DJ Anemoi International Ltd: 2024 Interim Results
Anemoi International Ltd (AMOI)
Anemoi International Ltd: 2024 Interim Results
27-Sep-2024 / 07:00 GMT/BST
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Anemoi International Ltd
Anemoi International Ltd
(Reuters: AMOI.L, Bloomberg: AMOI:LN)
("Anemoi" or the "Company")
Interim Results for the period ended 30 June 2024
The Company is pleased to announce its results for the six months ended 30 June 2024. The unaudited interim results
have been submitted to the FCA and will shortly be available on the Company's website: www.anemoi-international.com
Chairman's Statement
Unaudited interim results for the six months to 30 June 2024.
H1 2024 Revenues were disappointing and whilst we succeeded in cutting costs substantially, the Company still
registered a loss for the period, albeit a substantially reduced loss compared to H1 2023.
As I have previously stated, I believe in the future of id4 but the Company is too small to sustain the costs of a
public company. We have, therefore, explored a number of potential acquisitions, some in unrelated industries, in order
to scale the business; upon closer inspection, none have yet fulfilled our acquisition criteria.
With regard to the future of id4, we are redoubling our efforts to increase revenues and are implementing an amended
sales strategy to target intermediaries, such as resellers, consultants, system integrators and other service providers
with broader and better client access, as well as continuing with our direct client sales efforts, which I am now
directly supporting.
Current sales pipeline is positive, and we are working hard to close some pending contracts, which have the potential
for a material positive impact on H2 2024/H1 2025 results.
Duncan Soukup
Chairman
Anemoi International Ltd
26 September 2024
Financial Review
During the period under review Book Value per share decreased by 5.0% from 2.60p as at 31 December 2023 to GBP2.47p per
share at 30 June 2024, driven by ongoing operating losses in ID4 AG, partially offset by investment returns of GBP26k on
listed securities and a decision by the Chairman to waive all of his consultancy fees which had been accrued from 2021
through H1 2024.
The Group Operating Loss for the period was reduced by 92% from GBP(288)k in H1 2023 to GBP(22)k in 1H 2024.
The Group Loss Before Tax for the period was also reduced by 69% from GBP(352)k in 1H 2023 to GBP(108)k in H1 2024.
Total Income declined 11.2% from GBP82k in 1H 2023 to GBP72k in H1 2024. The decline in Software services' income was
partially offset by positive contribution from financial holdings and increased interest income.
Total Administrative Expenses declined 76% from GBP363k in 1H 2023 to GBP85k in H1 2024, due to the waiving of the
Chairman's consultancy fees in the current period (GBP0.2m impact) and, in the comparative period, GBP49k severance pay.
GBP35k of other savings were identified in the current period vs the comparative period across other Administrative
Expenses categories, including IT (accounting software savings), rent/office expenses and Insurance.
Development Costs capitalised to Intangible Assets were reduced from GBP106k in H1 2023 to GBP78k in H1 2024 helping to
preserve cash, alongside stable Software Services Cost of Sales and stable Personnel costs (excluding impact of the
consultancy fees waiver).
Responsibility Statement
We confirm that to the best of our knowledge:
a) the condensed set of financial statements has been prepared in accordance with IAS 34 'Interim Financial
Reporting'
b) the interim management report includes a fair review of the information required by DTR 4.2.7R (indication of
important events during the first six months and description of principal risks and uncertainties for the remaining six
months of the year); and
c) the interim management report includes a fair review of the information required by DTR 4.2.8R (disclosure of
related parties' transactions and changes therein).
Cautionary statement
This Interim Management Report (IMR) has been prepared solely to provide additional information to shareholders to
enable them to assess the Company's strategy and the potential for that strategy to succeed. The IMR should not be
relied on by any other party or for any other purpose.
Duncan Soukup
Chairman
Anemoi International Ltd
26 September 2024
Interim Condensed Consolidated Statement of Income
For the six months ended 30 June 2024
6 Months to 6 Months to Year Ended
Jun 2024 Jun 2023 Dec 2023
GBP GBP GBP
Note Unaudited Unaudited Audited
Software services income 46,265 79,563 136,119
Net gains/(losses) on investments at fair value 7,597 - -
Investment interest income 18,504 1,995 11,351
Currency losses - (48) (29,444)
Total Income 72,366 81,510 118,026
Software services expenses (5,865) (5,869) (12,983)
Financial holdings expenses (3,113) (1,402) (2,643)
Total Cost of Sales (8,978) (7,271) (15,626)
Gross profit 63,388 74,239 102,400
Administrative expenses excluding exceptional costs (85,467) (313,199) (622,654)
Exceptional administration costs - (49,441) (228,378)
Total administrative expenses (85,467) (362,640) (851,032)
Operating loss before depreciation (22,079) (288,401) (748,632)
Depreciation and Amortisation 5 (83,196) (63,392) (137,609)
Operating loss (105,275) (351,793) (886,241)
Net financial income/(expense) (2,873) (35) (114)
Share of profits of associated entities - - 12,349
Profit/(loss) before taxation (108,148) (351,828) (874,006)
Taxation (1,676) (220) (23,139)
Profit/(loss) for the period (109,824) (352,048) (897,145)
Earnings per share - pence (using weighted average number of shares)
Basic and Diluted (0.07) (0.22) (0.57)
Basic and Diluted 4 (0.07) (0.22) (0.57)
The notes on pages 12 to 16 form an integral part of this consolidated interim financial information. Interim Condensed Consolidated Statement of Comprehensive Income
For the six months ended 30 June 2024
6 Months to 6 Months to Year Ended
Jun 2024 Jun 2023 Dec 2023
GBP GBP GBP
Unaudited Unaudited Audited
Loss for the financial year (109,824) (352,048) (897,145)
Other comprehensive income:
Exchange differences on re-translating foreign operations (93,399) (12,426) 93,814
Total comprehensive income (203,223) (364,474) (803,331)
Attributable to:
Equity shareholders of the parent (203,223) (364,474) (803,331)
Total Comprehensive income (203,223) (364,474) (803,331)
The notes on pages 12 to 16 form an integral part of this consolidated interim financial information. Interim Condensed Consolidated Statement of Financial Position
As at 30 June 2024
As at As at As at
Jun 2024 Jun 2023 Dec 2023
GBP GBP GBP
Note Unaudited Unaudited Audited
Assets
Non-current assets
Goodwill 5 1,462,774 1,462,774 1,462,774
Intangible assets 5 1,349,703 1,505,970 1,439,025
Property, plant and equipment 5 10,472 9,881 11,237
Investment in associated entities 16,890 4,541 16,890
Total non-current assets 2,839,839 2,983,166 2,929,926
Current assets
Trade and other receivables 92,632 348,356 376,106
Investments at fair value through profit or loss 6 48,313 - -
Cash and cash equivalents 1,146,741 1,869,952 1,591,047
Total current assets 1,287,686 2,218,308 1,967,153
Liabilities
Current liabilities
Trade and other payables 250,155 701,589 816,486
Total current liabilities 250,155 701,589 816,486
Net current assets 1,037,531 1,516,719 1,150,667
Net assets 3,877,370 4,499,885 4,080,593
Shareholders' Equity
Share capital 7 117,750 117,750 117,750
Share premium 5,773,031 5,773,031 5,773,031
Preference shares 246,096 246,096 246,096
Other Reserves 70,070 70,070 70,070
Foreign exchange reserve 300,696 268,290 394,095
Retained earnings (2,630,273) (1,975,352) (2,520,449)
Total shareholders' equity 3,877,370 4,499,885 4,080,593
Total equity 3,877,370 4,499,885 4,080,593
The notes on pages 12 to 16 form an integral part of this consolidated interim financial information.
These financial statements were approved by the board 26 September 2024.
Signed on behalf of the board by:
Duncan Soukup Interim Condensed Consolidated Statement of Cash Flows
For the six months ended 30 June 2024
6 Months 6 Months Year
to to ended
Jun 2024 Jun 2023 Dec 2023
GBP GBP GBP
Notes Unaudited Unaudited Audited
Cash flows from operating activities
Profit/(Loss) for the period before financing (105,275) (351,793) (886,241)
(Increase)/decrease in trade and other receivables 283,474 25,162 9,900
(Decrease)/increase in trade and other payables (566,331) 62,018 164,426
Finance costs (18,504) (1,947) (11,351)
Share of profits of associated entities - - -
Net exchange differences 84,860 3,104 9,754
(Profit)/Loss from change in fair value of investments held at fair value through (31,958) - -
profit or loss
Fair value movement on portfolio investments 24,361 - -
Depreciation and amortisation 5 83,196 63,392 137,609
Cash generated by operations (246,177) (200,064) (575,903)
Taxation (1,676) (220) (23,139)
Net cash flow from operating activities (247,853) (200,284) (599,042)
Cash flows from investing activities
Net (purchase)/sale of portfolio holdings (40,716) - -
Sale/(Purchase) of intangible assets 5 (77,969) (105,802) (104,574)
Net cash flow in investing activities (118,685) (105,802) (104,574)
Cash flows from financing activities
Interest paid (2,873) (35) (114)
Interest received 18,504 1,995 11,351
Net cash flow from financing activities 15,631 1,960 11,237
Net increase in cash and cash equivalents (350,907) (304,126) (692,379)
Cash and cash equivalents at the start of the period 1,591,047 2,189,610 2,189,610
Effects of foreign exchange rate changes (93,399) (15,532) 93,816
Cash and cash equivalents at the end of the period 1,146,741 1,869,952 1,591,047
The notes on pages 12 to 16 form an integral part of this consolidated interim financial information. Interim Condensed Consolidated Statement of Changes in Equity
For the six months ended 30 June 2024
Share Share Preference Other Foreign Retained Total
Exchange Shareholders
Capital Premium Shares Reserves Reserves Earnings Equity
GBP GBP GBP GBP GBP GBP GBP
Balance as at 31 December 2022 117,750 5,773,031 246,096 70,070 300,281 (1,623,304) 4,883,924
Foreign Exchange on translation - - - - (19,565) - (19,565)
Total comprehensive income for the - - - - (12,426) (352,048) (364,474)
period
Balance as at 30 June 2023 117,750 5,773,031 246,096 70,070 268,290 (1,975,352) 4,499,885
Foreign Exchange on translation - - - - 113,379 - 113,379
Total comprehensive income for the - - - - 12,426 (545,097) (532,671)
period
Balance as at 31 December 2023 117,750 5,773,031 246,096 70,070 394,095 (2,520,449) 4,080,593
Foreign Exchange on translation - - - - (93,399) - (93,399)
Total comprehensive income for the - - - - - (109,824) (109,824)
period
Balance as at 30 June 2024 117,750 5,773,031 246,096 70,070 300,696 (2,630,273) 3,877,370
The notes on pages 12 to 16 form an integral part of this consolidated interim financial information. Notes to the Condensed Financial Information 1 General information
Anemoi International Ltd (the "Company") is a British Virgin Island ("BVI") International business company ("IBC"), incorporated and registered in the BVI on 6 May 2020. The Company is a holding company actively seeking investment opportunities.
id4 AG is a wholly owned subsidiary of Anemoi and was formed as part of the merger of the former id4 AG ("id4") with and into its parent, Apeiron Holdings AG on 14 September 2021. id4 was incorporated and registered in the Canton of Lucerne in Switzerland in April 2019 whilst Apeiron Holdings AG was incorporated and registered in December 2018. Following the merger, Apeiron Holdings AG was renamed id4 AG.
On the 17th December 2021, the entire share capital of id4 AG was purchased by Anemoi International Ltd.
Id4 CLM (UK) Ltd is a wholly owned subsidiary of Anemoi, incorporated on 26 November 2021 in England and Wales. Id4 CLM (UK) Ltd is a private limited company, limited by shares. 2 Significant Accounting policies
The Group financial statements consolidate those of the Company and its subsidiaries (together referred to as the "Group").
The Group prepares its accounts in accordance with applicable UK Adopted International Accounting Standards "IFRS".
The financial statements are expressed in GBP.
The accounting policies applied by the Company in this unaudited consolidated interim financial information are the same as those applied by the Company in its consolidated financial statements as at 31 December 2023.
The financial information has been prepared under the historical cost convention, as modified by the accounting standard for financial instruments at fair value. 2.1 Basis of preparation
The condensed consolidated interim financial information for the six months ended 30 June 2024 has been prepared in accordance with International Accounting Standard No. 34, 'Interim Financial Reporting'. They do not include all of the information required for full annual financial statements and should be read in conjunction with the consolidated financial statements of the Company as at and for the year ended 31 December 2023. Prior year comparatives have been reclassified to conform to current year presentation.
These condensed interim financial statements for the six months ended 30 June 2024 are unaudited and do not constitute full accounts. The independent auditor's report on the 2023 financial statements was not qualified. 2.2 Going concern
The financial information has been prepared on the going concern basis as management consider that the Company has sufficient cash to fund its current commitments for the foreseeable future.
Notes to the Condensed Financial Information Continued 3 Net Financial Expense
Six months Six months Year
ended ended ended
30 Jun 24 30 Jun 23 31 Dec 23
Unaudited Unaudited Audited
GBP GBP GBP
Other interest expense 1,671 - -
Bank interest expense 1,202 35 114
2,873 35 114 4 Earnings per share
Six months Six months Year
ended ended ended
30 Jun 24 30 Jun 23 31 Dec 23
Unaudited Unaudited Audited
GBP GBP GBP
The calculation of earnings per share is based on
the following loss attributable to ordinary shareholders and number of shares:
Loss for the period (109,824) (352,048) (897,145)
Weighted average number of shares of the Company 157,041,665 157,041,665 157,041,665
Earnings per share:
Basic and Diluted (pence) (0.07) (0.22) (0.57)
Number of shares outstanding at the period end: 157,041,665 157,041,665 157,041,665
Number of shares in issue
Opening Balance 157,041,665 157,041,665 157,041,665
Issuance of Share Capital - - -
Basic number of shares in issue 157,041,665 157,041,665 157,041,665
Notes to the Condensed Financial Information Continued 5 Non-current assets
Plant
Intangible and
Total Goodwill Assets Equipment
Cost GBP GBP GBP GBP
Cost at 1 January 2024 3,183,397 1,462,774 1,706,067 14,556
FX movement (101,804) - (100,995) (809)
3,081,593 1,462,774 1,605,072 13,747
Additions 77,969 - 77,969 -
Cost at 30 June 2024 3,159,562 1,462,774 1,683,041 13,747
Depreciation/Amortisation
Depreciation/Amortisation at 1 January 2024 270,361 - 267,042 3,319
FX movement (16,002) - (15,808) (194)
254,359 - 251,234 3,125
Charge for the period on continuing operations 83,196 - 83,046 150
FX movement (942) - (942) -
Depreciation/Amortisation at 30 June 2024 336,613 - 333,338 3,275
Closing net book value at 30 June 2024 2,822,949 1,462,774 1,349,703 10,472
For impairment testing purposes, management considers the operations of the Company to represent a two cash generating units (CGUs), one providing software and digital solutions to the financial services industry, and the rest of the business. 6 Securities
The Company classifies the following financial assets at fair value through profit or loss (FVPL):-
Equity investments that are held for trading.
As at As at As at
30 Jun 24 30 Jun 23 31 Dec 23
Unaudited Unaudited Audited
GBP GBP GBP
Securities
At the beginning of the period - - -
Additions 123,568 - -
Unrealised gain/(losses) 7,596 - -
Disposals (82,851) - -
At period close 48,313 - -
Investments have been valued incorporating Level 1 inputs in accordance with IFRS7.
Notes to the Condensed Financial Information Continued 7 Share Capital
As at As at As at
30 Jun 24 30 Jun 23 31 Dec 23
Unaudited Unaudited Audited
GBP GBP GBP
Authorised share capital:
Unlimited ordinary shares of USD0.001 each - - -
Fully subscribed shares 117,750 117,750 117,750
Number Number Number
of shares of shares of shares
Fully subscribed shares 157,041,665 157,041,665 157,041,665
Balance at close of period 157,041,665 157,041,665 157,041,665
Under the Company's articles of association, the Board is authorised to offer, allot, grant options over or otherwise dispose of any unissued shares. Furthermore, the Directors are authorised to purchase, redeem or otherwise acquire any of the Company's own shares for such consideration as they consider fit, and either cancel or hold such shares as treasury shares. The directors may dispose of any shares held as treasury shares on such terms and conditions as they may from time to time determine. Further, the Company may redeem its own shares for such amount, at such times and on such notice as the directors may determine, provided that any such redemption is pro rata to each shareholders' then percentage holding in the Company.
On the 14th April 2021, a total of 5,999,999 new DIs (the "Placing DIs") were placed by at a price of GBP0.04 per Placing DIs (the "Placing") with existing and new investors ("Placees") raising gross proceeds of approximately GBP240,000. The Placing DIs represent Ordinary Shares representing 20 per cent. of the Ordinary Share capital of the Company prior to the Placing.
On the 16th August 2021 the Board announced that the par value of its issued and outstanding ordinary shares of no par value had changed to USUSD0.001 per Ordinary Share. The total number of issued shares with voting rights remained unchanged at 35,999,999 Ordinary Shares. Aside from the change in nominal value, the rights attaching to the Ordinary Shares (including all voting and dividend rights and rights on a return of capital) remained unchanged.
On the 17th December 2021, following the acquisition of id4 AG, 66,666,666 New Ordinary Shares of USD0.001 were issued to the shareholders of id4 in settlement of consideration for the acquisition and the Company was readmitted to trading on the London Stock Exchange.
On the 17th December 2021, alongside the acquisition of id4 AG, 54,375,000 New Ordinary Shares of USD0.001 were issued in a further placing with existing and new investors, raising a total of GBP2,175,000.
Notes to the Condensed Financial Information Continued 8 Related Party Transactions
Thalassa Holdings Ltd, which holds shares in the Company is related by common control through the Chairman, Duncan Soukup. Thalassa Holdings Ltd invoiced the Company for administration costs totalling GBP18,364 (June 2023: GBP4,236, Dec 2023: GBP39,819). At the period end the balance owed to Thalassa Group totalled GBP13,074 (June 2023: GBP4,236, Dec 2023: GBP15,146).
Consultancy and administrative services were accrued on behalf of a company, Fleur De Lys, in which the Chairman has a beneficial interest. The Company waived GBP192,710 of fees in the period which relate to 1H 2024 and prior years (Accrued Fees: Jun 2023: GBP61,399, Dec 2023: GBP119,017).
Athenium Consultancy Ltd, a company in which the Company owns shares invoiced the Company for financial and corporate administration services totalling GBP82,500 for the period (Jun 2023: GBP82,500, Dec 2023: GBP165,000). 9 Subsequent events
There were no subsequent events to report. 10 Copies of the Interim Report
The interim report is available on the Company's website: www.anemoi-international.com.
END
For further information, please contact:
Enquiries: -- enquiries@anemoi-international.com
Anemoi International Ltd
www.anemoi-international.com
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ISIN: VGG0419A1057 Category Code: IR TIDM: AMOI LEI Code: 213800MIKNEVN81JIR76 OAM Categories: 1.2. Half yearly financial reports and audit reports/limited reviews Sequence No.: 349412 EQS News ID: 1996739 End of Announcement EQS News Service =------------------------------------------------------------------------------------
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September 27, 2024 02:00 ET (06:00 GMT)
