached to these and they expire 10 years from the date of grant.
The share based payment was worked out on the Black Scholes model. The
following information is relevant in the determination of the fair value of
options granted under the 2020 award.
Grant
date
17/12/2020
Number of
awards
2,350,000
Share
price
£0.17
Exercise
price
£0.17
Expected dividend
yield
-
Expected
volatility
171.74%
Risk free
rate
0.40%
Vesting
period
10 years
Expected life (from date of
grant) 1.5 years
The share based payment charge for the year ended 31 March 2025 was £Nil
(2024: £Nil).
2021 Award
On 13 October 2021 two directors were awarded 3,500,000 shares at an exercise
price of £0.315. The options vest on 14 October 2022 and are exercisable up
to 14 October 2031. The options are also subject to performance criteria
under which the options can only be exercised if the average share price over
a 30 consecutive calendar day period has been 20 per cent. higher than the
option exercise price. The share based payment was worked out on the Monte
Carlo model. The following information is relevant in the determination of the
fair value of options granted under the 2020 award.
Grant
date
14/10/2021
Number of
awards
3,500,000
Share
price
£0.315
Exercise
price
£0.315
Expected dividend
yield
-
Expected
volatility
69.27%
Risk free
rate
0.372%
Vesting
period
10 years
Expected life (from date of
grant) 1 year
On 9 May 2022, 1,500,000 were cancelled and replaced with shares under new
conditions. The exercise price of the New Options is 14p, being the closing
mid-market price of an Ordinary Share on 6 May 2022, the latest practicable
date prior to the date of grant. The New Options will vest from 9 May
2023 and be exercisable up to 9 May 2032, subject to continued employment
and an additional performance related criteria that the closing price of an
Ordinary Share must exceed 31.5p, being the exercise price of the Historic
Options, for 10 days within any period of 30 days. The share based payment was
worked out under the Monte Carlo model and didn't result in a share based
payment charge. On 3 February 2025, the remainder of these shares (2,976,192
shares) were cancelled.
The share based payment charge for the year ended 31 March 2025 was £Nil
(2024: £81,289).
2023 Award
On 27 March 2023, a further 2,500,000 were granted to two board members and
could be vested over the next 12 months, once certain performance criteria
were met. As these were market related, the Monte Carlo model was used. A
further 450,000 shares were granted to two board members and one other person
not on the board. There were no performance conditions attached to these
options.
The following information is relevant in the determination of the fair value
of options granted under the 2020 award.
Options with conditions
Options without conditions
Grant
date
27/03/2023
27/03/2023
Number of
awards
2,500,000
450,000
Share
price
£0.078
£0.078
Exercise
price
£0.078
£0.078
Expected dividend
yield
-
-
Expected
volatility
50.91%
50.91%
Risk free
rate
5.10%
5.10%
Vesting
period
10
years
10 years
Expected life (from date of
grant) 1.5
years
1.5 years
The share based payment charge for the year ended 31 March 2025 was £Nil
(2024: £45,696)
2024 Award
On 15 July 2024, a further 2,500,000 were granted to two board members and
could be vested over the next 12 months, once certain performance criteria
were met. As these were market related, the Monte Carlo model was used. A
further 600,000 shares were granted to two board members, one employee and one
service provider. There were no performance conditions attached to these
options.
The following information is relevant in the determination of the fair value
of options granted under the 2020 award.
Options with
conditions
Options without conditions
Grant
date
15/07/2024
15/07/2024
Number of
awards
2,500,000
600,000
Share
price
£0.045
£0.045
Exercise
price
£0.045/£0.0065
£0.045
Expected dividend
yield
-
-
Expected
volatility
136.56%
135.56%
Risk free
rate
5.24%
5.24%
Vesting
period
10
years
10 years
Expected life (from date of
grant) 5
years
5 years
The share based payment charge for the year ended 31 March 2025 was £21,079
(2024: £Nil)
The total share based payment charge for all schemes in the year was £21,079
(2024: £126,985)
Share Options arising from the New Scheme
The current year movement in Share Options is summarised below:
Date of Grant At 1 No of Options granted in year No of Options exercised in year No of Options lapsed in year At 31 March 2025 Exercise Price Date first Expiry date
April exercisable
2024
Employment Options granted
17 Dec 2020 1,096,000 - - - 1,096,000 £0.17 17 Dec 2020 16 Dec 2030
14 Oct 2021 2,976,192 - - (2,976,192) - £0.315 14 Oct 2022 14 Oct 2031
27 Mar 2023 2,900,000 - - - 2,900,000 £0.0775 27 Mar 2024 27 Mar 2033
27 Mar 2023 50,000 - - - 50,000 £0.0775 27 Mar 2023 27 Mar 2033
15 Jul 2024 - 2,266,667 - - 2,266,667 £0.045 15 Jul 2025 15 Jul 2034
15 Jul 2024 - 833,333 - - 833,333 £0.065 15 Jul 2025 15 Jul 2034
7,022,192 3,100,000 - (2,976,192) 7,146,000
The weighted average price was £0.08 (2024: £0.19). At the year end, the
number of exercisable shares were 7,146,000 (2024: 7,022,192) with a weighted
life of 8.21 years (2024: 8.02 years).
The previous year movement in Share Options is summarised below:
Date of Grant At 1 No of Options granted in year No of Options exercised in year No of Options lapsed in year At 31 March 2024 Exercise Price Date first Expiry date
April exercisable
2023
Employment Options granted
17 Dec 2020 1,096,000 - - - 1,096,000 £0.17 17 Dec 2020 16 Dec 2030
14 Oct 2021 2,976,192 - - - 2,976,192 £0.315 14 Oct 2022 14 Oct 2031
27 Mar 2023 2,900,000 - - - 2,900,000 £0.0775 27 Mar 2024 27 Mar 2033
27 Mar 2023 50,000 - - - 50,000 £0.0775 27 Mar 2023 27 Mar 2033
7,022,192 - - - 7,022,192
The charge made in respect of the fair value of options granted was:
2025 2024
£ £
Expense arising from equity-settled share-based payments transactions 21,079 126,985
20 Related party disclosures
Trade and other receivables (note 14) include the following amounts due from
subsidiary undertakings:
2025 2024
£ £
The Ridings Early Growth Investment Company Limited - -
Braveheart Academic Seed Funding 3,531 5,331
3,531 5,331
Trade and other payables (note 16) include the following amounts due to
subsidiary undertakings:
2025 2024
£ £
Ridings Holdings Limited 119,412 119,412
Truetide Limited 15,000 15,000
The Ridings Early Growth Investment Company Limited 34,496 34,496
Combrook Holdings Limited - 60
168,908 168,968
All above amounts are unsecured, interest free and repayable on demand.
Transactions between the Company and its subsidiaries are eliminated on
consolidation.
The Directors have agreed that, while amounts due to Group companies are
included in trade and other payables due within one year as they are
technically payable on demand, payment of these amounts will not be required
unless the company is able to do so.
During the year, Braveheart charged the Ridings Early Growth Investment
Company Ltd £Nil (2024: £Nil) in respect of a management charge. During the
year, Braveheart Investment Group Plc generated revenue of £16,900 (2024:
£17,296) from The Lachesis Seed Fund Limited Partnership, a General Partner
that the group have an interest in.
During the year, Braveheart charged Kirkstall Limited £Nil (2024: £26,667)
in respect of a management charge. The balance owed to Braveheart at year
end was £172,354 (2024: £164,354) although this was impaired to £Nil at the
year end. Braveheart's outstanding loans to Kirkstall are unlikely to be
repaid in the short-term and the value of the Company's loan receivable in
Kirkstall remain written down to £Nil.
During the year, Braveheart charged Paraytec Limited £Nil (2024: £13,333) in
respect of a management charge. At the year end, Paraytec owed Braveheart
£1,530,200 (2024: £1,438,200)., Braveheart's outstanding loans to Paraytec
are unlikely to be repaid in the short-term and the value of the Company's
loan receivable in Paraytec remain written down to £Nil.
During the year, The Ridings Ealry Growth Investment Company charged Kirkstall
Limited £3,600 (2024: £3,600) in respect of a monitoring fee. At the year
end Kirkstall owed £29,100 (2024: £25,500).
Non-Executive Director, Qu Li, is also a Director and major shareholder of
Agile Impact Capital Ltd. During the year Agile Capital Impact Ltd charged the
Braveheart Investment Group plc a total of £42,403 (2024: £35,118) in
respect of services provided by Dr Li. The balance outstanding at year end was
£Nil (2024: £Nil). There were accruals at the year end from Agile Impact
Capital Ltd of £4,167 (2024: £2,943).
21 Financial risk management objectives and policies (Group and Company)
The Group and Company's financial instruments comprise investments designated
at fair value through profit or loss, cash and various items such as trade and
other receivables, and trade and other payables, all of which arise directly
from its normal operations.
The carrying values of all of the Group and Company's financial instruments
approximate their fair values at 31 March 2025 and 31 March 2024. The
Accounting Policies described in note 2 outlines how the financial instruments
are measured.
An analysis of the statement of financial position, relevant to an analysis of
risk management, is as follows:
Financial instruments
Designated at fair value though profit or loss Loans and receivables at amortised cost Non-financial assets & financial assets outside the scope of IFRS 9 Total
£ £ £ £
GROUP
2025
Investments 2,271,052 - - 2,271,052
Trade and other receivables - 19,251 33,671 52,922
Cash and cash equivalents - 63,671 - 63,671
2,271,052 82,922 33,339 2,387,645
2024
Investments 1,653,341 - - 1,653,341
Trade and other receivables - 20,071 85,636 105,707
Cash and cash equivalents - 1,742,315 - 1,742,315
1,653,341 1,762,386 85,636 3,501,363
COMPANY
2025
Investments 2,270,996 - - 2,270,996
Trade and other receivables - 19,251 4,570 23,821
Cash and cash equivalents - 58,321 - 58,321
2,270,996 77,572 4,570 2,353,138
2024
Investments 1,653,323 - - 1,653,323
Trade and other receivables - 20,071 59,068 79,139
Cash and cash equivalents - 1,736,428 - 1,736,428
1,653,323 1,756,499 59,068 3,468,890
Other financial liabilities at amortised cost Financial liabilities at fair value Total
£ £ £
GROUP
2025
Trade and other payables 58,141 - 58,141
Borrowings - - -
58,141 - 58,141
2024
Trade and other payables 104,145 - 104,145
Borrowings - - -
104,145 - 104,145
COMPANY
2025
Trade and other payables 220,814 - 220,814
220,814 - 220,814
2024
Trade and other payables 265,801 - 265,801
265,801 - 265,801
One of the Group's principal objectives and policies is to achieve income and
capital gains through investment in equity shares in a portfolio of UK
companies, the majority of which are unlisted.
Through its normal operations the Group is exposed to a number of financial
risks, namely credit risk, liquidity risk and market risk. The Board reviews
and agrees policies for managing each of these risks as summarised below.
Credit risk
Credit risk arises from the exposure to the risk of loss if the counterparty
fails to perform its financial obligations to the Group. The Group's financial
assets predominantly comprise investments designated at fair value through
profit or loss, and cash. In accordance with its Investment Policy, the
Group seeks to manage credit risk related to its investments through detailed
investment selection criteria and diversification and by placing limits on
individual investments. In accordance with its Treasury Policy, the Group
seeks to mitigate this risk on cash by placing funds only with banks with high
credit-ratings assigned by international credit-rating agencies.
The Group has no significant concentration of credit risk within any of its
other financial assets. Included within such other financial assets are
balances which are past due at the reporting date for which the Group has not
provided as there has not been a significant change in their credit quality
and which the Group believes are fully recoverable. The age profile of the
Group and Company's other financial assets is as follows:
Neither past due nor impaired Less than 3 months 3 to 12 months More than 1 year Total
£ £ £ £ £
GROUP
2025
Trade receivables 6,039 - 1,800 25,500 33,339
Other receivables 19,583 - - - 19,583
25,622 - 1,800 25,500 52,922
2024
Trade receivables 8,199 - 1,800 21,900 31,899
Other receivables 73,808 - - - 73,808
82,007 - 1,800 21,900 105,707
COMPANY
2025
Trade receivables - - - - -
Other receivables 20,290 - - - 20,290
Amounts due from related parties 3,531 - - - 3,531
Amounts due from investment companies - - - - -
23,821 - - - 23,821
2024
Trade receivables - - - - -
Other receivables 73,808 - - - 73,808
Amounts due from related parties 5,331 - - - 5,331
Amounts due from investment companies - - - - -
79,139 - - - 79,139
The Group considers its exposure to credit risk is negligible. The Group's
bank balance of £63,671 at the year-end is held in a bank with a high credit
rating and the trade and other receivables of £52,922 are closely monitored
as part of the credit control process.
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its
financial obligations as they fall due.
The Group seeks to manage its liquidity risk by holding sufficient cash
reserves to meet foreseeable needs, and by investing cash assets safely. The
Group continuously monitors rolling cash flow forecasts to ensure sufficient
cash is available for anticipated cash requirements and, in accordance with
its Treasury Policy, the Group only invests cash assets with reputable
counterparties.
The maturity profile of the Group and Company's financial liabilities is as
follows:
On demand Less than 3 months 3 to 12 months More than 1 year Total
£ £ £ £ £
GROUP
2025
Trade and other payables 56,533 982 626 - 58,141
56,533 982 626 - 58,141
2024
Trade and other payables 102,782 925 438 - 104,145
102,782 925 438 - 104,145
COMPANY
2025
Trade and other payables 50,298 982 626 - 51,906
Amounts due to related parties 168,908 - - - 168,908
219,206 982 626 - 220,814
2024
Trade and other payables 95,470 925 438 - 96,833
Amounts due to related parties 168,968 - - - 168,968
264,438 925 438 - 265,801
Market Risk
Market risk is the risk that changes in market conditions such as equity
prices, interest rates and foreign exchange rates will have an adverse impact
on the Group's financial position or results.
Equity price risk
The Group is exposed to equity price risk due to uncertainties about future
values of its portfolio of listed and unlisted equity investments. The Group
manages such equity price risk in a similar way to credit risk through
detailed investment selection criteria and diversification and by placing
limits on individual investments. Investments are monitored carefully and the
Board reviews the portfolio on a regular basis.
Interest rate risk
The Group finances its operations through equity funding as opposed to debt
and therefore minimises its exposure to interest rate risks. The Group and
Company's financial instruments are non-interest bearing, with the exception
of loan notes which attract fixed rate interest, and cash balances which
attract variable interest rates determined with reference to the bank interest
rate.
The interest rate profile of the Group and Company's financial instruments is
as follows:
Fixed Rate Variable Rate Interest free Total
GROUP £ £ £ £
2025
Financial assets
Investments: equity - - 2,271,052 2,271,052
Cash and cash equivalents - 63,671 - 63,671
Other financial assets - - 52,922 52,922
- 63,671 2,323,974 2,387,645
Financial liabilities
Other financial liabilities - - 58,141 58,141
- - 58,141 58,141
2024
Financial assets
Investments: equity - - 1,653,341 1,653,341
Cash and cash equivalents - 1,742,315 - 1,742,315
Other financial assets - - 105,707 105,707
- 1,742,315 1,759,048 3,501,363
Financial liabilities
Other financial liabilities - - 104,145 104,145
- - 104,145 104,145
Interest rate risk
Fixed Rate Variable Rate Interest free Total
COMPANY £ £ £ £
2025
Financial assets
Investments: equity - - 2,270,996 2,270,996
Cash and cash equivalents - 58,321 - 58,321
Other financial assets - - 23,821 23,821
- 58,321 2,294,817 2,353,138
Financial liabilities
Other financial liabilities - - 220,814 220,814
- - 220,814 220,814
2024
Financial assets
Investments: equity - - 1,653,323 1,653,323
Cash and cash equivalents - 1,736,428 - 1,736,428
Other financial assets - - 79,139 79,139
- 1,736,428 1,732,462 3,468,890
Financial liabilities
Other financial liabilities - - 265,801 265,801
- - 265,801 265,801
It is estimated that the maximum effect of a one percentage point (100 basis
points) fall in interest rates to which the Group is exposed would be a
decrease in profit before tax for the twelve months to 31 March 2025 of £637
(2024: £17,423). For the company, this would be £583 (2024: £17,364).
Foreign currency risk
The Group has no material exposure to foreign currency risk.
22 Ultimate controlling party
There is no ultimate controlling party.
23 Post balance sheet events
In May 2025, the Company placed 14,750,000 new ordinary shares at a price of
2p per share to raise £295,000 before expenses.
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