REG - LifeSafe Holdings - Interim Results
27/09/2022 07:00
For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20220927:nRSa7110Aa&default-theme=true
RNS Number : 7110A LifeSafe Holdings PLC 27 September 2022
For immediate release 27 September 2022
LifeSafe Holdings plc
('LifeSafe', the 'Group' or the 'Company')
Interim Results
Strong operational performance; revenue ahead of Board's expectations
LifeSafe (AIM:LIFS), a fire safety technology business with innovative fire
extinguishing fluid and fire safety products, reports its maiden unaudited
Interim Results for the six months ended 30 June 2022 ('H1 2022' or 'the
Period').
Highlights:
· Successful IPO and Admission to AIM on 6 July 2022 raising gross proceeds of
£3.0 million
· Revenue up significantly to £1.3 million (H1 2021: £41,000), almost twice
the revenue of FY21 in H1 2022
· Gross profit of £709,000 at 56% margin (H1 2021: gross loss of £61,000 at
(149%) margin)
· Underlying loss from operations(1) of £729,000 (H1 2021: £661,000)
· Non-underlying costs of £895,000 (H1 2021: nil) comprising IPO costs charged
to the income statement of £725,000 and share-based payment charges of
£170,000; finance expenses of £573,000 (H1 2021: 18,000) largely relating to
interest on convertible loans converted to equity on Admission to AIM after
the Period end
· Cash and cash equivalents of £22,000 (H1 2021: £40,000) with £3.0 million
of committed subscriptions to the Company's placing of shares at 30 June 2022,
received on 6 July 2022
· Launched in the US on Amazon in February 2022 and in Canada through the
LifeSafe website in April 2022, building on the position of Amazon Prime's top
selling fire extinguisher in the UK
· UK patent granted post period end for the Group's FER1000 eco-friendly fire
extinguishing fluid
· Three further patent applications for derivations and new uses of the Group's
core fluid filed post period end, showing the strength of the Group's R&D
including extensive development and successful testing of the Group's new
lithium-ion battery fire extinguishing fluid
· The effectiveness of the new lithium-ion battery fire extinguishing fluid has
been demonstrated through a series of live fire tests to a number of industry
leaders to help and support the commercialisation of the fluid into the
industrial market sector
· Strong pipeline of innovative new products and fluid derivatives expected to
launch in H1 2023
(1) Underlying loss from operations represents loss before tax, finance
expense and non-underlying items (which comprise IPO listing costs and
share-based payment charges).
Commenting on the Interim Results, Dominic Berger, Executive Chairman of
LifeSafe, said: "We are pleased to report today our maiden set of Interim
Results since our Admission to AIM in July 2022. The Group has delivered
strong operational and strategic progress in H1 2022, which reflects the
successful commercialisation of our StaySafe 5-in-1 product since its launch
in August 2021. In H1 2022, we have almost doubled the revenues that we
generated in all of 2021 and this strong momentum has continued into H2 2022
with revenues continuing to grow ahead of the Board's expectations.
"With the funds raised at IPO now underpinning our expansion, we look forward
to 2023 where we are confident of further consolidating our leading direct to
consumer strategy, of growing sales in the UK, North America and Europe and of
accessing new markets. In addition, our continued development and
optimisation of our eco-friendly fire extinguishing fluids is beginning to
resonate in the wider B2B fire safety market, where we are very excited about
the potential game-changing opportunities in the industrial supply of
LifeSafe's fluids.
"Not least of course, is the opportunity the Group has in working with
industry leaders and innovators to address the very real and present threat of
dealing with lithium-ion battery fires, a market we believe to have
significant potential.
"As such, the Group is well placed to drive further growth and are confident
of delivering shareholder value."
Analyst meeting and Investor Meet Company presentation
A virtual meeting for sell-side analysts will be held at 09.30 a.m. today, 27
September 2022. Please contact Buchanan via LifeSafe@buchanan.uk.com
(mailto:LifeSafe@buchanan.uk.com) if you wish to join the meeting.
LifeSafe will also be presenting via the Investor Meet Company platform on
Thursday, 29 September 2022 at 6.00 p.m. (BST). The meeting will be hosted by
Dominic Berger (Executive Chairman), Neil Smith (CEO) and Mike Stilwell (CFO),
and there will be an opportunity for Q&A at the end of the session.
Questions can be submitted pre-event via the Investor Meet Company dashboard
up until 9.00 a.m. the day before the meeting or at any time during the live
presentation. To sign up to the LifeSafe Holdings presentation via Investor
Meet Company please click the following link:
https://www.investormeetcompany.com/lifesafe-holdings-plc/register-investor
(https://www.investormeetcompany.com/lifesafe-holdings-plc/register-investor)
.
This announcement contains inside information for the purposes of Article 7 of
the UK version of Regulation (EU) No 596/2014 which is part of UK law by
virtue of the European Union (Withdrawal) Act 2018, as amended ("MAR"). Upon
the publication of this announcement via a Regulatory Information Service,
this inside information is now considered to be in the public domain.
For further enquiries:
LifeSafe Holdings plc Via Buchanan
Dominic Berger, Executive Chairman www.lifesafeholdingsplc.com (http://www.lifesafeholdingsplc.com)
Neil Smith, CEO
Mike Stilwell, CFO
WH Ireland Limited (Nominated Adviser & Broker) Tel: +44 (0) 20 7220 1666
Chris Fielding
Darshan Patel
Buchanan (Financial Communications) Tel: +44 (0) 20 7466 5000
Henry Harrison-Topham LifeSafe@buchanan.uk.com (mailto:LifeSafe@buchanan.uk.com)
Kim Looringh-van Beeck
Jack Devoy
George Cleary
Notes to Editors
LifeSafe is a fire safety technology business that develops eco-friendly,
novel and innovative fire extinguishing fluids with a range of life-saving
fire safety products. LifeSafe has a highly experienced management team
which is seeking to create new markets for the Group in fire safety through
new technologies, digital marketing, multi-channel sales and the LifeSafe App.
LifeSafe has developed what the Directors believe to be a market disrupting
range of eco-friendly fire safety protection products to both protect (via
fire extinguishers) and detect (via carbon monoxide, smoke and heat alarms)
fires. At the centre of the Group's product range is the FER1000
extinguishing fluid, for which the Group has been granted a patent in the
UK. The FER1000 fluid has been developed by LifeSafe to extinguish five
different types of fire: electrical, paper, textiles, cooking oil, and petrol
and diesel.
The Group's best-selling product using this extinguishing fluid is the
StaySafe 5-in-1 fire extinguisher. It was launched on Amazon Prime in the UK
in August 2021 and subsequently became Amazon Prime's top-selling fire
extinguisher in the UK in the same month. The StaySafe 5-in-1 and the
PanSafe pan fire extinguisher were launched in Screwfix in Spring 2022 with
the StaySafe range of smoke, heat and carbon monoxide detectors.
LifeSafe is developing new fluid derivations and products for launch in 2023.
LifeSafe was admitted to trading on AIM in July 2022 with the ticker LIFS.L.
For additional information please visit https://www.lifesafeholdingsplc.com
(https://www.lifesafeholdingsplc.com) .
LinkedIn: https://www.linkedin.com/company/lifesafe-technologies
(https://www.linkedin.com/company/lifesafe-technologies)
Twitter: https://twitter.com/LifesafeT (https://twitter.com/LifesafeT)
Chairman's Statement
Business Review
I am very pleased to report on the strong operational and strategic progress
made by the Group in H1 2022. This achievement is particularly significant
given the huge time and effort demanded of the management team and its
advisors in preparing the Group for the IPO and Admission to AIM on 6 July
2022. It is testament to the hard work of the team, and the significant
potential of the business model and proposition, that LifeSafe was one of only
a handful of successful AIM listings this year. This was a superb achievement
given the worsening domestic and international macro-economic landscape as the
year progressed.
Notwithstanding the inevitable time commitments imposed by the IPO process and
the deteriorating global economic scenario, LifeSafe made excellent progress
in achieving its operational and strategic goals in H1 2022. The latter was
achieved by creating and meeting increased demand for the Group's consumer
products via its proven digital international multi-channel sales strategy.
Following the successful UK launch on Amazon in August 2021 of the Group's
best-selling StaySafe 5-in-1 fire extinguisher, followed by selected European
countries in October 2021, the Group launched on Amazon in the US in February
2022 and, through its LifeSafe website, began to sell products into Canada in
April 2022.
In addition to this, the StaySafe 5-in-1 and the PanSafe pan fire extinguisher
were introduced into 740 Screwfix trade stores nationwide in Spring 2022 with
the StaySafe range of smoke, heat and carbon monoxide detectors also now
available on www.screwfix.com (http://www.screwfix.com) . LifeSafe also
successfully trialled the StaySafe 5-in-1 on the TJC shopping channel in the
UK after the period end in August 2022 demonstrating the potential that this
sales channel could bring to the Group's consumer strategy. Further European
TV shopping channel activity is planned this year.
The speed of progress has meant that the Group's revenues are slightly ahead
of, and margins in line with, the Board's expectations.
Although LifeSafe has adopted a consumer and digital first approach to driving
growth in the business, the Group remains very mindful of the game-changing
potential its eco-friendly and novel fluids have in the wider fire-related
market. Consequently, it is particularly pleasing to see increasing
enquiries from major players with interests in the fire safety sector intent
on understanding more about the potential applications of the Group's current
fluid as well as those in development. Although LifeSafe believes every home
should have a StaySafe 5-in-1, in itself a huge addressable market, it is
already clear from initial enquiries that the Group's current and planned
fluids have even bigger potential across a wide range of industries and their
markets.
Results
LifeSafe's revenue for H1 2022 increased significantly to £1.3 million,
compared with £41,000 in the same period last year as the business
successfully began the commercialisation of a number of years' investment in
developing its innovative, market disrupting eco-friendly fire extinguishing
fluid.
Gross profit for H1 2022 increased to £709,000 (H1 2021: gross loss of
£61,000) at a gross margin of 56% in line with the Board's expectations.
The Group recorded an underlying loss from operations(2) of £729,000 (H1
2021: £661,000) before non-underlying items totalling £895,000 comprising
IPO costs and share-based payment charges.
Finance expenses of £573,000 were recorded in the Period (H1 2021: £18,000),
of which £569,000 related to interest on convertible loans which subsequently
converted to equity on Admission to AIM after the Period end.
The underlying loss before tax was £1,302,000 (H1 2021: £665,000). The
basic and diluted earnings per share were (£0.14) (H1 2021: (£0.04)).
Cash and cash equivalents as at 30 June 2022 were £22,000 (H1 2021:
£40,000). Included within Trade and other receivables in the statement of
financial position as at 30 June 2022 is £3.0 million of committed
subscriptions to the Company's placing of shares and Admission to AIM on 6
July 2022. The committed subscriptions were in the form of placing letters
held by the Company's Broker and Nominated Adviser with funds received by the
Company on Admission to AIM.
Trade and other payables as at 30 June 2022 were £1,583,000 (H1 2021:
£279,000). Included within this balance were IPO costs of £984,000 which
were paid after the Period end.
On Admission to AIM, the Company issued 4,000,000 new Ordinary Shares and
2,716,550 Ordinary Shares to the providers of convertible loans, taking the
number of Ordinary Shares in issue to 22,108,050. The total gross proceeds
amounted to £3.0 million. The costs of issue, which were committed as at 30
June 2022, amounted to £1,092,000 of which £725,000 was recognised as a
non-underlying expense in the consolidated income statement in H1 2022 and
£367,000 was recognised as a deduction from committed share issue proceeds of
£3.0 million in equity in the consolidated statement of financial position as
at 30 June 2022.
(2) Underlying loss from operations represents loss before tax, finance
expense and non-underlying items (which comprise IPO costs and share-based
payment charges).
Research and development
As set out in its Admission Document published on 1 July 2022, the Group has a
strong pipeline of innovative new products and fluid derivatives which are
expected to be launched in H1 2023. Given the strong interest from major
industry players in the potential applications of the fluids within LifeSafe's
development pipeline, the Group has taken steps to accelerate the programme of
innovation. Accordingly, capitalised expenditure on technology development
during the six-month period increased to £184,000 (H1 2021: £10,000).
Technology and intellectual property
The FER1000 extinguishing fluid is at the centre of the Group's product range
and has been developed by LifeSafe to extinguish five different types of fire:
electrical, paper, textiles, cooking oil, and petrol and diesel.
Following a successful testing programme, an initial patent application for
this fluid was submitted in April 2017, with the patent being granted with
effect from 17 August 2022. The additional protection afforded by the patent
grant lasts for 20 years from the date of the initial patent application in
2017.
The Group recognises the importance of appropriately protecting its innovative
intellectual property and has taken out intellectual property defence and
pursuit insurance to protect its investment.
New lithium-ion battery fire extinguishing fluid
Subsequent to the Period end, LifeSafe has also filed three further patent
applications for derivations and new uses of the Group's core fluid, including
fluid developed to extinguish lithium-ion battery fires, to further enhance
and protect its novel fire extinguishing fluid capabilities.
The effectiveness of the new lithium-ion battery fire extinguishing fluid has
been demonstrated through a series of live fire tests to a number of industry
leaders to help and support the commercialisation of the fluid into the
industrial market sector.
Outlook
Following the IPO, LifeSafe's revenues continue to grow ahead of the Board's
expectations, with margins and costs continuing in line. LifeSafe is looking
forward to 2023 where the Board is confident of further consolidating the
Group's leading direct to consumer strategy, to grow sales in the UK, North
America and Europe and to accessing new markets.
The continued development and optimisation of the Group's eco-friendly fire
extinguishing fluids is beginning to resonate in the wider
business-to-business fire safety market, where the Board is very excited about
the potential game-changing opportunities in the industrial supply of
LifeSafe's fluids.
Not least of course, is the opportunity the Group has in working with industry
leaders and innovators to address the very real and present threat of dealing
with lithium-ion battery fires, a market we believe to have significant
potential. As such, the Group is well placed to drive further growth and is
confident of delivering shareholder value.
Dominic Berger
Executive Chairman
27 September 2022
Unaudited consolidated statements of profit or loss and other comprehensive
income
For the six months ended 30 June 2022
Note (Unaudited) (Unaudited) (Unaudited)
Six months ended
Six months ended
Year ended
30 June 2022 £000
30 June 2021 £000
31 Dec 2021 £000
Revenue 3 1,277 41 670
Cost of sales (568) (102) (358)
Gross profit/(loss) 709 (61) 312
Other operating income - - 46
Administrative expenses (1,438) (600) (1,679)
Non-underlying items 5 (895) - (114)
Inventory write off - - (75)
Loss from operations
- Excluding non-underlying items (729) (661) (1,396)
- Non-underlying items 5 (895) - (114)
Total loss from operations (1,624) (661) (1,510)
Finance expense 6 (573) (18) (49)
Other gains - 14 14
Loss before tax
- Excluding non-underlying items (1,302) (665) (1,431)
- Non-underlying items 5 (895) - (114)
Total loss before tax (2,197) (665) (1,545)
Taxation 7 - - 24
Loss for the period attributable to equity holders of the Parent (2,197) (665) (1,521)
Other comprehensive income
Total other comprehensive income - - -
Total comprehensive expense attributable to equity holders of the Parent (2,197) (665) (1,521)
Basic and diluted earnings per share (£) 8 (0.14) (0.04) (0.10)
All amounts relate to continuing activities.
Unaudited consolidated statements of financial position
As at 30 June 2022
Note
(Unaudited) (Unaudited) (Unaudited)
30 June 2022 £000
30 June 2021 £000
31 Dec 2021 £000
Non-current assets
Intangible assets 302 91 165
Property, plant and equipment 9 3 11
311 94 176
Current assets
Inventories 329 - 190
Trade and other receivables 9 3,230 107 132
Cash and cash equivalents 10 22 40 64
3,581 147 386
Total assets 3,892 241 562
Current liabilities
Trade and other payables 11 (1,583) (279) (262)
Convertible loans 12 (1,699) (18) (562)
Borrowings 13 (7) (7) (7)
Other provisions (31) - (31)
(3,320) (304) (862)
Non-current liabilities
Borrowings 13 (22) (30) (26)
(22) (30) (26)
Total liabilities (3,342) (334) (888)
Net assets/(liabilities) 550 (93) (326)
Equity attributable to equity holders of the Parent
Called up share capital 14 154 3 3
Share premium account 15 250 4,289 4,627
Share-based payment reserve 15 241 - 114
Convertible loan note reserve 15 354 - 171
Shares to be issued reserve 15 2,633 - -
Retained earnings 15 (3,082) (4,385) (5,241)
Total equity 550 (93) (326)
Unaudited consolidated statements of changes in equity
For the six months ended 30 June 2022
Called up Share Share-based payment Convertible loan note reserve £000 Shares to be issued reserve £000
share premium reserve Retained Total equity
capital account £000 earnings £000
£000 £000 £000
Balance at 1 January 2021 2 3,347 - - - (3,720) (371)
Comprehensive income:
Loss for the year - - - - - (1,521) (1,521)
Share-based payments - - 114 - - - 114
Transactions with owners in their capacity as owners:
Shares issued for cash - 436 - - - - 436
Shares issued in lieu of expenses 1 656 - - - - 657
Convertible loan notes exercised - 188 - - - - 188
Convertible loan notes issued - - - 171 - - 171
Balance at 31 December 2021 3 4,627 114 171 - (5,241) (326)
Balance at 1 January 2022 3 4,627 114 171 - (5,241) (326)
Comprehensive income:
Loss for the period - - - - - (2,197) (2,197)
Share-based payments - - 170 - - - 170
Lapse of share options - - (43) - - 43 -
Transactions with owners in their capacity as owners:
Bonus issue of shares 151 - - - - (151) -
Cancellation of share premium - (4,464) - - - 4,464 -
Share to be issued - - - - 2,633 - 2,633
Shares issued for cash - 87 - - - - 87
Convertible loan notes issued - - - 183 - - 183
Balance at 30 June 2022 154 250 241 354 2,633 (3,082) 550
Unaudited consolidated statements of cash flows
For the six months ended 30 June 2022
(Unaudited) (Unaudited) (Unaudited) Year ended
Six months ended
Six months ended
31 Dec 2021 £000
30 June 2022 £000
30 June 2021 £000
Note
Cash flows from operating activities
Loss before tax (2,197) (665) (1,545)
Adjustments for non-cash/non-operating items:
Depreciation of property, plant and equipment 1 1 2
Amortisation of intangible assets 47 14 52
Equity-settled expenses - 601 655
)
Gain on debt extinguishment - - (14)
Equity-settled share-based payments 170 - 114
Finance expense 569 - 49
Operating cash flows before movements in working
capital (1,410) (49) (687)
Increase in inventories (139) - (190)
(Increase)/decrease in trade and other receivables (463) 8 (18)
Increase/(decrease) in trade and other payables 1,321 (288) (273)
Cash from operations (691) (329) (1,168)
Corporation tax received - - 24
Net cash generated from operating activities (691) (329) (1,144)
Cash flows from investing activities
Purchase of property, plant and equipment - - (10)
Capitalised development costs (184) (10) (123)
Net cash used in investing activities (184) (10) (133)
Cash flows from financing activities
Shares issued for cash 87 241 438
Repayment of borrowings (4) (1) (5)
Proceeds from convertible loans 750 64 833
Net cash used in financing activities 833 304 1,266
Net decrease in cash and cash equivalents (42) (35) (11)
Cash and cash equivalents at the beginning of the
period 64 75 75
Cash and cash equivalents at the end of the period 10 22 40 64
Notes to the unaudited condensed interim consolidated financial statements
1. General information
These consolidated interim financial statements were approved by the Board of
Directors on 27 September 2022.
2. Basis of preparation
These consolidated interim financial statements of the Group are for the six
months ended 30 June 2022.
The comparative figures for the financial year ended 31 December 2021 are not
the Group's statutory accounts for that financial year. The comparative
figures are a consolidation of the results and financial position of LifeSafe
Holdings plc (previously LifeSafe Holdings Limited) and LifeSafe Technologies
Limited prepared under International Financial Reporting Standards ('IFRS')
for the purposes of presentation in the Company's IPO Admission Document
published on 1 July 2022. The statutory accounts filed at Companies House
were prepared under the historical cost convention and in accordance with
Financial Reporting Standard 102 'The Financial Reporting Standard applicable
in the UK and Republic of Ireland' including the provisions of Section 1A
'Small Entities' and the Companies Act 2006. The financial statements, which
were exempt from audit under Section 477 of the Companies Act 2006, were
prepared and delivered in accordance with the provisions applicable to
companies subject to the small companies regime.
The condensed consolidated interim financial statements for the six months to
30 June 2022 do not include all the information and disclosures required in
the annual financial statements and have not been audited or reviewed by an
auditor pursuant to the Auditing Practices Board guidance on Review of Interim
Financial Information. However, selected explanatory notes are included to
explain events and transactions that are significant for an understanding of
the changes in the Group's financial position and performance in the period.
The condensed consolidated interim financial statements for the six months to
30 June 2022 have been prepared on the basis of the accounting policies
expected to be adopted for the year ending 31 December 2022. These
accounting policies are drawn up in accordance with adopted International
Accounting Standards ('IAS') and International Financial Reporting Standards
('IFRS') as issued by the International Accounting Standards Board and adopted
by the EU.
AIM-listed companies are not required to comply with IAS 34 'Interim Financial
Reporting' and accordingly the Company has taken advantage of this exemption.
3. Revenue from contract customers
Revenue from customers (Unaudited) (Unaudited) (Unaudited)
Six months
Six months
Year
ended
ended
ended
30 June 2022
30 June 2021
31 Dec 2021
£000
£000
£000
Customer 1 - - 85
All other customers 1,277 41 585
1,277 41 670
Geographical reporting (Unaudited) (Unaudited) (Unaudited)
Six months
Six months
Year
ended
ended
ended
30 June 2022
30 June 2021
31 Dec 2021
£000
£000
£000
Revenue
United Kingdom 631 41 585
North America 561 - -
Europe 85 - -
Australia - - 85
1,277 41 670
4. Segmental reporting
The Chief Operating Decision Maker ('CODM') has been determined to be the
Directors. The CODM reviews the Group's internal reporting in order to
assess performance and allocate resources. The CODM has determined that
there is one single operating segment being the sale of fire extinguishing and
related products. Information about geographical revenue is disclosed in
note 3.
5. Non-underlying items
(Unaudited) (Unaudited) (Unaudited)
Six months
Six months
Year
ended
ended
ended
30 June 2022 30 June 2021
£000
£000 31 Dec 2021
£000
IPO costs 725 - -
Share-based payment charges 170 - 114
895 - 114
IPO costs
On Admission to AIM on 6 July 2022, the Company issued 4,000,000 new Ordinary
Shares and 2,716,550 Ordinary Shares to the providers of convertible loans,
taking the number of Ordinary Shares in issue to 22,108,050. The total
proceeds amounted to £3,000,000. The costs of issue, which were committed
at 30 June 2022, amounted to £1,092,000 of which £725,000 has been
recognised as a non-underlying expense in the consolidated income statement in
H1 2022 and £367,000 has been recognised as a deduction from committed share
issue proceeds in equity in the consolidated statement of financial position
at 30 June 2022.
Share-based payment charges
The Group operates two equity-settled share-based remuneration schemes for
employees. The options will lapse if the individual leaves within 10 years
from the date of grant if all vesting conditions had not been met earlier.
The terms and conditions of the grants are detailed below:
Date of grant No. of options Vesting conditions Contractual life of options
Exercise price (£)
30 September 2021 29,913 24.06 IPO 10 years
11 October 2021 32,904 24.06 IPO 10 years
29 March 2022 32,904 8.00 12 months from admission date 10 years
Details of the number of share options granted, exercised, lapsed and
outstanding at the end of each period, as well as the weighted average
exercise prices in £ ('WAEP'), are as follows:
As at 30 June 2022 As at 30 June 2021 As at 31 December 2021
WAEP WAEP WAEP
Outstanding at beginning of period 62,817 24.06 - - - -
Granted during the period 32,904 8.00 - - 62,817 24.06
Forfeited/lapsed during the period (32,904) 24.06 - - - -
Exercised during the period - - - - - -
Outstanding at end of period 62,817 15.65 - - 62,817 24.06
Exercisable at end of period - - - - - -
The number of share options granted, and the corresponding exercise price, are
shown before the Company's 49 for 1 bonus issue of shares (see note 14).
The fair values of the options granted during the year were calculated using
the Black Scholes Model with the following assumptions:
· Risk free interest rate: 1.65%
· Expected volatility: 57.92%
· Expected dividend yield: 0.00%
· Life of the option: 10 years
· Share price at measurement date: £34.16
On 29 March 2022, the Company issued options to replace the grants on 11
October 2021. The incremental fair value expense of £170,299 was recognised
in the statement of comprehensive income for the period ended 30 June 2022
relating to the percentage vested at this date.
6. Finance expense
(Unaudited) (Unaudited) (Unaudited)
Six months
Six months
Year
ended
ended
ended
30 June 2022 30 June 2021
£000
£000 31 Dec 2021
£000
Interest on bank loans 4 2 1
Interest on convertible loan notes 569 16 48
573 18 49
7. Income tax expense
No income has yet been recognised in H1 2022 in relation to R&D tax
credits available from HMRC through the SME R&D relief scheme.
8. Earnings per share
Earnings per share are as follows:
(Unaudited) (Unaudited) (Unaudited)
Six months
Six months
ended
ended Year
30 June 2022 30 June 2021 ended
£ per share £ per share 31 Dec 2021
£ per share
Basic and diluted earnings per share (0.14) (0.04) (0.10)
The calculations of basic and diluted earnings per share are based upon:
£000 £000 £000
Loss for the period attributable to owners of the Parent (2,197) (665) (1,521)
Number Number Number
Weighted average number of ordinary shares 15,391,302 15,354,723 15,369,510
The calculation of the basic earnings per share is based on the results
attributable to ordinary shareholders divided by the weighted average number
of shares in issue during the period.
The weighted average number of shares in issue is used as the denominator in
the calculating basic earnings per share. As the Company is loss making the
effect of instruments that convert into ordinary shares is considered
anti-dilutive, hence there is no difference between the diluted and
non-diluted loss per share.
During the period ended 30 June 2022, the Company completed a 49 for 1 bonus
share issue (see note 14). As a result, the comparative periods have been
adjusted accordingly.
9. Trade and other receivables
(Unaudited) (Unaudited) (Unaudited)
30 June 2022 30 June 2021 31 Dec 2021
£000
£000
£000
Amounts falling due within one year:
Trade receivables 19 - 24
Other receivables 3,211 107 108
3,230 107 132
Other receivables at 30 June 2022 includes £3,000,000 of committed
subscriptions to the Company's placing of shares and Admission to AIM on 6
July 2022. The committed subscriptions were in the form of irrevocable
placing letters held by the Company's Broker and Nominated Adviser.
10. Cash and cash equivalents
(Unaudited) (Unaudited) (Unaudited)
30 June 2022 30 June 2021 31 Dec 2021
£000
£000
£000
Cash at bank available on demand 22 40 64
22 40 64
11. Trade and other payables
(Unaudited) (Unaudited) (Unaudited)
30 June 2022 30 June 2021 31 Dec 2021
£000
£000
£000
Trade and other payables 1,583 279 262
1,583 279 262
Trade and other payables at 30 June 2022 includes £984,000 of IPO costs paid
after the Period end.
12. Convertible loans
(Unaudited) (Unaudited) (Unaudited)
30 June 2022 30 June 2021 31 Dec 2021
£000
£000
£000
Amounts falling due within one year: 1,699 18 562
1,699 18 562
In the year ended 31 December 2021, the Company issued loan notes amounting to
£700,000 with an interest rate of 12.00%, with interest accruing to the value
of the loan and converting to equity with the principal in the event of a
conversion. The loans were unsecured and repayable in two years or could be
converted at any time into shares at the holder's option. In addition to
interest, there was an arrangement fee and a monitoring fee of 13% and 3% of
principal respectively that was added to the loan balance on drawdown. The
loan terms included an accelerated interest conversion feature that required a
full year of interest to be converted into equity if the loan was converted
part way through a year. These loans were converted post period end on 6
July 2022 at £34.16 per 1p ordinary share.
In the period to 30 June 2022, the Company issued loan notes amounting to
£750,000 with an interest rate of 12.00%, with interest accruing to the value
of the loan and converting to equity with the principal in the event of a
conversion. The loan was unsecured and repayable in two years or could be
converted at any time into shares at the holder's option. In addition to
interest, there was an arrangement fee and a monitoring fee of 13% and 3% of
principal respectively that was added to the loan balance on drawdown. The
loan terms included an accelerated interest conversion feature that required a
full year of interest to be converted into equity if the loan was converted
part way through a year. These loans were converted post period end on 6
July 2022 at £34.16 per 1p ordinary share.
As the conversion feature resulted in the conversion of a fixed amount of
stated principal into a fixed number of shares, it satisfied the 'fixed for
fixed' criterion and, therefore, it is classified as an equity instrument.
The value of the liability component and the equity conversion component
were determined at the date the instrument was issued. The fair value of the
liability component at inception, included in non-current borrowings, was
calculated using a market interest rate for an equivalent instrument without a
conversion option. The discount rate applied was 15%. The transaction
costs have been apportioned between the equity and liability component with
the portion attributable to equity recognised as a deduction in equity, and
the liability component decreasing the amortised cost liability.
Post period end, on Admission to AIM on 6 July 2022, all outstanding
convertible loans converted to equity with the Company issuing 2,716,550
Ordinary Shares to the providers of all convertible loans outstanding at 30
June 2022.
13. Borrowings
(Unaudited) (Unaudited) (Unaudited)
30 June 2022 30 June 2021 31 Dec 2021
£000
£000
£000
Current:
Bank loans 7 7 7
Non-current:
Bank loans 22 30 26
Total borrowings 29 37 33
Banks loans comprise a Coronavirus Bounce Back Loan Scheme loan provided by
HSBC. The loan was taken out in May 2020 and matures five years after this
date.
14. Share capital
(Unaudited) (Unaudited) (Unaudited)
30 June 2022 30 June 2021 31 Dec 2021
£000
£000
£000
Allotted, called up and fully paid
Ordinary share of £0.01 each 154 3 3
154 3 3
Called up share capital
Called up share capital represents the nominal value of shares that have been
issued.
All classes of shares have full voting, dividends, and capital distribution
rights.
On 14 January 2022, the Company issued 2,561 new ordinary shares for cash,
increasing the number of shares in issue to 307,830.
On 9 May 2022, a bonus issue of shares was made for the shareholders of all
307,830 shares already in issue at the date. The bonus issue offered 49
ordinary shares for every 1 ordinary share in issue, with a nominal value of
£0.01 per share. This increased the number of ordinary shares in issue by
15,083,670 to 15,391,500.
15. Reserves
In anticipation of re-registering the Company as a public limited company
('plc'), a requirement of Admission to AIM, at a general meeting of the
Company on 25 April 2022, it was resolved that the Company would reduce its
share premium account by an amount of £4,464,175 to the credit of the Profit
and Loss Account, and capitalise £150,837 of its Profit and Loss Account into
share capital of the Company through a bonus issue of shares.
Share premium account
This represents the excess value recognised from the issue of Ordinary Shares
above nominal value.
Share-based payment reserve
This represents the cumulative fair value of share options charged to the
consolidated income statement net of the transfers to the profit and loss
reserve on exercised and cancelled/lapsed options.
Convertible loan note reserve
This represents the amount of proceeds on issue of convertible debt relating
to the equity component (that is, the value of the option to convert the debt
into share capital).
Shares to be issued reserve
This represents the proceeds of shares that have been committed to be allotted
and issued, net of issue expenses.
Retained earnings
This represents cumulative net gains and losses less distributions made.
16. Post balance sheet events
On 1 July 2022, the Company issued a warrant instrument pursuant to which WH
Ireland Limited, the Company's Nominated Adviser and Broker, was granted a
warrant to subscribe for 583,431 Ordinary Shares in partial consideration for
the provision of their services to the Company in connection with the placing
and Admission of shares to AIM.
On Admission to AIM on 6 July 2022, the Company issued 4,000,000 new Ordinary
Shares and 2,716,550 Ordinary Shares to the providers of convertible loans,
taking the number of Ordinary Shares in issue to 22,108,050. The total
proceeds amounted to £3,000,000. The costs of issue, which were committed
at 30 June 2022, amounted to £1,092,000 of which £725,000 has been
recognised as a non-underlying expense in the consolidated income statement in
H1 2022 and £367,000 has been recognised as a deduction from committed share
issue proceeds in equity in the consolidated statement of financial position
at 30 June 2022.
On 26 July 2022, 2,142,266 share options were granted to those eligible under
the scheme in line with the disclosures made in the Company's Admission
Document published on 1 July 2022. The options, which have an exercise price
of 75 pence, are subject to performance conditions measured at the end of a
three-year performance period with the amount exercisable dependent on the
total shareholder return achieved. In the event of certain corporate
transactions within the performance period, the options will vest in full and
be exercisable.
17. Availability
Further copies of this interim announcement are available on the LifeSafe
Holdings plc investor relations website, www.lifesafeholdingsplc.com
(http://www.lifesafeholdingsplc.com) .
- Ends -
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END IR BKABBFBKDPCBRecent news on LifeSafe Holdings
See all newsREG - LifeSafe Holdings - Directorate Change
AnnouncementREG - LifeSafe Holdings - Final Results
AnnouncementRCS - LifeSafe Holdings - Netherlands and Benelux Distribution Agreement
AnnouncementRCS - LifeSafe Holdings - United States Distribution Agreement
AnnouncementRCS - LifeSafe Holdings - New extinguisher with Trinity Fire & Security
Announcement