For
immediate release
|
13 March
2025
|
Haydale Graphene Industries
plc
('Haydale', the 'Company', or the 'Group')
Interim
Results
Haydale (AIM: HAYD), the advanced
materials group, announces its unaudited interim results for the six months
ended 31 December 2024 (the 'Period' or 'H1 FY25').
Post-Reporting Period Highlights
Following the conclusion of the
Business Review, announced in December 2024, and the securing of an
additional £3.1m (gross) of funding in November 2024, the new Board
and management team have taken decisive steps to refocus the Group
and reduce cash burn aligned to the revised strategy.
Specifically:
Ø Divestment
of the Group's loss-making operations in South Korea;
Ø Discontinuation of the Group's loss-making operations in
Thailand;
Ø Exiting
from the Group's loss-making operations in the US in a way most
likely to realise value back to the Group;
Ø Consolidation of the Group's activities onto a single site in
Ammanford and closure of its Loughborough premises;
Ø Actions to
deliver over 55% reductions in both headcount and overheads on a
full year equivalent basis compared with FY24;
Ø Reorganising the business to focus primarily on its heating
system products as the opportunity closest to commercialisation.
Initial trials have been successfully completed, and internal
testing has shown the Group's system to be a highly efficient and
cost-effective solution;
Ø The
Group's heating system has been accepted for testing by Centrica
and certification for each of UKCA (UK), CE (Europe) and UL (North
America) are also underway. The Group has secured the first
commercial orders and has a growing pipeline of demand;
and
Ø New
commercial contracts have been secured with a leading funder of new
heating systems to vulnerable households, Affordable Warmth
Solutions, to develop a further graphene heater ink product, and
with the national gas grid, National Gas Transmission, for the use
of the Group's technology in upgrading the gas network.
Financial Highlights for the six months ended 31
December 2024:
Ø Revenues decreased by 50% to £1.25 million (H1 FY24 £2.47
million) reflecting persistent US under performance;
Ø Gross profit margin increased to 57.8% (H1 FY24 57%)
reflecting changes in the product mix;
Ø Adjusted administrative expenses decreased by 8% to £3.00
million (H1 FY24: £3.26 million) stemming from pre-Review cost
reductions;
Ø Adjusted operating loss increased by 32% to £2.13 million (H1
FY24 £1.61 million) reflecting reduced turnover; and
Ø Cash
at Period end of £1.99 million (31 December 2023: £3.30
million).
These results underscore the
rationale for the change in business strategy and the decisive
actions taken to focus the business on near-term revenue
opportunities, aggressively reduce costs and stem cash outflows in
FY25, and in particular the divestment of the heavily loss making
North-American business, all of which will contribute to the
Group's goal of achieving improved profitability and cash flow in
FY25, in order to protect the Group's core UK nanomaterials
business. The monthly run-rate operating expenses for the
remaining UK business is approximately £0.275m.
Commenting on the interim results, Simon Turek, Chief
Executive Officer of Haydale, said:
"The interim results reflect the period before implementation
of the new business strategy, highlighting the challenging
financial position inherited by the new management team on January
1, 2025. With declining revenue and an unsustainable cost
structure, immediate and decisive action was
required.
Since then, we have restructured the business, divested
non-core operations, and significantly reduced costs, aligning
overheads with revenue. Our heater ink-based technology is now the
focus, having delivered successful real-world trials of our heating
system and secured the first commercial orders.
The strategic transformation is well underway, and while
challenges remain, these actions provide a clear path to
profitability. We remain committed to delivering value and look
forward to further progress."
For further information:
|
Haydale Graphene Industries plc
|
|
|
|
Simon Turek, CEO
Patrick Carter, CFO |
|
Tel: +44
(0) 1269 842 946
|
|
|
|
www.haydale.com
|
Cavendish
(Nominated Adviser & Broker)
|
|
|
|
Julian Blunt/Edward
Whiley, Corporate Finance
Andrew Burdis, ECM
|
|
Tel: +44 (0) 20 7220
0500
|
|
|
|
|
|
|
| |
Notes to Editors
Haydale is a UK based advanced
materials group focused on commercialising its proprietary heating
ink-based technology and integrating graphene and other
nanomaterials into next-generation industrial applications.
With expertise in nanomaterials, Haydale enhances the electrical,
thermal and mechanical properties of materials, delivering
innovative solutions across multiple industries. For more
information please visit: www.haydale.com
or X: @haydalegraphene
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed
to be, forward looking statements. Forward looking statements are
identified by their use of terms and phrases such as ''believe'',
''could'', "should" ''envisage'', ''estimate'', ''intend'',
''may'', ''plan'', ''potentially'', ''will'' or the negative of
those, variations or comparable expressions, including references
to assumptions. These forward-looking statements are not
based on historical facts but rather on the Directors' current
expectations and assumptions regarding the Company's future growth,
results of operations, performance, future capital and other
expenditures (including the amount, nature and sources of funding
thereof), competitive advantages, business prospects and
opportunities. Such forward looking statements reflect the
Directors' current beliefs and assumptions and are based on
information currently available to the Directors.
A
number of factors could cause actual results to differ materially
from the results discussed in the forward-looking statements
including risks associated with vulnerability to general economic
and business conditions, competition, environmental and other
regulatory changes, actions by governmental authorities, the
availability of capital markets, reliance on key personnel,
uninsured and underinsured losses and other factors, many of which
are beyond the control of the Company. Although any forward
looking statements contained in this announcement are based upon
what the Directors believe to be reasonable assumptions, the
Company cannot assure investors that actual results will be
consistent with such forward looking statements. Accordingly,
readers are cautioned not to place undue reliance on forward
looking statements. Subject to any continuing obligations
under applicable law or any relevant AIM Rule requirements, in
providing this information the Company does not undertake any
obligation to publicly update or revise any of the forward looking
statements or to advise of any change in events, conditions or
circumstances on which any such statement is
based.
Chief Executive's
Report
Overview
Following the fundraise in November
2024 and changes in Board-level management, the Board undertook a
comprehensive review of all aspects of the
business. The aim was to reprioritise areas with near-term profit
potential and positive cash generation, whilst continuing to pursue
commercially viable long-term strategic opportunities (the
"Review").
The findings of the Review announced
December 23, 2024, identified significant challenges, including an
excessive cost base for the level of revenue, dispersed focus
across too many initiatives, and over-optimistic assumptions
regarding the US business. Having played a key role in leading that
review, upon my appointment to the position of CEO I was tasked
with implementing an accelerated turnaround plan, an aggressive
reduction in costs, and a fundamental reshaping of the
business.
These interim results reflect the
period prior to the new strategy's implementation and underscore
the challenging financial position the business faced at the time
of the leadership transition. In particular, the US
Advanced Cutting Tool division struggled to
convert its pipeline into sales, coupled with muted powder sales
resulting in a significant shortfall compared to budget and
prior-year performance. As a result, Group revenues declined
by nearly 50% to £1.25 million (H1 FY24: £2.47 million), with a
consequential increase in adjusted operating loss to £2.13 million
(H1 FY24: £1.61 million).
Strategic plan implementation
The Review has led the Group to adopt
a highly focused approach aimed at making the business self-funding
as soon as practicable, with any future capital raises being
directed towards supporting growth rather than covering ongoing
losses.
Since completing the Review, our
strategic priorities have been:
· Divestment of non-core, loss-making overseas
operations;
· UK
operational streamlining;
· Aggressive cost reductions; and
· Focused commercialisation of core, closest to market
technology.
Ø Divestment of non-core
operations
Asia: The South Korea operation
was sold in December 2024, and Thailand was discontinued in January
2025, reducing cash outflows and minimising closure
costs.
US: While the pipeline remains
strong, conversion timelines have been far longer than expected,
and the Group lacked the financial resources to sustain the working
capital required to reach profitability.
· On
February 7, 2025, the US business was put up for sale.
· Given
its strategic positioning as one of only two US manufacturers of
Silicon Carbide Whisker for high-grade cutting tools, multiple
well-capitalised buyers have expressed interest.
· To
maximise value, the Board has opted for a structured asset sale
under Chapter 11, Subchapter V of the U.S. Bankruptcy Code,
protecting the business from creditors and minimising any further
cash-based support.
· The
auction process, initiated in February 2025, is expected to
conclude in April 2025.
· The US
entity has adequate funding to maintain operations during the sale
process.
Ø UK Operational
Streamlining
The UK cost base has been
significantly reduced, with a sharper focus on high-value scalable
opportunities. The key actions include:
· Prioritising heating technology: The
Review identified Haydale's patented graphene-based heating system
as a world-leading product, close to commercialisation, with a
large addressable market and low barriers to entry (see
below).
· It has
become apparent that the incubation projects are taking longer to
convert than first anticipated and, with the focus on delivering
our heating system, we have limited surplus internal capacity in
the short term to deliver this work. Peripheral activities have
therefore been discontinued or deprioritised to align with this
focus unless there is a contractual commitment and financial
incentive to continue.
· Consolidation of UK operations at the Ammanford headquarters,
with the Loughborough facility closing by the end of March
2025.
· Supply
and distribution chain optimisation through renegotiation of
underperforming contracts.
Ø Targeted Cost
Reductions
The actions noted above together
with additional targeted cost saving measures taken at Ammanford,
balanced with the need to deliver on the new strategic objectives,
are expected to deliver the following benefits on a full year
equivalent basis as compared with FY24:
· 55%
reduction in headcount across the Group (UK: 33%), significantly
lowering personnel costs; and
· 60%
reduction in ongoing overheads across the Group (UK:
46%).
These actions will drive improved
efficiency and cost discipline, with full benefits expected from
the end of FY25 onwards.
Ø Commercialisation of core
technology: Heating system
Our heating system, being branded
"Just Heat", is based on our proprietary, energy efficient,
graphene heater ink, and designed for fast, even heating with
simple installation. Our solution is designed to warm homes
more efficiently, cost-effectively, and sustainably, aligning with
the move towards a greener, Net Zero building stock.
The product uses ultra-thin,
flexible heating mats that sit underneath the floor covering,
warming up quickly and evenly. Powered by low-voltage electricity
and enhanced with graphene technology, it heats faster and uses
less energy than traditional systems. The system is easy to install
and compatible with renewable energy like solar power.
Initial trials with a social housing
provider have been successfully completed, and internal testing has
shown our system to be significantly cheaper to operate than
standard gas and electric heating systems, as well as air source
heat pumps. This makes it a highly efficient and cost-effective
solution, particularly when combined with off-peak electricity and
home battery storage.
The product has been accepted for
testing by Centrica and certification for each of UKCA (UK). CE
(Europe) and UL (North America) are also underway. The Group
is expecting to shortly begin installation of its solution in
demonstration sites across the UK, including social housing and
commercial offices.
The Group has in-house capacity to
produce the proprietary heater ink using HDPlas® plasma reactors,
with a supply chain ready for commercial roll-out.
The Group has secured the first commercial orders
and has a growing pipeline of demand.
To support commercialisation of our
heating system, the team has been reorganised to focus on delivery
and sales of heating products, while still servicing existing
revenue-generating contracts with Petronas and Cadent.
New commercial contracts have been
secured with a leading funder of new heating systems to vulnerable
households, Affordable Warmth Solutions, to develop a further
graphene heater ink product, and with the national gas grid,
National Gas Transmission, for the use of the Group's technology in
upgrading the gas network.
Business Investment
The HT1400 reactor is expected to
meet medium-term demand for functionalised graphene in heater ink
production and no major capital investment is expected to meet
medium-term forecasts. In the longer term, expansion of non-reactor
related ink production capability may be required to meet
demand.
Unaudited Financial Results
These results consolidate the whole
group prior to divestments and disposals effected close to or
subsequent to the period end. The Group's recognised commercial
income in the Period was £1.25
million (H1 FY24 £2.47 million).
Adjusted Administrative Expenses
decreased to £3.00 million (H1 FY24 £3.26 million), as a result of progressive
cost savings put in place during the period.
The Group's adjusted Operating Loss
was £2.13 million
(H1 FY24 £1.61 million) and the Loss before taxation was
£3.02 million (H1
FY24 £2.53 million) reflective of the revenue reduction.
There was no Capital expenditure in H1 FY25 (H1 FY24: £0.03
million).
The Group's net assets at 31
December 2024 were £5.15
million (30 June 2024: £5.68 million) which includes the US
assets pending their disposal. Of particular note,
inventories have increased by 34.7% since the year end reflecting
the silicon carbide manufacturing campaign undertaken in the
period. The Group's borrowings increased by £0.52 million during the period to
£1.93 million (30
June 2023: £1.41 million) reflecting the issue of convertible loan
notes as part of the recent fundraise.
Cash at the Period end was
£1.99 million (30
June 2024: £1.72 million). Negative operating cash flow before
working capital changes was £2.16 million
(H1 FY24 £1.76 million). A positive working capital movement of
£0.14 million (H1 FY24 negative movement of
£0.33 million) meant that Cash Used in Operations was
£(2.02) million (H1
FY24 £(2.08) million).
The Company raised a total of £3.10m
in November 2024, comprising £2.60 million
(gross) of equity via the issue of 1,960,633,907 new ordinary shares at
an issue price of 0.1325
pence each and £0.50 million of convertible loan
notes. As at 31 December 2024, and at the date of this
announcement, the Company had 3,759,095,958
ordinary shares in issue.
Outlook
Since I joined the Board in November
2024, the focus has been on delivering the Review and executing
rapid, decisive changes to streamline operations, reduce costs, and
commercialise our graphene ink heating technology - a product that
embodies Haydale's innovation strength.
Whilst this transition has required
difficult decisions, we now have a clear pathway to profitability
with a developing pipeline of commercial opportunities and active
discussions with potential partners through whom we intend to take
the product to market. The Group anticipates that, whilst risks
still remain, the strategic actions being implemented will bring
forwards the point at which the Group can generate sufficient
monthly cashflow to sustain itself which was previously expected to
occur in the second half of FY26. Although
cash reserves are reducing, this is primarily due to investment in
working capital to enable future growth. The Group retains the
flexibility to adjust working capital requirements, such as
reducing stock production if necessary, and potentially has the
option to secure debt financing to support this build
Once our heating product is
established and when funding and circumstances permit, we
anticipate revisiting other nanomaterial innovations that Haydale
has developed over the years.
Board
The Board intends to appoint a
Non-Executive Director with extensive energy sector experience,
bringing valuable expertise in commercialising the Group's heating
system. Further information will be provided in due
course.
Simon
Turek
Chief
Executive Officer
12
March 2025
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(UNAUDITED)
For
the six months ended 31 December 2024
|
|
Unaudited
Six months
ended
31 Dec 2024
£'000
|
Unaudited
Six months
ended
31 Dec 2023
£'000
|
Audited
Year
ended
30 Jun 2024
£'000
|
|
|
|
|
|
REVENUE
|
|
1,253
|
2,466
|
4,820
|
Cost of sales
|
|
(529)
|
(1,060)
|
(2,008)
|
|
|
|
|
|
Gross Profit
|
|
724
|
1,406
|
2,812
|
Other operating income
|
|
155
|
237
|
376
|
|
|
|
|
|
Adjusted Administrative
expenses
|
|
(3,008)
|
(3,257)
|
(6,346)
|
|
|
|
|
|
Adjusted operating loss
|
|
(2,129)
|
(1,614)
|
(3,158)
|
Adjusting administrative
items:
|
|
|
|
|
Share based payments
income/(expenses)
|
|
(56)
|
42
|
(25)
|
Depreciation and
amortisation
|
|
(753)
|
(757)
|
(1,514)
|
Impairment
|
|
-
|
-
|
(1,227)
|
Restructuring costs
|
|
-
|
(35)
|
(34)
|
|
|
|
|
|
|
|
(809)
|
(750)
|
(2,800)
|
|
|
|
|
|
|
|
|
|
|
Total administrative
expenses
|
|
(3,817)
|
(4,007)
|
(9,146)
|
|
|
|
|
|
LOSS FROM OPERATIONS
|
|
(2,938)
|
(2,364)
|
(5,958)
|
Finance costs
|
|
(78)
|
(164)
|
(393)
|
|
|
|
|
|
LOSS BEFORE
TAXATION
|
|
(3,016)
|
(2,528)
|
(6,351)
|
|
|
|
|
|
Taxation
|
|
136
|
136
|
241
|
|
|
|
|
|
LOSS FOR THE YEAR FROM
CONTINUING OPERATIONS
|
|
(2,880)
|
(2,392)
|
(6,110)
|
Other comprehensive income:
|
|
|
|
|
Items that may be reclassified to profit or
loss:
|
|
|
|
|
Exchange differences on translation
of foreign operations
|
|
(98)
|
(21)
|
52
|
Remeasurements of defined benefit
pension scheme
|
|
101
|
147
|
261
|
|
|
|
|
|
TOTAL COMPREHENSIVE LOSS FOR THE YEAR FROM CONTINUING
OPERATIONS
|
|
(2,877)
|
(2,266)
|
(5,797)
|
|
|
|
|
|
|
|
|
|
|
Loss per share attributable to
owners of the Parent
|
|
|
|
|
|
|
|
|
|
Basic (pence) and Diluted
(pence)
|
2
|
(0.12)
|
(0.19)
|
(0.40)
|
|
|
|
|
|
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(UNAUDITED)
As
at 31 December 2024
|
|
Unaudited
31 Dec 2024
£'000
|
Unaudited
31 Dec 2023
£'000
|
Audited
30 Jun 2024
£'000
|
|
|
|
|
|
ASSETS
|
|
|
|
|
Non-current assets
|
|
|
|
|
Goodwill
|
|
-
|
1,059
|
-
|
Intangible assets
|
|
1,295
|
1,350
|
1,338
|
Property, plant and
equipment
|
|
4,535
|
5,260
|
4,867
|
|
|
|
|
|
|
|
5,830
|
7,669
|
6,205
|
|
|
|
|
|
Current assets
|
|
|
|
|
Inventories
|
|
2,249
|
1,603
|
1,670
|
Trade receivables
|
|
871
|
1,019
|
1,088
|
Other receivables
|
|
521
|
332
|
376
|
Corporation tax
|
|
387
|
542
|
251
|
Cash and bank balances
|
|
1,986
|
3,300
|
1,717
|
|
|
|
|
|
|
|
6,014
|
6,796
|
5,102
|
|
|
|
|
|
TOTAL ASSETS
|
|
11,844
|
14,465
|
11,307
|
|
|
|
|
|
LIABILITIES
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
Bank loans
|
|
(1,743)
|
(1,106)
|
(1,392)
|
Pension obligation
|
|
(261)
|
(422)
|
(304)
|
Other payable
|
|
(1,494)
|
(1,649)
|
(1,558)
|
|
|
|
|
|
|
|
(3,498)
|
(3,177)
|
(3,254)
|
Current liabilities
|
|
|
|
|
Bank loans
|
|
(184)
|
(283)
|
(14)
|
Trade and other payables
|
|
(2,796)
|
(1,598)
|
(2,186)
|
Deferred income
|
|
(216)
|
(268)
|
(178)
|
|
|
|
|
|
|
|
(3,196)
|
(2,149)
|
(2,378)
|
|
|
|
|
|
TOTAL LIABILITIES
|
|
(6,694)
|
(5,326)
|
(5,632)
|
|
|
|
|
|
TOTAL NET ASSETS
|
|
5,150
|
9,139
|
5,675
|
|
|
|
|
|
EQUITY
|
|
|
|
|
Capital and reserves
attributable to equity holders of the parent
|
|
|
|
|
Share capital
|
|
16,926
|
16,730
|
16,730
|
Share premium account
|
|
37,474
|
35,374
|
35,374
|
Share-based payment
reserve
|
|
464
|
342
|
408
|
Retained deficits
|
|
(49,315)
|
(42,933)
|
(46,536)
|
Foreign exchange reserve
|
|
(399)
|
(374)
|
(301)
|
|
|
|
|
|
TOTAL EQUITY
|
|
5,150
|
9,139
|
5,675
|
|
|
|
|
|
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
For
the six months ended 31 December 2024
|
|
Unaudited
|
|
Unaudited
|
|
Audited
|
|
|
Six months
|
|
Six months
|
|
Year
|
|
|
ended
|
|
ended
|
|
ended
|
|
|
31 Dec 2024
|
|
31 Dec 2023
|
|
30 Jun 2024
|
|
|
£'000
|
|
£'000
|
|
£'000
|
Cash flow from operating
activities
|
|
|
|
|
|
|
Loss after
taxation
|
|
(2,880)
|
|
(2,392)
|
|
(6,110)
|
Adjustments
for:-
|
|
|
|
|
|
|
Amortisation of intangible assets
|
|
193
|
|
186
|
|
1,614
|
Depreciation of property, plant and equipment
|
|
560
|
|
571
|
|
1,128
|
Share-based
payment (income)/charge
|
|
56
|
|
(42)
|
|
25
|
Profit on
disposal of plant and equipment
|
|
9
|
|
7
|
|
-
|
Finance
costs
|
|
78
|
|
164
|
|
393
|
Pension
plan contributions
|
|
(36)
|
|
(86)
|
|
(161)
|
Pension -
net interest expense
|
|
-
|
|
(30)
|
|
-
|
Taxation
|
|
(136)
|
|
(136)
|
|
(241)
|
|
|
|
|
|
|
|
Operating cash flow before
working capital changes
|
|
(2,156)
|
|
(1,758)
|
|
(3,352)
|
(Increase)
in inventories
|
|
(580)
|
|
130
|
|
63
|
(Increase)/decrease in trade and other receivables
|
|
72
|
|
(341)
|
|
(454)
|
(Decrease)/increase in payables and deferred income
|
|
648
|
|
(115)
|
|
383
|
Cash used in
operations
|
|
(2,016)
|
|
(2,084)
|
|
(3,360)
|
|
|
|
|
|
|
|
Income tax
received
|
|
-
|
|
-
|
|
397
|
|
|
|
|
|
|
|
Net cash used in operating
activities
|
|
(2,016)
|
|
(2,084)
|
|
(2,963)
|
|
|
|
|
|
|
|
Cash flow used in investing
activities
|
|
|
|
|
|
|
Purchase of
property, plant and equipment
|
|
-
|
|
(28)
|
|
(16)
|
Capitalisation of intangible assets
|
|
(151)
|
|
(150)
|
|
(503)
|
|
|
|
|
|
|
|
Net cash used in investing
activities
|
|
(151)
|
|
(178)
|
|
(519)
|
|
|
|
|
|
|
|
Cash flow used in financing
activities
|
|
|
|
|
|
|
Finance
costs
|
|
(36)
|
|
(115)
|
|
(174)
|
Finance
cost - right of use asset
|
|
(41)
|
|
(49)
|
|
(95)
|
Payment of
lease liability
|
|
(264)
|
|
(141)
|
|
(446)
|
Proceeds
from issue of share capital
|
|
2,598
|
|
5,063
|
|
5,063
|
Share issue
costs
|
|
(302)
|
|
(588)
|
|
(588)
|
New bank
loans raised
|
|
525
|
|
21
|
|
42
|
Repayments
of borrowings
|
|
(31)
|
|
(6)
|
|
(10)
|
|
|
|
|
|
|
|
Net cash flow from financing
activities
|
|
2,449
|
|
4,185
|
|
3,792
|
|
|
|
|
|
|
|
Net increase in cash and cash
equivalents
|
|
282
|
|
1,923
|
|
310
|
Effects of
exchange rate changes
|
|
(13)
|
|
(1)
|
|
29
|
Cash and
cash equivalents at beginning of the financial period
|
|
1,717
|
|
1,378
|
|
1,378
|
|
|
|
|
|
|
|
Cash and cash equivalents at
end of the financial period
|
|
1,986
|
|
3,300
|
|
1,717
|
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
(UNAUDITED)
|
Share
Capital
|
|
Share
premium
|
|
Share-based payment
reserve
|
|
Foreign exchange
reserve
|
|
Retained
losses
|
|
Total
|
|
£'000
|
|
£'000
|
|
£'000
|
|
£'000
|
|
£'000
|
|
£'000
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 July
2023
|
15,717
|
|
31,912
|
|
833
|
|
(353)
|
|
(41,137)
|
|
6,972
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
comprehensive loss for the Period
|
-
|
|
-
|
|
-
|
|
-
|
|
(2,392)
|
|
(2,392)
|
Other
comprehensive (loss)/income
|
-
|
|
-
|
|
-
|
|
(21)
|
|
147
|
|
126
|
Recognition
of share-based payments
|
-
|
|
-
|
|
(42)
|
|
-
|
|
-
|
|
(42)
|
Share based
payment charges - lapsed warrants
|
-
|
|
-
|
|
(449)
|
|
-
|
|
449
|
|
-
|
Issue of
ordinary share capital
|
1,013
|
|
4,050
|
|
-
|
|
-
|
|
-
|
|
5,063
|
Share issue
cost
|
-
|
|
(588)
|
|
-
|
|
-
|
|
-
|
|
(588)
|
|
|
|
|
|
|
|
|
|
|
|
|
At 31 December
2023
|
16,730
|
|
35,374
|
|
342
|
|
(374)
|
|
(42,933)
|
|
9,139
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
comprehensive loss for the Period
|
-
|
|
-
|
|
-
|
|
-
|
|
(3,718)
|
|
(3,718)
|
|
Other
comprehensive income
|
-
|
|
-
|
|
-
|
|
73
|
|
114
|
|
187
|
|
Recognition
of share-based payments
|
-
|
|
-
|
|
67
|
|
-
|
|
-
|
|
67
|
|
Share based
payment charges - lapsed warrants
|
-
|
|
-
|
|
(1)
|
|
-
|
|
1
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 1 July
2024
|
16,730
|
|
35,374
|
|
408
|
|
(301)
|
|
(46,536)
|
|
5,675
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
comprehensive loss for the Period
|
-
|
|
-
|
|
-
|
|
-
|
|
(2,880)
|
|
(2,880)
|
|
Other
comprehensive loss
|
-
|
|
-
|
|
-
|
|
(98)
|
|
101
|
|
3
|
|
Recognition
of share-based payments
|
-
|
|
-
|
|
56
|
|
-
|
|
-
|
|
56
|
|
Issue of
ordinary share capital
|
196
|
|
2,402
|
|
-
|
|
-
|
|
-
|
|
2,598
|
|
Share issue
cost
|
-
|
|
(302)
|
|
-
|
|
-
|
|
-
|
|
(302)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At 31 December
2024
|
16,926
|
|
37,474
|
|
464
|
|
(399)
|
|
(49,315)
|
|
5,150
|
|
|
|
|
|
|
|
|
|
|
|
| |
Equity share capital and share premium
The balance classified as share
capital and share premium includes the total net proceeds on issue
of the Company's equity share capital, comprising £0.0001 ordinary
shares. The share premium account can only be used for bonus
issues, to provide for the premium payable on redemption of
debentures or to write off preliminary expenses, or expenses of, or
commissions paid on, or discounts allowed on, any issues of shares
or debentures of the Company.
Share premium account
The share premium account represents
the amount received on the issue of ordinary shares in excess of
their nominal value, less any costs associated with the issuance of
the shares, and is non-distributable.
Share-based payment reserve
The share-based payment reserve
comprises the cumulative expense representing the extent to which
the vesting period of share options has passed and management's
best estimate of the achievement or otherwise of non-market
conditions and the number of equity instruments that will
ultimately vest.
Retained losses
The retained profits and losses
reserve comprises the cumulative effect of all other net gains,
losses and transactions with owners (e.g. dividends) not recognised
elsewhere.
NOTES TO THE CONSOLIDATED FINANCIAL
STATEMENTS
For
the six months ended 31 December 2024
1.
Accounting
policies
Basis of preparation
The interim financial statements,
which are unaudited, have been prepared on the basis of the
accounting policies expected to apply for the financial year to 30
June 2025 and in accordance with recognition and measurement
principles of UK adopted International Financial Reporting
Standards (IFRSs). The accounting policies applied in the
preparation of these interim financial statements are consistent
with those used in the financial statements for the year ended 30
June 2024.
The interim financial statements do
not include all of the information required for full annual
financial statements and do not comply with all of the disclosures
in IAS34 'Interim Financial Reporting'. Accordingly, while
the interim financial statements have been prepared in accordance
with IFRS they cannot be construed as being in full compliance with
IFRS.
The financial information for the
year ended 30 June 2024 does not constitute the full statutory
accounts for that period. The Annual Report and Accounts for
30 June 2024 have been filed with the Registrar of Companies.
The Independent Auditors' Report on the Annual Report and Accounts
for 2024 was unqualified but noted that a material uncertainty
existed that may cast significant doubt on the Group's and Parent
Company's ability to continue as a going concern without qualifying
their report and did not contain statements under Section 498(2) or
498(3) of the Companies Act 2006.
As a result of the decision to
dispose of the US business, the board has considered the carrying
value of the US assets. The disposal process is currently scheduled
to be completed in April 2025 with the outcome unknown at this
stage. Due to the uncertain nature of the value that will be
realised for those assets at the current time, the Board has
decided not to impair the US assets at this stage.
Going concern
The directors have prepared and
reviewed detailed financial forecasts of the Group and, in
particular, considered the cash flow requirements for the period
from the date of approval of these interim financial statements to
the end of June 2026. These forecasts sit within the Group's
latest estimate which is updated on a regular basis. The
directors are also mindful of the impact that the current
transition together with the other risks and uncertainties set out
on pages 9 to 10 of the Annual Report and Accounts for the year
ended 30 June 2024 may have on these estimates and, in particular,
the speed of adoption of new products.
After due consideration of the
forecasts prepared, the Group's current cash resources after the
fund raise in November 2024, the terms of its debt facilities and
potential sources of funding available to the Group, the directors
consider that the Company and the Group have adequate financial
resources to continue in operational existence for the foreseeable
future and for this reason the financial statements have been
prepared on the going concern basis.
Whilst the directors believe that
the going concern basis is appropriate at the date of this report,
the Board is mindful that notwithstanding the actions being taken
to refocus the Group's activities, the cash resources of the Group
may be insufficient to fund the cash requirements of the Group
through to a position where it is able to fund itself from its own
cashflow within 12 months of the date of this report. The Board is
pursuing options to secure funding from various sources to provide
additional liquidity. In the event that funding cannot be
sourced or is not available or is not available in sufficient
quantum it is very likely that the Group would need to raise
additional equity funding. In the current economic conditions
there is inherent uncertainty over the whether such future equity
or debt funding would be available. Formally, these
circumstances represent a material uncertainty that casts
significant doubt upon the Company's and Group's ability to
continue as a going concern and therefore it may be unable to
realise its assets and discharge its liabilities in the normal
course of business. Nevertheless, after making enquiries and
considering the uncertainties described above, the Directors have a
reasonable expectation that the Company and Group have adequate
resources to continue in operational existence for the foreseeable
future. For these reasons they continue to adopt the going
concern basis of accounting in preparing these interim financial
statements.
2.
Loss per
share
The calculations of loss per share
are based on the following losses and number of shares:
|
|
Unaudited Six months
ended
31 Dec 2024
£'000
|
Unaudited Six months
ended
31 Dec 2023
£'000
|
Audited
Year
ended
30 Jun 2024
£'000
|
|
|
|
|
|
Loss after
tax attributable to owners of the Haydale Graphene Industries
Group
|
|
(2,880)
|
(2,392)
|
(6,165)
|
|
|
|
|
|
Weighted
average number of shares:
|
|
|
|
|
-
Basic and Diluted
|
|
2,331,243,004
|
1,275,647,324
|
1,534,906,164
|
|
|
|
|
|
Loss per
share:
|
|
|
|
|
-
Basic (pence) and Diluted (pence)
|
|
(0.12)
|
(0.19)
|
(0.40)
|
|
|
|
|
|
The loss attributable to ordinary
shareholders and weighted average number of ordinary shares for the
purpose of calculating the diluted earnings per ordinary share are
identical to those used for basic earnings per share. This is
because the exercise of share options would have the effect of
reducing the loss per ordinary share and is therefore not dilutive
under the terms of IAS 33.
As part of the fund raise on 13
November 2024, the Company's share capital was restructured to in
effect reduce the nominal value of each ordinary share from 0.1
pence to 0.01 pence.
3.
Segmental Analysis
Segmental analysis shows the split
between UK and overseas operations to gross profit
level.
|
Six
months to December 2024
|
|
|
UK
£'000
|
Overseas
£'000
|
Consolidated
£'000
|
|
Revenue
|
|
|
676
|
577
|
1,253
|
|
Cost of sales
|
|
(308)
|
(221)
|
(529)
|
|
|
|
|
|
|
|
Gross
profit
|
|
368
|
356
|
724
|
|
|
|
|
|
|
|
|
|
|
| |
Six
months to December 2023
|
|
|
UK
£'000
|
Overseas
£'000
|
Consolidated
£'000
|
Revenue
|
|
|
486
|
1,980
|
2,466
|
Cost of sales
|
|
(293)
|
(767)
|
(1,060)
|
|
|
|
|
|
Gross
profit
|
|
193
|
1,213
|
1,406
|
|
|
|
|
|
Year to June 2024
|
|
|
UK
£'000
|
Overseas
£'000
|
Consolidated
£'000
|
Revenue
|
|
|
1,375
|
3,445
|
4,820
|
Cost of sales
|
|
|
(722)
|
(1,286)
|
(2,008)
|
|
|
|
|
|
Gross
profit
|
|
653
|
2,159
|
2,812
|
|
|
|
|
|
4.
Approval
The 31 December 2024 interim
financial statements were approved by a duly appointed and
authorised committee of the Board of Directors on 12
March 2025. A copy of this report is
available on the Company's website (www.haydale.com).