Braveheart Inv Group (BRH.L) Final Results for the year ended 31 March 2021 & Notice of AGM

Braveheart Investment Group plc (AIM: BRH) announces its audited annual results for the financial year ended 31 March 2021, highlights of which are set out below:

· Profit per share of 36.30 pence per share (2020: loss of 2.01 pence per share)

· Funds raised of £625K before expenses during the year

· Additional investment into Phase Focus Limited

· Sale of Pharm 2 Farm Limited

· Sale of shares in Remote Monitored Systems Plc

· Continued progress at Paraytec Limited

· Dividend of 42.75p per share was paid in December 2020

For further information:

Braveheart Investment Group plc

Tel: 01738 587555

Trevor Brown CEO


I am pleased to report to shareholders for the year ended 31 March 2021.

It has been a tumultuous year, the events of which have impacted our investments in manifold ways set out in some detail in the individual reports which follow.

Our Group strategy continues to be to apply the Board’s expertise and financial resources (at the year-end we held £2,142,866 cash on the balance sheet), to those businesses which the Board consider have the greatest potential for outperformance.

In the year under review and since the year end we have continued to develop our Strategic Investments. In particular, we have funded Paraytec Limited to develop the COVID-19 test. The Company now holds investments in five Strategic Investments (including Paraytec) as follows:

· Phasefocus Holdings Limited;

· Paraytec Limited;

· Sentinel Medical Limited;

· Kirkstall Limited;

· Gyrometric Systems Limited;

We have provided details of these investments together with operational updates about each of these companies below. We regard the portfolio of Strategic Investments as the primary way forward for generating significant value for our shareholders. This CEO Report seeks to reflect that fact by focusing on these companies and their development.

During the year, a dividend of 42.75p per share was paid to the shareholders.

On 29 April 2020, the Company placed 1,617,647 new ordinary shares at a price of 17p per share to raise £275,000 before expenses. On 1 May 2020, the Company placed a further 1,590,909 new ordinary shares at a price of 22 pence per share, raising £350,000 before expenses.

Portfolio and Strategic Investments
As in previous years we have continued to divide our investments into two categories, namely our Strategic Investments and Portfolio Investments. Each of the Strategic Investments, of which there were five at the end of the year under review, is summarised below in this annual report. The Portfolio Investments are direct investments into third party companies that were made by Braveheart from 2002 until the summer of 2015 (the ‘Portfolio Investments’). There are investments into a total of 14 different companies within the Portfolio Investments as at 31 March 2021. Therefore, at the end of the period under review there were investments into a total of 19 companies .

We will continue to manage the Portfolio Investments with a view to seeking exits wherever possible.

Strategic Investments Overview

Paraytec Limited ( Braveheart owns 100% per cent of the company)

Paraytec Limited (“Paraytec”) develops high performance specialist detectors for the analytical and life sciences instrumentation market. In addition, the company has undertaken a programme with University of Sheffield to develop a rapid test for identifying cancer and pathogens, including viruses.

As reported on 4 May 2021, the work to develop a COVID-19 test by Paraytec, in conjunction with the University of Sheffield is progressing very well.

In clinical studies, the Paraytec COVID-19 test has been compared with a qPCR test using a total of 52 clinical nasal swab subject specimens, of which 39 were designated as COVID-19 positive during NHS PCR testing and 13 as COVID-19 negative.. The viral load in each specimen was determined by qPCR and specimens containing a range of viral loads were transferred into Paraytec’s newly developed Viral Transport Medium to test the laboratory performance of Paraytec’s photonics-based test. Using a maximum cycle threshold (Ct) value of 37, Paraytec’s q-PCR testing regime has a sensitivity and specificity of 97.4% and 100% respectively. In the laboratory, the Paraytec test achieved 94% sensitivity and 100% specificity. Importantly, these results correspond to clinical specimens with viral loads of approximately 100,000 virions per millilitre or less.

This outcome is important because it demonstrates the ability of the Paraytec test to identify people with relatively low viral loads – many of whom would be asymptomatic individuals or those with early stage infection. The results demonstrate the potential performance advantage of the Paraytec test over lateral flow tests, which have only shown high levels of sensitivity in clinical specimens with relatively high viral loads (typically, 500,000 virions per millilitre and higher).

The team will now take this data to commercial partners and potential licensees, who have requested this information. As previously stated, over the next three months, Paraytec plans to conduct a longitudinal clinical study (where subjects are monitored over time). Paraytec is seeking manufacturers and licensees to take the product to the global market. With regard to the first product manufacture, Paraytec now expects that it will be approximately six months after contractual engagement with a manufacturer.

The Paraytec test is based on the principle of rapid labelling of a pathogen (in this case the SARS-Cov2 virus) with a light-emitting molecule. Importantly, this work has demonstrated the broader capabilities of the photonics-based platform to give a quick and quantified test result. It may be used with various labelling chemistries such as aptamers or antibodies, depending on the user’s needs and this enables adoption of this technology for the identification of other pathogens and markers in other therapeutic areas such as oncology.

The NEXUS project, with major biopharmaceutical companies, GSK, Medimmune and Fujifilm Diosynth Biotechnologies, in which Paraytec’s technology was used to characterise the therapeutic proteins and ‘virus like particles’ (VLPs) that are used to deliver new gene therapy drugs has not progressed due to the focus of all parties on work relating to the COVID-19 pandemic. However, project partners still believe Actipix™ technology can be applied across wider aspects of quality control in their bio-pharmaceutical production processes.

Paraytec’s grant funded project to deploy its Actipix™ technology in the field of Alzheimer’s disease (AD) diagnosis, working with a pan-European consortium of Karolinska Institute, Biomotif, Amsterdam University and MS Vision is progressing well. Prototype instruments are being built, to test blood and cerebrospinal fluid for protein biomarkers. If successful, these instruments will be used by clinicians aim to more accurately diagnose patients and monitor their treatment. The project is due to end in August 2021 and plans for commercialisation are ongoing with system manufacturers who are already part of the project team.

Phasefocus Holdings Limited (Braveheart owns 42.67 per cent of the company)

Phasefocus Holdings Limited (“Phasefocus”), a spin-out from the University of Sheffield, has developed a series of patented computational imaging techniques that have a wide range of applications including live cell imaging, engineering metrology and electron microscopy. The Phasefocus Virtual Lens™ is a novel method for high fidelity quantitative imaging and microscopy. It is known in the scientific literature as “ptychography”.

Over the last two years Phasefocus has moved from direct sales to a distribution model. It now has distribution agreements with partners in over 20 countries. This has dramatically increased its customer reach and now covers all nations with significant life science R&D activities.

It has successfully weathered the storm of the COVID pandemic, using this period to enhance its Livecyte™ system, making it much easier to ship and remotely install. As a result of which it was able to continue selling even during the periods of major travel restrictions. Recent installations include, Texas Tech University (USA) and St. George’s University (London, UK). A combination of online training, regular webinars and virtual demos has enabled it to continue building the Livecyte™ sales funnel.

As restrictions ease around the world, universities and research laboratories in many territories are investing in live cell imaging, which is essential to answering some of the most pressing questions in the life sciences. Livecyte’s integration of the patented label-free Quantitative Phase Imaging technology with state-of-the-art automatic cell tracking algorithms enables users to automatically characterize growth, morphology and motility of large populations of cells in a 96-well plate assay format. As a result, Phasefocus’ sales are growing rapidly. In the first 3 months of 2021, the Company recognised more revenue than in the whole of 2020 and its team expect this trend to continue throughout the coming year.

In February 2021, Phasefocus announced a partnership with CELLINK Inc., a world leading bioconvergence company. Combining Livecyte™ with CELLINK’s already extensive product portfolio of bioprinters, liquid handlers and bioinks offers researchers a unique opportunity to improve workflow efficiencies in application areas such as drug discovery, regenerative medicine and cell-based assays. CELLINK has already installed a Livecyte™ system in its Boston laboratory, to drive sales in the US market. With over 600 staff, CELLINK has a formidable market reach and both companies believe this partnership will deliver sales of Livecyte™ systems across North America, and in parts of Europe and the Nordics.

Phasefocus continues to work with several major electron microscope manufacturers to develop products using its patented ptychographic imaging technology for the electron microscopy market.

Sentinel Medical Limited (Braveheart owns 38.40% of the company)

Sentinel Medical (“Sentinel”) was formed to exploit Paraytec’s measurement techniques in the detection and monitoring of bladder cancer from urine samples. This work has been carried out in collaboration with Professor Carl Smythe at Sheffield University.

A prototype instrument was tested with ‘live’ samples, provided by bladder cancer patients undergoing treatment for their condition, and it was concluded that further enhancements to the sensitivity of the test method were needed.

Paraytec’s work associated with the COVID-19 project has demonstrated techniques which, subject to the necessary licence agreements, can now be applied to Sentinel’s bladder cancer product. The team believes this would enable Sentinel (or Paraytec) to develop a point-of-care instrument for the diagnosis and monitoring of bladder cancer from urine samples.

Gyrometric Systems Limited (Braveheart currently owns 19.95% of the company)

Gyrometric Systems Limited (“Gyrometric”), has developed a patent protected system of hardware and software to accurately monitor the critical parameters in rotating shafts.

Due to the effect of the pandemic on its key markets during the past year, Gyrometric has struggled to secure the expected sales and also to undertake trials with various prospective customers. Consequently, although Gyrometric has some world class technology and a number of potential opportunities exist to exploit this intellectual property, it requires a significant investment over the next 12 months to take advantage of these opportunities.
Following the year end, on 9 June 2021, Braveheart announced that it and Remote Monitored Systems plc (“RMS”) had entered into a share purchase agreement with the founders of Gyrometric Systems Limited to return of control of Gyrometric to the founders of the company, David Orton, Dr Paul Orton and Dr Janet Poliakoff. Under the terms of the reorganisation, Braveheart’s current 19.5% interest in Gyrometric will reduce to 6.43% and Braveheart will write off its existing loan of £39,200. The termination of the shareholders’ agreement and the reorganisation is conditional on the approval of shareholders of RMS at a general meeting of RMS, which is expected to be held in early July 2021.

In anticipation of a potential reorganisation of Gyrometric Systems, the book value of Braveheart’s investment, including loans of £39,200, was written down to £1 in these accounts.

Pharm2Farm Limited (exited in the period)

During the period, we sold our 51.72% holding in Pharm2Farm Limited to AIM quoted Remote Monitored Systems plc (“RMS”) for a total of 310,354,815 new ordinary shares of 0.2 pence each in RMS. The conditional sale was announced on 21 August 2020 and, following approval of a waiver to make a mandatory offer under the City Code by the Panel on Takeovers and Mergers and by RMS shareholders, the transaction was completed on 5 November 2020.

Remote Monitored Systems plc (exited in the period)

On 30 June 2020 the Company announced that it had acquired a total of 119,637,590 ordinary shares of 0.2 pence each in Remote Monitoring Systems plc (“RMS”) at a price of 0.275 pence per share for a total consideration of £329,003. In addition, certain of the shares acquired had warrants over new ordinary shares in RMS attached which were exercisable at a price of 0.5 pence per share totalling 10,000,000 warrants. On 13 July 2020 the Company subscribed for an additional 80,000,000 new ordinary shares of 0.2p nominal value each in RMS at a price of 0.25p per share. As a result, Braveheart’s holding in RMS increased to 199,637,590 shares, represented approximately 25.79% of the enlarged issued share capital (excluding the warrants over 10 million shares also held by Braveheart). On 21

August 2020 we announced that we had agreed the conditional sale of our 51.72% holding in Pharm 2 Farm Limited (“P2F”) to RMS for a consideration of 310,354,815 new Ordinary Shares of 0.2p each in RMS. Completion of this transaction was subject to a variety of conditions including the shareholders of RMS approving the transaction and the Takeover Panel granting a waiver of the Rule 9 obligations arising. The conditions were duly satisfied, and the sale completed on 5 November 2020. The resultant Braveheart holding of 509,990,405 RMS Shares, representing 37.12 per cent of the enlarged share capital of RMS, were sold thereafter at prices ranging from 2.32p to 5.39p per share. As a result Braveheart realised a profit on sale of its investment in RMS of approximately £7.7 million. A substantial portion of these profits were returned to shareholders via a special dividend of 42.75p per share, which was paid in December 2020.

Kirkstall Limited (Braveheart owns 80% of the company)

Kirkstall Limited (“Kirkstall”) operates in the market known as ‘organ-on-a-chip’, where it has developed Quasi Vivo™, a system of chambers for cell and tissue culture in laboratories. Its patented technology is used by researchers in the growing ‘organ-on-a-chip’ market, where academia and drug development companies need to maintain living cells in a nutrient flow.

With many of Europe’s university research labs closed to non-COVID research activities, the past year did not meet expectations for sales. However, now that restrictions are easing, the company has seen an upturn in product sales.

Kirkstall has been running a monthly webinar series, where leading researchers to share their work with others from the ‘organ-on-a -chip’ community. These have proved very successful during ‘lock-down’, enabling researchers to demonstrate techniques and learn from others’ successful work.

Kirkstall’s conference, Advances in Cell and Tissue Culture (“ACTC”) 2021 will run twice in virtual format this year. First in June and again in November, with speakers expected from Europe, USA and Asia.

The €4.7m EU grant funded project, CyGenTiG, where Kirkstall is part of a European consortium to develop new techniques for the production of engineered tissues by optogenetics, is progressing well. The project aims to build replacement human organs, by controlling individual cell growth and differentiation. Kirkstall is working with a team of five universities to design, manufacture and test of new cell culture chambers, which may ultimately become a new product range.

Outlook and Strategy

Future prospects abound and your Board will be vigilant in seeking opportunities for enhancing shareholder value as the year progresses.

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 Braveheart Investment Group Plc. The principal revenue from the Group’s operations comprises investment management fees, with total revenue during the year being £60,000 (2020: £60,000). Revenue derived from strategic subsidiary undertakings has decreased by £181,000 from £386,000 in 2020 to £205,000 in 2021. Finance income was £Nil (2020: £Nil), this being interest on outstanding loan notes within the directly held portfolio. On 5 November 2020, the Company sold its shareholding in Pharm 2 Farm Limited in exchange for shares in Remote Monitored Systems Plc. As a result of this, the Company made a profit on disposal of Pharm 2 Farm Limited of £8,931,000 (2020: £Nil). These shares, along with additional shares acquired in Remote Monitored Systems Plc, were sold during the financial year and therefore there was a profit on the disposal of investments in the year of £7,690,000 (2020: £Nil).

As at 31 March 2021, the total number of directly held investments in the portfolio of Strategic Investments and the Portfolio Investments was 19 companies (2020: 20), of which two have been consolidated into Braveheart’s accounts. The fair value of the directly held portfolio, excluding the two companies now consolidated into the Company’s accounts, was £613,847 (2020: £724,402). During the year the group made investments of £250,000 into one portfolio company, Remote Monitored Systems Plc, as well as acquiring shares in the same company by way of a share for share exchange and the shareholding acquired was subsequently sold. Additionally, the Group acquired and additional shareholding in Phase Focus Holdings Limited, by way of a share for share exchange and the value of this transaction was £203,000. This excludes investments made into investments that are controlled by the Group. Two investments (being Kirkstall and Paraytec) that are considered as Strategic Investments by the Board are now deemed to be ‘controlled’ by the Company and as a result of this those companies have been consolidated into Braveheart’s accounts (but remain categorised by management as Strategic Investments). At the year end, the value of these two investments was £220,622 (2020: £588,318, three companies including Pharm 2 Farm), although the value in the consolidation in terms of goodwill stands at £205,775 (2020: £399,677 three companies including Pharm 2 Farm). Therefore, the fair value of the directly held portfolio (Strategic Investments and Portfolio Investments and including the three investments that have now been consolidated into the Company’s accounts) was £1,124,079 (2020: £819,622).

Total income for the year ended 31 March 2021, including realised gains and unrealised revaluation gains and losses, was £16,562,000 (2020: £307,000).

The average number of employees remained at 7 during the period under review. The number of employees working within the Group, excluding employees of Kirkstall and Paraytec, remained at 3 during the year under review. Employee benefits expense was £1,341,000 (2020: £356,000). Other operating and finance costs increased to £954,000 (2020: £450,000).

The total profit after tax increased to £13,907,000 (2020: loss of £563,000), equivalent to a basic profit per share of 36.30 pence (2020: loss per share of 2.01 pence).

Financial Position

The Group’s net assets of £2,564,000 (2020: £1,777,000), include goodwill of £206,000 (2020: £399,000).

The carrying value of goodwill was reviewed during the year. The income method was not deemed appropriate for the companies under review due to the difficulty of projecting the future income of these companies, so market value approach was considered more appropriate. As a result of this, goodwill has been reduced by £63,000 for Kirkstall and the other investments were valued higher than the goodwill amount, meaning that no impairment was required for such investments.

Full update link–brh-/rns/final-results/202106180700033072C/

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