REG - TMT Investments - Final Results and Notice of AGM
25/03/2025 07:00
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RNS Number : 9554B TMT Investments PLC 25 March 2025
25 March 2025
TMT INVESTMENTS PLC
("TMT" or the "Company")
Results for the year ended 31 December 2024 and Notice of AGM
TMT Investments Plc (AIM: TMT), the venture capital company investing in
high-growth technology companies, is pleased to announce its audited final
results for the year ended 31 December 2024.
Highlights:
· NAV per share of US$6.55 (US$6.62 as of 31 December 2023)
· Total NAV of US$205.9million (US$208.1 million as of 31 December
2023)
· IRR from inception to 31 December 2024 of 14.5% per annum (16.0% from
inception to 31 December 2023)
· US$5.9 million of additional investments in 2024 (US$4.7 million in
2023)
· US$5.9 million of cash disposals during the period (US$4.2 million in
2023)
· US$4.8 million in cash and cash equivalent reserves as of 24 March
2025
Alexander Selegenev, Executive Director of TMT, commented:
"In 2024, TMT's net asset value remained stable, despite the continuing
divergence between good and poor performers within the Company's portfolio.
This was consistent with the increased international macroeconomic and
political instability during the period, as well as generally subdued tech
venture capital, IPO, and M&A activity during the year.
TMT's portfolio benefited from positive revaluations of twelve of its investee
companies (Praktika.AI, Scentbird, Phoenix, OneNotary, MedVidi, Affise,
Laundryheap, Educate Online, CyberWrite, 3S Money, Rain Technologies Inc and
Mainframe).
These positive revaluations have been counterbalanced by full and partial
write-downs in the value of fifteen of the Company's investments (Backblaze,
Accern, Muncher, MTL Financial, ShareThis, Adwisely, Hinterview, Femtech,
Aurabeat, Qumata, Estateguru, eAgronom, Bairro, Moeco, and GameOn), in line
with TMT's highly prudent approach.
The largest write-down as of 31 December 2024 related to NASDAQ-traded
Backblaze Inc., whose share price was highly volatile in 2024. Nevertheless,
Backblaze, Inc. continues to deliver strong growth in revenues and has a
market capitalisation in excess of US$250 million. As part of its active
portfolio management, TMT successfully capitalised on the periods of strength
and liquidity in Backblaze's share price by disposing of Backblaze shares for
a total of US$3.8 million in net cash proceeds during the period.
The majority of TMT's portfolio companies continue to demonstrate good
business progress and are adapting well to the challenges of the current
environment. Despite the reduced revenue growth rates for some investees in
this challenging environment, many of them have managed to reach profitability
or positive operating cash flow levels. Notwithstanding these positive
developments, we highlight that the well-demonstrated divergence between good
and less fortunate performers is likely to continue.
We continue to see a number of promising companies that are growing in the
current market environment and are attracting funding thanks to their strong
business models and large market potential, including those in the currently
popular AI segment. We have therefore continued to make investments
selectively in such companies where we see attractive valuation entry points.
With cash and cash equivalent reserves of US$4.8 million as of 24 March 2025,
TMT is still well positioned to ride out the current market volatility and to
continue making selective investments in companies that meet our investment
criteria, while disposing of investments, in whole or in part, where there is
an opportunity to maximise shareholder value.
We look forward to keeping shareholders updated on relevant developments in
due course."
Notice of AGM
The Company's Annual General Meeting will be held on 20 May 2025 at 13 Castle
Street, St. Helier, Jersey, JE1 1ES at 14:30 (BST).
Copies of the Annual Report and Accounts for the year ended 31 December 2024
("Annual Report"), together with the formal Notice of AGM and form of proxy,
will shortly be available on the Company's website at www.tmtinvestments.com
(http://www.tmtinvestments.com) .
For further information contact:
TMT Investments Plc +44 370 707 4040
Alexander Selegenev (Computershare - Company Secretary)
Executive Director alexander.selegenev@tmtinvestments.com
(mailto:alexander.selegenev@tmtinvestments.com)
www.tmtinvestments.com (http://www.tmtinvestments.com)
Strand Hanson Limited +44 (0)20 7409 3494
(Nominated Adviser)
James Bellman / James Dance
Cavendish Capital Markets Limited +44 (0)20 7220 0500
(Joint Broker)
Ben Jeynes / George Lawson
Hybridan LLP +44 (0)20 3764 2341
(Joint Broker)
Claire Louise Noyce
Kinlan Communications +44 (0)20 7638 3435
David Hothersall davidh@kinlan.net (mailto:davidh@kinlan.net)
The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of
the European Union (Withdrawal) Act 2018, as amended by virtue of the Market
Abuse (Amendment) (EU Exit) Regulations 2019.
About TMT Investments Plc
TMT Investments Plc invests in high-growth technology companies globally
across a number of core specialist sectors. Founded in 2010, TMT has a
current investment portfolio of over 50 companies and net assets of US$206
million as of 31 December 2024. The Company's objective is to generate an
attractive rate of return for shareholders, predominantly through capital
appreciation. The Company is traded on the AIM market of the London Stock
Exchange. www.tmtinvestments.com (http://www.tmtinvestments.com) .
Twitter (https://twitter.com/TMT_PLC)
LinkedIn (http://www.linkedin.com/company/tmt-investments-plc)
Facebook (https://www.facebook.com/TmtInvestmentsPlc/)
EXECUTIVE DIRECTOR'S STATEMENT
In 2024, the venture capital segment, along with the broader markets,
continued to experience a higher degree of volatility.
In line with the market, TMT's portfolio has continued to see an increased
divergence between its stronger and weaker performers. Despite the ongoing
challenges in the macroeconomic and political environment in 2024 (which
became the third "stress year" for the venture capital industry following the
tech market correction in early 2022), investors in 2024 continued to back
fast-growing, high-quality digital technology companies, especially in the
currently popular AI segment, although at notably much more subdued levels. As
a result, we were pleased to see OneNotary, Praktika.AI, Phoenix, Educate
Online, MedVidi, Cyberwrite, Laundryheap, 3S Money, Rain Technologies Inc and
Affise receive further validation of their progress by raising fresh capital
at valuation levels that have resulted in positive revaluations for TMT as of
31 December 2024.
In particular, TMT's investment in Praktika.AI, made in December 2023, has
delivered the Company's fastest significant revaluation of a portfolio company
in TMT's history, generating a 12.4-times return in only five months. This
revaluation delivers a perfect example of the exceptional venture capital
opportunity presented by those start-ups whose business models and products
are based on genuine technologies and applications.
In parallel, TMT continues to apply a highly prudent approach to valuing its
portfolio investments and therefore regularly reviews and writes down
investments that are not showing the progress TMT believes is required to
justify the previously reported valuation level. As a result, during the
period, TMT partially or fully wrote down the value of fifteen of its
investments. This resulted in US$16 million of partial and full write-downs
(excluding write-downs related purely to exchange rate fluctuations).
As a NASDAQ-traded company, the value of TMT's equity stake in cloud storage
company Backblaze (www.backblaze.com (http://www.backblaze.com) ) is valued in
accordance with its prevailing share price, which varied significantly during
the year, partly driven by the volatility in the share prices of many US
listed publicly traded technology companies. Based on Backblaze's closing
mid-market price of US$6.02 per share as of 31 December 2024, TMT's stake in
Backblaze recorded a US$3.6 million decrease in value compared to 29 December
2023. Backblaze's business has been developing well, recording US$127.6
million in revenue in 2024, an increase of 25% compared to 2023. In 2024,
Backblaze improved its positive adjusted EBITDA margin, and the company
remained well capitalised, with a Company estimated net debt position of
approximately US$25.4 million as of 31 December 2024. TMT availed itself of
the opportunity provided by Backblaze's improved share price, mainly in the
first quarter of 2024, to dispose of Backblaze shares for a total net cash
consideration of US$3.8 million. Backblaze's closing mid-market price on 21
March 2025 was US$5.40 per share, and during the year 2024 the shares traded
in a range of US$4.91 to US$12.65.
NAV per share
The Company's NAV per share of US$6.55 as of 31 December 2024 was notably
driven by the downward revaluation of Backblaze and Accern, as well as a
significant negative currency exchange impact at the year-end.
Operating expenses
In 2024, the Company's administrative expenses of US$1.4 million were broadly
in line with the corresponding 2023 levels (2023: US$1.3 million), reflecting
the Company's subdued level of investment and business development activities
during the year.
Financial position
As of 31 December 2024, the Company had no financial debt and cash and cash
equivalent reserves of US$5.2 million (31 December 2023: US$6.6 million). As
of 24 March 2025, the Company had cash and cash equivalent reserves of US$4.8
million.
Outlook
TMT has a globally diversified investment portfolio of over 50 companies,
focused primarily on Big Data/Cloud, SaaS (software-as-a-service), Mobility,
and FinTech.
Despite the ongoing market and political volatility, investors continue to
invest in high-quality technology businesses at the appropriate valuation
levels. TMT is continuing to identify such opportunities very selectively,
whilst employing a generally very cautious investment approach. With no
financial debt and cash and cash equivalent reserves of US$4.8 million as of
24 March 2025, TMT is well positioned to ride out the current market
volatility and to continue making investments and realising full and partial
disposals when the right opportunities present themselves.
Alexander Selegenev
Executive Director
24 March 2025
PORTFOLIO DEVELOPMENTS
The following developments have had an impact on, and are reflected in, the
Company's NAV and/or unaudited financial statements as of 31 December 2024 in
accordance with applicable accounting standards.
Profitable full and partial cash exits, and positive revaluations:
· TMT received an additional US$1.7 million in dividends from Hugo, as
part of the consideration for Hugo's disposal of its food delivery and quick
commerce business in Central America to Delivery Hero completed in 2022.
· TMT disposed of a part of its shares in NASDAQ-traded Backblaze for a
total net consideration of US$3.8 million.
· TMT received US$30,407 for the disposal of its shares in previously
written-off Mainframe Group, Inc.
The following of the Company's portfolio investments were positively revalued
as of 31 December 2024:
Portfolio company Portfolio company description Positive revaluation amount (US$) As % of fair value reported as of 31 Dec 2023 Basis for revaluation
Scentbird, Inc. Perfume, wellness and beauty product subscription service (www.scentbird.com 7,064,644 101% Comparable company analysis
(http://www.scentbird.com) )
Praktika.AI A language learning app, with personalised AI-powered avatar tutors 4,577,073 1,144% New funding round (equity)
(www.praktika.ai (http://www.praktika.ai) )
Educate Online Inc. Distance education platform for children and young adults aged 4-19 2,847,457 100% New funding round (simple agreement for future equity ("SAFE"))
(www.educate-online.io (http://www.educate-online.io) )
MedVidi, Inc. Online provider of medication management and mental care services 1,530,000 149% New funding round (SAFE)
(www.medvidi.com (http://www.medvidi.com) )
Rain Technologies Inc. Earned wages early access provider (www.rainapp.com (http://www.rainapp.com) ) 865,389 87% New funding round (equity)
Affise Technologies Ltd. Performance marketing and affiliate management solution (www.affise.com 815,637 45% New funding round (SAFE)
(http://www.affise.com) )
Phoenix Digital Health, Inc. Digital health clinic for men (www.phoenix.ca (http://www.phoenix.ca) ) 785,020 152% New funding round (equity)
3S Money Club Limited Provider of global business bank account and payment solutions (www.3s.money 512,290* 3% New funding round (equity)
(http://www.3s.money) )
OneNotary, Inc. Online notary service (https://onenotary.us (https://onenotary.us/) ) 424,377 85% New funding round (equity)
Laundryheap Limited On-demand laundry and dry-cleaning services (https://www.laundryheap.co.uk/ 151,521* 5% New funding round (equity)
(https://www.laundryheap.co.uk/) )
Cyberwrite Inc. A cyber insurance platform providing cybersecurity insights and risk 80,600 7% New funding round (equity)
quantification for the insurance businesses (www.cyberwrite.com
(http://www.cyberwrite.com) )
Mainframe Group, Inc. Software development and marketing services company building products for the 30,407 N/A Cash exit
decentralised finance ecosystem (www.mainframe.co (http://www.mainframe.co) )
(position was previously fully written off)
Total 19,684,415
* - incl. foreign exchange effect
Negative revaluations:
The following of the Company's portfolio investments were negatively revalued
as of 31 December 2024:
Portfolio Company Write-down amount (US$) Reduction as % of fair value reported as of 31 Dec 2023 Reasons for write-down
Backblaze 3,614,136 14% Based on the closing mid-market price of US$6.02 per share on 31 December 2024
(incl. US$3.8 million net partial disposal proceeds received in 2024)
Accern 2,843,884 99% Cash disposal completed in January 2025
Muncher 1,426,849 50% Business negatively affected by the current economic environment
MTL Financial Ltd (trading as Outfund) 1,381,641 51% Business negatively affected by the current economic environment
Bairro 1,077,084 100% Business negatively affected by the challenging market conditions
On (GameOn) 1,030,000 100% Alleged fraud by the founder CEO. The company is being liquidated.
Hinterview 860,526 100% Business negatively affected by the current economic environment; exit
unlikely
Adwisely 800,000 50% Business negatively affected by the challenging market conditions
Sharethis 570,030 100% Doubts over likelihood of exiting this legacy inherited investment
Aurabeat 515,000 50% Demand for the flagship COVID-related products declined; new products need
time to be rolled out
Moeco 500,000 100% Lack of progress; exit unlikely
Femtech 466,192* 51% Business negatively affected by the challenging market conditions; exit
prospects unclear
Qumata 454,706 50% Adoption of the company's product is taking longer
Estateguru 440,212* 53% Business negatively affected by the challenging market conditions
eAgronom 44,300* 11% New equity capital raise
Total 16,024,560
* - incl. foreign exchange effect
In addition, the following of TMT's non-USD denominated investments decreased
in value by a total of US$4,668,470 purely due to exchange rate fluctuations
as of 31 December 2024: Bolt, Timbeter, Feel, Outvio, Sonic Jobs and Enty.
Also, additional costs of US$69,828 were incurred and written off in relation
to the previously written-off investment in Legionfarm.
Key developments for the five largest portfolio holdings in 2024 (source:
TMT's portfolio companies):
Bolt (ride-hailing and food delivery service):
· Double-digit revenue growth
· Active in over 700 cities globally (up from over 550 cities as of 31
December 2023)
· Adjusted EBIT positive
Backblaze (cloud storage provider):
· 25% revenue growth
· US$35 million equity round raised in November 2024
· Adjusted EBITDA positive
3S Money (provider of global business accounts and payment solutions):
· A dip in revenue during the year was primarily related to delays in
relaunching its USD product with a new partner bank supporting USD payment
rails (infrastructure that connects banks and financial institutions to enable
the transfer of funds)
· Later than planned commercial launch of operations in Luxembourg also
contributed to lower EU revenues during the period
· Negative EBITDA for the year as a result of above items
· New funding round completed
Scentbird (Perfume, wellness and beauty product subscription service):
· Double-digit revenue growth
· Net Profit positive
PandaDoc (proposal automation and contract management software):
· Double-digit revenue growth
· Over 60,000 customers (from over 50,000 as of 31 December 2023)
· US$100 million annualised recurring revenue milestone reached
· EBITDA negative
Further investments:
Given the persistently high level of market uncertainty and volatility, TMT
continued to be more selective and made the following investments in 2024
(excluding capitalised transaction costs):
New investments during the reporting period:
· US$1,000,000 in Propertymate Inc., trading as Jome, a marketplace for
newly built homes in the USA (www.jome.com (http://www.jome.com) );
· €400,000 in Entytech OÜ, an all-in-one tool for managing
back-office tasks and B2B payments for European SMEs (www.enty.io
(http://www.enty.io) );
· US$487,352 in Scale AI Inc., an artificial intelligence data
labelling company (www.scale.com (http://www.scale.com) );
· US$1,000,000 in For Good AI Inc., trading as ZenCoder, an AI coding
agent platform that empowers software developers to ship products faster
(www.zencoder.ai (http://www.zencoder.ai) );
· US$600,000 in Rhinocorn Inc., trading as Rhino, a provider of
first-class armoured car rides in Latin America (www.vamosrhino.com/en
(http://www.vamosrhino.com/en) ); and
· US$500,000 in Expert Remote Inc., trading as Global Work AI, an
AI-powered job sourcing tool for freelancers (https://globalwork.ai
(https://globalwork.ai) ).
Follow-on investments during the reporting period:
· £140,263 in MTL Financial Ltd, trading as Outfund, a provider of
revenue-based financing and fixed-term loans to SMBs (www.out.fund
(http://www.out.fund) );
· €50,000 in Timbeter OÜ, a timber supply management software
company (www.timbeter.com (http://www.timbeter.com) );
· US$185,000 in Lulu Systems, Inc., trading as Mobilo, a smart digital
business card solution (www.mobilocard.com (http://www.mobilocard.com) ); and
· £737,185 in 3S Money Club, a provider of global business accounts
and payment solutions (www.3s.money (http://www.3s.money) ).
New investments after the reporting period:
· US$500,000 in Spendbase Inc., a SaaS subscription management and
software cost optimisation platform (www.spendbase.co
(http://www.spendbase.co) );
Other Post Period Events:
In January 2025, TMT received a US$30,000 cash consideration for the disposal
of its entire equity stake in Accern.
TMT disposed of additional shares in NASDAQ-traded Backblaze for a total net
consideration of US$0.4 million.
CORPORATE GOVERNANCE STATEMENT
The Board fully endorses the importance of good corporate governance and has
adopted the 2018 Quoted Companies Alliance Corporate Governance Code for Small
and Mid-Sized Companies (the "QCA Code"), which the Board believes to be the
most appropriate corporate governance code given the Company's size, stage of
development and AIM-traded status. The QCA Code is a practical,
outcome-oriented approach to corporate governance that is tailored for small
and mid-size quoted companies in the UK and which provides the Company with
the framework and effective oversight to help ensure that a strong level of
governance is maintained.
Following extensive consultations with stakeholders, in November 2023 the QCA
published a revised version of its 2018 Code in order to continue providing
clear and practical guidance for small and medium sized public companies and
help them achieve sound corporate governance. At its recent Board meeting held
on 24 March 2025, TMT chose to adopt the 2023 QCA Code and has begun
preparations to review and update its corporate governance procedures where
required. The QCA allows for a transition period for companies to adjust to
the revised 2023 QCA Code and in line with the QCA's guidance TMT will publish
its updated corporate governance procedures and report against the 2023 QCA
Code in its 2025 Annual Report. This 2024 Annual Report is therefore the last
year in which TMT will be reporting against the 2018 QCA code.
In accordance with the QCA Code and AIM Rule 26, the report below provides a
high-level overview of how TMT has applied the principles of the QCA Code and
any areas in which the Company's governance structures and practices depart
from or differ from the expectations of the QCA Code.
DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2024
The Directors present their report and audited financial statements of the
Company for the year ended 31 December 2024.
Principal activity and review of the business
TMT Investments Plc ("TMT" or the "Company") was incorporated under the laws
of Jersey. The Company has been established for the purpose of making
investments in the TMT sector where the Directors believe there is a potential
for growth and the creation of shareholder value. The Company primarily
targets companies operating in markets that the Directors believe have strong
growth potential and having the potential to become multinational businesses.
The Company can invest in any region of the world.
Results and dividends
The loss for the year amounted to US$2,198,061 (2023: profit of US$6,377,773),
which includes a loss on changes in fair value of financial assets at Fair
Value through profit and loss ("FVPL") of US$1,078,442 (2023: profit of
US$7,341,554).
Further information on the Company's results and financial position is
included in the financial statements.
The board has decided that it will not recommend a final dividend (2023: nil).
Company listing
TMT is traded on the AIM market of the London Stock Exchange ("AIM"). The
Company's ticker is TMT. Information required by AIM Rule 26 is available in
the 'Investor Relations' section of the Company's website at
www.tmtinvestments.com (http://www.tmtinvestments.com) .
Board meetings
Three Board meetings and one meeting of the Audit Committee were held in 2024.
The number of meetings attended by the Directors is set out below.
Director Board meetings Audit Committee meetings Remuneration Committee meetings Nomination Committee meetings
Yuri Mostovoy 3 - - -
Alexander Selegenev 1 - - -
Andrea Nastaj 3 1 - -
James Mullins 3 1 - -
Total meetings 3 1 - -
Changes in share capital
The Company has one class of ordinary share that carries no right to fixed
income, and each share carries the right to one vote at general meetings of
the Company. As at 31 December 2024 and the date of this report, the Company's
issued share capital consisted of 31,451,538 ordinary shares of no par value
each in the Company.
Substantial shareholdings
The Directors are aware of the following shareholdings of 3% or more of the
issued share capital of the Company as of 24 March 2025.
Shareholders Number of ordinary shares % of issued ordinary share capital
Macmillan Trading Company Limited 7,076,058 22.50%
Wissey Trade & Invest Ltd 5,000,000 15.90%
Ramify Consulting Corp 4,728,576 15.03%
Zaur Ganiev 2,443,810 7.77%
Canaccord Genuity Group Inc 2,154,939 6.85%
Merit Systems Inc. 2,054,865 6.53%
Menostar Holdings Limited 1,503,489 4.78%
Eclectic Capital Limited 1,224,442 3.89%
Others 5,265,359 16.74%
Total 31,451,538 100.00%
Concert Party
A concert party, as defined in the City Code on Takeovers and Mergers (the
"Code"), currently exists, consisting of the following shareholders:
Shareholder (legal holder) Beneficial holder No. of Ordinary Shares % of issued share capital
(if different to legal holder)
Macmillan Trading Company Limited ("Macmillan") Alexander Morgulchik 45.05%, German Kaplun 37.17%, Artemii Iniutin 17.78% 7,076,058 22.50%
Wissey Trade & Invest Ltd ("Wissey") Andrey Kareev 5,000,000 15.90%
Ramify Consulting Corp. ("Ramify") German Kaplun 4,728,576 15.03%
Merit Systems Inc. Artemii Iniutin 2,054,865 6.53%
Menostar Holdings Limited ("Menostar") Dmitry Kirpichenko 1,503,489 4.78%
Eclectic Capital Limited ("Eclectic") Nika Kirpichenko 1,224,442 3.89%
Natalia Inyutina (Adult daughter of Artemii Iniutin) 727,156 2.31%
Artemii Iniutin 380,877 1.21%
Vlada Kaplun (Adult Daughter of German Kaplun) 363,578 1.16%
Marina Kedrova (Adult Daughter of German Kaplun) 363,578 1.16%
German Kaplun 138,938 0.44%
Alexander Morgulchik 195,438 0.62%
Total 23,756,995 75.54%
Since September 2013, when the Company became subject to the Code, the concert
party has been interested in, in aggregate, more than 50% of the Company's
issued share capital at all times.
The total direct and indirect interest in TMT by the concert party's
beneficial holders are as follows:
Beneficial holder No. of Ordinary Shares % of issued share capital
German Kaplun 7,497,458 23.84%
Andrey Kareev 5,000,000 15.90%
Artemii Iniutin 3,694,092 11.75%
Alexander Morgulchik 3,383,202 10.76%
Dmitry Kirpichenko 1,503,489 4.78%
Nika Kirpichenko 1,224,442 3.89%
Natalia Inyutina 727,156 2.31%
Vlada Kaplun 363,578 1.16%
Marina Kedrova 363,578 1.16%
Total 23,756,995 75.54%
NOTES:
The majority of the ordinary shares held by Eclectic were previously held by
Menostar, who invested in the Company at the time of admission of its ordinary
shares to trading on AIM ("Admission"). The beneficial owner of Eclectic is
Nika Kirpichenko who is the wife of Dmitry Kirpichenko, the beneficial owner
of Menostar. Wissey and Menostar both invested in the Company on its Admission
and, along with Eclectic, have invested in and/or been otherwise involved with
other business ventures associated with the two founders of the Company
Alexander Morgulchik and German Kaplun.
The Company will update this disclosure in future annual financial reports
and, if relevant, via RNS announcements.
Directors
During the financial year the following Directors held office:
Yuri
Mostovoy
Non-executive Chairman
Alexander
Selegenev
Executive Director
James Joseph
Mullins
Independent Non-Executive Director
Andrea
Nastaj
Independent Non-Executive Director
The Directors' fees for 2024 and 2023 were as follows:
Director 2024 2023
USD USD
Yuri Mostovoy 60,000 56,250
Alexander Selegenev 125,000 113,750
James Joseph Mullins 30,680 28,077
Andrea Nastaj 19,176 18,741
Subsequent events post the period end
TMT invested US$500,000 in Spendbase Inc., a SaaS subscription management and
software cost optimisation platform (www.spendbase.co
(http://www.spendbase.co) ).
In January 2025, TMT received a US$30,000 cash consideration for the disposal
of its entire equity stake in Accern.
Post the period end, TMT disposed of additional shares in NASDAQ-traded
Backblaze for a total net consideration of US$0.4 million.
Statement of Directors' responsibilities in respect of the annual report and
the financial statements
The Directors are responsible for preparing the Annual Report and Accounts in
accordance with applicable law and UK-adopted International Financial
Reporting Standards ("IFRSs").
The Companies (Jersey) Law 1991 (as amended) ("Companies Law") requires the
Directors to prepare financial statements for each financial year. The
Directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the Company's transactions and disclose with
reasonable accuracy at any time the financial position of the Company and
enable them to ensure that its financial statements comply with the Companies
Law. They have general responsibility for taking such steps as are reasonably
open to them to safeguard the assets of the Company and to prevent and detect
fraud and other irregularities.
The Directors are responsible for the preparation of the Directors' report and
corporate governance statement. The Directors are responsible for the
maintenance and integrity of the corporate and financial information included
on the Company's website. Legislation in Jersey governing the preparation
and dissemination of financial statements may differ from legislation in other
jurisdictions.
The Directors must not approve the financial statements unless they are
satisfied that they give a true and fair view of the state of affairs of the
Company and of the profit or loss for that period. In preparing these
financial statements, the Directors are required to:
· select suitable accounting policies and then apply them
consistently;
· make judgements and accounting estimates that are reasonable
and prudent;
· state whether applicable UK-adopted IFRSs have been followed,
subject to any material departures disclosed and explained in the financial
statements; and
· prepare the financial statements on the going concern basis
unless it is inappropriate to presume that the Company will continue in
business.
Directors' responsibility statement
Each of the Directors, whose names are listed in the Directors section above
confirm that, to the best of each person's knowledge and belief:
· the financial statements, prepared in accordance with
UK-adopted IFRSs, give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Company; and
· the Directors' report contained in the annual report includes
a true and fair review of the development and performance of the business and
the position of the Company.
Going concern
The Directors confirm that, after giving due consideration to the financial
position and expected cash flows of the Company; they have a reasonable
expectation that the Company will have adequate cash resources to continue in
operational existence for the foreseeable future, and for at least one year
from the date of approval of these financial statements and they have
therefore adopted the going concern basis in preparing the financial
statements.
Disclosure of information to auditors
Each of the persons who is a Director at the date of approval of this annual
report confirms that:
· so far as the Directors are aware, there is no relevant audit
information of which the Company's auditors are unaware; and
· the Directors have taken steps that they ought to have taken
to make themselves aware of any relevant audit information and to establish
that the auditors are aware of that information.
The Company's auditors will be proposed for reappointment at the Company's
next scheduled AGM.
On behalf of the Board of Directors
Alexander Selegenev
Executive Director
24 March 2025
INDEPENDENT AUDITOR REPORT
TO THE SHAREHOLDERS OF TMT INVESTMENTS PLC
FOR THE YEAR ENDED 31 DECEMBER 2024
Opinion
We have audited the financial statements of TMT Investments PLC (the
'Company') for the year ended 31 December 2024 which comprise the statement of
comprehensive income, statement of financial position, statement of cash
flows, statement of changes in equity, and notes to the financial statements,
including a summary of significant accounting policies. The financial
reporting framework that has been applied in their preparation of the
financial statements is UK adopted International Accounting Standards, as
applied in accordance with the provisions of the Companies (Jersey) Law 1991.
In our opinion, the financial statements:
· give a true and fair view of the state of the Company's affairs as at
31 December 2024 and of the Company's loss for the year then ended; and
· have been properly prepared in accordance with UK adopted
International Accounting Standards; and
· have been prepared in accordance with the requirements of the
Companies (Jersey) Law 1991.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing
(UK) (ISAs (UK)) and applicable law. Our responsibilities under those
standards are further described in the Auditor's responsibilities for the
audit of the financial statements section of our report. We are independent of
the Company in accordance with the ethical requirements that are relevant to
our audit of the financial statements in the UK, including the FRC's Ethical
Standard as applied to listed entities, and we have fulfilled our other
ethical responsibilities in accordance with these requirements. We believe
that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the Directors'
use of the going concern basis of accounting in the preparation of the
financial statements is appropriate. Our evaluation of the Directors'
assessment of the Company's ability to continue to adopt the going concern
basis of accounting included:
· Analysing the financial performance and financial strength of the
business based on recently audited annual results; and
· Assessment of the liquidity of the business, including analysis of
the quantum of investments that are readily realisable for cash; and
· Evaluating the on-going liabilities profile of the business not
including performance-based expenses such as bonus fees; and
· Analysis of the share price over the past 12 months to ensure there
have been no significant movements that suggest the Company's reputation in
the marketplace presents a material threat to going concern; and
· Review of events and transactions subsequent to the balance sheet
date that present a material threat to going concern.
Based on the work we have performed, we have not identified any material
uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the Company's ability to continue
as a going concern for a period of at least twelve months from when the
financial statements are authorised for issue.
Our responsibilities and the responsibilities of the Directors with respect to
going concern are described in the relevant sections of this report.
Our application of materiality
We apply the concept of materiality both in planning and performing our audit,
and in evaluating the effect of misstatements. We consider materiality to be
the magnitude by which misstatements, including omissions, could influence the
economic decisions of reasonable users that are taken on the basis of the
financial statements.
In order to reduce to an appropriately low level the probability that any
misstatements exceed materiality, we use a lower materiality level,
performance materiality, to determine the extent of testing needed.
Importantly, misstatements below these levels will not necessarily be
evaluated as immaterial as we also take account of the nature of identified
misstatements, and the particular circumstances of their occurrence, when
evaluating their effect on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the
financial statements as a whole and performance materiality as follows:
$4,118,000 $4,070,500
2% of net assets ~2% of net assets
The Company's principal activity of that of venture capital investment, as The Company's principal activity of that of venture capital investment, as
such business performance is driven by the underlying fair value of investment such business performance is driven by the underlying fair value of investment
assets held by the Company. assets held by the Company.
$2,882,600 $2,849,409
70% of materiality 70% of materiality
Given the judgemental nature of the valuation of investments as well as the Given the judgemental nature of the valuation of investments as well as the
Company's AIM-listed status a performance materiality has been applied Company's AIM-listed status a performance materiality has been applied
reflecting that this is a higher risk engagement. reflecting that this is a higher risk engagement.
We reported all audit differences found in excess of our triviality threshold
of $205,900 (2023: $203,529) to the directors and the management board.
As part of designing our audit, we determined materiality and assessed the
risks of material misstatement in the financial statements. In particular, we
looked at where the directors made subjective judgements, for example in
respect of significant accounting estimates that involved making assumptions
and considering future events that are inherently uncertain. As in all of our
audits we also addressed the risk of management override of internal controls,
including evaluating whether there was evidence of bias by the directors that
represented a risk of material misstatement due to fraud.
Our approach to the audit
As part of designing our audit, we determined materiality and assessed the
risks of material misstatement in the financial statements. In particular, we
looked at where the directors made subjective judgements, for example in
respect of significant accounting estimates that involved making assumptions
and considering future events that are inherently uncertain.
We tailored the scope of our audit to ensure that we performed enough work to
be able to give an opinion on the financial statements as a whole, taking into
account an understanding of the structure of the Company, its activities, the
accounting processes and controls, and the industry in which it operates. Our
planned audit testing was directed accordingly and was focused on areas where
we assessed there to be the highest risk of material misstatement.
The audit testing included substantive testing on significant transactions,
balances and disclosures, the extent of which was based on various factors
such as our overall assessment of the control environment, the effectiveness
of controls and the management of specific risk.
We communicate with those charged with governance regarding, among other
matters, the planned scope and timing of the audit and significant findings,
including any significant deficiencies in internal control that we identify
during the audit.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were
of most significance in our audit of the financial statements of the current
period and include the most significant assessed risks of material
misstatement (whether or not due to fraud) we identified, including those
which had the greatest effect on: the overall audit strategy, the allocation
of resources in the audit; and directing the efforts of the engagement team.
This matter was addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters. Including going concern above,
this is not a complete list of all risks identified by our audit.
Significance and nature of key risk How our audit addressed the key risk
The Company's investment strategy targets early stage/start-up businesses. To We reviewed the investments portfolio and selected a sample of individual
this end valuations of individual investments can be highly subjective, investments to review in detail. The selection basis for these investments was
especially in the case of valuations linked to earnings-based multiples. based on their relative value in the statement of financial position as well
as investments that applied valuation methodologies that involved increased
inherent uncertainty. This sample covered 98.8% of the USD value of the total
stated investments in the financial statements.
Given the inherent uncertainty as well as the highly material nature of the
balance in the statement of financial position this is considered to be a key
risk area.
We confirmed the ownership percentage of each investment to appropriate signed
documentation. Where investments are valued based on cost we have also vouched
the initial cost of purchase to these documents. For non-USD investments we
Furthermore, as investments are carried at fair value through the profit or ensured that these were appropriately retranslated at the year end date.
loss in the financial statements investment gains and losses in the year also
drive underlying business performance.
For equity-based valuations we have obtained the source documentation
determining the fair value per share and assessed this for reasonableness of
The Company's investments accounting policy is outlined in note 2.6 of these assumptions made.
financial statements.
For earnings-based multiples we have obtained the valuation calculations and
considered reasonableness of assumptions made, including the multiple applied.
For listed market investments we have independently recalculated the value of
the Company's shareholding based on the market price as at 31 December 2024.
In the case of all investments we considered potential impairment indicators
that might suggest a material overstatement of the investment value.
With respect to valuation methodologies subject to increased estimation
uncertainty our specialist valuations team considered the reasonableness of
the assumptions used.
Key observations communicated to the Risk and Audit Committee
While there is inherent uncertainty in the valuation of many of the Company's
investments, due to the very nature of the companies invested in, we have no
material concerns over the appropriateness of the valuation methodologies
applied, including individual assumptions made, with respect to investments
reviewed as part of the statutory audit.
Our audit procedures were designed to respond to risks of material
misstatement in the financial statements, recognising that the risk of not
detecting a material misstatement due to fraud is higher than the risk of not
detecting one resulting from error, as fraud may involve deliberate
concealment by, for example, forgery, misrepresentations or through collusion.
There are inherent limitations in the audit procedures performed and the
further removed noncompliance with laws and regulations is from the events and
transactions reflected in the financial statements, the less likely we are to
become aware of it.
Other information
The directors are responsible for the other information. The other information
comprises the information included in the annual report, other than the
financial statements and our auditor report thereon. Our opinion on the
financial statements does not cover the other information and, except to the
extent otherwise explicitly stated in our report, we do not express any form
of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility
is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our
knowledge obtained in the audit or otherwise appears to be materially
misstated. If we identify such material inconsistencies or apparent material
misstatements, we are required to determine whether there is a material
misstatement in the financial statements or a material misstatement of the
other information. If, based on the work we have performed, we conclude that
there is a material misstatement of this other information, we are required to
report that fact. We have nothing to report in this regard.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its
environment obtained in the course of the audit, we have not identified
material misstatements in the directors' report.
We have nothing to report in respect of the following matters in relation to
which the Companies (Jersey) Law 1991 requires us to report to you if, in our
opinion:
· Proper accounting records have not been kept by the company, or
proper returns adequate for our audit have not been received from branches not
visited by us; or
· The financial statements are not in agreement with the accounting
records and returns; or
· Certain disclosures of directors' remuneration specified by law are
not made; or
· We have not received all the information and explanations we require
for our audit.
Responsibilities of directors
The directors are responsible for the preparation of the financial statements
and for being satisfied that they give a true and fair view, and for such
internal control as the directors determine is necessary to enable the
preparation of financial statements that are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements, the directors are responsible for
assessing the Company's ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis
of accounting unless the directors either intend to liquidate the Company or
to cease operations, or have no realistic alternative but to do so.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to
fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance but is not a guarantee that
an audit conducted in accordance with ISAs (UK) will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.
Capability of the audit in detecting irregularities, including fraud
Based on our understanding of the company and industry, and through discussion
with the directors and other management (as required by auditing standards),
we identified that the principal risks of non-compliance with laws and
regulations related to anti-bribery. We considered the extent to which
non-compliance might have a material effect on the financial statements. We
also considered those laws and regulations that have a direct impact on the
preparation of the financial statements such as the Companies (Jersey) Law
1991. We communicated identified laws and regulations throughout our team and
remained alert to any indications of non-compliance throughout the audit. We
evaluated management's incentives and opportunities for fraudulent
manipulation of the financial statements (including the risk of override of
controls), and determined that the principal risks were related to management
bias in accounting estimates and judgemental areas of the financial statements
such as the valuation of investments. Audit procedures performed by the
engagement team included:
· Discussions with management and assessment of known or suspected
instances of non-compliance with laws and regulations and fraud, and review of
the reports made by management; and
· Assessment of identified fraud risk factors; and
· Identifying and assessing the design effectiveness of controls that
management has in place to prevent and detect fraud; and
· Review of the integrity of banking records; and
· Challenging assumptions and judgements made by management in its
significant accounting estimates; and
· Performing analytical procedures to identify any unusual or
unexpected relationships, including related party transactions, that may
indicate risks of material misstatement due to fraud; and
· Confirmation of related parties with management, and review of
transactions throughout the period to identify any previously undisclosed
transactions with related parties outside the normal course of business; and
· Reading minutes of meetings of those charged with governance; and
· Review of the valuation methodology and associated assumptions for
investments held; and
· Review of significant and unusual transactions and evaluation of the
underlying financial rationale supporting the transactions; and
· Use of data analytics in identifying and testing journal entries, in
particular any manual entries made at the year end for financial statement
preparation.
Because of the inherent limitations of an audit, there is a risk that we will
not detect all irregularities, including those leading to a material
misstatement in the financial statements or non-compliance with regulation.
This risk increases the more that compliance with a law or regulation is
removed from the events and transactions reflected in the financial
statements, as we will be less likely to become aware of instances of
non-compliance.
As part of an audit in accordance with ISAs (UK), we exercise professional
judgment and maintain professional scepticism throughout the audit. We also:
· Identify and assess the risks of material misstatement of the
financial statements, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
· Obtain an understanding of internal control relevant to the audit in
order to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of the
Company's internal control.
· Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimates and related disclosures made by the
directors.
· Conclude on the appropriateness of the directors' use of the going
concern basis of accounting and, based on the audit evidence obtained, whether
a material uncertainty exists related to events or conditions that may cast
significant doubt on the Company's ability to continue as a going concern. If
we conclude that a material uncertainty exists, we are required to draw
attention in our auditor's report to the related disclosures in the financial
statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our
auditor's report. However, future events or conditions may cause the Company
to cease to continue as a going concern.
· Evaluate the overall presentation, structure and content of the
financial statements, including the disclosures, and whether the financial
statements represent the underlying transactions and events in a manner that
achieves fair presentation.
· Obtain sufficient appropriate audit evidence regarding the financial
information of the entities or business activities within the Company to
express an opinion on the consolidated financial statements. We are
responsible for the direction, supervision and performance of the Company
audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other
matters, the planned scope and timing of the audit and significant audit
findings, including any significant deficiencies in internal control that we
identify during our audit.
Use of our Report
This report is made solely to the company's members, as a body, in accordance
with Article 113A of the Companies (Jersey) Law 1991. Our audit work has been
undertaken so that we might state to the company's members those matters we
are required to state to them in an auditor's report and for no other purpose.
To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company's members as a
body, for our audit work, for this report, or for the opinions we have formed.
Anne Dwyer BSc(Hons) FCA (Senior Statutory Auditor)
For and on behalf of
Kreston Reeves LLP
Chartered Accountants
Statutory Auditor
London
Date: 24 March 2025
FINANCIAL STATEMENTS
Statement of Comprehensive Income
For the year ended For the year ended
31 December 2024
31 December 2023
Notes USD USD
(Losses)/Gains on investments 3 (1,137,784) 7,357,560
Dividend income - 36,883
Total investment (loss)/income (1,137,784) 7,394,443
Expenses
Administrative expenses 5 (1,377,336) (1,322,882)
Operating (loss)/gain (2,515,120) 6,071,561
Finance income, net 7 340,996 263,441
Currency exchange (loss)/gain (23,937) 42,771
(Loss)/Gain before taxation (2,198,061) 6,377,773
Taxation 8 - -
(Loss)/Gain attributable to equity shareholders (2,198,061) 6,377,773
Total comprehensive (loss)/income for the year (2,198,061) 6,377,773
(Loss)/Gain per share
Basic and diluted (loss)/gain per share (cents per share) 9 (6.99) 20.28
Statement of Financial Position
Company registration number: 106628 (Jersey)
At 31 December At 31 December
2024 2023
Notes USD USD
Non‑current assets
Financial assets at FVPL 10 202,023,938 203,086,676
Total non‑current assets 202,023,938 203,086,676
Current assets
Trade and other receivables 11 64,553 151,908
Cash and cash equivalents 12 5,200,828 6,590,935
Total current assets 5,265,381 6,742,843
Total assets 207,289,319 209,829,519
Current liabilities
Trade and other payables 13 1,375,677 1,717,816
Total current liabilities 1,375,677 1,717,816
Total liabilities 1,375,677 1,717,816
Net assets 205,913,642 208,111,703
Equity
Share capital 14 53,283,415 53,283,415
Retained earnings 152,630,227 154,828,288
Total equity 205,913,642 208,111,703
Statement of Cash Flows
For the year ended For the year ended
31 December 2024
31 December 2023
Notes USD USD
Operating activities
(Loss)/Gain attributable to equity shareholders (2,198,061) 6,377,773
Adjustments for non‑cash items:
Changes in fair value of financial assets at FVPL 3 1,078,442 (7,341,554)
Interest received (340,996) (263,441)
Impairment of receivables 3 70,504 52,510
(1,390,111) (1,174,712)
Changes in working capital:
Decrease in trade and other receivables 11 16,851 1,178,393
Decrease in trade and other payables 13 (342,139) (3,294,283)
Net cash used in operating activities (1,715,399) (3,290,602)
Investing activities
Purchase of financial assets at FVPL 10 (5,928,341) (4,686,489)
Proceeds from sale/disposal of financial assets at FVPL 10 5,912,637 4,201,902
Interest received on treasury bills and deposits 7 340,996 263,441
Net cash generated from/(used in) investing activities 325,292 (221,146)
Decrease in cash and cash equivalents (1,390,107) (3,511,748)
Cash and cash equivalents at the beginning of the year 6,590,935 10,102,683
Cash and cash equivalents at the end of the year 12 5,200,828 6,590,935
Statement of Changes in Equity
For the years ended 31 December 2023 and 31 December 2024
Share capital Retained earnings Total
Note USD USD USD
Balance at 31 December 2022 53,283,415 148,450,515 201,733,930
Comprehensive loss
Gain for the year - 6,377,773 6,377,773
Total comprehensive loss for the year - 6,377,773 6,377,773
Balance at 31 December 2023 53,283,415 154,828,288 208,111,703
Losses for the year - (2,198,061) (2,198,061)
Total comprehensive income for the year - (2,198,061) (2,198,061)
Balance at 31 December 2024 53,283,415 152,630,227 205,913,642
The financial statements were approved by the Board of Directors on 24 March
2025 and were signed on its behalf by:
Alexander Selegenev
Executive Director
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
1. Company information
TMT Investments Plc ("TMT" or the "Company") is a company incorporated in
Jersey with its registered office at 13 Castle Street, St Helier, Jersey, JE1
1ES, Channel Islands.
The Company was incorporated and registered on 30 September 2010 in Jersey
under the Companies (Jersey) Law 1991 (as amended) with registration number
106628 under the name TMT Investments Limited. The Company obtained consent
from the Jersey Financial Services Commission pursuant to the Control of
Borrowing (Jersey) Order 1985 on 30 September 2010. On 1 December 2010 the
Company re‑registered as a public company and changed its name to TMT
Investments Plc. The Company's ordinary shares were admitted to trading on the
AIM market of the London Stock Exchange on 10 December 2010.
The memorandum and articles of association of the Company do not restrict its
activities and therefore it has unlimited legal capacity. The Company's
ability to implement its Investment Policy and achieve its desired returns
will be limited by its ability to identify and acquire suitable investments.
Suitable investment opportunities may not always be readily available.
The Company seeks to make investments in any region of the world. The Company
invests in high‑growth technology companies globally across a number of core
specialist sectors. The Company's objective is to generate an attractive rate
of return for shareholders, predominantly through capital appreciation.
Financial statements of the Company are prepared by and approved by the
Directors in accordance with International Financial Reporting Standards,
UK‑adopted International Accounting Standards and their interpretations
issued or adopted by the International Accounting Standards Board ("IFRSs").
The Company's accounting reference date is 31 December.
2. Summary of significant accounting policies
2.1. Basis of presentation
The principal accounting policies applied by the Company in the preparation of
these financial statements are set out below and have been applied
consistently.
The financial statements have been prepared on a going concern basis, under
the historical cost basis as modified by the fair value of financial assets at
FVPL, as explained in the accounting policies below, and in accordance with
IFRS. Historical cost is generally based on the fair value of the
consideration given in exchange for assets.
The preparation of financial statements, in compliance with UK adopted
International Accounting Standards, requires the use of certain critical
accounting estimates. It also requires management to exercise judgment in
applying the Company's accounting policies (see note 2.12).
2.2. Going concern
The Directors confirm that, after giving due consideration to the financial
position and expected cash flows of the Company and due to availability of
highly liquid investments readily realisable for cash should this be needed;
they have a reasonable expectation that the Company will have adequate cash
resources to continue in operational existence for the foreseeable future, and
for at least one year from the date of approval of these financial statements
and they have therefore adopted the going concern basis in preparing the
financial statements.
2.3. Segmental reporting
Operating segments are reported in a manner consistent with the internal
reporting provided to the chief operating decision‑maker who is responsible
for allocating resources and assessing performance of the operating segments
and which has been identified as the Board that make strategic decisions. For
the purposes of IFRS 8 'Operating Segments' the Company currently has one
segment, being 'Investing in the TMT sector'.
Even though the Company only invests in the TMT sector, there are still
geographical disclosures that need to be made to comply with IFRS 8 'Operating
Segments'.
2.4. Foreign currency translation
Functional and presentation currency
Items included in the financial statements of the Company are measured in
United States Dollars ('US dollars', 'USD' or 'US$'), which is the Company's
functional and presentation currency.
Transactions and balances
Foreign currency transactions are translated into US$ using the exchange rates
prevailing at the dates of the transactions. Foreign currency monetary items
are translated using the closing rate (i.e. mid‑market price investments).
Non‑monetary items that are measured at fair value in a foreign currency are
translated using the exchange rates at the date when the fair value was
measured. (i.e. comparable company analysis and cost‑based investments as
these are effectively re‑fair valued at each year‑end).
Exchange differences arising from the translation at the year‑end exchange
rates of monetary assets and liabilities denominated in foreign currencies are
recognised in the statement of comprehensive income.
Conversion rates, USD
Currency As at Average rate,
31.12.2024
2024
British pounds 1.2529 1.2638
Euro 1.0355 1.0701
2.5. Cash and cash equivalents
Cash and cash equivalents consist of cash at bank and in hand, deposits held
at call with banks, and other short‑term highly liquid investments with
maturities of three months or less from the date of acquisition.
2.6. Financial assets and liabilities
Recognition and measurement
The Company recognises financial assets and liabilities when it becomes party
to the contractual provisions of the instrument. Financial assets are
derecognised when the contractual rights to the cash flows from the financial
asset expire, or when the financial asset and substantially all the risks and
rewards are transferred. A financial liability is derecognised when it is
extinguished, discharged, cancelled or expires. Financial assets are initially
measured at fair value adjusted for transaction costs (where applicable).
Financial assets are classified into the following categories:
· amortised cost;
· fair value through profit or loss (FVPL); and
· fair value through other comprehensive income (FVOCI).
In the periods presented, the Company did not have any financial assets
categorised as FVOCI. The classification is determined by both:
· the entity's business model for managing the financial asset; and
· the contractual cash flow characteristics of the financial asset.
Subsequent measurement
FVPL
All financial investments of the Company are measured at fair value through
profit or loss and are subject to a fair value revaluation at year end date.
The Company manages its investments with a view of profiting from the receipt
of dividends and changes in fair value of equity investments. Financial assets
of the Company comprise of listed and unlisted equity investments, convertible
promissory notes and SAFEs. All the financial assets are not for trading and
are classified as financial assets at FVPL. Directly attributable transaction
costs are recognised in profit or loss as incurred. Financial assets at fair
value through profit or loss are measured at fair value, and changes therein
are recognised in profit or loss.
When measuring the fair value of a financial instrument, the Company uses
relevant transactions during the year or shortly after the year end, which
gives an indication of fair value and considers other valuation methods to
provide evidence of value. The "price of recent investment" methodology is
used mainly for venture capital investments, and the fair value is derived by
reference to the most recent financing round or sizeable partial disposal.
Fair value change is only recognised if that round involved a new external
investor. From time to time, the Company may assess the fair value in the
absence of a relevant independent transaction by relying on other market
observable data and valuation techniques, such as the analysis of comparable
companies and/or comparable transactions. The nature of such valuation
techniques is highly judgmental and dependent on the market sentiment at the
time of the analysis.
Fair values are categorised into different levels in a fair value hierarchy
based on the inputs used in the valuation techniques as follows:
Level 1: The fair value of financial instruments traded in active markets is
based on quoted market prices at the end of the reporting period. The quoted
market price used for financial assets held by the Company is the mid‑market
price at the time. These instruments are included in level 1.
Level 2: The fair value of financial instruments that are not traded in an
active market is determined using valuation techniques which maximise the use
of observable market data and rely as little as possible on entity specific
estimates. Specific valuation techniques used to value financial instruments
include the use of quoted market prices or dealer quotes for similar
instruments.
Level 3: If one or more of the significant inputs is not based on observable
market data, the instrument is included in level 3.
Transfers between levels of the fair value hierarchy, for the purpose of
preparing these financial statements, are deemed to have occurred at the
beginning of the reporting period.
Where an active market is established for an investment it is classified to
level 1 with a mid‑market price valuation methodology applied. Where
observable market data becomes available for an investment, including for
comparable companies within an active market, it is classified to level 2 with
comparable company analysis used as the valuation methodology. The investment
otherwise remains classified to level 3, with the cost of investment or price
of recent investment valuation methodology applied.
Financial assets that qualify as an associate, as 20% or more of the voting
rights are held by the company, are exempt from IAS 28 'Investments in
Associates', as TMT is a venture capital organisation. Such investments are
therefore treated as financial assets at FVPL.
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the
following conditions:
· they are held within a business model whose objective is to hold the
financial assets and collect its contractual cash flows; and
· the contractual terms of the financial assets give rise to cash flows
that are solely payments of principal and interest on the principal amount
outstanding.
After initial recognition, these are measured at amortised cost using the
effective interest method. Discounting is omitted where the effect of
discounting is immaterial. The Company's cash and cash equivalents, trade and
other receivables fall into this category of financial instruments.
Impairment of Financial Assets
In relation to the impairment of financial assets, IFRS 9 requires an expected
credit loss model to be applied. The expected credit loss model requires the
Company to account for expected credit losses and changes in those expected
credit losses at each reporting date to reflect changes in credit risk since
initial recognition of the financial assets. IFRS 9 requires the Company to
recognise a loss allowance for expected credit losses on receivables. In
particular, IFRS 9 requires the Company to measure the loss allowance for a
financial instrument at an amount equal to the lifetime expected credit losses
(ECL) if the credit risk on that financial instrument has increased
significantly since initial recognition, or if the financial instrument is a
purchased or originated credit‑impaired financial asset. However, if the
credit risk on a financial instrument has not increased significantly since
initial recognition, the Company is required to measure the loss allowance for
that financial instrument at an amount equal to 12 months ECL.
Income
Interest income from convertible notes receivable is recognised as it accrues
by reference to the principal outstanding and the effective interest rate
applicable, which is the rate that exactly discounts the estimated future cash
flows through the expected life of the financial asset to the asset's carrying
value.
2.7. Net finance income
Net finance income comprises interest income on deposits, bank balances and
other cash equivalents. Interest income is recognised as it accrues in the
statement of comprehensive income, using the effective interest method.
2.8. Taxation
The tax currently payable is based on taxable profit for the year. Taxable
profit differs from net profit as reported in the profit and loss account
because it excludes items of income or expense that are taxable or deductible
in other years and it further excludes items that are never taxable or
deductible. The company's liability for current tax is calculated using tax
rates that have been enacted or substantively enacted by the reporting end
date.
Deferred tax is provided in full using the liability method, on temporary
differences arising between the tax bases of assets and liabilities and their
carrying amounts in the financial statements. Deferred tax is not accounted
for if it arises from initial recognition of an asset or liability in a
transaction other than a business combination that, at the time of the
transaction, affects neither accounting nor taxable profit or loss. Deferred
tax is determined using tax rates that are expected to apply when the related
deferred tax asset is realised or when the deferred tax liability is settled.
Deferred tax assets are recognised to the extent that it is probable that
future taxable profits will be available against which the temporary
differences can be utilised.
The Company is incorporated in Jersey. There are not any tax expenses
recognised in the Statement of comprehensive income as the Company's current
income tax rate in Jersey is 0%.
2.9. Equity instruments
Ordinary shares are classified as equity. Costs directly attributable to the
issue of new shares are shown in equity as a deduction from the proceeds.
2.10. New IFRSs and interpretations
The following standards and amendments became effective from 1 January
2024 , but did not have any impact on the Company:
· Amendments to IFRS 16 - Leases on sale and leaseback;
· Amendments to IAS 1 - Non‑current liabilities with covenants;
· Amendments to IAS 7 and IFRS 7 ‑ Supplier finance.
2.11. Future IFRS changes
The following table summarises changes to IFRS adoption which is mandatory for
periods beginning in 2025 and beyond:
Standard Effective date Overview
Amendments to IAS 21 ‑ Lack of Exchangeability 1 January 2025 (early adoption permitted) An entity is impacted by the amendments when it has a transaction or an
operation in a foreign currency that is not exchangeable into another currency
at a measurement date for a specified purpose. A currency is exchangeable when
there is an ability to obtain the other currency (with a normal administrative
delay), and the transaction would take place through a market or exchange
mechanism that creates enforceable rights and obligations.
Amendments to IFRS 9 and IFRS 7 - Amendments to the Classification and 1 January 2026 (early adoption permitted) The new exception permits companies to elect to derecognize certain financial
Measurement of Financial Instruments liabilities settled via electronic payment systems earlier than the settlement
date. They also provide guidelines to assess contractual cash flow
characteristics of financial assets, which apply to all contingent cash flows,
including those arising from environmental, social, and governance
(ESG)-linked features. Additionally, these amendments introduce new disclosure
requirements and update others.
Amendments to IFRS 9 and IFRS 7 - Power Purchase Agreements (PPAs) 1 January 2026 (early adoption permitted) PPAs address the application of 'own use' and hedge accounting requirements
for agreements which meet specified criteria. If a PPA qualifies for the 'own
use' exemption, it is accounted for as an executory contract rather than as a
derivative. The amendments apply to contracts that reference electricity
generated from nature dependent sources and for which cash flows vary based on
the amount of electricity generated by a reference production facility. New
disclosures have also been introduced.
IFRS 18 Presentation and Disclosure in Financial Statements 1 January 2027 (early adoption permitted) This is the new standard on presentation and disclosure in financial
statements, with a focus on updates to the statement of profit or loss. The
key new concepts introduced in IFRS 18 relate to:
- the structure of the statement of profit or loss;
- required disclosures in the financial statements for certain
profit or loss performance measures that are reported outside an entity's
financial statements (that is, management-defined performance measures); and
- enhanced principles on aggregation and disaggregation which
apply to the primary financial statements and notes in general.
IFRS 19 Subsidiaries without Public Accountability: Disclosures 1 January 2027 (early adoption permitted) This new standard works alongside other IFRS Accounting Standards. An
eligible subsidiary applies the requirements in other IFRS Accounting
Standards except for the disclosure requirements and instead applies the
reduced disclosure requirements in IFRS 19. IFRS 19's reduced disclosure
requirements balance the information needs of the users of eligible
subsidiaries' financial statements with cost savings for preparers. IFRS 19 is
a voluntary standard for eligible subsidiaries.
A subsidiary is eligible if:
- it does not have public accountability; and
- it has an ultimate or intermediate parent that produces
consolidated financial statements available for public use that comply with
IFRS Accounting Standards.
IFRS 19 can be applied as soon as it is issued.
These changes are not expected to have any impact on the Company in 2025 and
beyond.
2.12. Accounting estimates and judgements
Estimates and judgements need to be regularly evaluated and are based on
historical experience and other factors, including expectations of future
events that are believed to be reasonable under the circumstances. The Company
makes estimates and assumptions concerning the future. The resulting
accounting estimates will, by definition, rarely equal the related actual
results.
The estimates and underlying assumptions are reviewed on an on‑going basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised if the revision affects only that period or in the period
of the revision and future periods if the revision affects both current and
future periods.
The estimates significant to the financial statements during the year and at
the year‑end is the consideration of the fair value of financial assets at
FVPL as set out in the relevant accounting policies shown above. A number of
the financial assets at FVPL held by the Company are at an early stage of
their development. The Company cannot yet carry out regular reliable fair
value estimates of some of these investments. Future events or transactions
involving the companies invested in may result in more accurate valuations of
their fair values (either upwards or downwards) which may affect the Company's
overall net asset value.
As summarised in note 10 the Company has investments held at year‑end of
US$97,634,716 (2023: US$96,422,492) classified as level 2 in the fair value
hierarchy, valued on a comparable company analysis basis. The Company has a
further US$85,808,119 (2023: US$80,653,740) classified as level 3, valued at
cost or price of recent investment (less any currency exchange‑related
impairment charges). Generally, when impairments are used in the comparable
company valuation methodology, impairments are allocated on a 50%‑66% basis
when management determine that there is increased uncertainty over the
investee's business prospects and/or exit strategy, or a 100% basis when
management determine that the investment is unlikely to be recovered. Readers
of these financial statements should consider the inherent uncertainty
principle involved when considering these investment valuations.
3. (Losses)/ Gains on investments
For the year ended For the year ended
31 December 2024
31 December 2023
USD USD
Gross interest income from convertible notes receivable 3,098 6,213
Net interest income from convertible notes receivable 3,098 6,213
(Losses)/Gains on changes in fair value of financial assets at FVPL (1,078,442) 7,341,554
Impairment of receivables (70,504) (52,510)
Other gains on investment 8,064 62,303
Total net (losses)/gains on investments (1,137,784) 7,357,560
During the year ended 31 December 2024, impairment losses related to
receivables for previously disposed investments of US$70,504 were recognised
(2023: US$52,510).
4. Segmental analysis
Geographic information
The Company has investments in the following geographic areas: the USA,
Canada, Estonia, the United Kingdom, and the Cayman Islands.
Non‑current financial assets
USA and Canada Cayman Islands Estonia United Kingdom Total
As at 31 December 2024 USD USD USD USD USD
Equity investments 78,382,247 - 69,197,421 33,551,818 181,131,486
Convertible notes & SAFEs 19,963,252 515,000 414,200 - 20,892,452
Total 98,345,499 515,000 69,611,621 33,551,818 202,023,938
USA and Canada Cayman Islands BVI Estonia United Kingdom Portugal Total
As at 31 December 2023 USD USD USD USD USD USD USD
Equity investments 73,579,189 - 1,695,398 74,200,126 34,987,820 - 184,462,533
Convertible notes & SAFEs 16,517,060 1,030,000 - - - 1,077,083 18,624,143
Total 90,096,249 1,030,000 1,695,398 74,200,126 34,987,820 1,077,083 203,086,676
5. Administrative expenses
Administrative expenses include the following amounts:
For the year ended For the year ended
31 December 2024
31 December 2023
USD USD
Staff expenses (note 6) 908,856 845,218
Professional fees 267,534 270,695
Legal fees 20,749 26,818
Bank and LSE charges 20,950 16,507
Audit fees 47,902 50,985
Accounting fees 19,400 20,070
Other expenses 91,945 92,589
1,377,336 1,322,882
6. Staff expenses
For the year ended For the year ended
31 December 2024
31 December 2023
USD USD
Directors' fees 234,856 216,818
Wages and salaries 674,000 628,400
908,856 845,218
Fees and salaries shown above include fees and salaries relating to the year
ended 31 December 2024.
The Directors' fees for 2024 were as follows:
For the year ended For the year ended
31 December 2024
31 December 2023
USD USD
Alexander Selegenev 125,000 113,750
Yuri Mostovoy 60,000 56,250
James Joseph Mullins 30,680 28,077
Andrea Nastaj 19,176 18,741
234,856 216,818
The Directors' fees shown above are all classified as 'short term employment
benefits' under International Accounting Standard 24. The Directors do not
receive any pension contributions or other benefits. The average number of
staff employed (excluding Directors) by the Company during the year was 7
(2023: 7).
Key management personnel of the Company are defined as those persons having
authority and responsibility for the planning, directing and controlling the
activities of the Company, directly or indirectly. Key management of the
Company are therefore considered to be the Directors of the Company. There
were no transactions with the key management, other than their fees and
reimbursement of business expenses.
Under the Company's Bonus Plan, subject to achieving high watermark
conditions, the team receives an annual cash bonus equal to 10% of the net
increases in the Company's NAV, adjusted for any changes in the Company's
equity capital resulting from issuance of new shares, dividends, share
buy‑backs and similar corporate transactions. The Company`s bonus year runs
from 1 January to 31 December. As the Company's adjusted NAV did not exceed
the previously achieved high watermark during the financial year, no bonus
accrued for the year ended 31 December 2024.
7. Net finance income
For the year ended For the year ended
31 December 2024
31 December 2023
USD USD
Interest income 340,996 263,441
340,996 263,441
8. Income tax expense
The Company is incorporated in Jersey. No tax reconciliation note has been
presented as the Company's current income tax rate in Jersey is 0%.
9. (Loss)/ Gain per share
The calculation of basic gain per share is based upon the net losses for the
year ended 31 December 2024 attributable to the ordinary shareholders of
US$2,198,061 (2023: net gain US$6,377,773) and the weighted average number of
ordinary shares outstanding calculated as follows:
Gain per share For the year ended For the year ended
31 December 2024
31 December 2023
Basic (loss)/gain per share (cents per share) (6.99) 20.28
(Loss)/Gain attributable to equity holders of the entity (2,198,061) 6,377,773
The weighted average number of ordinary shares outstanding was calculated as
follows:
For the year ended For the year ended
31 December 2024
31 December 2023
Weighted average number of shares in issue
Ordinary shares 31,451,538 31,451,538
31,451,538 31,451,538
10. Non‑current financial assets
Reconciliation of fair value measurements of non‑current financial assets:
At 31 December 2024 At 31 December 2023
Investments held at fair value through profit and loss, USD:
‑ listed and unlisted shares (i) 181,131,486 184,462,533
‑ promissory notes (ii) 2,560,000 1,600,030
‑ SAFEs (iii) 18,332,452 17,024,113
202,023,938 203,086,676
At 31 December 2024 At 31 December 2023
USD USD
Opening valuation 203,086,676 195,260,535
Purchases (including consulting fees) 5,928,341 4,686,489
Disposal proceeds (5,912,637) (4,201,902)
Impairment losses in the year (4,358,118) (10,289,184)
Realised gain 1,100,592 1,098,401
Unrealised gains 2,179,084 16,532,337
Closing valuation 202,023,938 203,086,676
Movement in unrealised gains/(losses)
Opening accumulated unrealised gains 133,189,507 118,262,354
Unrealised gains 1,928,434 16,532,337
Transfer of previously unrealised gains/(losses) from realised reserve on (3,254,948) (1,605,184)
disposal of investments
Closing accumulated unrealised gains 131,862,993 133,189,507
Impairment losses above represent cost value of investments fully impaired
during 2024. The difference between cost and fair value before impairment in
the amount of US$250,650 (gain) is shown as unrealised gains movement. Total
amount of fully impaired investments during 2024 was US$4,107,468 and
presented within the column "Write-offs" in the movement for each individual
investment below.
Reconciliation of investments, if held under the cost and price of recent
investment model:
Historic cost basis
Opening book cost 69,897,169 76,998,181
Purchases (including consulting fees) 5,928,341 4,686,489
Disposals on sale of investment (1,306,447) (1,498,317)
Impairment losses in the year (4,358,118) (10,289,184)
Closing book cost 70,160,945 69,897,169
Valuation methodology
Level 1 ‑ Mid‑market price 18,581,103 26,010,444
Level 2 ‑ Comparable company analysis 97,634,716 96,422,492
Level 3 ‑ Cost or price of recent investment 85,808,119 80,653,740
202,023,938 203,086,676
The estimates significant to the financial statements during the year and at
the year‑end is the consideration of the fair value of financial assets at
FVPL as set out in the relevant accounting policies shown above. A number of
the financial assets at FVPL held by the Company are at an early stage of
their development. The Company cannot yet carry out regular reliable fair
value estimates of some of these investments. Future events or transactions
involving the companies invested in may result in more accurate valuations of
their fair values (either upwards or downwards) which may affect the Company's
overall net asset value.
Valuation methodologies can be changed from time to time, the following table
shows the changes made for 2024 compared to 2023. These investments were held
at cost or price of recent investments of the total value of US$9,996,813 as
of 31 December 2023:
Company name 2024 2023
Affise Cost and price of recent investment Comparable company analysis
Aurabeat Comparable company analysis Cost and price of recent investment
FemTech Comparable company analysis Cost and price of recent investment
Hinterview Comparable company analysis Cost and price of recent investment
Adwisely (Retarget) Comparable company analysis Cost and price of recent investment
Bairro Comparable company analysis Cost and price of recent investment
MTL Financial (OutFund) Comparable company analysis Cost and price of recent investment
The following table shows the changes made for 2023 compared to 2022. These
investments were held at cost or price of recent investments of the total
value of US$7,876,217 as of 31 December 2022:
Company name 2023 2022
Cheetah (Go‑X) Comparable company analysis Cost and price of recent investment
Muncher Comparable company analysis Cost and price of recent investment
Qumata Comparable company analysis Cost and price of recent investment
The list of fully impaired investments, in which the Company still maintained
ownership as of 31 December 2024, was as follows:
Company name Investment Year of
amount (USD)
impairment
Rollapp 350,000 2018
UsingMiles/Help WW/Source Inc. 250,000 2018
Favim 300,000 2018
AdInch 1,000,000 2018
E2C 124,731 2020
Drupe 225,000 2019
Virool/Turgo 600,000 2017
Sixa 900,000 2019
Usual Beverage Co. 300,000 2022
StudyFree 1,000,000 2022
Wanelo 355,000 2023
Rocket Games (Legionfarm) 1,650,000 2023
Scalarr 1,999,999 2023
Academy of change 1,000,000 2023
Conte.ai/Postoplan 1,784,185 2023
Metrospeedy 1,000,000 2023
BaFood 2,500,000 2023
Hinterview Limited 661,743 2024
Hugo Technologies 595,654 2024
Moeco IoT, Inc 1,000,000 2024
Rocket Games (LegionFarm) 69,828 2024
Sharethis 488,909 2024
Bairro (BAIRRÍSSIMO, LDA) 1,107,638 2024
GameOn 1,030,000 2024
Total 20,292,687
Financial assets at fair value through profit or loss are measured at fair
value, and changes therein are recognised in profit or loss.
When measuring the fair value of a financial instrument, the Company uses
relevant transactions during the year or shortly after the year end, which
gives an indication of fair value and considers other valuation methods to
provide evidence of value. The "price of recent investment" methodology is
used mainly for venture capital investments, and the fair value is derived by
reference to the most recent financing round or sizeable partial disposal.
Fair value change is only recognised if that round or partial disposal
involved a new external investor. From time to time, the Company may assess
the fair value in the absence of a relevant independent transaction by relying
on other market observable data and valuation techniques, such as the analysis
of comparable companies and/or comparable transactions. The nature of such
valuation techniques is highly judgmental and dependent on the market
sentiment at the time of the analysis.
(i) Equity investments as at 31 December 2024:
Investee company Date of initial investment Value at 1 Jan 2024, USD Additions to equity investments during the period, USD Conversions from loan notes and SAFEs, USD Gain/loss from changes in fair value of equity investments, USD Disposals, USD Write-offs, USD Value at 31 Dec 2024, USD Fully diluted equity stake owned
Backblaze 24.07.2012 26,010,443 371,628 - (3,614,136) (4,186,832) - 18,581,103 5‑10%
Remote.it 13.06.2014 131,200 - - - - - 131,200 <5%
Bolt 15.09.2014 72,181,098 - - (4,521,528) - - 67,659,570 <5%
PandaDoc 11.07.2014 8,013,824 - - - - - 8,013,824 <5%
Full Contact 11.01.2018 244,506 - - - - - 244,506 <5%
Scentbird 13.04.2015 7,009,600 - - 7,064,644 - - 14,074,244 <5%
Workiz 16.05.2016 3,971,659 - - - - - 3,971,659 <5%
Hugo 19.01.2019 1,695,398 - - - (1,695,398) - - <5%
MEL Science 25.02.2019 905,656 - - - - - 905,656 <5%
Qumata 06.06.2019 909,411 - - (454,705) - - 454,706 <5%
eAgronom 31.08.2018 417,213 - - (44,300) - - 372,913 <5%
Timbeter 05.12.2019 220,940 53,990 - (16,055) - - 258,875 <5%
3S Money Club 07.04.2020 17,107,405 958,995 - 512,290 - - 18,578,690 10‑15%
Hinterview 21.09.2020 860,526 - - - - (860,526) - <5%
Virtual Mentor (Allright) 12.11.2020 772,500 - - - - - 772,500 <5%
NovaKid 13.11.2020 2,949,855 - - - - - 2,949,855 <5%
MTL Financial (OutFund) 17.11.2020 2,716,817 185,863 - (1,381,641) - - 1,521,039 <5%
Accern 21.08.2019 2,873,884 - - (2,843,884) - - 30,000 <5%
Feel 13.08.2020 3,868,062 - - (66,152) - - 3,801,910 5‑10%
Affise 18.09.2019 1,795,680 - - 815,637 - - 2,611,317 5‑10%
3D Look 03.03.2021 500,000 - - - - - 500,000 <5%
FemTech 30.03.2021 916,707 - - (466,192) - - 450,515 5‑10%
Muncher 23.04.2021 2,853,698 - - (1,426,849) - - 1,426,849 5‑10%
CyberWrite 20.05.2021 1,075,741 - - 80,600 - - 1,156,341 <5%
Outvio 22.06.2021 552,350 - - (34,600) - - 517,750 <5%
Collectly 07.06.2023 6,449,328 - - - - - 6,449,328 <5%
VertoFX 16.07.2021 1,132,999 - - - - - 1,132,999 <5%
EstateGuru 06.09.2021 828,525 - - (440,212) - - 388,313 <5%
Prodly 09.09.2021 1,800,000 - - - - - 1,800,000 <5%
Sonic Jobs 15.09.2021 903,675 - - (15,455) - - 888,220 <5%
EdVibe (Study Space, Inc) 02.11.2021 750,000 - - - - - 750,000 5‑10%
1Fit (Alippe, Inc) 24.12.2021 1,580,320 - - - - - 1,580,320 <5%
Agendapro 03.09.2021 910,609 - - - - - 910,609 <5%
Laundryheap 28.01.2022 2,799,561 - - 151,521 - - 2,951,082 <5%
My Device Inc 30.11.2021 1,789,241 - - - - - 1,789,241 5‑10%
SOAX 21.01.2022 4,000,000 - - - - - 4,000,000 5‑10%
Spin.ai 17.12.2018 964,102 - - - - - 964,102 <5%
Property Mate Inc. (Jome) 16.02.2024 1,030,000 - - - - 1,030,000 <5%
ThusFresh/ Mainframe 26.03.2012 - - 30,407 (30,407) - - <5%
ScaleAI 16.10.2024 514,157 - - - - 514,157
Phoenix 29.05.2023 - 1,300,020 - - - 1,300,020 <5%
Montera 02.08.2023 - 721,000 - - - 721,000 <5%
Praktika.ai Company 29.12.2023 - 4,977,073 - - - 4,977,073 <5%
Total 184,462,533 3,114,633 6,998,093 (6,670,610) (5,912,637) (860,526) 181,131,486
(ii) Convertible loan notes as at 31 December 2024:
Investee company Date of initial investment Value at 1 Jan 2024, USD Additions to convertible note investments during the period, USD Conversions to equity, USD Gain/loss from changes in fair value of convertible loan notes, USD Write-offs, USD Value at 31 Dec 2024, USD
Sharethis 26.03.2013 570,030 - - - (570,030) -
MedVidi 27.09.2021 1,030,000 - - 1,530,000 - 2,560,000
Total 1,600,030 - 1,530,000 (570,030) 2,560,000
(iii) SAFEs as at 31 December 2024:
Investee company Date of initial investment Value at 1 Jan 2024, USD Additions to SAFE investments during the period, USD Conversions to equity, USD Gain/loss from changes in fair value of SAFE investments, USD Write-offs, USD Value at 31 Dec 2024, USD
Cheetah (Go‑X) 29.07.2019 175,000 - - - - 175,000
Adwisely (Retarget) 24.09.2019 1,600,000 - - (800,000) - 800,000
Rocket Games (Legionfarm) 17.09.2019 - 69,828 - - (69,828) -
Moeco 08.07.2020 500,000 - - - (500,000) -
Aurabeat 03.05.2021 1,030,000 - - (515,000) - 515,000
Synder (CloudBusiness Inc) 26.05.2021 3,428,571 - - - - 3,428,571
OneNotary (Adorum) 01.10.2021 500,000 - - 424,377 - 924,377
Educate online 16.11.2021 2,847,458 - - 2,847,457 - 5,694,915
Mobilo (Lulu Systems, Inc) 09.12.2021 1,700,000 185,000 - - - 1,885,000
Bairro 12.01.2022 1,077,084 - - - (1,077,084) -
1Fit (Alippe, Inc) 19.04.2023 500,000 - - - - 500,000
GameOn 19.06.2023 1,030,000 - - - (1,030,000) -
Phoenix 29.05.2023 515,000 - (1,300,020) 785,020 - -
Montera 02.08.2023 721,000 - (721,000) - - -
Rain Technologies Inc. 17.10.2023 1,000,000 - - 865,389 - 1,865,389
Praktika.ai 29.12.2023 400,000 - (4,977,073) 4,577,073 - -
Entytech OU 20.06.2024 - 428,880 - (14,680) - 414,200
For Good AI Inc. (Zencoder) 20.09.2024 - 1,030,000 - - - 1,030,000
Rhinocorn Inc 13.12.2024 - 600,000 - - - 600,000
Expert Remote Inc (Global Work AI) 30.12.2024 - 500,000 - - - 500,000
Total 17,024,113 2,813,708 (6,998,093) 8,169,636 (2,676,912) 18,332,452
11. Trade and other receivables
At 31 December 2024 At 31 December 2023
USD USD
Prepayments 44,352 60,914
Other receivables 20,201 18,145
Interest receivable on promissory notes - 66,917
Interest receivable on deposit - 5,932
64,553 151,908
The fair value of trade and other receivables approximate to their carrying
amounts as presented above.
Other receivables as of 31 December 2024 represented amounts due from the
disposed investment in Hugo (as of 31 December 2023 - Classtag).
Expected credit loss model under IFRS 9 has not been applied with respect to
receivables due to this being inappropriate for the above receivables.
12. Cash and cash equivalents
The cash and cash equivalents as at 31 December 2024 included cash and cash
equivalents in banks and brokers.
Cash and cash equivalents comprised the following:
At 31 December 2024 At 31 December 2023
USD USD
Treasury bills 2,473,851 1,732,693
Deposits - 1,164,380
Bank balances 2,726,977 3,693,862
5,200,828 6,590,935
The following table represents an analysis of cash and equivalents by rating
agency designation based on Moody`s rating or their equivalent:
At 31 December 2024 At 31 December 2023
Bank balances USD USD
C rating 88,982 119,041
Caa2 rating 2,606,210 3,566,010
Baa3 rating 882 1,736
Not rated 30,903 7,075
2,726,977 3,693,862
At 31 December 2024 At 31 December 2023
Deposits USD USD
A1 rating - 1,164,380
- 1,164,380
At 31 December 2024 At 31 December 2023
Treasury bills USD USD
AAA rating 2,473,851 1,732,693
2,473,851 1,732,693
13. Trade and other payables
At 31 December 2024 At 31 December 2023
USD USD
Salaries payable 59,500 16,000
Directors' fees payable 11,891 12,622
Bonuses payable 1,206,217 1,638,709
Trade payables 44,037 10,156
Other current liability 45 162
Accruals 53,987 40,167
1,375,677 1,717,816
The fair value of trade and other payables approximate to their carrying
amounts as presented above.
14. Share capital
On 31 December 2024 the Company had an authorised share capital of unlimited
ordinary shares of no par value and had issued ordinary share capital of:
At 31 December 2024 At 31 December 2023
USD USD
Share capital 53,283,415 53,283,415
Issued capital comprises: Number Number
Fully paid ordinary shares 31,451,538 31,451,538
Number of shares Number of shares
Balance at 31 December 2023 31,451,538 31,451,538
Issue of ordinary shares - -
Balance at 31 December 2024 31,451,538 31,451,538
15. Capital management
The capital structure of the Company consists of equity share capital,
reserves, and retained earnings.
The Board's policy is to maintain a strong capital base so as to maintain
investor and market confidence and to enable the successful future development
of the business.
The Company is not subject to externally imposed capital requirements.
No changes were made to the objectives, policies and process for managing
capital during the year.
16. Financial risk management and financial instruments
The Company has identified the following risks arising from its activities and
has established policies and procedures to manage these risks. The Company's
principal financial assets are cash and cash equivalents, investments in
equity shares, and convertible notes receivable.
Credit risk
At 31 December 2024 the largest exposure to credit risk related to convertible
notes receivable and SAFEs of US$20,892,452, (as at 31 December 2023 ‑
US$18,624,143), and cash and cash equivalents of US$5,200,828, (as at 31
December 2023 ‑ US$6,590,935).
The Company's exposure to credit risk is influenced mainly by the individual
characteristics of each investee company. The credit quality of investments in
equity shares and convertible promissory notes is based on the financial
performance of the individual portfolio companies. For those assets that are
not impaired it is believed that the risk of default is small and that capital
repayments and interest payments will be made in accordance with the agreed
terms and conditions of the Company's investment. In other cases, an
appropriate asset impairment is recorded to reflect the fair value. The
exposure to credit risk is approved and monitored on an on‑going basis
individually for all significant investee companies.
The exposure risk is reduced because the counterparties are banks with high
credit ratings ("BBB+" Liquidity banks) assigned by international credit
rating agencies. The Directors intend to continue to spread the risk by
holding the Company's cash reserves in more than one financial institution.
(i) Exposure to credit risk
The carrying amount of the following assets represents the maximum credit
exposure. The maximum exposure to credit risk as at 31 December was as
follows:
At 31 December 2024 At 31 December 2023
USD USD
Convertible notes receivable & SAFEs 20,892,452 18,624,143
Trade and other receivables 64,553 151,908
Cash and cash equivalents 5,200,828 6,590,935
26,157,833 25,366,986
Market risk
The Company's financial assets are classified as financial assets at FVPL. The
measurement of the Company's investments in equity shares and convertible
notes is largely dependent on the underlying trading performance of the
investee companies, but the valuation and other items in the financial
statements can also be affected by fluctuations in interest and currency
exchange rates.
Interest rate risk
Changes in interest rates impact primarily cash and cash equivalents by
changing either their fair value (fixed rate deposits) or their future cash
flows (variable rate deposits). Management does not have a formal policy of
determining how much of the Company's exposure should be to fixed or variable
rates. At 31 December 2024 the Company did not have cash deposit (as at 31
December 2023 ‑ US$1,164,380), earning a variable rate of interest. The
Board of Directors monitors the interest rates available in the market to
ensure that returns are maximized.
Foreign currency risk management
The Company is exposed to foreign currency risks on investments and salary and
director remuneration payments that are denominated in a currency other than
the functional currency of the Company. The currency giving rise to this
risk is primarily GBP and EUR. The exposure to foreign currency risk as at 31
December 2024 was as follows:
At 31 December 2024 At 31 December 2024 At 31 December 2023 At 31 December 2023
GBP EUR GBP EUR
Current assets
Cash and cash equivalents 77,530 14,305 84,373 8,775
Current liabilities
Trade and other payables (38,903) - (15,162) -
Net (short) long position 38,627 14,305 69,211 8,775
Net exposure currency 30,830 13,815 54,296 7,943
Net exposure currency (assuming a 10% movement in exchange rates) 34,764 12,875 62,290 7,897
Impact on exchange movements in the statement of comprehensive income 3,863 1,431 6,921 878
The foreign exchange rates of the USD at 31 December were as follows:
31 December 2024 31 December /2023
Currency
British pounds 1.2529 1.2747
Euro 1.0355 1.1047
This analysis assumes that all other variables, in particular interest rates,
remain constant.
Fair value and liquidity risk management
The Company's approach to managing liquidity is to ensure that it will always
have sufficient liquidity to meet its liabilities when due, under both normal
and stressed conditions, without incurring unacceptable losses or risking
damage to the Company.
The Company has low liquidity risk due to maintaining adequate banking
facilities, by continuously monitoring actual cash flows and by matching the
maturity profiles of financial assets and current liabilities.
As at 31 December 2024, the cash and equivalents of the Company were
US$5,200,828. As at 31 December 2023, the cash and equivalents of the Company
were US$6,590,935
The following are the maturities of current liabilities as at 31 December
2024:
Carrying amount Within one year 2‑5 More than 5 years
years
USD USD USD USD
Salaries 59,500 59,500 - -
Directors' fees payable 11,891 11,891 - -
Bonuses payable 1,206,217 1,206,217 - -
Trade payables 44,037 44,037 - -
Other current liabilities 45 45 - -
Accruals 53,987 53,987 - -
1,375,677 1,375,677 - -
The following table analyses the fair values of financial instruments measured
at fair value by the level in the fair value hierarchy as at 31 December 2024:
Level 1 Level 2 Level 3 Total
USD USD USD USD
Financial assets
Financial assets at FVPL 18,581,103 97,634,716 85,808,119 202,023,938
18,581,103 97,634,716 85,808,119 202,023,938
17. Related party transactions
The Company's Directors receive fees and bonuses from the Company, details of
which can be found in Note 6.
18. Equity
Share capital
This represents the value of shares that have been issued by the Company as at
the date of issue.
Retained earnings
This reserve comprise all current and prior period retained profits and losses
after deducting any distributions made to the company's shareholders.
19. Subsequent events
TMT invested US$500,000 in Spendbase Inc., a SaaS subscription management and
software cost optimisation platform (www.spendbase.co
(http://www.spendbase.co) ).
In January 2025, TMT received a US$30,000 cash consideration for the disposal
of its entire equity stake in Accern.
Post period end, TMT also disposed of additional shares in NASDAQ-traded
Backblaze for a total net consideration of US$0.4 million.
20. Control
The Company is not controlled by any one party. Details of significant
shareholders are shown in the Directors' Report.
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