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REG - Deepverge PLC - Interim Results

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RNS Number : 2189A  Deepverge PLC  22 September 2022

22(nd) September
2022
 

DeepVerge plc

 

("DeepVerge", the "Group" or "Company")

INTERIM RESULTS

 

H1 revenues grew by 94% to £6.44m (2021 H1: £3.32m) with expected full year
revenues weighted to H2

 

 

DeepVerge (AIM: DVRG), the environmental and life science group of companies
that develops and applies AI and IoT technology to analytical instruments for
the analysis and identification of bacteria, virus and toxins, today announces
its unaudited interim results for the six months ended 30 June 2022.

 

The Company grew H1 2022 revenues by 94% to £6.436m (H1 2021: £3.319m).
Production orders of £5m for Modern Water equipment, announced on 11 March
2022, contributed to an increase in inventories at the end of H1, ready to be
shipped and recognised in H2 2022.

 

The rapid expansion across the Group in demand for products and services
coupled with additional staff members, meant administration costs increased,
but operational losses fell to £2.139m (H1 2021: £2.311m).  The reduction
was due to an increase in gross profit of 4% (H1 2022 : 56.4%; H1 2021 52.4%)
on higher revenues, delivering a significant decrease in adjusted EBITDA loss
over the same period of 46.6% amounting to £0.372m (H1 2021:  £0.697m).

 

Gerry Brandon, CEO of DeepVerge plc, commented:

"The Company continues to expand across all divisions with record H1 half-year
sales and expectations of £18m for the full year. Demand for Modern Water
monitoring and membrane solutions grew, not least because of the impact of
climate change and a severe global drought. Order values have moved from £50k
to £100k equipment sales in 2020 to now include multiple £1m+ solutions in
Middle East, North Africa, China and South Asia and the recent £2.4m project
on the Savannah River in Georgia, USA. The Company has a substantial order
book of £8.87m for H2 supply and expects to continue its year-on-year history
of revenues weighted in H2 over H1 since 2018".

 

Highlights:

·   H1 2022 revenue of £6.436m is an increase of 94% from H1 2021
(£3.319m);

·   Adjusted EBITDA loss reduced by 46.6% to £0.372m (H1 2021: £0.697m
loss);

·   Administration costs increased to £5.767m (2021: £4.211m) with
increase in staff across all divisions;

·   Operating loss was lower by 7.4% to £2.139m (H1 2021: £2.311m loss)
after providing for:

o  Depreciation of £0.313m (H1 2021: £0.193m);

o  Amortisation of £1.442m (H1 2021: £1.360m);

o  Exceptional costs of £0.012m (H1 2021: £0.061);

·    Total Comprehensive Loss reduced by 26% to £1.975m (H1 2021:
£2.669m loss);

·   Net Assets at 30 June 2022 £22.6m (H1 2021: £25.3m);

·   Finance available to the Group at period end:

o  Cash and cash equivalents of £1.18m;

o  £4m debt of a £25m facility drawn;

·    Glanaco acquisition for £1.068m.

 

The Company's Interim Report is included at the end of this announcement and
is available on the Company's website at www.deepverge.com.

 

 DeepVerge plc                                   Gerry Brandon, CEO          +44 (0) 7340 055 648
 SPARK Advisory Partners Limited                 Neil Baldwin/Andrew Emmott  +44 (0) 113 370 8974

 (Nominated Adviser)
 Turner Pope Investments (TPI) Limited (Broker)  Andy Thacker/James Pope     +44 (0) 20 3657 0050

This announcement contains inside information as stipulated under the UK
version of the Market Abuse Regulation no 596/2014 which is part of English
law by virtue of the European (withdrawal) Act 2018, as amended. On
publication of this announcement via a regulatory information service, this
information is considered to be in the public domain.

 

 

CHAIRMAN'S STATEMENT

 

Introduction

The DeepVerge environmental division is well positioned to address the
challenges in water stressed areas on all continents in a drought that has
been referred to as the worst in 500 years. Lower volumes of water in rivers,
lakes and reservoirs lead to a higher concentration of water borne
contaminants that require greater surveillance to ensure the health and safety
of water consumers. The life science division has created many, what the
Directors believe to be, "world first" developments that has added valuable
contributions to skincare clients and opened doors to drug-store sales
channels for personalised skincare testing.

 

Modern Water

The modernising and automation of water monitoring has led to increased demand
for larger £1m+ size solution based installations, evident by the recent
highlight of a network solution across Qatar ahead of the 2022 World Cup. The
Company has expanded and recruited on three continents.

 

Award winning Modern Water equipment from Microtox LX (Laboratory) FX (Field)
CTM (Continuous toxicity) and PD/BT (Pathogen/Breath Test) Microtrace heavy
metal detection units are being upgraded with software and data analysis
capability. Modern Water solutions are becoming the last mile test platform,
integrating into existing industrial SCADA systems that monitor drinking and
wastewater for contaminants. After the pandemic there is a need by governments
and health authorities around the world to move from manual testing to
automation and existing Modern Water clients, that include government and Tier
1 clients and we expect demand to continue to grow for large solution projects
going forward.

 

Increased demand for wastewater contamination detection equipment with Modern
Water Monitoring, All Membrane Brine Concentration (AMBC) units to recycle
water and desalination membrane technology to recover water from the massive
growth in construction of data centres has resulted in the recent upgrading
carried out at our Delaware, US laboratories, York, UK laboratories and Cork
production facility at Glanaco acquired earlier this year.

 

Labskin (Innovenn UK Limited)

The Labskin business unit has seen a fundamental change from its origin of a
laboratory grown skin for research purposes to a gene-sequencing and data
analysis service supporting marketing claims of some of the top skincare
corporations around the world. As the pandemic ended, the Company was able to
get back to physically attending conferences and its  scientists are high
profile guest speakers at events and conferences to build on this valuable
service. More framework agreements have been signed and are contributing to
increased sales.

 

Skin Trust Club

The launch of Skin Trust Club has created a platform that democratises
consumer skincare home-testing. Since October 2021, sales of this home test
and software service have gone from zero to more than £1m. For any start-up
business, that is a phenomenal achievement and one that is expected to
continue as the US market comes online.

 

Outlook

The Board recently announced the separation of the two business units in
environmental health and life science and is exploring options on how to
achieve the best return of value to shareholders. As previously notified, with
£18 million in sales expected for the full financial year, the Board
anticipates demand for products and services across the Group to continue well
into 2023.

 

 

Ross Andrews

Chairman

22(nd) September 2022

 

 

Consolidated Statement of Comprehensive Income

For the 6 months ended 30 June 2022

                                                 Unaudited        Unaudited        Audited

                                                 6 months ended   6 months ended   Year ended

                                                 30 June          30 June          31 December

                                                 2022             2021             2021
                                          Notes  £'000            £'000            £'000
 Revenue                                         6,436            3,319            9,297
 Costs of sales                                  (2,808)          (1,581)          (3,987)
 Gross profit                                    3,628            1,738            5,310
 Administrative Costs                            (5,767)          (4,211)          (8,732)
 Other Operating Gain                     3      -                162              162
 Operating loss                                  (2,139)          (2,311)          (3,260)
   Depreciation                                  313              193              272
   Amortisation                                  1,442            1,360            2,944
   Impairment of Investment                      -                -                -
   Exceptional Items                      3      12               61               27
 EBITDA before exceptional items                 (372)            (697)            (17)
 Finance costs                                   (245)            (307)            (420)
 (Loss) before income tax                        (2,384)          (2,618)          (3,680)
 Taxation                                 4      164              178              1,001
 (Loss) for the period                           (2,220)          (2,440)          (2,679)

 Other comprehensive income
 Currency translation differences                245              (229)            (218)
 Total comprehensive loss for the period         (1,975)          (2,669)          (2,897)

 

 Loss per share attributable to the equity holders of the Company during the          Pence       Pence     Pence
 period

                                                                              Notes

 Basic and diluted loss per ordinary share                                    5       1.0p        1.4p      1.3p

 

 

Consolidated Statement of Financial Position

As at 30 June 2022

                                            Unaudited  Unaudited  Audited

                                            As at      As at      As at

                                            30 June    30 June    31 December
                                            2022       2021       2021
                                     Notes  £'000      £'000      £'000
 Assets
 Non-current assets
 Intangible assets                          19,335     18,959     18,130
 Property, plant and equipment              1,554      988        905
 Leased assets                              149        -          -
 Right of use assets                        1,944      1,705      1,569
 Other Investments                          354        354        354
 Total non-current assets                   23,336     22,006     20,958

 Current assets
 Inventories                                3,193      1,953      1,712
 Trade and other receivables                7,035      2,219      6,786
 Cash and cash equivalents                  1,184      7,589      1,847
 Total current assets                       11,412     11,761     10,345
 Total assets                               34,748     33,767     31,303

 Equity attributable to owners
 Share capital                       7      2,434      2,429      2,429
 Share premium account                      37,530     36,982     36,886
 Retained loss                              (22,956)   (20,609)   (20,736)
 Foreign currency reserve                   (199)      (455)      (444)
 Reverse acquisition reserve                (4,043)    (2,843)    (4,043)
 Capital redemption reserve                 9,519      9,519      9,519
 Share based equity reserve                 312        277        151
 Total equity                               22,597     25,300     23,762

 Liabilities
 Non-current liabilities
 Deferred tax liabilities                   2,424      2,870      2,434
 Deferred revenue/government grants         18         21         19
 Lease Liabilities                          1,469      1,334      1,174
 Borrowings                                 -          83         -
 Total non-current liabilities              3,911      4,308      3,627

 Current liabilities
 Trade and other payables                   3,061      2,232      2,451
 Deferred tax liabilities                   374        356        356
 Lease liabilities                          562        446        409
 Borrowings                                 4,243      1,125      698
 Total current liabilities                  8,240      4,159      3,914
 Total liabilities                          12,151     8,467      7,541
 Total equity and liabilities               34,748     33,767     31,303

 

 

 

 

Consolidated Statement of Cash Flows

For the 6 months ended 30 June 2022

                                                                                Unaudited        Unaudited        Audited

                                                                                6 months ended   6 months ended   Year ended

                                                                                30 June          30 June          31 December

                                                                                2022             2021             2021
                                                                Notes             £'000          £'000            £'000
 Cash Flow from operating activities
 Cash used in operations                                               8        (1,346)          (2,829)          (4,642)
 Taxation                                                                       (8)              -                (35)
 Interest paid                                                                  (245)            (307)            (420)
 Net cash (used in) operating activities                                        (1,599)          (3,136)          (5,097)

 Cash flow from investing activities
 Acquisition of subsidiary net of cash balance                                  (173)            -                -
 Payments to acquire intangibles                                                (1,439)          (372)            (2,431)
 Purchase of property, plant and equipment                                      (688)            (460)            (492)
 Net cash (used in) investing activities                                        (2,300)          (832)            (2,923)

 Cash flow from financing activities
 Proceeds from issuance of ordinary shares                      7               -                11,315           11,315
 Proceeds from new loans                                                        4,000            -                -
 Capital element of finance lease                                               (236)            (168)            (1,865)
 Repayments of borrowings                                                       (540)            (1,017)          (1,234)
 Net cash generated  by financing activities                                    3,224            10,130           8,216

 Net increase / (decrease) in cash and cash equivalents                         (675)            6,162            196
 Cash and cash equivalents at beginning of period                               1,847            1,441            1,441
 Effects of exchange rate changes on cash and cash equivalents                  12               (14)             210
 Cash and cash equivalents at end of period                                     1,184            7,589            1,847

 

Consolidated Statement of Changes in Shareholders' Equity

 

 

                                                                          Foreign currency reserve  Reverse acquisition reserve                               Share based equity reserve  Non controlling interests

 Group                               Share capital   Share     Retained                                                          Capital redemption reserve

                                                     premium   earnings                                                                                                                                              Total
                                     £'000           £'000     £'000      £'000                     £'000                        £'000                        £'000                       £'000                      £'000
 At 1 January 2021                   2,380           25,069    (18,964)   (226)                     (2,843)                      9,519                        197                         789                        15,921
 Changes in equity for the 6 months

 ended 30 June 2021
 Loss for the period                 -               -         (2,440)    -                         -                            -                            -                           -                          (2,440)
 Currency translation                -               -         -          (229)                     -                            -                            -                           -                          (229)

 Differences
 Total comprehensive loss            -               -         (2,440)    (229)                     -                            -                            -                           -                          (2,669)

 for the period
 Transactions with the owners
 Shares issued during the period     49              12,480    -          -                         -                            -                            -                           -                          12,529
 Costs of Share Issue                -               (567)     -          -                         -                            -                            -                           -                          (567)
 Share option-based charge           -               -         -          -                         -                            -                            86                                                     86
 Non-controlling interests           -               -         789        -                         -                            -                            -                           (789)                      -
 Reserve transfer                    -               -         6          -                         -                            -                            (6)                         -                          -
 Total contributions by and          49              11,913    795        -                         -                            -                            80                          (789)                      12,048

 distributions to owners
 At 30 June 2021                     2,429           36,982    (20,609)   (455)                     (2,843)                      9,519                        277                         -                          25,300
 Changes in equity for the 6 months

 ended 31 December 2021
 Loss for the period                 -               -         (181)      -                         -                            -                            -                           -                          (181)
 Non-controlling interests           -               -         -          -                         -                            -                            -                           -                          -
 Currency translation                -               -         -          11                        -                            -                            -                           -                          11

 Differences
 Total comprehensive loss            -               -         (181)      11                        -                            -                            -                           -                          (170)

 for the period
 Transactions with the owners
 Shares issued during the period     -               751       -          -                         -                            -                            -                           -                          751
 Costs of Share Issue                -               (847)     -          -                         -                            -                            -                           -                          (847)
 Share option-based charge           -               -         -          -                         -                            -                            (72)                        -                          (72)
 Investment in subsidiary                                                                           (1,200)                                                                                                          (1,200)
 Reserve transfer                    -               -         54         -                         -                            -                            (54)                        -                          -
 Total contributions by and          -               (96)      54         -                         (1,200)                      -                            (126)                       -                          (1,368)

 distributions to owners
 At 31 December 2021                 2,429           36,886    (20,736)   (444)                     (4,043)                      9,519                        151                         -                          23,762
 Changes in equity for the 6 months

 ended 30 June 2022
 Loss for the period                 -               -         (2,220)    -                         -                            -                            -                           -                          (2,220)
 Currency translation                -               -         -          245                       -                            -                            -                           -                          245

 Differences
 Total comprehensive loss            -               -         (2,220)    245                       -                            -                            -                           -                          (1,975)

 for the period
 Transactions with the owners
 Shares issued during the period     5               644       -          -                         -                            -                            -                           -                          649
 Costs of Share Issue                -               -         -          -                         -                            -                            -                           -                          -
 Share option-based charge           -               -         -          -                         -                            -                            161                                                    161
 Non-controlling interests           -               -         -          -                         -                            -                            -                           -                          -
 Share based reserve transfer        -               -         -          -                         -                            -                                                        -                          -
 Total contributions by and          5               644       -          -                         -                            -                            161                         -                          810

 distributions to owners
 At 30 June 2022                     2,434           37,530    (22,956)   (199)                     (4,043)                      9,519                        312                         -                          22,597

 

 

 

Notes to the Financial Statements

For the 6 months ended 30 June 2022

 

1. General information

DeepVerge plc is a company incorporated in England and Wales. The Company is a
public limited company admitted to trading on the AIM market of the London
Stock Exchange on 5 April 2017. The address of the registered office is York
Biotech Campus, Sand Hutton, York, North Yorkshire, YO41 1LZ.

 

The Company is an environmental and life science group whose principal
activities is the development and application of AI and IoT technology to
analytical instruments for the analysis and identification of bacteria, virus
and toxins. Utilising artificial intelligent data analytics to scientifically
prove the impact of skincare product claims on skin microbiome and the remote
detection and identification in real-time, dangerous pathogens, such as
SARS-CoV-2 in wastewater treatment plants, drinking water, rivers, lakes and
reservoirs.

 

Skin Trust Club is a direct-to-consumer home test kit business from Labskin
which has become core to the growth of the Labskin Division. The Skin Trust
Club gives every skin care product consumer the opportunity to understand
their unique skin microbiome, track their skin health, follow personalised
skincare routines, and to make informed decisions about skincare and cosmetic
products. The platform has evolved from 15 years of R&D of laboratory
growing skin testing, helping people find skincare routines that fit their
lifestyles, focusing on driving innovation and empowering people with the
knowledge to know their skin.

 

The financial statements are presented in pounds sterling, the currency of the
primary economic environment in which the Company's trading companies operate.

 

The registered number of the Company is 10205396.

 

2. Basis of preparation

The financial information in these interim results is that of the holding
company and all of its subsidiaries (the Group). It has been prepared in
accordance with the recognition and measurement requirements of UK adopted
International Financial Reporting Standards (IFRSs), IFRS Interpretations
Committee (IFRIC) and the Companies Act 2006 applicable to companies reporting
under IFRS. The consolidated interim financial statements have been prepared
under the historical cost convention.

The accounting policies applied by the Group in this financial information are
the same as those applied by the Group in its financial statements for the
year ended 31 December 2021, as amended by the UK adopted IFRSs, and which
will form the basis of the 2022 financial statements except for a number of
new and amended standards which have become effective since the beginning of
the previous financial year. These new and amended standards are not expected
to materially affect the Group.

The financial information presented herein does not constitute full statutory
accounts under Section 434 of the Companies Act 2006 and was not subject to a
formal review by the Group's Independent Auditors. The financial information
in respect of the year ended 31 December 2021 has been extracted from the
statutory accounts which have been delivered to the Registrar of Companies.
The Group's Independent Auditor's report on those accounts was unqualified,
did not include references to any matters to which the Auditor drew attention
by way of emphasis without qualifying their report and did not contain a
statement under section 498(2) or 498(3) of the Companies Act 2006. The
financial information for the half years ended 30 June 2022 and 30 June 2021
is unaudited and the twelve months to 31 December 2021 is audited.

3. Exceptional items and other operating gain

 

Exceptional Items

Included within administrative expenses are exceptional items as shown below:

                                                                            Unaudited        Unaudited        Audited

                                                                            6 months ended   6 months ended   Year ended

                                                                            30 June          30 June          31 December

                                                                            2022             2021             2021
 Exceptional items include:
 Transaction costs relating to raising funds and business acquisitions and
 disposals

                                                                            12               61               27
 Total exceptional items                                                    12               61               27

 

 

 

Other Operating Gain

 

 Loan forgiveness of 2020 Payment Protection Loan (Covid) for US subsidiary  -
 company Modern Water Inc.

                                                                                162   -
 Other Operating Gain                                                        -  162   -

 

4. Taxation

 

                                      Unaudited        Unaudited        Audited

                                      6 months ended   6 months ended   Year ended

                                      30 June          30 June          31 December

                                      2022             2021             2021

                                      £'000            £'000            £'000
 Research and development tax credit  -                -                669
 Deferred tax credit                  164              178              332
                                      164              178              1,001

 

 

5. Loss per share

 

(a)
Basic

Basic loss per share is calculated by dividing the loss attributable to equity
holders of the Company by the weighted average number of ordinary shares in
issue during the period.

                                                           Unaudited        Unaudited        Audited

                                                           6 months ended   6 months ended   Year ended

                                                           30 June          30 June          31 December

                                                           2022             2021             2021
 Loss attributable to equity shareholders                  £2,220,000       £2,440,000       £2,679,000

 Weighted average number of 0.1p Ordinary Shares in issue  217,810,545      178,305,066      196,932,854

 Basic loss per ordinary share                             1.0p             1.4p             1.3p

 

(b) Diluted

Diluted earnings per share is calculated by adjusting the weighted average
number of ordinary shares outstanding to assume conversion of all dilutive
potential ordinary shares. The options and warrants are anti-dilutive in view
of the losses in the year. .

 

 

6. Dividends

 

There were no dividends paid or proposed by the Company.

 

 

7. Share capital

                                Unaudited        Unaudited        Audited

                                6 months ended   6 months ended   Year ended

                                30 June          30 June          31 December

                                2022             2021             2021
                                £'000            £'000            £'000
 Ordinary shares of 0.1p each   220              215              215

 Deferred shares of 0.99p each  2,214            2,214            2,214

 Total                          2,434            2,429            2,429

 

As of 30 June 2022, the Company had an issued share capital of 219,706,378
ordinary shares of 0.1p each and 223,685,232 deferred shares of 0.99p each.

 

 

 

Ordinary shares issued during the period

 

Acquisition of Glanaco Limited

 

On 16 March 2022 Rinocloud Limited acquired 100% of the shareholding of the
Irish registered engineering company Glanaco Limited for a total consideration
of £1.068m comprising £0.420m in cash and £0.648m in shares.  A total of
4,550,000 of DeepVerge plc 0.1p ordinary shares were issued with the share
value attributable to the mid-market price on 14 March 2022.

 

 Date of Issue  Shares                No of shares  Transaction Share Price  Consideration
 16 March 2022  0.1p ordinary shares  4,550,000     14.25p                   £648,375

 

 

 

8. Cash used in operations

                                               Unaudited        Unaudited        Audited

                                               6 months ended   6 months ended   Year ended

                                               30 June          30 June          31 December

                                               2022             2021             2021

                                               £'000            £'000            £'000
 Loss for the year from continuing activities  (2,220)          (2,440)          (2,679)

 Continuing operations

 Adjustments for:
 - Depreciation & Amortisation                 1,755            1,553            3,216
 - Net finance costs                           245              307              420
 - Taxation                                    (172)            (178)            (1,001)
 - Foreign currency                            29               (229)            95
 - Share option-based charge                   161              86               -
 Changes in working capital
 - Inventories                                 (1,513)          (652)            (363)
 - Trade and other receivables                 (547)            (803)            (5,070)
 - Trade and other payables                    916              (473)            740

 Net cash used in operations                   (1,346)          (2,829)          (4,642)

 

 

 

9. Post balance sheet events

 

 

No significant events have occurred since the period end.

 

 

10. Availability of announcement

 

A copy of this announcement is available from the Company's website, being
www.deepverge.com.

 

 

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