Braveheart Inv Regulatory News (BRH)

Prior to publication, the information contained within this announcement was deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). With the publication of this announcement, this information is now considered to be in the public domain.

18 June 2018

Braveheart Investment Group plc

("Braveheart", the "Company" or the "Group")

Final Results for the year ended 31 March 2018

&

Notice of AGM

Braveheart Investment Group plc (AIM: BRH), the fund management and strategic investor group, announces its audited annual results for the financial year ended 31 March 2018, highlights of which are set out below:

• Profit after tax of £1.49 million (2017: £0.78 million);

• Basic earnings per share of 5.51 pence (2017: 2.88 pence); 

• Cash at bank of £1.13 million as at 31 March 2018 (2017: £1.42 million).

For further information:

Braveheart Investment Group plc +44 (0) 1738 587555

Trevor Brown, Chief Executive

Allenby Capital Limited (Nominated Adviser and Broker) +44 (0) 20 3328 5656

David Worlidge / Nicholas Chambers

CHIEF EXECUTIVE OFFICER'S REPORT

I am pleased to report to shareholders for the 12 months ended 31 March 2018

Overview

In the interim report, the Company reported an unaudited profit after tax of £191,000 and earnings per share of 0.71 pence for the six months ended 30 September 2017. I am pleased to report that Group performance continued strongly to the year-end resulting in a full-year profit after tax of £1,493,000 (2017 £780,000) and earnings per share of 5.51 pence (2017 2.88 pence).

Throughout the course of the year the board has continued to be closely involved at the operational level with our three strategic investments which have made strong progress in each of the years since we first became significant investors. Our ongoing fund management businesses continues to meet its targets and prospects for the launch of new funds are improving as discussions with potential partners continue.

As at 31 March 2018, the Group held cash of £1.1 million, equivalent to approximately 4.2p per ordinary share. The board has been exploring options for getting the Company in a position where it can consider declaring a dividend to shareholders if it is considered to be appropriate at the time. Although at 31 March 2018 the Company has revenue reserves of approximately £30,000, this includes non-distributable reserves of approximately £270,000 and contingent liabilities of approximately £148,000 which precludes the payment of a dividend. However, the Company does have a balance of approximately £1.56 million on its share premium account which, with shareholder and Court permission could be cancelled to create distributable reserves. Accordingly, the Company will be sending a circular today containing notice of a General Meeting to consider and, if thought appropriate, to approve a capital reduction by the cancellation of the share premium account. If shareholders' consent is obtained then the Company will seek approval by the court to the capital reduction. Subject to such approval being obtained then the Company would be able to pay dividends (should circumstances in the future make it desirable to do so) to the extent of the distributable reserves created but subject to the financial position of the Company and its prospects at the relevant time and any undertakings given to the Court for the protection of the Company's creditors at the date that the capital reduction becomes effective. Further details of the proposal by the board and the process that needs to take place are included in the separate shareholder circular which will be available on the Company's website www.braveheartgroup.co.uk.

Portfolio

In addition to our three strategic investments we have investments in a further 12 companies that were made by Braveheart from 2002 until the summer of 2015 (the 'Portfolio'). As at 31 March 2018 the Portfolio, which includes the strategic investments, has a valuation of £2,220,000 (2017: £862,000). The major part of the increase in valuation since 31 March 2017 is derived from the revaluation of the strategic investments which have hitherto been shown at the cost of our investment two years ago. In every case there has been considerable operational progress since our original investment and this progress is now reflected in the revised valuations in which we were assisted by an independent adviser to determine the appropriate values. We will continue to manage the Portfolio with a view to seeking exits wherever possible and encourage further development of business where appropriate.

Viking Fund Managers

The fund management business, Viking Fund Managers Limited ("Viking"), had another successful year managing the existing fund management contracts that are already in place, and revenues and profits earned by this part of the Group were in line with management's expectations. The key fund management contracts for Viking at the year end continue to be for the Finance Yorkshire Equity, Lachesis and the Viking funds. The Viking team remain focussed on sourcing and winning new fund management contracts to grow the business. Discussions with potential partners continue and the Directors are hopeful that this will lead to the launch of new funds.

Paraytec Limited operational update

In 2017 Paraytec took action to focus its business activities and reduce its fixed cost base. Its objective was to ensure the business was profitable based on the royalty income stream from its two main licensees - Malvern Panalytical Ltd and Pion Inc. Concurrently, the company commenced two, key grant funded, R&D projects to develop new product lines for the future. This strategy worked well and the business is now profitable and cash positive.

The first R&D project is in Paraytec's traditional market of research instrumentation for the biopharmaceutical sector. In this project, Paraytec is a key member of a consortium including Malvern Panalytical, GSK, Medimmune, Fujifilm Diosynth Biotechnologies and others. Protein-based pharmaceuticals are often susceptible to instability that can cause drug molecules to aggregate, which may result in a reduction of their therapeutic effectiveness and possibly in unwanted side-effects in the patient. Protein aggregation is therefore a high-risk issue in biopharmaceutical development. With the new analytical technology that will result from this collaborative project, the consortium aims to attenuate the risks associated with aggregation to ensure the delivery of safe and cost-effective drugs in the future.

The second R&D project is aimed at developing a new point of care diagnostic device for cancer detection and monitoring. Initially this is focussed on bladder cancer, but the technology should be applicable to detecting other cancers. Bladder cancer is the fifth most common cancer in the Western world with approximately 430,000 new cases per year worldwide. It also has a high risk of recurrence, so significant levels of patient monitoring are required. Because of long term survival and the need for lifelong routine monitoring and treatment, the cost per patient of bladder cancer from diagnosis to death is the highest of all cancers in the US. Direct medical costs of bladder cancer care in the US forecast to reach $4.65bn by 2020. Paraytec hopes to develop technology which will surpass the currently available tests and thus offer considerable cost savings to the healthcare systems worldwide as well as improving the patient experience and outcomes. Preliminary results have been highly promising.

Kirkstall Limited operational update

Kirkstall sells products for in vitro cell culture and operates in a worldwide market sector that is projected to grow by 38% annually.

In 2017 Kirkstall reached a major inflexion point in its business. Until then the company had relied on selling, mainly in the UK, using its own technical staff. Even with this limitation it had grown product sales by 35% over the previous 12 months. In 2017 the signing of a marketing agreement with Lonza, one of the world's leading bioscience companies, was concluded. This agreement not only provides technical validation of the Kirkstall product, enhancing the company's credibility, but also gives it much greater access to worldwide markets. Lonza has 600 sales staff operating in USA, which is the world's major market for in vitro cell culture and as a result Kirkstall anticipates accelerated growth in its product sales in 2018. Recent successes in the USA have been sales to MIT (Massachusetts Institute of Technology) in Boston which is the centre appointed by US National Institute of Health to validate the emerging 'organ on a chip' technologies. The MIT scientists using Kirkstall products are recognised as key opinion leaders in the field.

A further indication of growing worldwide interest in the 'organ on a chip' field has been the large number of registrations for the Advanced Cell & Tissue Culture Conference, which is sponsored and organised by Kirkstall. This annual event is a vehicle to promote applications for Kirkstall products. Advance registrations for 2018's conference were double those in 2017.

Kirkstall works with universities to develop applications for its products and its user base has grown from 70 to over 90 in the last 12 months. This will increase in 2018 with the award of €4.7million EU Grant to a consortium which includes the Universities of Wageningen (NL), Edinburgh (UK), Dusseldorf (D), and ETH Zurich (CH).

In September 2017 Kirkstall announced that it had commenced an investor marketing exercise seeking to raise up to £2.5m in a private placing. Although a number of offers were made by prospective investors, it was not possible to conclude matters on acceptable terms, and the exercise was deferred until later in the current year.

Gyrometric Systems Limited operational update

This company has developed a patent protected system of hardware and software to accurately monitor the vibrations in rotating shafts. Warnings generated by this system help prevent expensive and untimely breakdowns in industry and transport. The company is a spin out from Nottingham Trent University and is based in Nottingham, UK. Its equipment is used to measure the performance of both high-speed and low-speed shafts in a wide variety of applications such as marine engines, wind turbines and industrial machine tools. Sales of marine drive monitoring systems continued to expand during the year. The order for the 60th system was taken and commitments for 2018 indicate a continuing acceleration. Feedback from sales agents has confirmed a market opportunity for monitoring additional engine and drive parameters that will broaden the marine market for Gyrometric.

A contract was signed during the year for the installation of a comprehensive monitoring system on a 7 Megawatt wind turbine nacelle at the ORE Catapult test facility in Blyth, Northumberland. The new system, the first for Gyrometric in wind turbines, incorporates world-leading technology for monitoring bearing run out. This technology has particular advantages in wind turbines because of its inherent effectiveness at low turning speeds.

The trials will enable Gyrometric to build a comprehensive picture of turbine behaviour from its offices in Nottingham. The wind turbine monitoring market is the next major sales objective of the company.

A development program has commenced with the objective of building the next generation of robust monitoring hardware which will have increased numbers of input channels and enhanced communications facilities at lower unit cost.

Software development during the year was assisted by an increase in the programming establishment, with an emphasis placed on security of the system. Improvements were also made to the set-up functions to make installation easier, and work was carried out on the output graphics in order to enhance clarity and ease of use for end users.

Gyrometric continues to enhance its intellectual property portfolio by preparing a number of patent applications to enhance the current rotating shaft monitoring capabilities, including a new method for high accuracy axial displacement monitoring.

Post the period end, Gyrometric has raised funds from a new investor which will be used to accelerate the marketing and commercialisation of its software.

Outlook and Strategy

For the next year, our attention and resources will continue to be focussed upon developing our three strategic investments where we now have significant commercial exposure, together with the pursuit by Viking of the new fund management opportunities arising out of established relationships with existing partners and clients. Where further capital is required to develop the strategic investments, we will seek to engage with third party investors where it enhances shareholder value, as well as providing further funds ourselves if appropriate. In everything that we do, improving shareholder value will remain paramount.

Financial Review

During the year we continued the comprehensive review of our cost base and continued to reduce the central costs.

Income Statement

Fee-based revenue was generated by both Strathtay Ventures Limited ('SVL') and Viking Fund Managers Limited ('VFM'). The principal revenue from the Group's operations principally comprises investment management fees, with total revenue during the year being £820,000 (2017: £1,154,000).

Finance income was £6,000 (2017: £5,000), this being interest on outstanding loan notes within the directly held portfolio.

As at 31 March 2018, the fair value of the Group's directly held portfolio of 15 companies (2017: 20) was £2,220,000 (2017: £862,000). During the year the Group made investments of £178,000 into three portfolio companies.

Total income for the year ended 31 March 2018, including realised gains and unrealised revaluation gains and losses, was £1,979,000 (2017: £1,608,000).

The average number of employees decreased by 3 during the period under review. Employee benefits expense was £322,000 (2017: £441,000). Other operating and finance costs reduced to £164,000 (2017: £388,000). 

The total profit after tax increased to £1,493,000 (2017: profit of £780,000), equivalent to a basic profit per share of 5.51 pence (2017: profit per share of 2.88 pence).

Financial Position

Net assets at 31 March 2018 were £3,984,000 (2017: £2,486,000), equivalent to 14.71 pence per share (2017: 9.19 pence).

The Group's net assets include goodwill of £380,000 (2017: £380,000). The carrying value of goodwill was reviewed during the year and in light of current projections of future performance the Directors did not impair goodwill.

At the year end the Group had cash balances of £1,134,000 (2017: £1,421,000). There were no material borrowings.

A summary analysis of the Group's performance is as follows:

Key Performance Indicators (KPIs)

The KPIs we use to monitor business performance, which given the nature of our business are primarily financial measures, are:

Principal Risks and Uncertainties

Through its operations the Group is exposed to a number of risks. The Group's risk management objectives and policies are described in the Corporate Governance Statement.

On behalf of the Board

Trevor E Brown

Chief Executive Officer

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

CONSOLIDATED STATEMENT OF CASH FLOWS

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

NOTES TO THE FINANCIAL STATEMENTS

1 General information

While the financial information included in this announcement has been prepared in accordance with International Financial Reporting Standards (IFRSs), this announcement does not itself contain sufficient information to comply with IFRSs. The Group has also published full financial statements that comply with IFRSs available on its website and to be circulated shortly.

The financial information set out in the announcement does not constitute the company's statutory accounts for the years ended 31 March 2018 or 2017. The financial information for the year ended 31 March 2017 is derived from the statutory accounts for that year, which were prepared under IFRSs, and which have been delivered to the Registrar of Companies.

The financial information for the year ended 31 March 2018 is derived from the audited statutory accounts for the year ended 31 March 2018 on which the auditors have given an unqualified report that did not contain a statement under section 498(2) or 498(3) of the Companies Act 2006.

2 Accounting policies

Basis of preparation

The Group and Company financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union as they apply to financial statements for the year ended 31 March 2018 and as applied in accordance with the provisions of the Companies Act 2006. The principal accounting policies adopted by the Group and by the Company are set out in the following notes.

The financial statements have been prepared on a historical cost basis, except where otherwise indicated. The financial statements are presented in sterling and all values are rounded to the nearest pound (£) except where otherwise indicated.

The directors have reviewed the Group's and the Company's budgets and plans, taking account of reasonably possible changes in trading performance and have a reasonable expectation that the Group and the Company have adequate resources to continue in operational existence for the foreseeable future and that it is therefore appropriate to continue to adopt the going concern basis in preparing the financial statements. Whilst the company is currently showing a net current liabilities position, the balance is significantly better than it was in the previous year.

3 Revenue

Revenue is attributable to the principal activities of the Group. In 2018 and 2017, all revenue arose within the United Kingdom.

The business is regarded as one segment due to the nature of services provided and the methods used to provide these services. The business is managed and financial performance is reported to the Board on this basis.

Of the revenue stated above, £611,084 (2017: £624,690) related to Finance Yorkshire Equity LP and £104,539 (2017: £197,020) related to The Lachesis Seed Fund Limited Partnership.

4 Profit per share

Basic profit per share has been calculated by dividing the profit attributable to equity holders of the parent by the weighted average number of ordinary shares in issue during the year.

The calculations of profit per share are based on the following profit and numbers of shares in issue:

Dilutive earnings per share adjusts for share options granted where the exercise price is less than the average price of the ordinary shares during the period. At the current year end there were 75,675 (2017: 270,270) potentially dilutive ordinary share.

5 Investments at fair value through profit or loss

As at 31 March 2018, the group total value of investments in companies was £2,220,213 (2017: £862,129). The group total change in fair value during the year was a gain of £1,152,597 (2017: gain £183,475).

Investments, which include equity and debt investments, are designated on initial recognition as financial assets at fair value through profit or loss. This measurement basis is consistent with the fact that the Group's performance in respect of its portfolio investments is evaluated on a fair value basis in accordance with an established investment strategy. When investments are recognised initially, they are measured at fair value.

After initial recognition the fair value of listed investments is determined by reference to bid prices at the close of business on the reporting date. Unlisted equity investments are measured at fair value by the directors in compliance with the principles of the International Private Equity and Venture Capital Guidelines, updated and effective December 2015, as recommended by the European Venture Capital Association. The fair value of unlisted equity investments is determined using the most appropriate of the valuation methodologies set out in the guidelines. These include using recent arm's length market transactions; reference to the current market value of another instrument, which is substantially the same; earnings or profit multiples; indicative offers; discounted cash flow analysis and pricing models.

The Group classifies its investments using a fair value hierarchy. Classification within the hierarchy has been determined on the basis of the lowest level input that is significant to the fair value measurement of the relevant investment as follows:

• Level 1 - valued using quoted prices in active markets for identical assets;

• Level 2 - valued by reference to valuation techniques using observable inputs other than quoted prices included within Level 1; and

• Level 3 - valued by reference to valuation techniques using inputs that are not based on observable market data.

The fair values of quoted investments are based on bid prices in an active market at the reporting date. All unquoted investments have been classified as Level 3 within the fair value hierarchy, their respective valuations having been calculated using a number of valuation techniques and assumptions, notwithstanding that the basis of the valuation methodology preferred by the Group is 'price of most recent investment'. To reflect the potential impact of alternative assumptions and a lack of liquidity in these holdings, a discount of 15% has been applied to all Level 3 valuations. When using the DCF valuation method, reasonably possible alternative assumptions could have a material effect on the fair valuation of investments.

6 Goodwill

At the end of the current year, the Group assessed the recoverable amount of the above goodwill associated with Neon's cash-generating unit and determined that goodwill was not impaired. The recoverable amount of Neon was assessed by reference to the cash-generating unit's value in use based on internally prepared and approved 2 year cash flow projections applying the following discount factors:

Cashflow projections are mainly based on contracted revenues and associated costs, which can therefore be predicted with reasonable certainty and the directors do not consider there to be significant assumptions included within these cash flows.

These factors are based on past experience and future expectations which the directors consider to be appropriate. Value in use estimates arising from reasonably possible changes to these factors do not indicate further impairment.

7 Posting of audited results for the year ended 31 March 2018 and Notice of AGM

The Company is pleased to announce that it expects to post its audited report and accounts for the year ended 31 March 2018 to shareholders shortly. It is also posting notice of its annual general meeting ("Notice of AGM"), to be held at the offices of Edwin Coe LLP, Stone Buildings, Lincoln's Inn, London WC2A 3TH on 19 July 2017 at 11.00 am. Copies of the final report and accounts and the Notice of AGM will also be available to view on the Company's website shortly, at http://www.braveheartgroup.co.uk/.