REG - Mindflair PLC - Final Results & Notice of AGM
27/06/2025 07:00
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RNS Number : 6541O Mindflair PLC 27 June 2025
27 June 2025
Mindflair plc
("Mindflair" or the "Company")
Final Results & Notice of AGM
The Board of Mindflair plc (AIM: MFAI), the investment company investing in
next generation technology with a focus on AI, announces its audited results
for the year ended 31 December 2024.
Notice of AGM
The Company also announces that a Notice of Annual General Meeting ("AGM") has
been sent to shareholders of the Company, convening a meeting to be held at
the offices of Orrick, Herrington & Sutcliffe (UK) LLP, 107 Cheapside,
London, EC2V 6DN on 23 July 2025 at 11.00 am.
A copy of the notice of AGM is available to download from the Company's
website at: https://mindflair.tech/ (https://mindflair.tech/)
Financial highlights During the period
• Net asset value ("NAV") increased significantly to £10,793,000 as
at the year‐end (31 December 2023: £5,844,000). This Increase has been
driven by the growth in value of the SVV investments, principally as a result
of the increase in the value of the investment in Infinite Reality
• Profit before tax generated of £3,159,000 (31 December 2023: Loss
of £2,665,000)
• NAV per share of 2.05 pence per share (2023: 2.13 pence) compared to
a year end share price of 0.6 pence and a current price of 0.95 pence.
• The series of two‐year loan notes amounting to £1.235 million was
restructured and reprofiled
• New funding of £925,000 raised in July 2024 and further funding of
£490,000 raised in December 2024, along with the issue of new shares in
connection with the reprofiling of the series of loan notes
Post period end
• Disposal of interests in Getvisibility in April 2025 generating
proceeds of around £2.6 million and profit of £0.54 million on just the
Company's direct investment. This was a significant inflow compared to the
Company's current market capitalisation of £5.0 million
• Remainder of the series of two‐year loan notes repaid in April
2025
Portfolio highlights During the period
• Disposal of Landvault to Infinite Reality in July 2024 for a
headline consideration of US$450 million
• Six investments made in exciting AI focused companies through SVV2:
• First new investment made by SVV3 in Inspeq AI in June 2024 and then
a second investment was made in Jentic AI in December 2024.
• Further investment made in Sure Ventures plc in August 2024 to
increase exposure to SVV1
Post period end
• Disposal of interests in Getvisibility in April 2025 generating
proceeds of around £2.6 million
• Three new investments have been made in 2025 through SVV2
• Further investment made by SVV3 in 2025 in Momntum AI
Review of activities
During the year to 31 December 2024, the majority of the Company's investments
have continued to make good progress with the key developments being
summarised in the following section.
Mindflair is an investment company focused on next generation technology with
a focus on the application of AI to transform large traditional industries.
Mindflair invests in its portfolio companies directly, or indirectly, as set
out below, through: (i) its investments in three funds managed by Sure Valley
Ventures ("SVV") and (ii) its investment in Sure Ventures plc.
Investments SVV1 SVV2 SVV3 Sure Ventures plc
Direct Getvisibility, Low6 and 13% 5.9% 16.0% 23.8%
Precog
Indirect 6.2% via Sure 1.4% via Sure Holds stakes of
Ventures plc Ventures plc 25.9% in SVV1 and
5.9% in SVV2
Cornerstone investor Enterprise Ireland British Business Enterprise
Bank Ireland
Net interest 19.2% 7.3% 16.0% 23.8%
The Company's principal investment portfolio categories are summarised below:
Cost or valuation at 31 December Cost or valuation at 31 December
2024 2023
£000's £000's
Categories
SVV investments 9,629 4,932
Direct investments 1,514 1,563
Cash/other listed securities 220 206
Total 11,363 6,701
The cash balance above as at 31 December 2024 does not include the proceeds
from the placing that was announced in December 2024. The increase in the
value of the portfolio has been driven by the growth in value of the SVV
investments, principally as a result of the increase in the value of the
investment in Infinite Reality.
A. The SVV investments
1. Sure Valley Ventures Fund 1 ("SVV1")
SVV1 is SVV's first fund which has completed its new investment phase and has
now entered its realisation phase. It has already achieved four cash
realisations to date, with more expected in the short term.
As at the year end, SVV1 had a portfolio of 11 investee companies at different
stages of development spanning a range of sectors. The portfolio provides
Mindflair with exposure to a number of exciting, cutting edge and rapidly
growing technology sectors. Further details of the portfolio companies and
recent developments are set out below:
Security
Nova Leah An Artificial Intelligence cybersecurity risk assessment and protection
platform for connected medical devices. It is a leader in this field and sells
(Nova Leah Limited) to the top medical device manufacturers in the US. The company is currently
involved with a proof of concept and a pilot project with a National
Healthcare System with three regional hospitals. It has also recently added
two new board members.
Getvisibility An Artificial Intelligence security company addressing the substantial problem
faced by corporations in storing, sorting, accessing and protecting data. The
(Visibility Blockchain Limited) company has continued to grow its sales pipeline during the period, with a
number of new channel partners being onboarded.
Mindflair also has a direct interest in GetVisibility and an additional
indirect interest through SV plc.
Post period end, Getvisibility was sold to Forcepoint, enabling Mindflair to
realise proceeds of £2.6 million for its direct and indirect interests (held
via SVV1). Further proceeds may be received from its indirect interest held
through Sure Ventures plc in the event that this company makes a distribution.
PreCog An Artificial Intelligence security solution platform company that provides
data intelligence to combat crime, terrorism and protect vulnerable people.
(Polience Limited) Customers include leading law enforcement and security agencies, and transport
infrastructure groups. During the period progress was made with a number of
potential customers with new pilot schemes being entered into.
Smarttech247 (Smarttech247 Group plc) An established global Artificial Intelligence‐based cybersecurity business,
specialising in automated managed detection and response. The company was
listed on AIM in December 2022. In April 2024, the holding was sold by SVV at
a profit.
Immersive Technologies
Engage XR ENGAGE XR Holdings plc is listed on AIM and is leading provider of immersive
communications technology.
(Engage XR Holdings plc)
In February 2024, the company signed its largest contract to date with a large
Middle East based company involved in the education, training and development
sector. In March 2024, it announced the launch of the School of AI in which
students can speak to notable figures of history, powered by conversational
and generative AI. In September 2024, this product was rolled out to all of
its educational clients. In January 2025, the company launched its
comprehensive education offering at the Bett 2025 conference. For the year
to 31 December 2024, it generated revenue of €3.4 million, an improving
EBITDA result and had net cash at the period end of €3.6 million.
Infinite Reality,Inc (formerly Landvault) LandVault, a large metaverse builder, was sold to Infinite Reality in July
2024 for US$450 million in new shares in Infinite Reality. SVV1 therefore now
holds shares in Infinite Reality. Infinite Reality is a private US company
focused on developing immersive 3D interfaces. In January 2025, the company
raised US$3 billion of new funds, increasing its valuation to US$12.3 billion.
It has stated that it is currently working on ways to provide liquidity for
its shareholders.
VividQ A deep tech software company which has developed a framework for real‐time
3D holographic displays for use in heads‐up displays and AR headsets and
(VividQ. Limited) glasses.
In January 2024, VividQ announced a partnership to create the world's first
retina‐resolution holograms. It is making good progress with a major media
company and working on proof of concept for a new headset and has successfully
filed a new patent on a full windshield HUD. In October 2024, the company
opened a US office and hired a VP of sales.
Volograms (Volograms Limited) An Artificial Intelligence deep learning company that uses AI to create 3D
Augmented Reality (Volograms Limited) from 2D photos and videos. The company
has launched a consumer AR Camera app called Volu and has browser and
enterprise versions in development.
Zenos (Zenos Technology Limited) (formerly Virtex Limited) A company building a platform for the next generation of live, immersive
entertainment within the virtual reality ("VR") gaming and esports industries.
It is actively developing its new Stadium app.
Internet of things
CameraMatics (MySafe Drive Limited) An Artificial Intelligence platform enabling transport fleet managers to
reduce risk, increase driver safety and comply with growing industry
governance and compliance.
During the period, the company has been building up its sales team in the US
and has successfully closed a number of deals both in the US and the UK. It
has also secured additional venture debt funding facilities.
Wia Provides a platform solution for smart buildings. Its platform provides full
device and application management, security, data capture and storage,
(Wia Technologies Limited) analysis and control. During the period, it has extended its 5‐year contract
with one of the world's most prominent logistics companies which was announced
in 2023. The agreement, valued at over $2 million, involves a rollout of
energy monitoring across 5 million square metres of property in 14 countries.
This contract has now been extended to 32 countries.
Everyangle (Everyangle Limited) An Artificial Intelligence platform that uses machine learning to provide
enterprises, such as large retailers, with business solutions to reduce fraud,
churn and waste using machine vision.
During 2024, the company sold a number of additional licences and was voted
one of the ECR Top 30 solutions. It has also completed an additional funding
round of €1.14 million in December 2024 and it closed a major deal with a
retail group which is expected to deliver annual recurring revenue and cash in
2025.
SVV1 has completed its investing in new companies and is now in its
realisation phase which should lead to further returns to the Company and its
shareholders.
2. Sure Valley Ventures UK Software Technology Fund ("SVV2")
In March 2022, the Company invested in a second SVV fund, the Sure Valley
Ventures UK Software Technology Fund ("SVV2"). The principal investor in SVV2
is the British Business Bank ("BBB"), an investment arm of the UK Government.
The first close of this fund amounted to £85 million, with the BBB investing
up to £50 million and other investors ("Private Investors"), including
Mindflair, investing up to £35 million over the 10‐year life of the fund.
Mindflair expects to invest up to £5 million in total over the life of the
fund which would provide it with a circa 5.9% interest. SVV2 invests in a
range of private UK software companies with a focus on companies in the
Artificial Intelligence sector and within the subsectors of AI in the
enterprise, AI in Immersive Technologies (such as AR/VR) and AI in
Cybersecurity sectors.
The profit share arrangements within this new fund are designed to encourage
the involvement of the Private Investors alongside the BBB, meaning that
Mindflair and the other Private Investors would expect to receive a
significantly enhanced share of the total return generated by the fund
compared to industry standard. The detail of the investments in this Fund are
set out below.
RETiniZE (RETiniZE Limited) The company has developed an innovative software product called Animotive that
is harnessing the latest VR and Generative Al technologies to transform the 3D
animation production process.
The company has signed up a number of Animotive users. Its Vive Tracker
product integration is ready to go and it has embarked on its first two movie
projects. It has also signed a contract with an Irish university. It has also
just raised £1.6 million in new funding.
Jaid Jaid is a rapidly growing company that provides AI as a Service (AIaaS)
solutions to businesses to automate a variety of use cases, including client
(Opsmatix Limited) service automation, sales automation, payment exception processing, and claims
administration processing. Jaid's technology helps businesses reduce costs,
improve efficiency, and make data‐driven decisions.
The company is actively pursuing contract discussions and is looking at new
funding opportunities. It has also recently closed two new contracts.
Captur Captur is a company that has built an enterprise AI platform for real‐time,
rules‐based image recognition. Existing investors, MMC Ventures and
(Captur Limited) Ascension Ventures participated in this round, along with other investors
including ex‐Deliveroo, and enterprise AI investors Concept Ventures and Two
Culture Capital, backers of ElevenLabs and Electric AI.
The company's technology uses Edge AI, the implementation of artificial
intelligence in an edge computing environment, which allows calculations to be
completed nearby to where data is created, rather than an offsite data centre
or a centralised cloud computing facility. This localised processing allows
Captur's technology to make decisions using visual AI in under 3 seconds.
Currently working with a major e‐scooter and e‐bike provider with regard
to parking compliance and a major US retailer.
During the period, SVV2 had made six new investments which are described
below:
Vortex IQ Operates an AI‐powered cloning and coding platform that streamlines staging,
coding, backup, and data migration for businesses, agencies, and developers in
(Vortex IQ Limited) the e‐commerce business process workflow.
During the period, the company onboarded a major ecommerce partner and they
are currently targeting large enterprise partners. The company has also been
selected as a top 11 startup for GenAI Microsoft accelerators. Vortex IQ has
launched its updated e‐commerce platform, StagingPro, now powered by AI
agents that help businesses automate and improve online store operations. The
company introduced this new version during the BigCommerce Summit EMEA 2025 in
London.
Ittybit Provides a developer tool that optimises media file management based on a
proprietary encoding engine that helps companies to upload, store, extract
(Ittybit Limited) rich data, convert, compress, and deliver all their media files.
They are currently in contract discussions with a medical platform that hold
significant media assets and have made material improvements on the front end
of their tool to enable a more seamless self‐serve experience.
Phinxt Has developed a decentralised edge computing software solution to enable the
automation of warehouses. Their core product enables distributed real‐time
(Phinxt Robotics Limited) synchronisation between robots, with interoperability of different OEMs
increasing the level of efficient automation.
During the period, they have signed their first contract to supply 5 to 10
robots. They are also in discussions with a large US retailer, a major
European aviation services company and a number of other potential customers.
Purple Transform Provides a cutting‐edge SaaS platform, SiYtE™, designed to address data
overload and enhance safety and security in large infrastructures like rail
(Purple Transform Limited) networks. By leveraging advanced AI and machine vision, the platform
transforms existing cameras into smart sensors, delivering real‐time alerts
and predictive analytics. It seamlessly integrates with current IoT sensors
and camera systems, optimizing operational efficiency and reducing costs for
organizations managing extensive sensor networks.
During the period, the company has been actively progressing a number of
contract negotiations.
Stylus Education (Learncycle Limited) Stylus delivers an AI‐powered marking solution aimed at reducing teacher
workload and addressing the recruitment and retention crisis in education. By
automating the marking of paper‐based assessments, Stylus significantly cuts
down the time teachers spend on grading. The platform provides detailed,
personalized feedback for students, enhancing their learning experience.
Teachers can easily scan completed assessments, which are then processed by
Stylus's AI to provide immediate feedback and follow‐up questions,
streamlining the evaluation process and helping to alleviate teacher burnout.
During the period, the company has managed to fully launch its suite of
products.
Vizgard Vizgard develops edge‐based visual AI software for Defence and Security,
enabling real time intelligence and automated control of precision camera
(Vizgard Limited) platforms. Their core product, FortifAI, enhances situational awareness by
automating steerable sensors, improving detection capabilities, and reducing
operator overload. The company has proven deployments in counter‐drone
systems and long‐range surveillance, serving 18 customers across 3
countries, including Tier 1 defence primes. With a background in military
engineering, the founding team brings deep domain expertise, positioning
Vizgard as a key player in AI‐driven automation for visual intelligence
systems.
Since the investment was made, the company has already won a Home Office
contract and is expecting to win a contract with another party shortly.
This investment activity has continued, post period end, with a number of
additional investments made as set out below:
Inephany Inephany, is an AI optimisation startup, developing an AI‐powered
optimisation platform, which intends to revolutionise how neural
(Inephany Limited) networks-including Large Language Models (LLMs)-are trained and fine‐tuned.
As generative AI continues to develop, the computing and energy costs of
training cutting‐edge models have emerged as a major bottleneck. Inephany
addresses this challenge with a novel AI‐driven optimisation system that
intelligently controls the training process in real‐time. Compared to
traditional approaches that rely on exhaustive trial‐and‐error
optimisations, Inephany's technology improves sample efficiency, accelerates
training, reduces overall development time, and enhances final model
performance ‐ all while reducing computing costs. This development has the
potential to unlock scalable, sustainable AI development that is significantly
more cost‐effective.
Capably Capably is an Intelligent Automation platform designed to help businesses
delegate work to AI across their organisations. The company's technology
(Capably AI Limited) merges traditional automation with Agentic AI, enabling reliable, scalable,
and autonomous execution of complex tasks without the steep learning curve
typically associated with legacy automation tools.
Literal Labs Literal Labs is developing a new generation of logic‐based AI models that
are significantly faster, more energy efficient and more explainable than
(Mignon Technologies Limited) conventional neural networks. The new funding will be used to expand its
engineering team and accelerate the commercial launch of its first product,
targeting applications where performance, energy efficiency, and
explainability are critical, such as Edge AI and battery‐powered devices.
3. Sure Valley Ventures III Limited Partnership ("SVV3")
On 23 February 2023, Mindflair announced that it had agreed to invest in SVV's
new venture capital fund, SVV3, alongside Enterprise Ireland, the fund's
cornerstone investor who has committed 50% or €15 million to the fund. SVV3
plans to invest in circa 15 high‐ growth Al software companies in sectors
such as Enterprise, Immersive Technologies and Cybersecurity across the
Republic of Ireland.
During 2024, this fund made its first investments in the following companies:
Inspeq.AI (InspeqIQ) This company is a transformative full‐stack AI Ops platform and SVV invested
alongside Delta Partners and a number of other leading investors. The platform
is designed for reliable and compliant AI operations in regulated industries
such as banking, insurance and healthcare.
During the period, the company has onboarded one of the world's largest IT
consulting companies and it has active sales engagements with a number of
Irish and Middle Eastern banks. It has also opened an R&D office in India.
Jentic AI Jentic aims to unite the expanding AI agent ecosystem by enabling developers
and companies to connect their AI agents to other systems, for the purpose of
(Jentic Technology Limited) monitoring and managing large‐scale AI deployments. Jentic is "building the
'integration layer' for AI." This entails enabling developers to hook their AI
systems up to the world's APIs easily and securely.
Post period, SVV3 made its third investment:
Momntum AI (Momntum AI Limited) This company is pioneering a Customer Relationship Platform powered by its
proprietary Relationship Language Model ("RLM") focused on healthcare
organisations. Co‐led by SVV and ACT Venture Capital, this investment will
support the further development of Momntum's AI infrastructure and the
expansion of its omnichannel capabilities. Early indicators show strong
traction with an AI success rate exceeding 85% and impressive ROI figures from
early clients such as Sisu Clinic and ACTION24.
4. Sure Ventures plc ("SV plc")
SV plc (LSE: SURE) is a London‐listed venture capital fund which invests in
early‐stage software companies in the rapidly growing technology areas of
Augmented Reality, Virtual Reality, Internet of Things and Artificial
Intelligence. Mindflair has a 23% shareholding in SV plc whose principal
investments are a 25.9% interest in SVV1, and a 5.9% commitment to SVV2.
Consequently, as a result of its shareholding in SV plc, Mindflair has an
aggregate (direct and indirect) interest in SVV1 of around 19.2%, which
comprises its original direct 13% interest in SVV1 and an indirect interest of
6.2%. It also has an aggregate interest of 7.3% in SVV2. This investment is
carried at its market value. As at 31 December 2024, the share price was
£0.82, compared to SV plc's NAV per share of £1.81 at that date.
In August 2024, Mindflair subscribed £300,000 for 315,790 new shares in SV
plc at a price of £0.95 per share in order to increase the Company's exposure
to its underlying investment in SVV1.
B. Direct investments
Getvisibility Details of this investment are covered in the section above.
Post period end, Getvisibility was sold to Forcepoint, enabling Mindflair to
realise proceeds of £2.6 million for its direct and indirect interests (held
via SVV1).
Low6 Low6 is focused on the revenue generative free‐to‐play and affiliate
markets in North America with the ambition to be the global leader in fan
(Low6 Limited) engagement. A number of partnerships have been established, including the
appointment as the National Hockey League ("NHL") free to play provider for a
period of 3 years, who have also invested in Low6. This contract has now been
extended for an additional two years. The company has continued to make
excellent progress with significant revenue growth to £4.5 million and EBITDA
of over £300K for the year to June 2024. This progress has continued into Q1
2025 with the continued generation of revenue and EBITDA.
Precog PreCog is a software solution that understands visitor flow, protects borders,
detects persons of interest, and ensures locations are protected from those
(Polience Limited) who wish to cause damage or commit crime. PreCog provides totally unique,
scalable, actionable intelligence solution. Customers include top UK and
international government security and law enforcement agencies and transport
infrastructure organisations.
The company is involved in a number of customer deployments.
Other
On 31 March 2024, John May, a non‐executive director, retired from the board
after a number of years with the Company in order to devote more time to his
other roles.
Financial
For the year under review, the Company reported a profit before taxation of
£3.159 million (for the year ended 31 December 2023: loss of £2.67 million).
The result for the Company includes unrealised gains/losses in the portfolio
of quoted equity investments which are marked to market, plus any return from
and adjustment to the carrying value of its unlisted investments. Net asset
value as at the end of the year amounted to £10,793,000 (31 December 2023:
£5,844,000).
The profit for the year and increase in NAV has been driven by the growth in
value of the SVV investments, principally as a result of the increase in the
value of the investment in Infinite Reality.
We continue to believe that absolute NAV does not fairly represent the
Company's financial potential, given the scope for significant valuation
uplift of the companies within the portfolio. This is clearly demonstrated by
the gains, both realised and unrealised, that have been achieved to date from
the investment portfolio. Furthermore, it is worth reiterating that
realisations that are achieved within the SVV portfolio generally result in
cash distributions to the Company and are not retained within the fund.
In July 2024, the Company placed 92,500,000 new ordinary shares at a price of
£0.01 raising gross proceeds of £925,000.
On 22 December 2022, the Company entered into a series of two‐year unsecured
loan notes representing £1.235 million, in aggregate, accruing interest at
7.5% per annum with a bullet repayment of principal and interest at the end of
the term. Warrants over 47,839,284 new ordinary shares were also issued to the
loan note investors which will vest if the average of the Company's volume
weighted average price over five consecutive trading days exceeds 5.163 pence
within the three‐year exercise period of the warrants. The warrant exercise
price was 4 pence. As part of the reprofiling of the loan notes in December
2024, some of the principal was repaid in cash and shares and the total
accrued interest to 30 November 2024 was also paid in shares. The warrants
issued were also repriced with the exercise price reduced to 1.6 pence per
share and the vesting hurdle was reduced to 2.5 pence. The exercise period of
the warrants was extended to 31 December 2026. These were the only unexercised
warrants that were in issue as at the end of the period. At the same time, the
Company placed 81,666,999 new ordinary shares at a price of £0.006 raising
gross proceeds of £490,000 which was received subsequent to the year‐end.
Post year end
When Landvault was sold to Infinite Reality in July 2024, SVV1 received new
shares in Infinite Reality. In January 2025, Infinite Reality announced that
it had raised US$3 billion in new equity and that the company was valued at
US$12 billion. It also announced that it was looking at ways to provide
liquidity for its shareholders.
In February 2025, 40,833,333 warrants were issued to the placees involved in
the placing in December 2024 - these could not be issued at the time as they
required shareholder approval, which was received in February 2025.
In April 2025, one of the Company's investments, Getvisibility, was sold,
generating gross proceeds of £2.6 million for the Company's direct holding
and its interest held through SVV1. The Company may also receive additional
funds in the event that a distribution is made by SV plc. Part of the proceeds
from this sale have then been used to pay the balance of the interest and
principal outstanding on the loan notes.
Post period end, a number of new investments have been made by the SVV funds.
These include:
Inephany a company focused on AI optimisation
Capably an intelligent automation platform
Momntum a company developing fully integrated AI customer relationship platform
Literal Labs a company developing a new class of AI models that are significantly faster,
more energy efficient, and more explainable than today's neural networks
Outlook
Our investment strategy is focused on AI based next generation technology
businesses and we believe that significant progress has been made by the
majority of our investments during the period and the outlook for the
respective sectors in which they operate remains encouraging. Furthermore, the
level of investment activity by SVV2 and SVV3 has increased in order to take
advantage of the exciting opportunities that are available in the
fast‐moving and developing AI sector.
Post period end, the disposal of one of our investments, Getvisibility not
only demonstrates the value that can be generated from our investment
portfolio but has also put the Company on a sound financial footing, being
debt free with a significant cash balance to deploy.
We expect that in the coming months we will see some additional realisations
or liquidity events from the investment portfolio which is expected to
generate further cash inflows for the Company.
In summary, we believe that our Company enables public market investors to
gain exposure to an excellent portfolio of companies at the forefront of the
AI revolution with the potential for significant growth and the ability to
deliver real returns for shareholders.
Nicholas Lee
Director
26 June 2025
Statement of Comprehensive Income
FOR THE YEAR ENDED 31 DECEMBER 2024
Year Ended 31 December Year ended 31 December
2024 2023
£000's £000's
CONTINUING ACTIVITIES
Income
Other Income 4 4
Total income 4 4
Gain / (loss) on investments held at fair value through profit or loss 3,533 (2,169)
Operating expenses (378) (500)
Operating profit / (loss) from continuing activities 3,159 (2,665)
Profit / (loss) before taxation from continuing activities 3,159 (2,665)
Taxation ‐ ‐
Profit / (loss) for the year from continuing activities 3,159 (2,665)
Other Comprehensive Income ‐ ‐
Total Comprehensive Income attributable to equity holders of the Company 3,159 (2,665)
Basic profit / (loss) per share
Equity holders
Basic 1.00p (1.44p)
Fully diluted 0.86p (1.44p)
The accounting policies and notes are an integral part of these financial
statements.
Statement of Changes in Equity
FOR THE YEAR END 31 DECEMBER 2024
Share Capital to be
issued Capital Redemption
Share Capital Share Premium Reserve Reserve Retained Earnings
Total
£000's £000's £000's £000's £000's £000's
Balance at 1 January 2023 457 8,778 ‐ 11,995 (13,408) 7,822
Loss and total comprehensive
loss for the year ‐ ‐ ‐ ‐ (2,665) (2,665)
Shares to be issued (net of costs) ‐ ‐ 687 ‐ ‐ 687
As at 31 December 2023 457 8,778 687 11,995 (16,073) 5,844
Profit and total comprehensive profit for the year
‐ ‐ ‐ ‐ 3,159 3,159
Shares issued (net of costs) 460 1,097 (687) ‐ ‐ 870
Shares to be issued (net of costs) ‐ ‐ 920 ‐ ‐ 920
As at 31 December 2024 917 9,875 920 11,995 (12,914) 10,793
Share Capital - amount subscribed for share capital at the nominal amount
Share Premium - amount subscribed for share capital above the nominal amount
Share Capital to be issued Reserve - amount subscribed, net of fees, for share
capital allotted subsequent to respective period ends on 9 January 2024 and 10
January 2025.
Capital Redemption Reserve - own shares purchased by the Company Retained
earnings - cumulative gains and losses recognised
The accounting policies and notes are an integral part of these financial
statements
Statement of Financial Position
AT 31 DECEMBER 2024
31 December 31 December
2024 2023
£000's £000's
Current assets
Investments 11,143 6,498
Trade and other receivables 467 692
Cash and cash equivalents 220 203
Total current assets 11,830 7,393
Total assets 11,830 7,393
Equity
Issued share capital 917 457
Share premium 9,875 8,778
Retained earnings (12,914) (16,073)
Share capital to be issued reserve 920 687
Capital redemption reserve 11,995 11,995
Total equity (Net assets) 10,793 5,844
Liabilities
Term Loan 401 ‐
Current liabilities
Trade and other payables 152 219
Term Loan 484 1,330
Total liabilities and current liabilities 1,037 1,549
Net current assets 11,194 5,844
Total equity and liabilities 11,830 7,393
These financial statements were approved and authorised for issue by the Board
of Directors on 26 June 2025 and were signed on its behalf by:
Nicholas Lee
Director
The accounting policies and notes are an integral part of these financial
statements.
Statement of Cash Flows
FOR THE YEAR ENDED 31 DECEMBER 2024
2024 2023
£000's £000's
Cash flows from operating activities
Profit/ (loss) for the year 3,159 (2,665)
Fair value movements in investments (3,533) 2,169
Finance income (4) (4)
Finance cost 133 96
Decrease / (Increase) in receivables 225 (319)
(Decrease) / Increase in payables and Term Loan interest payable (512) 22
Net cash generated / (used) in operating activities (532) (701)
Cash flows from investing activities
Payments to acquire investments (1,112) (538)
Net cash (used) in investing activities (1,112) (538)
Cash flows from financing activities
Net Finance cost (129) (92)
Net proceeds from share capital to be issued/issued in the year 1,790 687
Net cash from financing activities 1,661 595
Net increase / (decrease)in cash and cash equivalents during the year 17 (644)
Cash and cash equivalents at beginning of year 203 847
Cash and cash equivalents at end of year 220 203
The accounting policies and notes are integral to these financial statements.
Notes to the Financial Statements
1. EARNINGS PER SHARE
2024 2023
£000's £000's
Profit / Loss) attributable to the owners of the Company
Continuing operations 3,159 (2,665)
2024 2023
No. of shares No. of shares
Weighted average number of shares for calculating basic profit / (loss) per 317,686,595 185,458,012
share
Weighted average number of shares for calculating the fully diluted profit /
(loss) per share 365,525,879 185,458,012
2024 2023
Pence Pence
Basic and diluted (loss) per share
Continuing Operations
- Basic 0.994 (1.44)
- Diluted 0.86 (1.44)
This announcement contains inside information for the purposes of the UK
Market Abuse Regulation and the Directors of the Company are responsible for
the release of this announcement.
Enquiries:
Mindflair plc
Nicholas Lee, Director Tel: +44 (0) 20 3368 8961
Nominated Adviser Tel: +44 (0) 20 7213 0880
Cairn Financial Advisers LLP
Liam Murray/Ludovico Lazzaretti/James Western
Joint broker Tel: +44 (0) 20 7469 0935
Peterhouse Capital Limited Tel: +44 (0) 20 7469 0936
Duncan Vasey/Lucy Williams
Joint broker Tel: +44 (0) 20 7601 6100
Shard Capital Partners LLP
Damon Heath
Notes to Editors
About Mindflair
Mindflair plc (AIM: MFAI) is an investment company providing investors with
access to a portfolio of next generation technology businesses focused on AI
with significant growth potential. The Company is building an investment
portfolio of high-tech businesses focused on Artificial Intelligence, across
such areas as Internet of Things, Cyber Security, Machine Learning, Immersive
Technologies and Big Data, which the Board believes demonstrate evidence of
traction and the potential for exponential growth, due to increasing global
demand for development in these sectors. For further information, visit:
http://www.mindflair.tech/ (http://www.mindflair.tech/) .
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed to be, forward
looking statements. Forward looking statements are identified by their use of
terms and phrases such as ''believe'', ''could'', "should" ''envisage'',
''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect",
''will'' or the negative of those, variations or comparable expressions,
including references to assumptions. These forward looking statements are not
based on historical facts but rather on the Directors' current expectations
and assumptions regarding the Company's future growth, results of operations,
performance, future capital and other expenditures (including the amount,
nature and sources of funding thereof), competitive advantages, business
prospects and opportunities. Such forward looking statements reflect the
Directors' current beliefs and assumptions and are based on information
currently available to the Directors.
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