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REG-Thalassa Holdings Ltd Thalassa Holdings Ltd: Letter to Newmark Security plc (NWT) Shareholders

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Thalassa Holdings Ltd (THAL)
Thalassa Holdings Ltd: Letter to Newmark Security plc (NWT) Shareholders

08-Oct-2025 / 07:30 GMT/BST

══════════════════════════════════════════════════════════════════════════════════════════════════════════

 

 

Thalassa Holdings Ltd

 

                                                     

                                                     

                                          Thalassa Holdings Ltd

                                  (Reuters: THAL.L, Bloomberg: THAL:LN)

                                  ("Thalassa", "THAL" or the "Company")

                                              Trading Update

 

The Company wishes to publish  the following letter to the  shareholders of Newmark Security plc  (ticker:
NWT), in which the Company owns 21.3% of the issued shares.

The full documentation will be available in due course on the Company's website. If any person would like
to receive pdf copies of the full document, then please contact:  1 enquiries@thalassaholdingsltd.com

 

__________________________________

 

8 October 2025
Newmark Shareholders

 

Dear Fellow Shareholders

 

I am writing to you on behalf of Thalassa Holdings Ltd. (“THAL”), the largest (21.3%), but nonetheless,  a
concerned shareholder of Newmark Security Plc (“NWT”).

THAL has been a long-term holder of NWT, having held shares since 2019. We have corresponded and met  with
Messrs M and M-C  Dwek on several occasions  and expressed our increasing  concerns regarding Excess  Pay,
Governance and Financial Performance (or rather lack thereof).

Below, I include our letter of 25 April 2025 to the NWT Board in which I believe we clearly and succinctly
outline some of  our concerns. I  believe that we  are responsible and  considerate shareholders and  have
attempted, without success,  to engage  with NWT’s  Chairman and CEO  board discretely  in a  constructive
manner, but to no avail.

Notwithstanding  the  fact  that  we  are  the  Company’s  largest  shareholder,  our  request  for  Board
representation was rejected out of hand. At our last  meeting with the Dweks, we agreed that we would  not
agitate for  change  if the  Dwek’s  addressed our  concerns.  Sadly, nothing  has  changed,  Compensation
continues to far  outstrip Net  Income, and Management  continue to  focus on a  failed physical  security
business (Safetell) that has  experienced a 51.3% decline  in Revenues since the  current CEO, M-C  Dwek’s
appointment, rather than focusing resources on a rapidly growing business (Grosvenor).

 

             As NWT’s largest shareholder, we are no longer willing to support the Status Quo

In our opinion, the NWT Board continue to run the Company for the benefit of the Dwek family, with  little
or, in our opinion, no consideration for shareholders other than themselves. If you as fellow shareholders
have any doubt about the facts, please see  the attached xl spreadsheets which cover the relevant  numbers
since the Company went public. The original version  of this spreadsheet, which has now been updated  with
the 2025 figures, was attached to our letter of 25 April 2025. We believe that the numbers are correct but
are happy to consider changes in the event of errors or emissions.

The results,  both since  inception and  during M-C  Dwek’s  tenure as  CEO, have  been nothing  short  of
disastrous, and even  during our tenure  as a  shareholder since 2019,  executive compensation,  including
subsidiary executives, amounted to £7.759m, or an  astonishing and, in our opinion, unacceptable 4.8x  Net
Income to shareholders of

£1.623m.

 

 In any normal situation Executive Compensation is calculated as a fraction of Net Income, NOT a multiple
                                                 thereof

I should also  like to point  out that the  trite responses that  I have received  when challenging  Group
compensation simply ignore any measure of performance, Efficiency, or the generation of Shareholder Value,
such as EVA, ROE, ROCE, ROA or  P/BV, EV/BV, EV/FCF, and all Turnover  and Debt Ratios. To put this  point
into stark relief, and for anyone who believes that I am being unfair, I would suggest a detailed read  of
NWT’s Annual Report (AR), and specifically a read of the Directors’ Remuneration Report on page 34 of  the
2025 AR. The  second to last  paragraph headed “Annual  performance bonuses” sums  up our frustration  and
concerns, which reads as follows:

 

“Performance bonuses are awarded based on annual Company performance. Targets are set by the Remuneration
  Committee to deliver financial and strategic objectives. Targets for FY25 included group revenues, HCM
                       annual recurring revenues and group profit from operations”

 

My message to the Remuneration Committee is that based on the above, you are, in our opinion,  incompetent
and your KPI  Targets, as  stated, are  quite simply unfit  for purpose.  The first  sentence states  that
bonuses are based on “Company Performance”. The  second sentence deviates from the concept of  performance
by stating that the Remuneration Committee set targets to “deliver financial and strategic objectives”.

The third sentence makes a complete mockery of inclusion of the concept of “Performance” as the first  two
measures, upon which  the Compensation  Committee hang  their hat, are  “group revenues”  and “HCM  annual
recurring revenues”.

 

                                Revenues are not a measure of performance,

and if they fall  into the second category  of ‘financial and strategic  objectives’, we suggest that  the
entire Remuneration Committee needs to be replaced with  people who understand that it is Free Cash  Flow,
ROCE and EVA that they should be reviewing not  revenues and certainly not the selective revenues of  HCM!
We have not had access to the Directors’ Remuneration and bonus scheme documents but are advised that they
were prepared “with the  help of expert consultants  MM&K who were recommended  by Allenby Capital”. I  am
sure that  we,  and other  shareholders  would like  line  of sight  of  these documents,  which  I  would
recommend are circulated  to  shareholders,  other  than Board  and  Executive  members,  for  shareholder
approval.

I have attached a relatively comprehensive, updated financial analysis of NWT which includes EVA and  WACC
calculations. Also  attached  is a  sheet  of ratios  with  room for  expansion…once  we have  more  time.
Unsurprisingly, the results show that  the only shareholders making money  on their investment in NWT  are
the Dweks. The figures clearly show that  all other shareholders (not receiving compensation,  consultancy
fees nor dividends) are simply irrelevant.

Our calculations have  been checked  by a  gentleman (“pc")  with a  Master’s Degree  (Msc) in  Investment
Analysis, who also studied Mathematics, Economics and  Computer Science as an undergraduate. I have  known
‘pc’ many years and can vouch for his financial acumen. I believe that the analysis we have undertaken  is
robust. If  there are  any errors  or omissions,  we will  reflect upon  comments received  and adjust  as
appropriate.

Whilst there are a couple of  metrics that may be open  to subjective interpretation, the conclusions  are
the same, namely that the Management team have produced  negative EVA results. As I explain (in the  ‘EVA’
enclosure) a  negative  EVA  number  suggests  that the  Board/Management  of  a  company  are  destroying
shareholder value.

Economic value added (EVA) calculates the profits that remain after deducting a company's cost of capital.

                     A negative EVA number suggests destruction of shareholder value.

 

On behalf of the THAL Board, our  message to the NWT Board is that  we will no longer stand by while  they
reward mediocre or, worse, in our opinion, poor or non- existent performance.

Our short-term objectives are threefold:

 1. to alert fellow NWT shareholders to the fact that THAL will no longer support nor tolerate the Dweks'
    closed shop approach to running NWT as a private company;
 2. to advise NWT shareholders that Thalassa, as the largest shareholder, will no longer support the
    appointment of the current independent Directors, as we do not consider them to be independent; and
 3. to suggest to NWT shareholders that if they, like us, are frustrated and concerned that they

      a. let the NWT Board know of their frustration, and

 b.   vote against a continuation of what we consider to be a self-serving agenda of the Dweks at the
    upcoming AGM.

Our longer-term objectives are also clear,  it is our intention to seek  changes to the NWT Board, and  to
have Independent Directors appointed who represent the interest of ALL shareholders not just a minority of
two. If, therefore, any shareholder reading this letter would  be willing to serve on the Board of NWT  or
would like to recommend an individual willing to serve as a Director of NWT, please contact us with a C.V.
/ Bio., for potential inclusion as Nominees for a new Board. In the event that the Dwek’s do not accede to
1. our request for Board representation and 2. the appointment of (replacement) Independent Directors,  we
shall seek to replace the entire Board with representatives willing to represent ALL shareholders.

Finally, we wish to advise NWT shareholders that we have voted AGAINST Resolution 3. the re-appointment of
Mr Yap. We are  concerned that Mr  Yap’s apparent support  for the compensation/remuneration,  performance
bonuses, and, in our  opinion, appalling Governance  decisions do not reflect  independence from the  Dwek
family and, therefore, appear only to favour the  Dwek’s not ALL shareholders. We have also voted  AGAINST
Resolutions 5 and 6. Resolution 5 allows for the Directors to ‘generally and unconditionally allot  shares
or grant rights to subscribe for or to convert any security into shares’ (read options) approval of  which
will not have been put to shareholders for their approval. Resolution 5 is an Ordinary Resolution. We have
also voted AGAINST  Resolution 6  the disapplication of  pre- emption  rights. Resolution 6  is a  Special
Resolution which requires 75% of votes cast at the meeting to vote in favour of the Resolution or for,  in
excess of 80% of the total number of shares outstanding to be voted at the AGM to out-vote us. We think it
unlikely that even the incumbent Board will succeed in mustering that number of shares to support such  an
abusive and ill-advised proposal, guaranteed only to harm current shareholders.

Our actions are a warning shot to the Board. The NWT Board now have their last opportunity to replace  the
current independent Directors  with shareholder nominees  or face  the reality and  consequences of  their
actions and engage with us in a needless Proxy  Battle. Unlike the Dwek’s, we have no personal agenda  for
self- enrichment at  the expense of  NWT’s independent shareholders  our sole objective  is for  equitable
treatment and the creation of Value for ALL of NWT’s shareholders.

Sincerely,

 

Duncan Soukup

email:  2 duncan.soukup@thalassaholdingsltd.com mob. +33 6 76 84 50 51

Encs: Letter to NWT Board, 25.4.2025, Financial Analysis, Sales Analysis, WACC, EVA, Stock Price, Ratio
Analysis

 

 

25 April 2025

Newmark Security Plc - by email

 

 

Dear Members of the Board,

As you are  aware Thalassa  Holdings Ltd owns  2 million  shares of NWT  (21.3%) making  us the  Company’s
largest shareholder. Whilst we have  a strong conviction in the  opportunities present at the Company,  we
are disappointed with the Company’s Financial-, Operational-  and Share Price performance and the  Board’s
indefensible Governance Record that has constantly rewarded Leadership for negative shareholder returns.

 1. Excessive Compensation, and complete Lack of Corporate Governance

 

We consider  the  compensation  of  the  Dwek  family, at  the  expense  of  shareholders,  to  be  wholly
unacceptable, which was only  achievable with the  explicit support of the  Independent Directors. In  our
opinion, Messrs Rapoport  and Yap’s actions  have compromised  their status as  Independent Directors  and
forsaken all consideration for the financial health of the stakeholders they are supposed, as  independent
directors, to represent, namely ALL the Company’s shareholders.

 

To be clear, we consider the compensation of Messrs. M and M-C Dwek to be not only unrelated to any normal
3 year rolling performance KPI’s such as ROCE, ROA, Net Income, Free Cashflow, Book Value, and Share Price
performance, but also  excessive given the  additional costs of  the other Executive  Director(s) and  the
Subsidiary Executive Directors.

The Company Leadership’s (Executive and Subsidiary  Executive Directors) compensation is, frankly,  wholly
inappropriate as well as disproportionate  to NWT’s size and  financial performance whether measured  from
the time of listing, or over the past 12 years  since M-C Dwek was appointed CEO. We would point out  that
the figures include our rather hopeful, positive estimates for 2025E.

 

We would  draw the  Board’s  attention to  the  enclosed xl  spreadsheet,  which starkly  illustrates  the
Company’s excessive  compensation  and cost  structure.  The following  extract  from our  xl  spreadsheet
highlights the Company’s inequitable and clearly uneconomical compensation policy.

 

 

Compensation vs. Net Income attributable to Shareholders between 2014 and 2025E

Ms M-C Dwek £3.36 million

 

Mr M Dwek £1.303 million

M-C + M Dwek                                                     £4.663 million

Total Board Compensation £7.653 million
Total Executive Directors + Subsidiary Executive Directors   £14.410 million                              
                                              
Net Income attributable to shareholders                             -£1.6 million, or

                                                                                               -£1.258
million…

                                                                                                …including
our 2025E of net income of +£467,800

 

 

 2. Balance Sheet deterioration

Erratic Operational performance, unsustainably high fixed costs, and excessive compensation have  resulted
in a > 30% decline in the Company’s Book Value between 2014 and 2024. We are astonished, therefore by  the
reference in the  CEO’s statement  in the 2024  AR that  Strategic Growth Plans  include, “increasing  net
assets”. Why only now?

 3. Upside-only Performance Bonuses

Performance bonuses that appear to be calculated only  on increased Revenues and EBITDA, and based on  the
result of a single year rather than on a three-year rolling basis are a complete waste of time,  rewarding
Executives for reasonable results  but never penalising them  for poor or worse,  bad results. It is  like
saying “The Executive are only responsible for positive-,  but not negative results.” We would argue  that
such “Golden Ticket” reward-schemes have are totally inappropriate in a public company.

 

We would also point out that we  have not included Options or warrants  in our analysis but note that  the
Board has awarded  and replaced lapsed  options with  gay abandon and  with no apparent  relevance to  the
company’s long-term performance.

 

 4. Poor Operational Performance

Divisional revenues and  margins have been  inconsistent over the  past 12 years,  and whilst HCM  growth,
particularly in  the US,  is  a stand-out,  Access  Control and  Physical  Security revenues  have  fallen
precipitously by 35% and  51% respectively. The net  result is that total  revenue growth over the  entire
period between 2014 and 2024 of 16.2%, 1.35% annually, has not even kept pace with inflation.

 

Revenue collapse of  these magnitudes is  often symptomatic  of redundant or  obsolete technology  (Access
Control) or a mature and declining market (Physical Security).

Given the Company’s results  we question the  Board’s strategy, particularly in  respect of allocation  of
capital to the Group’s subsidiaries, which suggest to us the immediate need for a Strategic Review.

 5. Stagnant share Price Performance

 

Given  NWT’s  economic  performance  and  the  Board’s  incomprehensible  decision  to  reward  such  poor
performance, it is hardly surprising that the Company’s shares have languished, and why we have been  able
to increase our holding in the Company.

Frankly, it strikes us that NWT’s Board has forgotten that the Company is Public. To wit, during a  recent
meeting with M-C Dwek, post Thalassa’s  acquisition of the Reid stake, the  only question I was asked  was
“what are our intentions”? Sadly, not whether we consider the Company’s performance to be satisfactory  or
whether we consider the share price performance to have met or exceeded our expectations!

In summary, we fully understand the issues of running a public company, as well as the challenges of Covid
and other unpredictable economic  potholes. Whilst we  can live with  those bumps in  the road, we  cannot
tolerate leadership’s  enrichment at  the  expense of  shareholders which  we  consider both  morally  and
financially unacceptable. We are, in principle,  supportive of performance related compensation, but  only
when based on ‘real’ not fictitious performance measures,  such as Revenue Growth, and EBITDA, neither  of
which measure performance, nor enhance shareholder value.

 

 6. Conclusion

 

We consider the current Board to be compromised, unfit for purpose, and in immediate need of change. It is
our firm opinion  that there  is a long  overdue need  for accountability at  Newmark, which  can only  be
achieved by the appointment of

 

Directors willing to serve all stakeholders not just  a select few. We would suggest that Messrs  Rapoport
and Yap ‘retire’ and  be replaced by me  and two other  nominees including one from  the ranks of  current
shareholders and one from industry or finance.

 

Maurice, if you and the  Board are willing to  agree to our proposal,  including a full Strategic  Review,
then we see no need for an avoidable public spat. If, however, the Board seeks to justify or defend  their
record or  dismiss our  constructive approach,  as you  did  when we  first met  pre-Covid, we  will  seek
shareholder support to replace the entire board.

We fully understand that you may not welcome our  forthright approach, but we have watched and waited  for
over 5 years during which time we have seen no improvement in results, nor governance. We are unwilling to
sit by any longer whilst you and the current board treat shareholders with utter disdain and run NWT as  a
private company.

During my  conversation with  M-C Dwek  following our  recent acquisition  of shares,  I was  offered  the
opportunity of meeting with the Chairman during his annual trip to Monaco but, sadly, I have heard nothing
further, which is completely consistent with the general treatment of shareholders.

 

Please be advised that if we do not hear from you by close of business on Wednesday 30 April 2025 that  we
will go public and seek shareholder approval to reconstitute the Board.

Sincerely,

Duncan Soukup Chairman

 

 

Encl.:

Share price chart, Xl spreadsheet

 

 

                                     Total        Total        Total        Total     Total  THAL Estimate
Board Compensation £'000                                                              2014 -
                                  1997 - 2025A 1997 - 2025E 1997 - 2013A 2014 - 2025A 2025E  2025A 2025E
Executive Directors
M-C Dwek                                 3,407        3,368            8        3,399  3,360       345 306
P Campbell-White                           849          840            -          849    840       257 248
G Feltham                                  354          354            -          354    354 - -
B Beercraft                              2,569        2,569        1,541        1,028  1,028 - -
D Blethyn                                  725          725          663           62     62 - -
S Rajwan                                   783          783          783            -      - - -
M Veldhoen                                 141          141          141            -      - - -
S Foot                                      39            -           39            -      - - -
Non-Executive Directors                                                                       
 M Dwek  £'000                           3,517        3,514        2,211        1,306  1,303       136 133
M Rapoport                                 513          512          201          312    311         31 30
R Waddington                               311          280           25          286    255      31
T Yap                                      106          136            0          106    136            30
N Medlam                                    78           78           74            4      4             -
M-C Dwek  £'000                             24           24           24            -      - - -
M David                                     19           19           19            -      - - -
A Reid                                     174          174          174            -      - - -
D Ishag                                      4            4            4            -      - - -
Total Board Comp.                       13,613       13,560        5,907        7,706  7,653       800 747
 M+M-C Dwek  £'000                       6,948        6,906        2,243        4,705  4,663       481 439
                                                                                              
 Exec + Subsidiary Exec Dir.            25,316       25,122       10,712       14,604 14,410   1,443 1,339
∆%                                                                                               7.8%
 Aggregate 2020 - 2025                                                                        £7,759
Mkt Cap £ millions                                                                                8.67 6.5
                                                                                              
People & Data Mnagement HCM Total                                                      
                                                                               92,685        15,380
∆%                                                                                               14.3%
Access Control Total                                                     39,267                  2,719

∆%                                                                                            

PDM + AC Total                                                           131,952                18,099
∆%                                                                                               9.90%

Physical Security                                                                             

Products                                                                       56,236            2,194
Services                                                                       29,358            2,744

 

 

                                       Total        Total        Total      Total  Total     THAL Estimate
Board Compensation £'000            1997 - 2025A 1997 - 2025E 1997 - 2013A 2014 -  2014 -  2025A 2025E
                                                                           2025A   2025E
Executive Directors                                                                         
Physical Security Total                                                     85,594         4,938
∆%                                                                                         -14.98%
Total Group Revenue                 426,473           426,827      189,756 236,717 237,071 23,037 23,390.9
∆%                                                                                         3.4%
Gross profit                        167,523           167,494       77,147  90,376  90,347     9,385 9,356
Gross Margin                                                                 38.2%   38.1%     40.7% 40.0%
∆% Gross Profit                                                                      26.3% 3.2%
Profit from Opertions/(Loss) (EBIT) 1,502               1,742        3,148 (1,646) (1,406)       930 1,170
Operating Margin                                                            -0.70%  -0.59%      4.04% 5.0%
∆%                                                                                    8.5%  
Net Income/(Loss)                   (1,283)           (1,445)        (218) (1,065) (1,227)       662 500.0
Net Margin                                                                  -0.45%  -0.52%     2.87% 2.14%
∆%                                                                                          
Tax Rate                                                                                         25%
Net Operating Profit after Tax                                                             697,500
(NOPAT)
Invested Capital Equity + (Debt + Capital Leases) + Non Operationg                          
Cash/Assets
                                                                                            
                                                                                    
EPS / Basic £                                                                                  0.0706 0.05
EPS / Diluted £                                                                            0.0665
Dividend pence                                                                              

 

 

# Employees                                                                   109  
Personnel Expenses            £millions 21,364.34 12,478.8 9,039 8,885.6 8,953       8,800
Net Equity (BV) BV since 2013 £millions                                       8.7      8.3
shs o/s                                                                  9.374647 9.374647
BV/Shr.                                                                      0.93     0.89
                                                                          
                                                                                   
Years                                                                          28
Years                                                                          12  

 

Board Compensation
                                  2024    2023   2022   2021   2020   2019   2018  2017  2016   2015
Executive Directors
M-C Dwek                              306    289    260    337    332    310   231   232    237    239
P Campbell-White                      248    214    130   -      -      -      -     -     -    -
G Feltham                            -      -       115    141     98   -      -     -     -    -
B Beercraft                          -      -      -      -        89    163   163   163    160    150
D Blethyn                            -      -      -      -      -      -      -     -     -    -
S Rajwan                             -      -      -      -      -      -      -     -     -    -
M Veldhoen                           -      -      -      -      -      -      -     -     -    -
S Foot                               -      -      -      -      -      -      -     -     -    -
Non-Executive Directors                                                                          
M Dwek                                133    118    114     85    112    110   106   103    101     96
M Rapoport                             30     26     25     25     25     25    25    25     25     25
R Waddington                                  30     25     25     25     25    25    25     25     25
T Yap                                  30     26     25     25   -      -      -     -     -    -
N Medlam                             -      -      -      -      -      -      -     -     -    -
M-C Dwek                             -      -      -      -      -      -      -     -     -    -
M David                              -      -      -      -      -      -      -     -     -    -
A Reid                               -      -      -      -      -      -      -     -     -    -
D Ishag                              -      -      -      -      -      -      -     -     -    -
Total Board Comp.                     747    703    694    638    681    633   550   548    548    535
M+M-C Dwek                            439    407 374       422    444    420   337   335    338    335
                                                                                                 

 Exec + Subsidiary Exec Dir.        1,339 1,010  1,025   1,407  1,535  1,194 1,191 1,004  1,033  1,084
                                                                                                 
∆%
                                                                                                 
 Aggregate 2020 - 2025  Mkt Cap
                                      8.0    5.3 3.1       5.6    5.2    4.0   4.5   6.4   13.2   13.3
                                                                                                 
People & Data Mnagement HCM Total
                                   13,452 12,551 11,442  9,659  9,142  6,908 4,118 3,291  3,278  3,464
∆%                                   7.2% 9.7%    18.5%   5.7%  32.3%  67.8% 25.1% 0.4%   -5.4%   9.1%
Access Control Total                3,017 3,023  3,117   2,988  4,215  4,071 3,842 3,801  4,361  4,113
∆%                                -25.69%                                                        
PDM + AC Total                     16,469 15,574 14,559 12,647 13,357 10,979 7,960 7,092  7,639  7,577
∆%                                127.7%                                                         

Physical Security                                                                                

Products                          3,690   2,840  3,131   3,220  2,695  4,810 4,874 5,870 10,721 12,191
Services                            2,118 1,900  1,455   1,791  2,715  3,794 3,218 3,074  3,463  3,086

 

Board            2024     2023     2022     2021     2020     2019     2018     2017     2016     2015
Compensation
Executive                                                                                          
Directors
Physical            5,808 4,740    4,586       5,011    5,410    8,604    8,092 8,944      14,184   15,277
Security Total
∆%                -51.34%                                                                          
Total Group        22,277 20,314   19,145     17,658   18,767   19,583   16,052 16,036     21,823   22,854
Revenue
∆%                   9.7% 6.1%         8.4%    -5.9%    -4.2%    22.0%     0.1%   -26.5%    -4.5%    19.2%
Gross profit        8,585 7,638    6,419       6,629    7,449    7,765    5,792 4,474       9,098    9,712
Gross Margin        38.5% 37.6%       33.5%    37.5%    39.7%    39.7%    36.1%    27.9%    41.7%    42.5%
∆% Gross Profit     12.4% 19.0%       -3.2%   -11.0%    -4.1%    34.1%    29.5%   -50.8%    -6.3%    30.7%
Profit from
Opertions/(Loss)      774      284  (1,214)     (33)      305      220  (1,877)  (5,233)    1,198    2,143
(EBIT)
Operating Margin    3.47% 1.40%      -6.34%   -0.19%    1.63%    1.12%  -11.69% -32.63%     5.49%    9.38%
∆%                 -9.68%                                                                          
Net                   134      353    (804)      151    1,127      189  (1,868)  (5,236)    1,227    2,143
Income/(Loss)
Net Margin          0.60% 1.74%      -4.20%    0.86%    6.01%    0.97%  -11.64% -32.65%     5.62%    9.38%
∆%                -84.36%                                                                          
Tax Rate                                                                                           
Net Operating
Profit after Tax                                                                                   
(NOPAT)
Invested Capital                                                                                   
                                                                                                   

EPS / Basic £        0.01 0.04       (0.32)     0.03     0.24     0.04   (0.40)   (1.11)     0.26     0.48
EPS / Diluted £                                                                                    
Dividend pence                                                                                0.1      0.1
                                                                                                   

# Employees           102       99      103      112      115      128      142      158      161      155
Personnel           8.292 7.274    7.119       6.781    6.979    7.931    7.967 8.902       8.962    8.097
Expenses
                    14.4%                                                                          
Net Equity (BV)       8.1      7.9 7.6           8.2      8.3      7.1      6.9      8.8     14.5     13.6
BV since 2013     -30.17%                                                                          
shs o/s          9.374647 9.374647 9.374647 9.374647 9.374647 9.374647 9.374647 9.374647 9.374647 9.200000
BV/Shr.              0.86     0.84     0.81     0.87     0.89     0.76     0.74     0.94     1.54     1.48
                  -32.96%                                                                          
Years                  27       26       25       24       23       22       21       20       19       18
Years                  11       10        9        8        7        6        5        4        3        2

 

 

 

 

M-C Dwek                            -         24 24
M David                             -         19 - - - - - - - -
A Reid                              -        174   -     -     -      11    15    15     15    15
D Ishag                             -          4   -     -     -       4   -     -     -      -
Total Board Comp.                   629    5,907   548   406   402   426   193   188    184   403
M+M-C Dwek                          373    2,243   171    75    75    75    50    50     50   274
                                                                                             
                                         
 Exec + Subsidiary Exec Dir.      1,249   10,712 1,124 1,074   932   862   946   908    945   764
                                                                                     Note 5  
∆%
                                                                                             
 Aggregate 2020 - 2025  Mkt Cap
                                    7.3          6.6   3.5     6.3 8.3   5.5     7.3 5.7      3.8
                                                  
People & Data Mnagement HCM Total                                                            
                                  3,174          2,871
∆%                                                
                                                                                             
Access Control Total              4,060          3,744
∆%                                                                                           
                                           
PDM + AC Total                    7,234          6,615 6,039 6,142 6,325 6,631 7,494 7,441  6,407
∆%                                                

Physical Security                                                                            

Products                          8,719          8,295
Services                          3,218          3,406                                       

 

 

 

 

 

∆%

 

Board Compensation
                                    2005     2004  2003     2002  2001     2000     1999     1998
Executive Directors
M-C Dwek                                                                                      
P Campbell-White                       -       -      -       -      -        -        -     -
G Feltham                                      -            -                             
                                       -              -              -        -        -     -
B Beercraft                               99   99        95 107         80       70       58
D Blethyn                           - -               -       -      -        -        -     -  
S Rajwan                            -           64 174      157   123      102            83    80
M Veldhoen                             -       - -              - - 30 77 34
S Foot                                 -       - -              - - - - 39
 
                                                                                                
Non-Executive Directors
M Dwek                                   198   198      274   319      121      146       99    68
M Rapoport                                                        -        -        -        -
                                     -    15 -  11 -      7 - 8                                 
R Waddington                                                      -        -        -        -
T Yap                                -       -     -        -     -        -        -        -  
N Medlam                             -       -     -        -     -        -        -        -  
M-C Dwek                                                                                        
M David                                -       -      -       -          2        7        5     5
A Reid                              15       11    31       21           8        7        5     5
D Ishag                                -       -      -       -      -     -        -        -  
Total Board Comp.                   327      383   581      612   334           362      327   231
M+M-C Dwek                          198      198   274      319   121           146       99    68
                                                                                  Companies House 
Exec + Subsidiary Exec Dir.         327      383   581      612   334      362      327        231
                                                                                              
∆%
                                                                                              
 Aggregate 2020 - 2025  Mkt Cap
                                    6.9      3.0   2.4      3.9   4.5      9.4      7.4      7.4
                                              
People & Data Mnagement HCM Total
                                              
∆%
                                              
Access Control Total                                                                          
                                              
∆%
                                              
PDM + AC Total
                                    6,682    4,032
∆%
                                                                                              
Physical Security Products Services

 

 

 

 

 

∆%

 

Primary Geographic Markets ∆%            2025   2024
            UK              -0.85%  (81)  9,434  9,515
           USA              -3.20% (261)  7,886  8,147
         Belgium            21.40% 337    1,912  1,575
          Canada           116.22% 738    1,373    635
Netherlands                 -6.26%  (35)    524    559
          Mexico            -5.83%  (36)    581    617
Middle East                -11.27%   (8)     63     71
          Sweden            76.47% 78       180    102
Switzerland                -80.00%  (40)     10     50
         Ireland           -75.53% (142)     46    188
Rest of the World           25.67% 210    1,028    818
          Total              3.41% 760   23,037 22,277

 

NWT Economic Value Added (EVA)

 

EVA = NOPAT - (Invested Capital* WACC) or

Modified Formula  NOPAT - (Total Assets - Current Liabilities)* WACC

                                                                                              

                                                                                              

                                               Cash Debt Right of use of Land Leasehold      Shareholder's
                                               Improvements                                         Equity
NOPAT Net Operating Profit after Taxes                                                        
                                                
Invested capital Debt + Capital Leases +          344,000  4,015,000 Gross 2,103,000 424,000     8,672,000
Shareholders' Equity
WACC Weighted Average Cost of Capital                           Dep'n      1,123,000 376,000  
                                                               Net BV        980,000  48,000  
EVA                                                             AR2025pg61                    
 
                                                                                              
EVA Modified Formula
NOPAT                                                       
                                                                                              
Total Assets                                       344,000      AR2025pg44
Current Liabilities (ex
Debt) 12,800,000.00                                             AR2025pg65                    

WACC
EVA                                                                                           

 

 

 ^  

 ^EVA Definition 

[^EVA shows how well a company generates true economic profit over its cost of capital by subtracting
Weighted Average Cost of Capital (WACC) from Net Operating ProfitAfter Taxes (NOPAT)]

 

 ^  

[^EVA encourages management to focus on capital efficiency and value creation, benefiting shareholders]

 ^  

 ^  

 ^  

 ^  

 ^Conclusion 

[^The Calculation of WACC and EVA includes subjectivity and can, therefore, be challenged. However, unless
the formulae contain significantly erroneous numbers, the quantum may change whilst the Conclusion will
remain the same.]

 ^  

[^In the case of NWT the Conclusion quite simply confirms the conclusion reached using multiple other
ratios, namely that the Company is being run for the benefit of insiders with no consideration for
shareholders other than themselves]

 ^  

 ^  

 ^  

[^If the Company or any shareholder wishes to inform us of any errors or omissions, we will readily
reflect on the input received, and make appropriate adjustments]

 ^  

 

For WACC, Stock Price and Ratio Analysis, see the Company's website in due course.

 

                                                   END

                                                     

For further information, please contact:

Enquiries:             3 enquiries@thalassaholdingsltd.com
Thalassa Holdings Ltd  

 

══════════════════════════════════════════════════════════════════════════════════════════════════════════

Dissemination of a Regulatory Announcement that contains inside information in accordance with the Market
Abuse Regulation (MAR), transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.

══════════════════════════════════════════════════════════════════════════════════════════════════════════

   ISIN:          VGG878801114
   Category Code: MSCL
   TIDM:          THAL
   LEI Code:      2138002739WFQPLBEQ42
   Sequence No.:  404419
   EQS News ID:   2209520


    
   End of Announcement EQS News Service

   ══════════════════════════════════════════════════════════════════════════

References

   Visible links
   1. mailto:enquiries@thalassaholdingsltd.com
   2. mailto:duncan.soukup@thalassaholdingsltd.com
   3. mailto:enquiries@thalassaholdingsltd.com


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