RE: Telegram!!Today 10:22
Mitch,
"TradeFlow was valued at approximately £31 million at the time of the TradeFlow Acquisition by an independent valuation company. This figure was included in announcements published by the Company on 26 May 2021 and 6 July 2021.
· On Completion, the Company paid £4.0 million in cash and issued 813 million new ordinary shares in the capital of the Company ("Ordinary Shares"), each such Ordinary Share being issued with a contractually agreed value of 1.1 pence each (or £8,943,000 in aggregate), to the TradeFlow Directors ("Consideration Shares"). As specified in the 2021 Annual Report and Accounts, the fair value of the 813 million Consideration Shares issued was £3.1 million based on the then prevailing market price per Ordinary Share.
· The difference between the fair value of £31 million and the fair value of the amounts transferred by the Company to the TradeFlow Directors on Completion comprised future earn-out payments that would be made to the TradeFlow Directors if certain revenue milestones were met from financial year ended 31 December 2021 ("FY-21") through to financial year ended 31 December 2023.
· On 18 July 2022, the TradeFlow Directors were each issued with 106,762,760 new Ordinary Shares in relation to settlement of post-Acquisition earn out payments for FY-21.
· As part of the TradeFlow Restructuring, the Company recently commissioned an updated valuation report for the TradeFlow Group. This valuation report was produced by the same independent valuation company as was commissioned in connection with the Acquisition. This most recent valuation was dated 6 January 2023 and valued the TradeFlow Group as at 30 September 2022 at £25.6 million."
The valuation dropped from 31m to 25m.
We payed 4 million , some Shares and then one payment of more shares.. then we never finished paying for it.