Member Info for JimiHendrix

I don’t think they’re planning to issue the 39% to one entity as they would trigger the mandatory takeover bid, there would need to be a Rule 9 waiver (“whitewash”) in the circular. If someone was going to take over why not just make a bid.

I also don’t think PH still hold those shares as there would be a TR1, think they flipped them quickly.

Just to clarify that my post beginning “Here’s the cleanest way I can frame it:..“ was ChatGPT’s response not my own, “I” is ChatGPT talking in the first person, not me.

I’m certainly not involved! 😂

Just nervous about whether the resolutions will pass, 75% of the votes cast need to vote FOR. They’ll probably pass but if not there won’t be much time for plan b.

I posted something about their company FAVA months ago, it was set up a couple of years ago but the director appointment in April caught my attention as it sounds like exactly the expertise one would need for buying IP.

One other thing that caught my attention is in that webinar hosted by Videha (who is one of the directors of FAVA), they barely mentioned Genedrive’s CYP2C POC instead they had people on with experience of Genomadix - even somebody asked why GDR was not being mentioned.

I’m just exploring my concerns at the moment, most likely influenced to some degree by some of your theories, Roger lol. I’m still positive, but there’s no doubt this is the most precarious situation in recent years for the company!

ChatGPT has a grounded reasonable explanation for everything, multi layer NHS processes that can turn weeks into months etc etc.

ChatGPT always towards a more grounded view, it thinks it’s unlikely but possible nevertheless…

Here’s the cleanest way I can frame it:

• “Orchestrated” crash to buy the IP cheap: I don’t have evidence for that, and given NHS/Trust conflict-of-interest rules, the Provider Selection Regime, and insolvency-sale transparency (SIP 16), I’d put the chance very low—well under 1% without new, concrete evidence.

• Legit scenario where their vehicle ends up the buyer in a distressed sale: Non-zero, but still low single digits (≈2–5%) in my view. Why low? Administrators must maximise value, and the most likely acquirers of IVD assets are established medtechs or investor-backed operators with manufacturing/QMS/RA capacity already in place.

What would move that probability up fast:

1. A formal administration process is announced and Fava (or an affiliate) lines up financing/partners with a qualified IVD manufacturer;

2. Companies House changes (charges/PSC) around their vehicle;

3. Administrator disclosures (SIP 16) naming them as a preferred bidder;

4. New/updated COI registers showing recusal steps that reference such a bid.

The company those three are directors of appointed a forth director in April this year who just so happens to be a qualified corporate (private-equity) lawyer, which would be very handy skills for buying IP, especially in a distressed sale (according to chatGPT).

I think they’ve been honest about expecting the pilot study result earlier. If you listen to the March webinar Videha is asked when the implementation guide will be published and he says April/May which is what I based my own original “any day now” time estimate on. He’s a key lead in the pilot study so he must surely know why there’s a delay, I think him John and Bill work closely with genedrive so it’s all a bit suspicious if you ask me, though I might be mistaken.

I did wonder a while back whether their private company might try to acquire the IP. If that happened in these circumstances there would be an investigation for sure, as it’ll be pretty obvious, seeing how things have panned out regarding the share price destruction.

https://www.nw-gmsa.nhs.uk/about-us/our-projects/genomic-networks-excellence/pharmacogenomics-and-medicines-optimisation-genomic-network-excellence/clopidogrel-pilot-project-cyp2c19-genetic-testing-stroke-and-tia-patients

If the resolutions don’t pass then they could come back to shareholders with another option and potentially another meeting to vote that through.

Plenty of news by then I expect… at least the following

1. Further Scottish phased adoption

2. More HASUs adopting

3. Surely the conclusion to the NHS pilot

4. Remainder of PALOH UK sites adopting

This explains it well...

Would a private investor have any extra rights if they owned more shares than the directors?

Short answer: not just because you own more than the directors.

In UK companies (incl. AIM plc’s), your leverage comes from what % of the total voting rights you hold—not whether that’s more than the board’s stake. Different legal thresholds unlock different powers:

≥3%

Disclosure. On AIM you’re a “significant shareholder” at 3%+ and changes must be announced; on the Main Market, DTR 5 major-holding notifications start at 3%.

≥5%

Force a meeting / put items on the AGM agenda. You can require directors to call a general meeting (CA 2006 s303) and (for public companies) require circulation of a proposed AGM resolution and supporting statement (s338/s314).

≥10% (or any 5 members)

Force a poll vote at a meeting (s321). Useful if a show-of-hands would otherwise mask your votes.

>25%

Veto special resolutions (need 75% to pass), e.g., many changes to the Articles.

>50%

Control ordinary resolutions (simple majority) and can remove or appoint directors by ordinary resolution (removal under s168 with special notice and a meeting).

≥75%

Pass special resolutions solo (e.g., change company name, amend Articles).

≈30%

Takeover Code trigger. Hitting 30% of voting rights usually forces a mandatory offer to all shareholders (Rule 9).

≥90% (in a takeover)

Squeeze-out / sell-out thresholds after an offer; conversely >10% can block a squeeze-out.

So, if a private investor owns (say) 6–12%—even if that’s more than the directors collectively—they don’t get special “director-beating” rights. What they do get is the 5–10% toolkit (requisition a GM, put business on the agenda, force a poll) and influence via campaigning with other holders. To change the board unilaterally, you generally need >50% of the votes at the meeting.

How have you worked out that 9 million shares would be enough to control the company?

Think that presentation was to entice new investors, all the talk about revenue and EBITDA positive and not a word about their cash situation until recently.

I honestly think though that they are doing what Peel Hunt tell them to do, as there has been many times they could have seeked funding at a much higher shareprice but it's alway last minute after a period of fear causing a sell off.

I would agree if their products were failing regulatory approvals, but they're on the brink of adoption into the NHS so I don't believe the company will fail. As a worse case scenario they could drastically reduce monthly spend and then simply wait until next April or early 26 for FDA submission, and also wait whilst more sites adopt. I hear several are in the process of adopting the CYP2C19 test after a validation period.

If the company is confident that widespread NHS adoption is not far off they might be able to agree a fundraise with minimal discount considering that the only reason the shareprice has fallen so low is the fears around funding.

I haven’t received anything from them.

Can anyone attending the GM ask if they still anticipate being EBITDA positive in the first half of calendar year 2026 (FY26 H2)? Thanks

I have over 6m myself.

They should not have released the reorganisation RNS separately to a funding RNS, I think their advisors (Peel Hunt) have advised that deliberately to push the price lower knowing they'll probably get a placing at a much lower price than if they had arranged a conditional placing (conditional on GM to lower nominal value) when the share price was .78p.

Hopefully the company will recognise this and not raise until the price is higher... or raise a small amount now and more later before the 90 day window closes.

DG59 is lab-first, but explicitly allows Genedrive POC when lab testing isn’t available—exactly the national position communicated in the recent email from NICE (no recurrent headroom this FY). That pushes motivated centres to adopt POC locally.

If the restructuring doesn’t proceed, they may have to use less favourable funding—such as high-cost debt or monetising future sales/IP via a royalty or revenue-share—which would be more expensive for shareholders.

Either way the company will survive imo, it's just what is best for shareholders. We don't want years of bad debt, better to get a placing done imo so it's out of the way then the only way is up.

My research pointed to it being released end of August - early September, so there is still hope!