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Unaudited Interim Results six months 30 Sept 2021

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RNS Number : 1184W  Saietta Group PLC  20 December 2021

Monday 20 December 2021

 

Saietta Group Plc

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

 

Unaudited Interim Results for the six months ended 30 September 2021

 

Saietta Group Plc (AIM: SED), the UK company that has developed the
innovative, patent protected, AFT electric motor designed for high efficiency
electric vehicle drivetrains, today announces its first unaudited interim
results since its Admission to AIM, covering the six-month period ended 30
September 2021 (the "Period").

 

Wicher (Vic) Kist, Chief Executive of Saietta, said:

"Saietta has made considerable progress since our successful IPO in July and
we remain on track to ramp up our UK-based production capacity to the target
of 100,000 units per annum by 2024.  Having demonstrated that Saietta can
reduce electric drivetrain cost without diminishing performance, which is
essential if EVs are to become more accessible for mass market consumers, we
have continued to grow our range of AFT motors.  We can now address a wider
range of vehicle platforms from lightweight to commercial and have recently
launched our marine propulsion motors under the Propel brand.

 

Since the Period end, we have acquired e-Traction which takes us into the
heavy commercial vehicles market and doubled our headcount. We continue to
receive a large volume of sales enquiries from numerous OEMs and are confident
of entering into material contracts possibly before the end of the financial
year.

 

We are busier now than at any time in Saietta's history and the level of
interest from the industry since we launched the AFT140 late last year gives
us great confidence for a strong second half and in the longer-term
opportunities for the Company."

 

Financial Highlights

 

·     Sales revenue increased significantly to £795k (H1 2020: £56k)
as the Company began proactively marketing its launch motor topology in Q4
2020

·     Gross profit £437k (H1 2020: £37k) with a gross margin of 55% ¹

·    Loss before tax £5,231k (H1 2020: £954k loss) reflects the fact
that the Group is at the early commercialisation stage and  includes
significant share options and IPO-related costs

·      Adjusted EBITDA² a loss of £1,064k (H1 2020 a loss of £394k)

·      Net cash at the end of the period £31.4 million

 

Operational Highlights

·      Admission to AIM on 7 July 2021, raising gross proceeds of £37.5
million

·     On track to ramp up UK-based production capacity to target of
100,000 units per annum by 2024 having recently secured a   location for the
pilot production plant and durability test facility at Silverstone Park

·     Specialised production automation equipment is being built and
will be installed at the production facility ahead of a planned Summer 2022
opening

·     Interaction with several OEMs has accelerated with the completion of
the Padmini joint venture agreement and a number of  operating motorbike
models retro-fitted with Saietta motors, being shipped to India in the Perio

 *    Entered into an exclusive in-wheel traction motor supplier agreement with
Electric Assisted Vehicles Ltd ("EAV") for its proposed Lightweight Inner-City
Solution ("LINCS") vehicle

·   Ongoing R&D continues to enhance the growing range of AFT motors,
refining the technology for mass production, and expanding the overall
intellectual property ("IP") portfolio - in particular strengthening patent
applications into Asian markets

Post-period end

·    Acquisition for up to €2 million of e-Traction Europe B.V.
("e-Traction"), a designer, manufacturer, and supplier of complete electric
powertrain systems for heavy commercial vehicles

·    Commercial launch of marine propulsion division, Propel, with two
motors: the Propel S1 electric outboard and Propel D1 electric inboard

o  Immediate positive response from both OEM's and distributors, with initial
focus on the Netherlands market followed by Benelux and Germany

o  Indicative orders from distributors of £0.9 million received since
mid-November product launch

·     Appointed Seshu Bhagavathula as an Independent Non-Executive
Director.  Seshu has over 30 years' experience in the automotive industry and
is currently a Non-Executive Director of Swedish electric truck manufacturer,
Volta Trucks AB.  Earlier in his career, Seshu spent 18 years across a number
of roles at Daimler AG, including over 4 years in India where he founded
DaimlerChrysler's R&D centre in Bangalore. From 2016, Seshu spent nearly
five years at Ashok Leyland, the Indian bus and truck manufacturer, as Chief
Technology Officer and then President - New Technologies

Outlook

·    Saietta remains dedicated to securing a number of long-term, high
volume OEM relationships globally and continues to receive a large volume of
sales enquiries from numerous OEMs with regards to potentially material
contracts

·    With momentum from contracts secured to date and the successful
launch of Propel's marine motors directly into distribution and retail,
management is confident of achieving its targets for the year ended 31 March
2022

·    Acquisition of E-Traction is expected to accelerate the performance
of the enlarged Saietta Group beyond initial expectations  in future years

 

For any further enquiries, please contact:

 Saietta Group                                  via FTI

 Wicher (Vic) Kist, Chief Executive

 Steven Harrison, Finance Director
 Canaccord Genuity (Nomad and Broker)           0207 523 8000

 Henry Fitzgerald-O'Connor / Patrick Dolaghan
 FTI Consulting (Financial PR advisor)          Tel: +44 (0) 20 3727 1000

 Ben Brewerton / Dhruv Soni                     saietta@fticonsulting.com

 

(1)Gross profit margin has decreased due to change in the company's sales mix.
In the 6 months ended 30 September 2020, the Company was involved in a greater
proportion of ad hoc consultancy work which generally generated greater gross
profit margin but lower sales volumes than the revenue streams it operated in
the period ended 30 September 2021( )

( )

(2)Adjusted EBITDA above is calculated as the Group's earnings before
interest, tax, depreciation, amortisation, impairment and exceptional items
including share-based payment charges & costs related to Saietta Group
Plc's admission to the AIM

 

About Saietta:

Saietta Group plc is an engineering business specialising in the design,
development and supply of complete powertrains for electric vehicles (EVs)
from scooters to buses and marine applications.

Saietta has engineered breakthrough electric motor technology including
proprietary AFT (Axial Flux Technology) and RFT (Radial Flux Technology) which
is mated to controllers and transmissions. The design is unique and modular,
enabling the delivery of high and low voltage e-motor solutions.

Saietta's difference lies in in two areas. Firstly, its ability to conceive
powertrain solutions tailored to deliver competitive advantage; and secondly,
it provides turnkey engineering services to OEMs to take them to start of
production faster.

Services include market research and product definition, CAE and simulation,
motor-controller electrical and mechanical integration, prototype build and
rigorous testing on rigs and 20 miles of private roads. Saietta can go further
still, defining the high-volume production processes for clients to
manufacture in their local markets.

 

Chief Executive's Review

 

The rapid progress since we revealed our range of AFT motors late last year
has been maintained with commercial, product and R&D developments
continuing on all fronts.

 

The Admission to AIM in July, raising gross proceeds of £37.5 million, was a
major step in the Company's continuing development and supports the
acceleration of our commercial progression to mass production of the
proprietary AFT electric motor for a range of global market applications.

As anticipated the financial resources secured through the IPO have enabled
Saietta to accelerate its interaction with a number of OEMs including the
completion of a number of operating motorbike models retro-fitted with Saietta
motors which now are being shipped to India. Saietta remains dedicated to
securing a number of long-term, high volume OEM relationships globally.

We have demonstrated that Saietta can reduce axial flux electric drivetrain
cost without diminishing performance, which is essential if EVs are to become
more accessible for mass market consumers across a wider range of vehicle
platforms from lightweight to commercial.

 

Whilst initial capital expenditure was delayed following the adjustment to
post COVID lock down operations and several supply constraints, recent
developments in particular with regards to securing locations for the pilot
production plant and durability test facility at Silverstone Park in a unit
completed prior to fit out, mean that Saietta remains well on track to ramp up
its UK-based production capacity to its target of 100,000 units per annum
capacity by 2024.  Approximately £2.0m of expenditure commitments had been
placed and headcount increased by more than ninety per cent by 30 September
2021.

 

The growing collaboration with EAV on the development of their LINCS platform
will help showcase how effective Saietta in-wheel motors can be for
lightweight commercial vehicles and we believe this could become a significant
revenue opportunity in its own right. EAV has already commenced sales of its
existing range of e-cargo bikes to a variety of customers including, but not
limited to, DPD, Asda and Ocado, as well as having sold a number with the
platform concept to a major global automotive OEM for evaluation, development
and testing.

 

Saietta has made considerable progress since the IPO in its core focus
lightweight mobility market; identifying and commencing the planned expansion
of its UK production and testing capabilities at a site at Silverstone
Park.  Specialised production automation equipment is being built and will
be installed at the facility ahead of a planned Summer 2022 opening.  The
facility will also house several new multi-faceted test cells.  Silverstone
Park is approximately 20 miles from our headquarters at Upper Heyford and
compares very favourable to constructing new production and testing facilities
at Upper Heyford. The Company is also in initial discussions about securing
additional production capacity at facilities in the North of England.

 

Since the Period end, a further £3.8m of capital expenditure has been
committed on production automation equipment and, through the e-Traction
acquisition, headcount has again doubled.

 

The acquisition of e-Traction will allow Saietta to accelerate its business
plan by several years adding not just commercial and technical capability but
also extending our IP portfolio and acquiring an operational power electronics
production facility. Specifically, the addition of an operational inverter
production line, at a fraction of the cost to develop such organically,
considerably accelerates a number of Saietta's business goals.

 

We are delighted to welcome the e-Traction team to the Saietta group in order
to both accelerate the current roll out of Saietta AFT technology into high
voltage products and also to access the wider and lucrative commercial and HGV
markets.

 

Saietta's marine division, Propel, achieved its target of commencing in-water
testing of its first prototype e-outboard motors by Summer 2021 and has
developed an inboard variant suitable for both retrofit and new build
applications which has also successfully commenced testing.  As planned, we
launched these products at the Marine Equipment Trade Show ("METS") in
Amsterdam in November 2021, and were pleased to see an immediate response from
both OEMs and distributors, with the latter already providing indicative
orders of £0.9m for production units in the current financial year.

 

The Company is currently focused on three distinct areas:

 

Firstly, the protection of Saietta's AFT technology intellectual property
which underpins the Company's ability to provide motors with high torque at
low voltage at a highly economic cost.  We continue to invest in patent
protection across multiple jurisdictions and actively monitor for
infringements while carefully selecting our trading partners;

 

Secondly, the scale up from R&D operations to large scale production which
requires equipment, skills, processes and coordination.  The Company has made
a number of hires with extensive knowledge and experience of such a scale up
specifically to steer the expansion in the most efficient and effective
manner, whilst automation is being supported by leading experts in that field;
and

 

Thirdly, building strong supplier relationships across the supply network to
mitigate the macro-economic effects that are impacting manufacturers across
the Globe, alongside careful inventory planning in order to support the pace
of growth.  Through choice of materials and the recent E-Traction
acquisition, the Company has limited the impact of any single supplier failure
and increased its purchasing leverage.

 

Outlook

 

Having completed the IPO, Saietta is well positioned to drive forward
commercial opportunities.  Having already secured some revenue in H1, more
substantial results are expected in H2, particularly following the November
launch of Propel.  The Company continues to receive a large volume of sales
enquiries from numerous OEMs and management is confident of entering into
material contracts, possibly before the end of the financial year.
 Management remains confident of achieving its targets for the full year.

 

 

Financial Review

(NB: comparative figures are shown for the comparable period in the previous
financial year unless otherwise stated)

Revenue and expenditure both reflect a business transitioning from an R&D
centre of excellence into a full-service engineering design company,
supporting OEMs on a journey from drivetrain design through to pilot
production, test and commercial production, ultimately under licence.

Revenues exceeded prior year by 1,400% demonstrating how quickly commercial
traction came after the IPO and indicating the step changes from contract
wins.  With a broadened AFT motor range and the access to additional markets
achieved through EAV and E-Traction, the rapid revenue growth is set to
continue.

Operational and administrative expenditure exceeded prior year by £3.0m
(511%) of which £1.2m was related to the IPO process.  The remaining
increase in operating costs reflects the rapid scale up which followed the IPO
itself, with the creation of a joint venture in India, collaboration with EAV
and expansion of headcount in key areas of production, testing, engineering
design and commercial delivery as contributory factors.

Excluding the impact of share option charges and IPO costs, the adjusted
EBITDA was a loss of £1,064k, 170% higher than prior year.

Interim condensed consolidated statement of comprehensive income and total
comprehensive income

 

 

                                                                                      Unaudited                       Unaudited

                                                                                      6 months to 30 September 2021   6 months to 30 September 2020

                                                                              Notes   £                               £

 Revenue                                                                      3       795,142                         56,303
 Cost of sales                                                                        (358,228)                       (19,741)

 Gross profit                                                                         436,914                         36,562

 Other income                                                                         -                               2,097
 Charge for share options granted                                             7       (2,636,001)                     (420,865)
 Government grant income                                                              244,009                         -
 Administrative expenses                                                              (3,191,813)                     (561,149)

 Operating loss                                                                       (5,146,891)                     (943,355)

 Finance income                                                                       316                             -
 Finance expense                                                                      (84,598)                        (10,321)

 Loss before taxation                                                                 (5,231,173)                     (953,676)

 Taxation                                                                             152,614                         50,991

 Loss for the period                                                                  (5,078,559)                     (902,685)
 Other comprehensive income, net of income tax, to be reclassified to profit
 and loss in subsequent periods

 Exchange differences on translation of foreign operations

                                                                                      (192)                           -
 Total comprehensive loss for the period                                              (5,078,751)                     (902,685)

 Basic loss per share                                                         4       (7.83)                          (2.01)

 

 

 

Interim condensed consolidated statements of financial position

 

                                               Unaudited              Unaudited

                                               at 30 September 2021   at 31 March 2021

                                       Notes   £                      £
 Non-current assets
 Intangible assets                     5       4,132,998              3,364,156
 Property, plant and equipment                 988,279                198,479
 Right-of-use assets                           379,936                433,883

 Total non-current assets                      5,501,213              3,996,518

 Current assets
 Inventories                                   637,143                116,958
 Trade and other receivables                   1,671,965              659,023
 Cash and cash equivalents                     31,434,647             2,862,470

 Total current assets                          33,743,755             3,638,451

 Total assets                                  39,244,968             7,634,969

 Current liabilities
 Trade and other payables                      2,100,727              761,399
 Borrowings                                    -                      176,111
 Lease liabilities                             108,721                114,555

 Total current liabilities                     2,209,448              1,052,065
 Non-current liabilities
 Borrowings                                    -                      2,340,000
 Lease liabilities                             286,119                330,426

 Total non-current liabilities                 286,119                2,670,426

 Total liabilities                             2,495,567              3,722,491

 Equity

 Share capital                         6       93,550                 51,921
 Share premium                         6       34,671,207             -
 Share options reserve                 7       10,449,175             7,318,820
 Foreign currency translation reserve          (544)                  (352)
 Accumulated losses                            (8,463,987)            (3,457,911)

 Total equity                                  36,749,401             3,912,478

 Total equity and liabilities                  39,244,968             7,634,969

Interim condensed consolidated statements of changes in equity

 

                                                            Notes      Share capital  Share premium  Share options reserve  Translation reserve  Accumulated losses  Total
                                                                       £              £              £                      £                    £                   £

 Balance at 1 April 2020                                               4,358          10,641,597     1,599,358              -                    (8,493,716)         3,751,597
 Comprehensive income for the period
 Loss for the period                                                   -              -              -                      -                    (902,685)           (902,685)
 Total Comprehensive expense                                           -              -              -                      -                    (902,685)           (902,685)

 Contributions by owners
 Issue of shares                                            6          217            274,572        -                      -                    -                   274,789
 Share-based payments                                       6, 7       -              -              420,865                -                    -                   420,865

 Balance at 30 September 2020 (unaudited)                              4,575          10,916,169     2,020,223              -                    (9,396,401)         3,544,566

 Balance at 1 April 2021                                               51,921         -              7,318,820              (352)                (3,457,911)         3,912,478
 Comprehensive income for the period
 Loss for the period                                                   -              -              -                      -                    (5,078,559)         (5,078,559)
 Exchange differences on translation of foreign operations             -              -              -                      (192)                -                   (192)
 Total comprehensive expense                                           -              -              -                      (192)                (5,078,559)         (5,078,751)
 Contributions by owners
 Issue of shares                                            6          32,245         35,145,382     -                      -                    -                   35,177,627
 Share issue costs offset against share premium             6          -              (2,868,972)    -                      -                    -                   (2,868,972)
 Share-based payments                                       7          -              -              3,130,355              -                    -                   3,130,355
 Shares issued on exercise of employee share options        6, 7       6,084          58,097         -                      -                    -                   64,181
 Settlement of the convertible loan notes                                                                                                        72,483              72,483
 Shares issued on conversion of convertible loan notes      6          3,300          2,336,700      -                      -                    -                   2,340,000

 Balance at 30 September 2021 (unaudited)                              93,550         34,671,207     10,449,175             (544)                (8,463,987)         36,749,401

 

Interim condensed consolidated statements of cash flows

 

                                                                              Unaudited                       Unaudited

                                                                              6 months to 30 September 2021   6 months to 30 September 2020

                                                                      Notes   £                               £
 Operating activities
 Losses after taxation                                                        (5,078,559)                     (902,685)
 Adjustments for non-cash items
 Taxation                                                                     (152,614)                       -
 Interest income                                                              (316)                           -
 Interest expense                                                             84,598                          10,321
 Share-based payments                                                 7       2,636,001                       420,865
 Amortisation of intangible assets                                            18,874                          9,449
 Depreciation of property, plant and equipment                                44,872                          19,227
 Depreciation of right-of-use assets                                          53,947                          49,481
 Currency translation differences                                             192
 Profit on disposal of property, plant and equipment                          -                               (650)
 Cash used in operating activities before changes in working capital

                                                                              (2,393,005)                     (393,992)

 Change in working capital
 Decrease/ (increase) in inventories                                          (520,185)                       6,720
 Decrease/ (increase) in receivables                                          (860,328)                       316,331
 Increase/ (decrease)  in non-interest bearing liabilities                    1,276,465                       141,917

 Net cash flow used in operating activities                                   (2,497,053)                     70,976

 Investing activities
 Purchases of intangible assets                                       5       (355,093)                       (2,277)
 Capitalised internally generated development costs                           (269,155)                       (240,125)
 Purchase of property, plant and equipment                                    (802,871)                       (13,985)
 Interest received                                                            316                             -
 Net cash used in investing activities                                        (1,426,803)                     (256,387)

 Financing activities
 Repayment of borrowings                                                      (176,111)                       (40,834)
 Share issue costs                                                            (2,507,409)                     -
 Repayment of lease liabilities                                               (50,141)                        (47,274)
 Proceeds on issue of shares                                          7       35,241,809                      274,789
 Interest paid on lease liabilities                                           (9,037)                         (9,267)
 Interest paid                                                                (3,078)                         (1,054)
 Net cash flow from financing activities                                      32,496,033                      176,360

 Net change in cash and cash equivalents                                      28,572,177                      (9,051)

 Cash and cash equivalents, beginning of period                               2,862,470                       327,498
 Cash and cash equivalents

                                                                              31,434,647                      318,447

 

 

1.          General information

 

Saietta Group plc is a public limited company, registered in England and
Wales.  The address of its registered office
is building 210, Heyford Park, Camp Road, Upper Heyford, Oxfordshire,
OX25 5HE.

 

The principal activity of the company is the provision of electric drive
solutions including the manufacture of prototype and production electric
motors for vehicles.

 

2.          Basis of preparation and significant accounting policies

 

The interim condensed consolidated financial statements for the six-month
period ended 30 September 2021 do not include all the information and
disclosures required in the annual consolidated financial statements, and
should be read in conjunction with the Group´s annual consolidated financial
statements as at 31 March 2021. The Group has applied the same accounting
policies and methods of computation in its interim condensed consolidated
financial statements as in its annual consolidated financial statements as at
31 March 2021. The interim condensed consolidated financial statements are not
the statutory accounts of the Group.

 

The financial information for the year ended 31 March 2021 has been extracted
from the prospectus.

 

The directors are responsible for the preparation of the financial statements
and to give a true and fair view. The interim condensed consolidated financial
statements are prepared on a going concern basis.

 

The interim condensed consolidated financial statements are presented in pound
sterling and all values are rounded to the pound sterling, except when
otherwise indicated.

 

3.         Revenue Analysis

Revenue by category and by geography is as follows:

 

Revenue by category

                              Unaudited                       Unaudited

                              6 months to 30 September 2021   6 months to 30 September 2020

                              £                               £
 Engineering Design Services  536,717                         19,932
 Motor sales                  258,425                         36,371
 Total                        795,142                         56,303

Revenue for motor sales are recognized at a point in time, whereas the
engineering design services are recognized over time.

 

Revenue by geography

                Unaudited                       Unaudited

                6 months to 30 September 2021   6 months to 30 September 2020

                £                               £
 UK             570,465                         50,688
 Rest of World  224,677                         5,615
 Total          795,142                         56,303

 

 

Non-current assets by geography

                 Unaudited                       Unaudited

                 6 months to 30 September 2021   Year ended 31 March 2021

                 £                               £
 UK              5,335,201                       3,993,009
 European Union  166,012                         3,509
 Total           5,501,213                       3,996,518

 

 

4.          Loss per share

The calculation of the basic loss per share is based upon the net loss after
tax attributable to ordinary shareholders and weighted average number of
shares in issue for the year.

 

                                                Unaudited                       Unaudited

                                                6 months to 30 September 2021   6 months to 30 September 2020

 Basic Loss per share (£)                       (7.83)                          (2.01)
 Loss attributable to equity shareholders (£)   (5,078,751)                     (902,685)
 Weighted average number of shares in issue     64,875,469                      44,866,696

 

The basic loss per share set out above is based on the average number of
shares in place across the year.

 

The Company was loss making for all periods presented, therefore the dilutive
effect of share options has not been taken into account in the calculation of
diluted earnings per share, since this would decrease the loss per share for
each reporting period.

 

 

 

5.          Intangible fixed assets

                                       Patents and licences       Development costs

                                                                                         Software   Total
                                       £                          £                      £          £
 COST (unaudited)

 At 1 April 2021                       79,168                     3,253,554              110,231    3,442,953
 Additions                             248,104                    432,623                106,989    787,716

 At 30 September 2021 (unaudited)      327,272                    3,686,177              217,220    4,230,669
 ACCUMULATED AMORTISATION (unaudited)

 At 1 April 2021                       24,168                     -                      54,629     78,797
 Amortisation for period               10,079                     -                      8,795      18,874
 At 30 September 2021                  34,247                     -                      63,424     97,671
 NET BOOK VALUE (unaudited)

 Net book value at 30 September 2021   293,025                    3,686,177              153,796    4,132,998

 Net book value at 31 March 2021       55,000                     3,253,554              55,602     3,364,156

 

 

6.      Share capital and share premium

 

                                                                                  Unaudited                       Unaudited

 Allotted, issued and fully paid:                                       Nominal   6 months to 30 September 2021   Year ended 30 March 2021

 Number:                            Class:                              value     £                               £
 85,045,703                     ORDINARY SHARES                         £0.001    93,550
 519,205,742                   ORDINARY SHARES                          £0.0001                                   51,921

 

                                                        Number of shares  Share capital  Share premium  Total
                                                                          £              £              £
 Balance at 1 April 2020 (unaudited)                    43,579,955        4,358          10,641,597     10,645,955
 Issue of shares                                        2,178,167         217            274,572        274,789
 Balance at 30 September 2020 (unaudited)               45,758,122        4,575          10,916,169     10,920,744
 Issue of shares                                        473,447,620       47,346         1,387,226      1,434,572
 Cancellation of share premium                          -                 -              (12,303,395)   (12,303,395)
 Balance at 31 March 2021 (unaudited)                   519,205,742       51,921         -              51,921
 Consolidation of shares                                (472,005,220)     -              -              -
 Issue of shares                                        29,314,690        32,245         35,145,382     35,177,627
 AIM listing costs offset against share premium         -                 -              (2,868,972)    (2,868,972)
 Shares issued on exercise of employee share options    5,530,491         6,084          58,097         64,181
 Shares issued on conversion of convertible loan notes  3,000,000         3,300          2,336,700      2,340,000

 Balance at 30 September 2021 (unaudited)               85,045,703        93,550         34,671,207     34,764,757

 

In March 2021 the Group issued 2,340 convertible loan notes to Amati Global
Investors Limited with a nominal value of £2,340,000. The loan notes had a
term until 2026 and a coupon rate of 8%.  Upon admission to the AIM market on
7(th) July 2021, the convertible loan notes issued by the Company were
automatically converted into 3,000,0000 new Ordinary shares (the "Conversion
Shares") of £0.0011 each at a conversion price of £0.78 per share, pursuant
to the terms of the convertible loan notes. The nominal value of the
Conversion Shares was credited to share capital, with the proceeds raised in
excess of this being credited to share premium. The shares will rank pari
passu with the existing Ordinary shares which were admitted to trading on AIM.

On 18(th) June 2021, the Group passed a resolution to consolidate its Ordinary
share capital. Prior to the consolidation, there were 519,205,742 Ordinary
shares with a nominal value of £0.0001 per share. In exchange for these
share, existing shareholders were issued 47,200,522 Ordinary shares with a
nominal value of £0.0011.

On 7(th) July 2021, the Group raised gross proceeds of £35,177,628 through
the placing of 29,314,690 new Ordinary shares (the "Placing Shares") with new
and existing investors at a price of £1.20 per Placing Share. An amount equal
to the nominal value of the Placing Shares was credited to share capital, with
the proceeds raised in excess of this nominal value being credited to share
premium. The Placing Shares rank pari passu with the Company's existing
ordinary shares.

On 7(th) July 2021, upon admission to the AIM market, 9,919,457 share options
automatically vested pursuant to the terms of their issue. Of these shares, a
total of 5,530,491 shares ("New Ordinary Shares") were exercised immediately
by the option holders. Of these, 4,437,821 options were exercised by the
option holders at a strike price of £0.012 resulting in the issue of
4,437,821 new Ordinary shares with a nominal value of £0.011p. As a result,
£4,882 was credited to share capital and the amount received in excess of the
nominal value, £48,372, was credited to share premium.

The remaining 1,092,670 options were exercised by the option holders at a
strike price of £0.01 resulting in the issue of 1,092,670 new Ordinary shares
with a nominal value of £0.011p. As a result, £1,202 was credited to share
capital and the amount received in excess of the nominal value, £9,725, was
credited to share premium.

The New Ordinary Shares rank pari passu with the Company's existing ordinary
shares.

 

7.          Share-based payments

Common share options

Options have been granted to shareholders, directors and employees to purchase
common shares.  These options generally vest over a period of up to four
years from grant date and are exercisable in the event of a listing.

 

Details of the common option plans are as follows:

 For the six months ended 30 September 2021

                                               Number       Weighted average exercise price
                                               #            £
 Outstanding at 1 April 2020 (unaudited)       1,592,670    0.010
 Granted                                       665,000
 Forfeited                                     -
 Vested

 Outstanding at 30 September 2020 (unaudited)  2,257,670    0.010
 Granted                                       8,568,402    0.012

 Outstanding at 31 March 2021 (unaudited)      10,826,072   0.012
 Granted                                       8,577,394    0.012
 Lapsed                                        (586,370)
 Vested                                        (9,919,457)  0.012
 Outstanding at 30 September 2021 (unaudited)  8,897,639    0.012

 

 

 

 

 

The fair value of each option granted was estimated on the grant date using
the Black-Scholes and where appropriate Monte Carlo simulation option-pricing
model with the following average assumptions:

 

 

 

                                For the six months ended 30 September 2020  For the year ended 31 March 2021  For the six months ended 30 September 2021

 Exercise price at grant date   £0.012                                      £0.012                            £0.012
 Expected life (in years)       2.36                                        1                                 2
 Risk-free interest rate        0.55%                                       0.55%                             0.58%
 Expected volatility            86.03%                                      86.03%                            87.05%
 Weighted average share price   92.56 pence                                 92.56 pence                       92.48 pence

 

The expected volatility is based on the historic volatility (based on the
share price) of a comparator company with publicly available share prices.

 

The risk-free interest rate is based on the average return on 2 year UK Gilts.

 

 

                                        Unaudited                                    Unaudited                                    Unaudited

                                        For the six months ended 30 September 2021   For the six months ended 30 September 2020   Year ended 31 March 2021

                                        £                                            £                                            £
 Cost of options vesting in the period  3,130,355                                    420,865                                      5,719,462

 

 

 

 

8.          Subsequent events

 

On 11 November 2021, Saietta Traction Holdings BV, a company incorporated in
the Netherlands and in which Saietta Group Plc has a controlling shareholding,
acquired 100% of the Ordinary share capital of e-Traction Europe BV, a company
incorporated in the Netherlands, for consideration of up to €2,000,000.

 

Shortly after the 30 September 2021, the company entered into a contract to
purchase property, plant and equipment for £3.8 million.

 

On 8 December 2021, Saietta Group Plc entered into a Joint Venture Agreement
("JVA") with Padmini VNA Mechatronics Limited, a company incorporated in
India. The parties propose to establish a joint venture company in India to
undertake the business of development, marketing, manufacture, production and
distribution/sale of motors.

 

 

 

-ENDS-

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