TIDMEQIP

RNS Number : 0739A

Equipmake Holdings PLC

18 January 2024

This announcement contains inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR").

18 January 2024

EQUIPMAKE HOLDINGS PLC

("Equipmake" or the "Company")

RESULTS FOR THE SIX MONTHSED 30 NOVEMBER 2023

Equipmake, the UK-based engineering specialist pioneering the development and production of electrification products across the automotive, aerospace, bus, coach and off-highway industries, is pleased to announce its unaudited results for the six-month period ended 30 November 2023 ("H1 FY24") and a trading update for the financial year ending May 2024 ("FY24").

Financial Highlights

   -- H1 FY24 revenue (including grants) of GBP2.07m represents a 97% year-on-year increase (H1 FY23: GBP1.05m). 
 
   -- Improvement in gross margins for repowered vehicles reported in Powertrain (inc. integration) (H1 FY24: 9.2%, 
      full year FY23: -12.9% gross loss), reflects initial progress on the cost reduction initiatives that are expected 
      to deliver further significant margin improvements in the near term. 
 
   -- Operating losses of GBP2.97m, (H1 FY23: loss of GBP2.08m before exceptional items).  The increase in 
      administrative costs are aligned with the Company's financial plan and reflect the expansion of the business 
      since the IPO in July 2022. 
 
   -- Contracted order book1 of GBP11.17m as of 17 January 2024. 
 
   -- Investment in tangible fixed assets and product development of GBP1.33m. 
 
   -- Cash as of 30 November 23 was GBP3.91m (30 November 22: GBP7.44m). 

Operational Highlights

   -- Delivered seven repowered buses to First Group, increasing the in-service fleet to 12 vehicles, meeting all 
      operational KPIs. 
 
   -- Secured new bus re-powering orders totalling GBP3.23m from Newport Transport and Big Bus Tours. 
 
   -- Commenced production-intent motor/inverter development project with Perkins Engines Company Ltd ("Perkins") (a 
      wholly owned subsidiary of Caterpillar Inc., a global OEM leader in the off-road market), securing up to GBP3.24m 
      of associated government grant funding through the Advanced Propulsion Centre UK ("APC") over the 
      three-and-a-half-year life of the project. 
 
   -- Secured an order from a global specialist vehicle OEM for GBP0.56m to integrate the Company's powertrain into an 
      airside operational vehicle. 
 
   -- Additional facility of 50,000 sq. ft fully operational, including relocation of vehicle repowering team. 

Trading update

Since the end of H1 FY24, Equipmake has:

   -- Secured a second order from Big Bus Tours for a further 10 buses, totalling GBP1.75m. 
 
   -- Secured a new order for GBP0.72m for a production-intent development project with H55, further supporting 
      aerospace sector growth. 
 
   -- Secured a second order from a global specialist vehicle OEM for GBP0.4M to provide 2 EV powertrains for airside 
      operational vehicles. 
 
   -- Strengthened the Executive team and Board with the appointment of Dr Nick Moelders as COO. 
 
   -- Increased the pipeline of opportunities to enter US electric vehicle ("EV") markets, through a partnership 
      models. 

Whilst our order pipeline remains strong and our cost reduction initiatives remain on target to deliver the anticipated gross margin improvements, there have been some delays in implementation due to operational and supply chain challenges. As a result, the Company has taken a prudent approach to its production ramp up and anticipates revenue for the full financial year being below market expectations, however strong cost control measures mean that operating losses are expected to be broadly in line with market expectations.

(1) The contracted orderbook is orders that have been contracted but where revenue hasn't been recognised.

Commenting of the results and trading update Ian Foley, CEO of Equipmake said:

"I am pleased to share an update on our progress on delivering our ambitious strategy, as laid out originally at the time of our initial public offering in July 2022. We continue to see excellent demand for the leading-edge electric vehicle ("EV) products and integrated solutions that we can supply. Our half-year results demonstrate strong progress on our journey to building revenue and operational profitability with revenue in this half year of GBP2.1m, being 97% ahead of the equivalent period in FY23. We are increasing gross margins on repowering vehicles, whilst also investing in an additional facility and adding to our operations and sales teams. We are anticipating strong revenue growth in FY24 vs FY23, however we are anticipating this being lower than our previous revenue expectations for the full year.

"As we have built our business over this interim period, we have been judicial in our approach to new opportunities, ensuring that we prioritise those directly in our target sectors (both end market and geography) and those that are most complementary in the nearer term with our existing product offering. Additionally, we have taken a view on opportunities that could build short-term revenue but would at this time not deliver the margins we require, ahead of our cost reduction initiatives being materially delivered by the end of FY24."

CEO Statement

A key tenet of our value proposition has always been our state-of-the-art products, developed from 20 years of experience, that work seamlessly as an integrated EV solution for our customers. This provides a strong competitive positioning for those very substantial markets where customers have specific needs to repower from ICE, or to develop new product, that requires proven, expertly engineered EV product in what remains an emerging field of technology. In this interim period, we have not only secured substantial new orders from new customers, but also extended our capacity and in-house capabilities through targeted investment and driven hard on productionising to realise unit cost reductions that are already beginning to have an impact.

Strengthening the Leadership Team

I was delighted earlier this month to announce the appointment of Dr Nick Moelders to the Board as COO, replacing James Bishop. Nick brings a wealth of proven delivery capability in our sector, as well as significant knowledge and network in the US market.

In his most recent role, Nick led the development and scaling to production of the electrification division of Sensata, a $5bn market cap Tier 1 and 2 sensor business. This is the latest step of an ongoing process by the Board to ensure the Company has the scope and scale of leadership talent to deliver its strategy.

Equipmake Strategy

We firmly believe that the world is on an irreversible path to far greater electrification, and the transport sector is front and centre of that. The internal combustion engine has dominated this sector for over 100 years, from micro-mobility to passenger cars, mass transit and industrial vehicles. All these applications are, and will continue, transitioning to electrification. Opportunities abound for those companies that offer proven, high quality EV products and systems that are fit for purpose. The overall transport market for electrification is enormous, and the sub-sectors of that, including mass transit (bus & coach), industrial (generally off-road) and aerospace each represent very significant market segments, in their own rights. Even when further segmented into new vehicles and solutions to repower existing vehicles - necessary in many sectors to meet new emission targets in time - the addressable markets remain enormous. These markets are our North Star, and we think carefully about how we will be successful in our chosen ones, using common core products and Zero Emission Drivetrain solutions from our established portfolio.

The adoption of many new technologies follows a well-researched "S curve", with 3 phases: early adoption then rapid acceleration, followed by maturity. These periods of new technology adoption often result in existential crises for incumbents and create opportunities for new entrants who can think differently, and deliver real product, when it is needed. One particular feature of large incumbents, and why they often struggle, is their need to operate out-dated facilities and supply chain models which attempt to compromise customers' needs into existing business models and product solutions. This is the advantage that new entrants, particularly those with vertically integrated product solutions like ours that are designed to meet today's customers' needs, bring to the competitive landscape. The strong value proposition of the integrated solutions approach we have is substantial and worthy of highlight. We design, engineer and manufacture our own motors, inverters, control units and other key components in house, providing us not only with huge flexibility to meet our customers' requirements, but also strong cost competitive advantage. Many of our competitors purchase these components externally at retail prices and consolidate them into their "solutions". The economics of these operating models are materially different, providing a distinct cost and flexibility advantage to Equipmake, something we increasingly see in our conversations with customers.

Our long-established presence in the EV sector, delivering products for many years into different end markets has prepared us well for scaling our activities, as the adoption cycle moved from early adoption into rapid acceleration. We are addressing the challenges of driving costs from our products as volume has increased and have also proven our ability to consistently deliver high quality, customer-ready products that literally hit the ground running. Our market-leading uptime within the buses we have repowered to date is a strong testament to this, as are the repeat orders we are seeing across our customer base. Building the business does take time, and creating the customer relationships and driving product costs down also consumes time and other resources on the path to true scaling.

We are seeing our strategy play out as anticipated, although taking a little longer in this phase than we had originally planned, as we became more selective in the opportunities we pursue whilst we ensured our product costs and manufacturing capabilities were ready for the next phase. We have successfully built relations (and taken initial orders) with several global customers and, whilst this has taken some time, the future business potential from these customers is very significant.

Vehicle Repowering and Original Equipment supply - Equipmake positioning

Repowering is the process of converting an existing vehicle (usually powered via an ICE) to a Zero Emission Drivetrain powered vehicle. Original Equipment ("OE") supply is the supply of EV components or wider systems to customers that manufacture new vehicles.

Equipmake is addressing both these market opportunities in particular sectors, within repowering most notably bus, coach and industrial vehicles, with OE adding aerospace as a further market.

Repowering enables us to address substantial markets that exist today and that we believe will continue to grow for many years. It provides the opportunity to prove our products in multiple real-world uses, build our knowledge, customer base and reputation. Examples are our repowering with First Group (13 vehicles), Big Bus Tours (now 20), and Newport Transport (8).

Simultaneously, we are building our capability and product offering to scale into the OE market. Our recent announcement with Perkins, where we are now developing motor and inverter products for potential future OE application, is a recent example. Perkins is a wholly owned subsidiary of Caterpillar, the world's largest off-road vehicle manufacturer. Perkins specialise in the supply of diesel engines for niche off road applications, manufacturing 200,000 units per annum at their Peterborough factory. Under the terms of our contract, Equipmake will design and manufacture bespoke motors and inverters for a "drop in" replacement for a diesel engine. Under this project Equipmake will develop a bespoke motor / inverter which will be integrated by Perkins into a hybrid system. The project is part funded with a grant to Equipmake of up to GBP3.2m from the Advanced Propulsion Centre. The target is to begin production in 2028.

Prior to awarding this project, Caterpillar undertook 12 months' due diligence comparing Equipmake technology and production readiness with competitors.

A further example of our expanding product offering is our presence in the EV Fire Truck market, where we supply Emergency One, the largest Fire Truck manufacturer in the UK (80% UK market share). Through this relationship we have delivered a complete drivetrain for REV Group, the second largest manufacturer of Fire Trucks in the US. Emergency One are marketing their product, with the Equipmake powertrain, globally, with the first European order taken. REV Group have begun production delivery in North America with further orders being taken. A final example is our work with a Global ground support equipment company to supply a full electric drivetrain for a special vehicle application. Equipmake's vertical integration capability was key with the ability to deliver the project within 6 months.

Other commercial initiatives

Our project to develop an aerospace certified electric motor to integrate with a full electric powertrain being developed by H55 continues on target. We recently won the next stage of this contract for GBP0.7m for the development of the production version.

In May we announced entering into a licence agreement with Sona Comstar in India. Sona is a leading manufacturer of low voltage automotive motors, selling over two million units per annum, including to customers outside India such as General Motors and Ford. Sona has licenced certain motors and inverters from Equipmake to support their entry into the high voltage traction market in India. Their initial focus is buses, and the parties are working to accelerate the start of production, which is currently targeted by the end of the 2025 calendar year.

Opportunities in the USA

Following approaches from potential partners we have recently begun a review of the growing opportunity to supply our products in the USA, initially focussed on repowering of existing ICE buses. The opportunity is significant, with appealing economics and substantial volume of existing vehicles that would be suitable for repower. There are over 80,000 transit buses in the USA, and almost 500,000 school buses.

Our intention is to leverage our existing IP through high quality partnerships to address different sectors and territories. However, if the review deems an alternative approach is more appropriate, then we will modify our strategy accordingly. We have identified a number of such partners and evaluation is underway, to build suitable business and supply chain models that optimise our economics and manage any execution risks.

In summary, we have successfully completed the delivery of vehicles into service, the orderbook is building, and interest in repowering is increasing. We remain confident in achieving our margin targets. We have signed 2 major Global OEMs as customers and we are seeing increasing interest in our value proposition.

CFO Statement

The financial performance for H1 of FY24 shows year-on-year revenue growth (including grants) of 96.5%, including the delivery of 7 repowered buses into service for First York, taking the in-service fleet up to 12 buses for this client. We have continued to invest in collaborative R&D and the funding of the grant projects secured during the past 12 months has contributed to the year-on-year revenue growth. Total gross margin for H1 of FY24 includes a GBP157k gross loss on grants due to the partially funded nature of these match-funded projects. Whilst grant projects are extremely valuable to the business, funding levels for current projects is between 50% and 60% of costs incurred, which translates in a reported gross loss for grant funded projects.

Excluding grants, there was improvement in margin rates across key product lines but the overall blended gross margin of 14.65% (H1 FY23: 18.3%) was slightly lower than the previous year, due to a difference in product mix.

The 34.8% growth in administrative costs is a reflection of the business expansion and capability development that has taken place since the IPO in July 2022, including:

   -- the addition of a 50,000 sq ft unit to support the production of vehicle repowers, 
 
   -- significant investment in headcount.  Total headcount increased by 30 people or 37% over the past 12 months 
      (November 2023: 111, November 2022: 81). 

Other operating income, which primarily consists of the gross RDEC revenue, shows a year-on-year increase of 28.7% and should continue to compare favourably to prior year figures following the increase in the RDEC rate from 13% to 20% from April 2023.

During H1, GBP653k of development costs have been capitalised, reflecting the ongoing investment in products and system development. The GBP678k investment in tangible fixed assets relates to plant and machinery for the new production site.

As part of our strategy to manage supply chain risks, we have invested significantly in stock over the past 12 months. The GBP1.8m increase since May 23 is primarily to support the delivery of revenue in the second half of FY24.

The cash balance of GBP3.9m at the end of November (2023) was aligned with our expectations following the investments made during the first half of the year.

INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTHSED 30 NOVEMBER 2023

 
                                              Period Ended   Period Ended    Year Ended 
                                               30 November    30 November        31 May 
                                                      2023           2022          2023 
                                               (Unaudited)    (Unaudited)     (Audited) 
                                       Note            GBP            GBP           GBP 
 
   Revenue                              2        2,072,750      1,054,857     5,053,540 
 
   Cost of sales                               (1,949,576)      (823,889)   (3,845,263) 
 
   Gross profit                                    123,174        230,968     1,208,277 
 
   Administrative expenses                     (3,267,845)    (2,423,063)   (5,346,307) 
 
   Other operating income                          196,801        152,968       280,658 
 
   Share based payment charge                     (26,831)       (40,749)     (475,321) 
 
   Exceptional items                                     -      (615,064)     (615,064) 
 
   Operating loss                              (2,974,701)    (2,694,940)   (4,947,757) 
 
   Interest receivable and 
    similar income                                  35,414             13        16,908 
 
   Interest payable and similar 
    expenses                                      (20,786)       (66,346)      (86,505) 
 
   Loss before taxation                        (2,960,073)    (2,761,273)   (5,017,354) 
 
   Tax on loss                          3         (17,862)       (24,775)       185,979 
 
   Loss for the period                         (2,977,935)    (2,786,048)   (4,831,375) 
                                             =============  =============  ============ 
 
 
  Total comprehensive income 
   for the period                              (2,977,935)    (2,786,048)   (4,831,375) 
                                             =============  =============  ============ 
 
   Loss for the period attributable 
    to: 
 
   Non--controlling interests                           --             --            -- 
 
   Owners of the parent Company                (2,977,935)    (2,786,048)   (4,831,375) 
 
                                               (2,977,935)    (2,786,048)   (4,831,375) 
                                             =============  =============  ============ 
 
   Basic loss per share in 
    pence                               5            (0.3)          (0.4)         (0.6) 
 

INTERIM CONSOLIDATED BALANCE SHEET

AS AT 30 NOVEMBER 2023

 
                                               30 November    30 November         31 May 
                                                      2023           2022           2023 
                                               (Unaudited)    (Unaudited)      (Audited) 
                                       Note            GBP            GBP            GBP 
 
   Fixed assets 
 
   Intangible assets                             1,390,816        460,418        783,037 
 
   Tangible assets                               1,286,999        604,516        772,681 
 
                                                 2,677,815      1,064,934      1,555,718 
 
   Current assets 
 
   Stocks                                        4,743,020      1,638,213      2,958,325 
 
  Debtors: amounts falling due 
   within one year                               2,418,113      1,820,115      4,501,978 
 
   Cash at bank and in hand                      3,913,331      7,442,678      6,999,686 
 
                                                11,074,464     10,901,006     14,459,989 
 
  Creditors: amounts falling 
   due within one year                         (2,514,085)    (2,047,254)    (1,957,276) 
 
   Net current (liabilities)/assets              8,560,379      8,853,752     12,502,713 
 
   Total assets less current 
    liabilities                                 11,238,194      9,918,686     14,058,431 
 
  Creditors: amounts falling 
   due after more than one year                  (385,772)      (328,853)      (255,183) 
 
   Provisions for liabilities 
 
   Other provisions                                      -       (99,080)              - 
 
   Net (liabilities)/assets                     10,852,422      9,490,753     13,803,248 
                                             =============  =============  ============= 
 
   Capital and reserves 
 
   Called up share capital              4           95,101         82,353         94,823 
 
   Share premium                                19,128,427     13,217,647     19,128,427 
 
   Other reserves                                5,748,311      5,748,311      5,748,311 
 
   Profit and loss account                    (15,195,796)   (10,172,534)   (12,217,861) 
 
   Share-based payments reserve                  1,076,379        614,976      1,049,548 
 
  Equity attributable to owners 
   of the parent Company                        10,852,422      9,490,753     13,803,248 
 
   Non--controlling interests                            -              -              - 
 
                                                10,852,422      9,490,753     13,803,248 
                                             =============  =============  ============= 
 

INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHSED 30 NOVEMBER 2023

 
                     Called        Share       Other         Profit   Share-based         Equity           Non--         Total 
                         up      premium    reserves       and loss      payments   attributable     controlling        equity 
                      share                                 account       reserve      to owners       interests 
                    capital                                                            of parent 
                                                                                         Company 
                        GBP          GBP         GBP            GBP           GBP            GBP             GBP           GBP 
   At 1 June 2023 
    (Audited)        94,823   19,128,427   5,748,311   (12,217,861)     1,049,548     13,803,248               -    13,803,248 
 
   Total 
   comprehensive 
   income 
   for the year 
 
   Loss for the 
    period                -            -           -    (2,977,935)             -    (2,977,935)               -   (2,977,935) 
 
   Issue of 
    shares              278            -           -              -             -            278               -           278 
 
   Share-based 
    payments 
    movement              -            -           -              -        26,831         26,831               -        26,831 
 
   At 30 November 
    2023 
    (Unaudited)      95,101   19,128,427   5,748,311   (15,195,796)     1,076,379     10,852,422               -    10,852,422 
                   ========  ===========  ==========  =============  ============  =============  ==============  ============ 
 

INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTHSED 30 NOVEMBER 2022

 
                    Called        Share       Other         Profit   Share-based         Equity           Non--         Total 
                        up      premium    reserves       and loss      payments   attributable     controlling        equity 
                     share                                 account       reserve      to owners       interests 
                   capital                                                            of parent 
                                                                                        Company 
                       GBP          GBP         GBP            GBP           GBP            GBP             GBP           GBP 
   At 1 June 
    2022 
    (Audited)       50,000            -   5,748,311    (7,386,486)       574,227    (1,013,948)               -   (1,013,948) 
 
  Total 
  comprehensive 
  income 
  for the year 
 
   Loss for the 
    period              --            -          --    (2,786,048)             -    (2,786,048)               -   (2,786,048) 
 
   Loan 
    conversion       8,824    3,741,176           -             --            --      3,750,000               -     3,750,000 
 
   Issue of 
    shares          23,529    9,976,471           -             --            --     10,000,000               -    10,000,000 
 
   Share issue 
    costs               --    (500,000)           -             --            --      (500,000)               -     (500,000) 
 
   Share-based 
    payments 
    movement            --            -          --             --        40,749         40,749               -        40,749 
 
   At 30 
    November 
    2022 
    (Unaudited)     82,353   13,217,647   5,748,311   (10,172,534)       614,976      9,490,753               -     9,490,753 
                  ========  ===========  ==========  =============  ============  =============  ==============  ============ 
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEARED 31 MAY 2023

 
                    Called        Share       Other         Profit   Share-based         Equity         Non--         Total 
                        up      premium    reserves       and loss      payments   attributable   controlling        equity 
                     share                                 account       reserve      to owners     interests 
                   capital                                                            of parent 
                                                                                        Company 
                       GBP          GBP         GBP            GBP           GBP            GBP           GBP           GBP 
   At 1 June 
    2022 
    (Audited)       50,000            -   5,748,311    (7,386,486)       574,227    (1,013,948)             -   (1,013,948) 
 
  Total 
  comprehensive 
  income 
  for the year 
 
   Loss for the 
    year                 -            -           -    (4,831,375)             -    (4,831,375)             -   (4,831,375) 
 
   Total 
   transactions 
   with owners 
   Loan 
    conversion       8,824    3,741,176           -              -             -      3,750,000             -     3,750,000 
 
   Issue of 
    shares          35,999   16,199,001           -              -             -     16,235,000             -    16,235,000 
 
   Share issue 
    costs                -    (811,750)           -              -             -      (811,750)             -     (811,750) 
 
   Share-based 
    payments 
    charge               -            -           -              -       475,321        475,321             -       475,321 
 
   At 31 May 
    2023 
    (Audited)       94,823   19,128,427   5,748,311   (12,217,861)     1,049,548     13,803,248             -    13,803,248 
                  ========  ===========  ==========  =============  ============  =============  ============  ============ 
 

INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHSED 30 NOVEMBER 2023

 
                                            Period Ended   Period Ended    Year Ended 
                                             30 November    30 November        31 May 
                                                    2023           2022          2023 
                                             (Unaudited)    (Unaudited)     (Audited) 
                                                     GBP            GBP           GBP 
 
   Cash flows from operating activities 
 
   Loss for the financial year               (2,977,935)    (2,786,048)   (4,831,375) 
 
   Adjustments for: 
 
   Amortisation of intangible assets              45,381              -        27,380 
 
   Depreciation of tangible assets               139,403         83,436       187,108 
 
   Loss on disposal of tangible 
    assets                                        24,390       (15,617)      (14,951) 
 
   Interest paid                                  20,786         66,346        86,505 
 
   Interest received                            (35,414)           (13)      (16,908) 
 
   RDEC Taxation credit (net)                  (152,709)      (105,619)     (197,854) 
 
   SME R&D credit                               (17,958)              -     (232,389) 
 
   (Increase)/decrease in stocks             (1,784,695)      (830,238)   (2,150,351) 
 
   (Increase)/decrease in debtors              1,834,183        206,230   (2,137,644) 
 
   Increase/(decrease) in creditors              511,736       (62,609)     (156,025) 
 
   Increase/(decrease) in provisions                   -         55,023      (44,057) 
 
   Corporation tax received                      435,575              -             - 
 
   Share--based payments charge                   26,831         40,749       475,321 
 
   Net cash generated from operating 
    activities                               (1,930,426)    (3,348,360)   (9,005,240) 
                                           -------------  -------------  ------------ 
 
 
   Cash flows from investing activities 
 
   Purchase of tangible fixed assets           (678,111)      (170,696)     (443,198) 
 
   Sale of tangible fixed assets                       -         25,500        25,500 
 
  Intangible assets - capitalisation 
   of development costs                        (653,161)      (460,418)     (810,417) 
 
   Net cash from investing activities        (1,331,272)      (605,614)   (1,228,115) 
                                           -------------  -------------  ------------ 
 
 
    Period Ended  Period Ended  Year Ended 
     30 November   30 November      31 May 
            2023          2022        2023 
     (Unaudited)   (Unaudited)   (Audited) 
             GBP           GBP         GBP 
 
 
 
     Cash flows from financing activities 
 
   New finance leases and hire purchase 
    contracts                                     255,324       106,779      106,779 
 
  Repayment of obligations under 
   finance leases and hire purchase 
   contracts                                     (79,662)      (68,370)    (144,177) 
 
   Interest paid                                 (20,786)      (17,853)     (32,434) 
 
   Interest received                               20,189            13        3,540 
 
   Issue of ordinary shares                           278    13,750,000   16,235,000 
 
   Conversion of convertible loan                       -   (3,750,000)            - 
 
   Share issue costs                                    -     (500,000)    (811,750) 
 
   Net cash from financing activities             175,343     9,520,569   15,356,958 
 
  Net increase/(decrease) in cash 
   and cash equivalents                       (3,086,355)     5,566,595    5,123,603 
 
   Cash and cash equivalents at 
    beginning of year                           6,999,686     1,876,083    1,876,083 
 
  Cash and cash equivalents at 
   the end of period                            3,913,331     7,422,678    6,999,686 
 
  Cash and cash equivalents at 
   the end of period comprise: 
 
   Cash at bank and in hand                     3,913,331     7,422,678    6,999,686 
 
                                                3,913,331     7,422,678    6,999,686 
 

NOTES TO THE FINANCIAL STATEMENTS

FOR THE SIX MONTHSED 30 NOVEMBER 2023

1. Basis of preparation

The group consists of the parent Equipmake Holdings PLC and subsidiary Equipmake Limited. All group entities are included within the consolidation.

These interim consolidated financial statements are for the six months to 30 November 2023. The interim results are not audited and are not the statutory accounts of the group as defined in section 434 of the Companies Act 2006.

The accounting policies and presentation that have been applied in preparing the interim consolidated financial statements are consistent with those applied in the preparation of the group's annual report and financial statements for the year ended 31 May 2023, which were prepared under FRS 102. These interim consolidated financial statements should be read in conjunction with the annual report.

Going concern

These financial statements have been prepared on a going concern basis. The Directors have reviewed the financial forecasts and have identified a potential requirement to raise additional funding over the next 12 months. Whilst the Directors expect that additional funding can be raised, this presents a material uncertainty which may cast doubt over the Company's ability to continue as a going concern and therefore its ability to realise its assets and discharge its liabilities in the normal course of business. The financial statements do not reflect any adjustments that would be required to be made if they were prepared on a basis other than the going concern basis.

Whilst the Directors acknowledge the uncertainty described above, they have concluded that on the basis of expected cashflows and available sources of finance, that the Company will continue as a going concern for at least 12 months from the date of signing these financial statements and therefore it remains appropriate to prepare the financial statements on a going concern basis.

   2.         Segmental Reporting and Turnover 

Segmental information is presented in respect of the Group's operating segments based on the format that the Group reports to its chief operating decision maker, for the purpose of allocating resources and assessing performance. The Group considers that the chief operating decision maker comprises the Executive Directors of the business.

The Directors manage the Group as a single business delivering electric power train solutions across a range of markets. Information that was made available to the chief operating decision maker in the reporting period included a split of gross margin by customer project, and therefore segmental information is presented along the same lines. Operating segments that share similar characteristics have been aggregated where the criteria for aggregation have been met.

 
 Segmental Analysis for the Six Months Ended 30 November 
  2023 (Unaudited) 
 
                     Powertrain     Powertrain   EV           Engineering   Other         Total      Grants         Total 
                     (inc.           (supply     components    projects              (excluding 
                     vehicle         only)                                              Grants) 
                     integration) 
   Turnover             1,260,000      259,048      140,926       251,319       -     1,911,293     161,456     2,072,750 
 
   Cost of sales      (1,144,584)    (216,244)     (84,269)     (186,204)       -   (1,631,300)   (318,275)   (1,949,576) 
 
   Gross Margin           115,416       42,804       56,657        65,116       -       279,993   (156,819)       123,174 
 
   Administrative 
    expenses                    -            -            -             -       -             -           -   (3,294,676) 
 
   Other operating 
    income                      -            -            -             -       -             -           -       196,801 
 
   Operating loss               -            -            -             -       -             -           -   (2,974,701) 
 
   Net interest                 -            -            -             -       -             -           -        14,628 
 
   Loss before 
    taxation                    -            -            -             -       -             -           -   (2,960,073) 
 
   Tax on loss                  -            -            -             -       -             -           -      (17,862) 
 
   Loss for the 
    financial 
    year                        -            -            -             -       -             -           -   (2,977,935) 
                    =============  ===========  ===========  ============  ======  ============  ==========  ============ 
 
 
 Segmental Analysis for the Year Ended 31 May 2023 
  (Audited) 
 
                     Powertrain     Powertrain   EV           Engineering   Other           Total      Grants         Total 
                     (inc.           (supply     components    projects                (excluding 
                     vehicle         only)                                                Grants) 
                     integration) 
   Turnover               900,000      849,700    1,575,545     1,311,951   300,000     4,937,196     116,344     5,053,540 
 
   Cost of sales      (1,016,277)    (875,551)    (956,171)     (831,472)         -   (3,679,471)   (165,792)   (3,845,263) 
 
   Gross Margin         (116,277)     (25,851)      619,374       480,479   300,000     1,257,725    (49,448)     1,208,277 
 
   Administrative 
    expenses                    -            -            -             -         -             -           -   (6,436,692) 
 
   Other operating 
    income                      -            -            -             -         -             -           -       280,658 
 
   Operating loss               -            -            -             -         -             -           -   (4,947,757) 
 
   Net interest                 -            -            -             -         -             -           -      (69,597) 
 
   Loss before 
    taxation                    -            -            -             -         -             -           -   (5,017,354) 
 
   Tax on loss                  -            -            -             -         -             -           -       185,979 
 
   Loss for the 
    financial 
    year                        -            -            -             -         -             -           -   (4,831,375) 
                    =============  ===========  ===========  ============  ========  ============  ==========  ============ 
 
 
 Analysis of turnover by 
  class of business: 
                             30 November   30 November      31 May 
                                    2023          2022        2023 
                             (Unaudited)   (Unaudited)   (Audited) 
                                     GBP           GBP         GBP 
 
  Powertrain (inc. 
   vehicle integration)        1,260,000       180,000     900,000 
 
   Powertrain (supply 
    only)                        259,048       185,000     849,700 
 
   EV components                 140,926       434,843   1,575,545 
 
   Engineering projects          251,319       209,023   1,311,951 
 
   Grants receivable             161,456        45,991     116,344 
 
   Other                               -                   300,000 
 
                               2,072,750     1,054,857   5,053,540 
                            ============  ============  ========== 
 
 
 Analysis of turnover by 
  destination: 
                             30 November   30 November      31 May 
                                    2023          2022        2023 
                             (Unaudited)   (Unaudited)   (Audited) 
                                     GBP           GBP         GBP 
 
   United Kingdom              1,716,027       361,288   2,550,385 
 
   Rest of Europe                299,223       352,904   1,265,000 
 
   Asia (exc. Far East)                -             -     300,000 
 
   Rest of world                  57,500       340,665     908,955 
 
   Far East                            -             -      29,200 
 
                               2,072,750     1,054,857   5,053,540 
                            ============  ============  ========== 
 
   3.        Taxation 

The tax charge has been estimated for the six months to 30 November 2023 based on the anticipated tax rate and estimates of eligible R&D expenditure against which a research and development expenditure credit (RDEC) and SME credit can be claimed for the period. The gross RDEC claim is included within other operating income and the SME tax credit in taxation.

   4.        Share Capital 
 
                                              30 November            30      31 May 
                                                               November 
                                                     2023          2022        2023 
                                              (Unaudited)   (Unaudited)   (Audited) 
                                                      GBP           GBP         GBP 
 
 Allotted, called up and fully paid 
 
 951,004,051 Ordinary shares (Nov 2022 
  - 823,529,409) of GBP0.0001 (Nov 2022: 
  GBP0.0001) each                                  95,101        82,353      94,823 
                                             ============  ============  ========== 
 
 The following amendments to Share Capital took place in 
  the period: 
 
 At 30 November 2022 -- Ordinary shares 
  of GBP0.0001 each                                82,353 
 
 Share issue - 124,700,000 Ordinary Shares 
  of GBP0.0001 each                                12,470 
 
 At 31 May 2023 -- Ordinary shares of 
  GBP0.0001 each                                   94,823 
 
 Share issue - 2,775,132 Ordinary Shares 
  of GBP0.0001 each                                   278 
 
 At 30 November 2023 -- Ordinary shares 
  of GBP0.0001 each                                95,101 
 
   5.        Earnings per share 

The calculation of basic loss per share of 0.3 pence for the six months ended 30 November 2023 is based on the loss for the period of GBP2,977,935 and the weighted average number of shares in issue during the period of 948,456,879.

The group was loss-making for all periods presented in these statements; therefore, the dilutive effect of share options has not been taken into account in the calculation of diluted earnings per share, since this would decrease the loss per share for each reporting period.

 
 
  6.    Share-based payments 
                         The company operates a share-based remuneration scheme for employees, 
                          directors and stakeholders. A charge has been recognised in respect 
                            of employee share options in the period based on the fair value 
                          of the options at the grant date, estimated using the Black Scholes 
                                                         model. 
 
                            No new options were granted in the 6 months to 30 November 2023. 
 
 
 
                                                                          30           30         31 
                                                                    November     November        May 
                                                                        2023         2022       2023 
                                                                 (Unaudited)  (Unaudited)  (Audited) 
                                                                         GBP          GBP        GBP 
                                           Equity--settled schemes recognised 
                                             in the profit or loss for the 
                   period                                             26,831       40,749    475,321 
 
 
                                                                      26,831       40,749    475,321 
 
 
 
                                                        **ENDS** 
 
 
       For further information, please contact:Equipmake                                   Via St Brides Partners 
                                               Ian Foley, Founder and CEO 
                                                 Steven McGillivray, CFO 
                            Panmure Gordon (Corporate Adviser & Joint   Tel: +44 (0) 20 7886 
                                    Broker)                                     2500 
                                           James Sinclair-Ford / Freddie Twist 
                                                  Hugh Rich / Sam Elder 
                            VSA Capital Limited (Joint Broker)          Tel: +44 (0) 20 3005 
                                    Simon Barton / Simba Khatai / Alex Cabral   5000 
                            St Brides Partners (Financial PR Adviser)   Tel: +44 (0) 20 7236 
                                    Susie Geliher / Paul Dulieu                 1177 
                                                                  equipmake@stbridespartners.co.uk 
 
 
                                                    About Equipmake 
 
                            Equipmake is the UK-based engineering specialist pioneering the 
                             development and production of electrification products to meet 
                          the needs of the automotive, aerospace and other sectors in support 
                          of the transition from conventional fossil-fuelled to zero-emission 
                                                      powertrains. 
 
                            Equipmake is a leader in ultra-high performance electric motors 
                          and complete EV drivetrains and ultra-fast power electronic systems. 
                        As well as developing proprietary technology - such as an ultra-compact, 
                       lightweight high performance spoke motor - it also offers industry-leading 
                                                    EV consultancy. 
 
                           Equipmake has developed a vertically integrated solution providing 
                              fully bespoke solutions. The Company has built a significant 
                          pipeline of opportunities, as demand for electric vehicles increases 
                                    as part of the global decarbonisation movement. 
 

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