REG - Solvonis Therapeutic - Entry into an Arrangement Agreement with Awakn
24/02/2025 07:00
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RNS Number : 1757Y Solvonis Therapeutics PLC 24 February 2025
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
EU REGULATION 596/2014 AS IT FORMS PART OF DOMESTIC LAW IN THE UNITED KINGDOM
BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018. UPON THE PUBLICATION OF
THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE
INFORMATION WILL BE CONSIDERED TO BE IN THE PUBLIC DOMAIN.
24 February 2025
Solvonis Therapeutics plc
("Solvonis" or the "Company")
Entry into an Arrangement Agreement with Awakn Life Sciences Corp.
Unaudited results for nine months ended 30 September 2024
Solvonis Therapeutics plc (LSE: SVNS), ("Solvonis" or the "Company") an
innovative biotechnology company co-developing therapeutics for mental health
disorders, is pleased to announce that, further to its announcement on 16
December 2024 regarding its proposed acquisition of Awakn Life Sciences Corp.
("Awakn"), the Company has entered into an arrangement agreement (the
"Arrangement Agreement") with Awakn setting out the basis on which the parties
will cooperate to execute a transaction whereby Solvonis will acquire all
issued and outstanding common shares in the capital of Awakn (the "Common
Shares"), all outstanding restricted share units in the capital of Awakn (the
"RSUs") and all outstanding deferred share units in the capital of Awakn (the
"DSUs") by way of a Court approved plan of arrangement under the British
Columbia Business Corporations Act (together the "Arrangement" or the
"Proposed Acquisition").
In addition, Solvonis is today announcing its unaudited results for the 9
months ended 30 September 2024. These unaudited results are required to be
included in the circular being sent by Awakn to its shareholders in the coming
days.
Solvonis intends to issue approximately 2,074,378,592 new ordinary shares of
£0.001 each ("Ordinary Shares") as consideration for the Proposed Acquisition
(the "Consideration Shares"). The Proposed Acquisition values Awakn at
approximately £4.98 million (CAN$8.89 million) based upon the closing price
of the Ordinary Shares on 13 December 2024, being 0.24 pence per Ordinary
Share (the "Issue Price"). Solvonis will issue to Awakn shareholders 46.67
Consideration Shares for every one Common Share held by or due to them (the
"Exchange Ratio"). Based on the same Exchange Ratio, the holders of DSUs and
RSUs will receive 46.67 Consideration Shares for each one DSU and for each one
RSU held by them.
It is proposed that all issued and outstanding common share purchase warrants
in Awakn (the "Warrants") shall be exchanged for approximately 703,465,432 new
warrants over new Ordinary Shares in Solvonis based upon the Exchange Ratio.
Finally it is also intended that Awakn will seek the consent from holders of
stock options to cancel all existing stock options issued by Awakn.
Further details on the Arrangement
The Arrangement will, inter alia, require the approval of the Supreme Court of
British Columbia and the approval of the Awakn security holders at an annual
general and special meeting of Awakn security holders to consider the
Arrangement (the "Awakn Meeting"), in particular: (i) 66 2/3 per cent. of the
votes cast on the security holder resolution to approve the Arrangement at the
Awakn Meeting; and (ii) any other shareholder approvals required by the
Canadian Securities Exchange. The Proposed Acquisition is conditional on the
satisfaction (or waiver) of a number of conditions including:
· the receipt, by Solvonis, of all necessary regulatory consents and
approvals required for the Proposed Acquisition;
· the approval of the Plan of Arrangement by the Supreme Court of
British Columbia;
· the approval of Awakn's shareholders (as detailed above);
· the receipt of any necessary approvals of the Canadian Securities
Exchange;
· the consent of holders of stock options in Awakn to the cancellation
of such stock options;
· obtaining the necessary regulatory approvals of the Financial Conduct
Authority (the "FCA") in relation to a prospectus (the "Prospectus") which
Solvonis is required to publish pursuant to the Prospectus Regulation rules in
order for Solvonis to issue the Consideration Shares;
· the approval of the Company's shareholders, at a general meeting of
the Company (to be convened), of resolutions to provide authority to the
Directors to issue and allot the Consideration Shares, otherwise than on a
pre-emptive basis;
· the procurement of equity fundraising by the Company to raise
sufficient working capital for the requirements of the enlarged group for a
period of at least 12 months;
· the admission of Consideration Shares to trading on the Main Market
of the London Stock Exchange and to listing on the equity shares (transition)
category of the FCA's Official List (together "Admission").
As such, there is no certainty that the Proposed Acquisition will proceed nor
any certainty regarding the final terms or the final timings on which it will
proceed.
The date of the Awakn Meeting remains to be confirmed. Awakn will publish an
information circular for its security holders providing relevant information
on the Proposed Acquisition ahead of the Awakn Meeting. Prior to publication
of the information circular Awakn shall procure voting support undertakings
from certain holders of Common Shares. Further details of the Awakn Meeting,
and the voting support agreements, will be announced by Awakn at the time of
posting of the information circular to its shareholders.
The Arrangement Agreement includes mutual covenants typical for transactions
of this nature, including non- solicitation covenants and the completion of a
concurrent financing by Solvonis. The Arrangement Agreement provides for a
CAN$1,000,000 termination fee payable by either Awakn or Solvonis in certain
circumstances.
Solvonis and Awakn expect that the Proposed Acquisition will be completed in
Q2 2025.
Directors' interests in the Proposed Acquisition
The Company's CEO, Anthony Tennyson, also serves as CEO of Awakn and has a
shareholding in Awakn of 4.85 per cent. Anthony Tennyson does not have an
interest in the share capital of Solvonis. The corporate board of Awakn
comprises five directors, of which there are 4 independent non-executive
directors. It is noted that Anthony Tennyson is, nevertheless, a member of
the key management personnel of Awakn and as a consequence could be deemed to
have a significant influence over Awakn. Accordingly, Awakn could be
considered a related party of the Company given that Anthony Tennyson is a
member of the key management personnel of Awakn.
As Anthony Tennyson is the Company's CEO he is deemed to be a related party of
the Company. Anthony Tennyson will, should the Proposed Acquisition
complete, receive approximately 108,400,689 Consideration Shares based upon
his current holdings in Awakn (being valued at approximately, £260,161 based
on the Issue Price).
In addition, Dennis Purcell, the non-executive chairman of Solvonis, is a
holder of 30,000 Common Shares and 30,000 outstanding warrants over common
shares of Awakn (the "Purcell Warrants"), each with an exercise price of
CAN$0.68 per common share. On closing of the Acquisition, Dennis Purcell will
be issued with 1,400,100 Consideration Shares and the Purcell Warrants will be
exchanged for approximately 1,400,100 new warrants over new Ordinary Shares in
Solvonis, each with an exercise price of 0.814 pence. Notwithstanding his
holding of Common Shares and the Purcell Warrants, Dennis Purcell is not
considered to be a related party of Awakn, his economic interest being de
minimis and the Purcell Warrants giving him no voting rights as a shareholder
of Awakn. Dennis Purcell is accordingly considered to be an independent
director of the Company, for the purposes of the Proposed Acquisition.
On the basis of Anthony Tennyson's position as CEO of Awakn, and his interest
in Awakn Common Shares, the Proposed Acquisition could therefore constitute a
material related party transaction for the purpose of Rule 7.3 of the FCA's
Disclosure Guidance and Transparency Rules. This material related party
transaction has been approved by the directors independent of the Proposed
Acquisition, being Dennis Purcell (Chairman) and Nicholas Nelson
(Non-Executive Director). Anthony Tennyson recused himself from the Company
board's consideration of the Arrangement Agreement and did not vote on the
relevant board resolution.
In reaching their decision, the independent Directors considered that the
terms of the Proposed Acquisition were fair and reasonable from the
perspective of the Company and of its shareholders (not accounting for any
person who is a related party). In particular, the independent Directors
considered the following:
· Awakn's advanced clinical pipeline with medium-term revenue potential
through Awakn's lead programme, AWK-001;
· complementary expertise and synergies because of both companies'
therapeutic focus on addiction and mental health; and
· the enlarged group's strengthened position in the UK biotechnology
ecosystem due to a significant proportion of Awakn's research being conducted
in the UK.
UNAUDITED RESULTS FOR NINE MONTHS ENDED 30 SEPTEMBER 2024
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE NINE MONTH PERIOD ENDING 30 SEPTEMBER 2024
Note Unaudited Unaudited
Nine months to Nine months to
30 Sep 2024 30 Sep 2023
£'000 £'000
Continuing operations
Revenue 5 - 380
Cost of sales - (294)
Gross profit - 86
Operational costs 6 (31) (150)
Administrative expenses 6 (1,142) (1,229)
Gain on deconsolidation 14 139 -
Operating loss (1,034) (1,293)
Depreciation - (132)
Finance costs (64) (3)
Loss before taxation (1,098) (1,428)
Income tax - -
Loss for the period from continuing operations (1,098) (1,428)
Loss from discontinuing operations 14 (157) -
Total loss for the period attributable to equity holders of the parent (1,255) (1,428)
Other comprehensive income
Foreign currency translation 76 1
Derecognition of foreign exchange reserve 14 (123) -
Other comprehensive income (net of tax) for the year (47) 1
Total comprehensive loss for the period attributable to equity holders of the (1,302) (1,427)
parent
Loss per share (p) 7 (0.14) (1.37)
The notes form an integral part of the Condensed Consolidated Interim
Financial Statements.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
FOR THE NINE MONTH PERIOD ENDING 30 SEPTEMBER 2024
Note Unaudited Audited
Nine months to as at
30 Sep 2024 31 Dec 2023
£'000 £'000
Non-current assets
Property, plant and equipment 8
Intangible assets 9 2,068 2,068
Other non-current assets - 13
Right of use assets - 39
Total non-current assets 2,068 2,120
Current assets
Cash and cash equivalents 940 155
Trade and other receivables 402 108
Inventory - 51
Total current assets 1,342 314
TOTAL ASSETS 3,410 2,434
Non-current liabilities
Lease liability - 22
Total non-current liabilities - 22
Current liabilities
Trade and other payables 138 249
Deferred Income - 93
Lease liability - 12
Provisions - 32
Total current liabilities 138 386
Total liabilities 138 408
NET ASSETS 3,272 2,026
Equity
Issued share capital 12 2,233 41
Share premium 12 7,362 7,001
Share capital to issue - 175
Share based payments reserve 1,652 1,227
Capital reduction reserve 2,500 2,500
Foreign exchange reserve - 47
Accumulated losses (10,475) (8,965)
TOTAL EQUITY 3,272 2,026
CONSOLIDATED STATEMENT OF CASHFLOWS
FOR THE NINE MONTH PERIOD ENDING 30 SEPTEMBER 2024
Unaudited Unaudited
Nine months to Nine months to
30 Sep 2024 30 Sep 2023
£'000 £'000
Cash flow from operating activities
Loss before tax (1,255) (1,428)
Adjustments for:
Depreciation - 131
Finance charge 64 -
Share based payments 171 -
Settlement of fees through issue of equity 230 -
Gain on deconsolidation (139) -
Foreign exchange movements - 62
Changes in working capital:
Decrease in trade and other receivables 29 (99)
Increase / (decrease) in in trade and other payables (81) (6)
Increase in inventories - 60
Net cash outflow from operating activities (981) (1,280)
Cash flow from investing activities
Loan advance to Awakn (300) -
Purchase of property, plant and equipment - (197)
Repayments on right of use assets (4) (12)
Disposed subsidiary cash balance (13) -
Net cash outflow from investing activities (317) (209)
Cash flows from financing activities
Net proceeds from issue of shares 1,883 -
Proceeds from issue of convertible note 200 -
Net cash inflow from financing activities 2,083 -
Net (decrease) in cash and cash equivalents 785 (1,489)
Cash and cash equivalents at beginning of period 155 1,640
Foreign exchange impact on cash - 4
Cash and cash equivalents at the end of the period 940 155
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Share capital Shares to be issued Share premium Capital Reduction reserve SBP reserve Foreign exchange Reserve Retained earnings Total equity
£'000 £'000 £'000 £'000 £'000 £'000 £'000 £'000
Balance at 31 December 2022 41 - 7,001 2,500 858 (1) (5,845) 4,554
Loss for period - - - - - - (1,428) (1,428)
Other comprehensive income - - - - - 1 - 1
Total comprehensive loss for year - - - - - 1 (1,428) (1,427)
Transactions with owners in own capacity
Transactions with owners in own capacity - - - - - - - -
Balance at 30 September 2023 41 - 7,001 2,500 858 - (7,273) 3,127
Balance at 31 December 2023 41 175 7,001 2,500 1,227 47 (8,965) 2,026
Loss for period - - - - - - (1,255) (1,255)
Other comprehensive income - - - - - (47) - (47)
Total comprehensive loss for year - - - - - (47) (1,255) (1,302)
Transactions with owners in own capacity
Shares issued during the year 2,192 (175) 361 - - - - 2,378
Employee and consultant options - - - - 170 - - 170
Transactions with owners in own capacity 2,192 (175) 361 - 170 - - 2,548
Balance at 30 September 2024 2,233 - 7,362 2,500 1,397 - (10,220) 3,272
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTH PERIOD ENDING 30 SEPTEMBER 2024
1. GENERAL INFORMATION
Solvonis Therapeutics Plc ("the Company" or "Solvonis") - formerly Graft
Polymer (UK) plc - was incorporated in England and Wales as a limited company
on 18 May 2017 as Graft Polymer (UK) Limited and was re-registered as a public
limited company on 1 July 2021 and renamed Solvonis on 10 January 2025. The
Company is domiciled in England and Wales with its registered office at
Eccleston Yards, 25 Eccleston Place, London, SW1W 9NF. The Company's
registered number is 10776788.
At the beginning of the period the principal activities of the Company and all
of its subsidiaries (collectively referred to as "the Group") were the
research and development of polymer modification technologies and polymer
modification techniques. However towards the end of the period the board of
directors undertook a review of its business and operations, pursuant to which
it was decided that Graft Polymer Slovenia ("Graft Polymer D.O.O")
(principally, an industrial polymer products manufacturer) was considered no
longer commercially viable due to forecasted negative cashflow as a result of
falling sales and rising costs, with no immediate prospect of becoming
profitable in the short to medium term and as a result the decision was made
to dispose of Graft Polymer D.O.O on 2 May 2024.
Post the divestment the Company has focussed its attention and resources on
its Graft Bio division, which represents strong prospectivity through its
intellectual property (IP), licensing agreements, and sales contracts, has
entered into a Letter of Agreement ("LOA") to acquire the entire ordinary
share capital of Awakn Life Sciences Corp ("Awakn").
The condensed consolidated interim financial statements ("interim financial
statements") were approved for issue by the Board of Directors on 23 February
2025.
2. ACCOUNTING POLICIES
IAS 8 requires that management shall use its judgement in developing and
applying accounting policies that result in information which is relevant to
the economic decision-making needs of users, that are reliable, free from
bias, prudent, complete and represent faithfully the financial position,
financial performance and cash flows of the entity.
3. BASIS OF PREPARATION
The interim financial statements of Solvonis Therapeutics Plc for the
nine-month period ended 30 September 2024 have been prepared in accordance
with Accounting Standard IAS 34 Interim Financial Reporting.
The interim report does not include all the notes of the type normally
included in an annual financial report. Accordingly, this report is to be read
in conjunction with the annual report for the year ended 31 December 2023,
which was prepared in accordance with UK adopted International Accounting
Standards (IFRS) and the Companies Act 2006, and any public announcements made
by Solvonis Therapeutics Plc during the interim reporting period and since.
These interim financial statements do not constitute statutory accounts as
defined in Section 434 of the Companies Act 2006. The Group's statutory
financial statements for the year ended 31 December 2023 prepared under IFRS
have been filed with the Registrar of Companies. The auditor's report on those
financial statements was unqualified and did not contain a statement under
Section 498(2) of the Companies Act 2006.
The functional currency for each entity in the Group is determined as the
currency of the primary economic environment in which it operates. The
functional currency of the Company's subsidiary (which was disposed of on 2
May 2024) was the Euro. The presentational currency of the Group is Pounds
Sterling as this is the functional currency of the parent entity and also the
currency in which equity fundraising has been facilitated. Amounts have been
rounded to the nearest £'000.
The interim financial statements have not been audited.
The business is not considered to be seasonal in nature.
3.1. CRITICAL ACCOUNTING ESTIMATES
The preparation of these interim financial statements requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities, income and expenses, and disclosure of contingent assets and
liabilities at the end of the reporting period.
In preparing these interim financial statements, the significant judgements
made by management in applying the Group's accounting policies and the key
sources of estimation uncertainty were similar to those that applied to the
financial statements for the period ended 31 December 2023 (unless
specifically detailed below) with the nature and amounts of such estimates
have not changed significantly during the interim period. New critical
accounting estimates considered by management for the interim period were:
Disposal of Graft Polymer D.O.O
On 2 May 2024, the board of directors undertook a review of its business and
operations, pursuant to which it was decided to dispose of Graft Polymer D.O.O
on 2 May 2024. On contemplation of various factors relating to Graft Polymer
D.O.O the board decided there was not significant value in the subsidiary and
hence decided to dispose of it for nominal consideration.
4. SEGMENT REPORTING
The Chief Operating Decision Maker is the Board of Directors. The Board
reviews the Group's internal reporting in order to assess performance of the
Group. Management has determined the operating segments based on the reports
reviewed by the Board.
The Board considers that during the six month period ended 30 June 2024, the
Group operated in two segments being the corporate function in the United
Kingdom and polymer development and production in Slovenia.
However, due to the disposal of the Slovenian operations on 2 May 2024, the
contributions from the Slovenian operating segment are not reported in the
loss from continuing operations in the statement of comprehensive income. For
details of the contribution of the Slovenian operations during the period up
until the point of disposal, refer to Note 14.
5. REVENUE
Period to Period to
30 Sep 2024 30 Sep 2023
£'000 £'000
Sales revenue - 380
- 380
For details of the revenue from the Slovenian operations during the period up
until the point of disposal refer to Note 14.
6. OPERATING LOSS
Operating loss from continued operations is stated after (charging):
Period to Period to
30 Sep 2024 30 Sep 2023
£'000 £'000
Operational costs (31) (150)
Director and employee costs (422) (866)
Share based payments (170) -
Professional and consulting fees (384) (183)
Corporate and administrative costs (159) (93)
Other expenses (7) (31)
Foreign exchange - (56)
Gain on deconsolidation 139 -
(1,034) (1,379)
7. EARNINGS PER SHARE
The calculation of the basic and diluted earnings per share is calculated by
dividing the profit or loss for the period by the weighted average number of
ordinary shares in issue during the period.
Period to Period to
30 Sep 2024 30 Sep 2023
£'000 £'000
Loss for the period from continuing operations - £ '000s (1,098) (1,428)
Weighted number of ordinary shares in issue 774,227,470 104,097,229
Loss per share from continuing operations - p (0.14) (1.37)
Share options and warrants could potentially dilute basic earnings per share
in the future. These were not included in the calculation and no diluted
earnings per share presented as the Group is loss making and additional equity
instruments are anti-dilutive for the periods presented.
8. PROPERTY, PLANT AND EQUIPMENT
Leasehold Improvements Plant Total
£'000 & Equipment £'000
£'000
Cost
At 1 January 2023 89 937 1,026
Additions 15 201 216
Disposals - (27) (27)
Impairment (107) (1,117) (1,224)
Exchange impact 3 6 9
At 31 December 2023 (audited) - - -
Impairment 107 1,117 1,224
Disposal on derecognition of subsidiary (107) (1,117) (1,224)
At 30 September 2024 (unaudited) - - -
Depreciation
At 1 January 2023 (29) (323) (352)
Charge for the year (11) (143) (154)
Disposals - 6 6
Impairment 40 463 503
Exchange impact - (3) (3)
At 31 December 2023 (audited) - - -
Impairment (40) (463) (503)
Disposal on derecognition of subsidiary 40 463 503
At 30 September 2024 (unaudited) - - -
Net book value at 31 December 2023 (audited) - - -
Net book value at 30 September 2024 (unaudited) - - -
9. INTANGIBLE ASSETS
Unaudited Audited
30 Jun 2024 31 Dec 2023
£'000
£'000
Opening balance 2,068 2,068
2,068 2,068
Intangible assets relate to the issue of 22,500,000 shares to founding
director Victor Bolduev on the acquisition of his "Know-how" and patents that
have been transferred to the Group.
At each period end, the Directors assess the intangible assets for any
indicators of impairment and have concluded no presence of such indicators.
Consequently no impairment charge has been processed during the period (31 Dec
2023: £nil).
10. INVESTMENTS
Company subsidiary undertakings
The Group owned interests in the following subsidiary undertakings, which are
included in the financial statements:
Name Business Activity Country of Incorporation Registered Address Percentage Holding
Graft Polymer IP Limited Intellectual property England and Wales Eccleston Yards, 25 Eccleston Place, London, SW1W 9NF 100%
England and Wales Eccleston Yards, 25 Eccleston Place, London, SW1W 9NF 100%
GRAFTBIO Limited Bio-Polymer development and production
11. LOAN NOTE
Unaudited Audited
30 Sep 2024 31 Dec 2023
£'000
£'000
Opening balance - -
Principal drawn down 200 -
Interest charged 64 -
Principal repaid (264) -
- -
On 15 March 2024, the Company entered into a £100,000 working capital loan
facility, which was subsequently increased by a further £100,000 in April
2024. The facility has been drawn down in full and attracts an interest rate
of 10% per month. The loan was repayable on demand, together with accumulated
interest which was settled in July 2024.
12. SHARE CAPITAL
Unaudited Audited
30 Sep 2024 31 Dec 2023
Number of shares 2,295,930,633 104,097,299
Nominal value (£'000) 2,233 41
Issued and fully paid ordinary shares with a nominal value of £0.001 (2023:
£0.001)
Changes in issued Share Capital and Share Premium:
Number of shares Share capital Share premium Total
Ordinary shares £'000 £'000 £'000
Opening balance at 31 December 2023 104,097,299 41 7,001 7,042
Issue of shares at placing price of 0.6 pence 20,666,667 21 103 124
Issue of shares at placing price of 0.1 pence 1,800,000,000 1,800 - 1,800
Issue of shares on conversion of loan (1) 264,000,000 264 - 264
Issue of shares to settle outstanding fees (2) 59,666,667 60 298 358
Issue of shares to settle outstanding fees (3) 47,500,000 47 - 47
Share issue costs - - (40) (40)
Closing balance at 30 June 2024 2,295,930,633 2,233 7,362 9,595
(1) Shares issued as full repayment of working capital loan and accrued
interest
(2) Shares issued in satisfaction of fees owed to Directors as at 31 March in
connection to the July 24 transaction
(3) Shares issued to various directors and advisors in lieu of fees owed
13. SHARE BASED PAYMENT RESERVE
Warrants
As at 30 September 2024
Weighted average exercise price Number of warrants
Brought forward at 1 January 2024 22.0p 2,031,008
Granted in period 1.0p 10,333,333
Granted in period 0.6p 1,500,000
Granted in period 0.1p 294,500,000
Expired during period 22.0p (775,194)
Outstanding at 30 September 2024 0.2p 307,589,147
Exercisable at 30 September 2024 0.2p 307,589,147
The following table lists the Black Scholes inputs to the model used for
valuation of the warrants:
0.1p warrants 1p warrants 0.6p warrants
Dividend yield (%) 0% 0% 0%
Expected volatility (%) 92.1% 92.4% 92.4%
Risk-free interest rate (%) 3.8% 3.6% 3.6%
Time to maturity 2-3 years 2 years 2 years
Exercise price (£) 0.001 0.01 0.006
Share price at grant date (£) 0.001 0.006 0.006
Options
As at 30 September 2024
Weighted average exercise price Number of warrants
Brought forward at 1 January 2024 0.1p 11,000,000
Granted in period 0.1p 55,000,000
Expired during period 0.1p (11,000,000)
Outstanding at 30 September 2024 0.1p 55,000,000
Exercisable at 30 September 2024 0.1p 18,333,333
The following table lists the Black Scholes inputs to the model used for
valuation of the options:
0.1p warrants
Dividend yield (%) 0%
Expected volatility (%) 92.1%
Risk-free interest rate (%) 3.8%
Time to maturity 2 years
Exercise price (£) 0.001
Share price at grant date (£) 0.0022
14. BUSINESS COMBINATIONS
Discontinued operations
A discontinued operation is a component of the Group that has been disposed of
or classified as held for sale and that represents a separate major line of
business or geographical area of operation, is part of a single co-ordinated
plan to dispose of such a line of business or area of operations, or is a
subsidiary acquired exclusively with a view to resale. The results of
discontinued operations are presented separately on the face of the Statement
of Comprehensive Income.
The Board recently undertook a review of its business and operations, pursuant
to which it was decided that the Slovenian operation, Graft Polymer D.O.O
(principally, an industrial polymer products manufacturer), was considered no
longer commercially viable due to forecasted negative cashflow as a result of
falling sales and rising costs, with no immediate prospect of becoming
profitable in the short to medium term. The Group disposed of Graft Polymer
D.O.O on 2 May 2024.
A gain on deconsolidation as at date of disposal of £139k was recognised and
taken to the Statement of Comprehensive Income.
Gain on deconsolidation of Graft Polymer D.O.O
2 May 2024
£'000
Consideration received
Cash -
Carrying amount of net liabilities sold 16
16
Reclassification of foreign exchange reserve 123
Gain on deconsolidation 139
Financial Performance for Graft Polymer D.O.O
Unaudited Unaudited
Four months to 2 May 2024 Nine months to 30 Sep 2023
£'000
£'000
Revenue 221 380
Cost of sales (162) (294)
Gross profit 59 86
Operational costs (17) (150)
Depreciation (57) (132)
Administrative expenses (141) (295)
Operating loss (156) (491)
Finance costs (1) (3)
Loss before taxation (157) (494)
Income tax - -
Loss for the period from discontinuing operations (157) (494)
Assets and liabilities of Graft Polymer D.O.O
Unaudited Audited
2 May 2024 31 Dec 2023
£'000
£'000
Non-current assets
Right of use assets 38 39
Other non-current assets 13 13
Total non-current assets 51 52
Current assets
Cash and cash equivalents 13 143
Trade and other receivables 44 78
Inventory 11 50
Total current assets 68 271
TOTAL ASSETS 119 323
Non-current liabilities
Lease liability - 22
Total non-current liabilities - 22
Current liabilities
Trade and other payables 71 132
Deferred Income 36 93
Lease liability 28 12
Total current liabilities 135 237
Total liabilities 135 259
NET ASSETS (16) 64
Enquiries:
Solvonis Therapeutics plc
Anthony Tennyson, CEO and Executive Director. anthony@solvonis.com
(mailto:anthony@solvonis.com)
Allenby Capital (Financial Adviser and Broker) +44 (0) 20 3328 5656
Nick Naylor / Liz Kirchner (Corporate Finance) | Guy McDougall (Sales)
About Solvonis Therapeutics plc
Solvonis Therapeutics plc is an innovative biotechnology company focused on
developing intellectual property related to the treatment of mental health and
substance use disorders, and co-developing therapeutics for mental health
disorders. Solvonis' mission is to improve outcomes for individuals suffering
from mental health disorders, with an initial focus on trauma-related mental
health conditions, such as PTSD. PTSD affected approximately 13 million adults
in the U.S. in 2020, with the Company estimating a current affected population
of 20 million across the U.S., UK, and key EU markets.
www.solvonis.com (http://www.solvonis.com) | LinkedIn
(http://www.linkedin.com/company/solvonis) | X (formerly Twitter)
(https://x.com/SolvonisTx)
About Awakn Life Sciences Corp.
Awakn Life Sciences Corp. is a clinical-stage biotechnology company developing
therapeutics targeting substance use and mental health disorders. Awakn has a
near-term focus on AUD, a condition affecting approximately 29 million adults
in the US with Awakn estimating a current affected population of 40 million in
the US and US and key European markets for which the current standard of care
is inadequate. Awakn's goal is to provide breakthrough therapeutics to
addiction sufferers in desperate need and its strategy is focused on
commercialising its R&D pipeline across multiple channels.
awaknlifesciences.com (https://awaknlifesciences.com/) | LinkedIn
(http://www.linkedin.com/company/awakn-life-sciences) | X (formerly Twitter)
(https://x.com/awakn_ls)
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. END QRTDGGDDXGDDGUXRecent news on Solvonis Therapeutics
See all newsREG - Solvonis Therapeutic - Result of General Meeting
AnnouncementREG - Solvonis Therapeutic - Proposed acquisition of Awakn approved
AnnouncementREG - Solvonis Therapeutic - Final Results for the year ended 31 December 2024
AnnouncementREG - Solvonis Therapeutic - Posting of Circular and Notice of General Meeting
AnnouncementREG - Solvonis Therapeutic - Holding(s) in Company
Announcement