TIDMZED
RNS Number : 3985K
Zenova Group PLC
25 August 2023
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED
UNDER THE UK VERSION OF THE MARKET ABUSE REGULATION NO 596/2014
("MAR") WHICH IS PART OF ENGLISH LAW BY VIRTUE OF THE EUROPEAN
(WITHDRAWAL) ACT 2018, AS AMED. ON PUBLICATION OF THIS ANNOUNCEMENT
VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS
CONSIDERED TO BE IN THE PUBLIC DOMAIN
25 August 2023
Zenova Group PLC
("Zenova", the "Company" or the "Group")
Interim results for the six months ended 31 May 2023
Zenova Group PLC (AIM: ZED), a provider of proprietary fire
safety and heat management solutions with applications across
housing, industrial, and commercial sectors, today announces its
interim results for the six months ended 31 May 2023.
Significant progress made in the period:
-- Financial highlights:
o Revenue generation from previously announced international
sales contracts, has commenced.
o Sales for the six months to 31 May 2023 of GBP108k (2022:
GBP75k).
o Gross margin for the six months to 31 May 2023 of 52%
(2023:49%).
o Operating loss for the period of GBP709k (2022: GBP1,038k)
driven by increased R&D, testing, and marketing.
-- Contracts signed:
o Clastrom - distributor for Spain and Germany placed an initial
order for the FX500(R) aerosol fire extinguisher for 40,000
units.
o Omnis LLC - distributor for USA placed an initial order for
7,500 units of the FX500 mini fire extinguisher.
o Zensafe Ltd - distributors in the UK placed an initial order
for 10,000 units of the FX500 aerosol fire extinguisher for
Zensafe's account with Amazon.
o Rawlins Paints a UK paint provider has become a Zenova
distribution partner.
o Viridis Group Ltd appointed as distributor for Poland
-- New clients:
o Housing Association Limited selected its innovative Zenova IP
thermal insulation paint coating for a pilot project.
o Melin Homes an established Housing association based in
Southeast Wales providing over 4,500 affordable properties across
five local authorities.
-- R&D, testing and certification:
o John Moores Liverpool University evaluated the performance of
Zenova IP for use in retrofit applications. The results were
outstanding;
-- 35% reduction to the buildings U-Value.
-- 25% reduction to the buildings heating energy
consumption.
-- 19% reduction to the buildings CO2 carbon emissions.
-- Improvement of the buildings SAP score of 24 points.
-- EPC properties rating improved from E to D.
The EPC rating change solution with Zenova IP will open up large
markets for energy
efficiency, energy savings, cost savings and reduced carbon
footprint for any building.
o Scalable manufacturing is in place in three separate
jurisdictions (Europe, UK and Canada) to ensure the supply of all
Zenova products to satisfy the expected growth in demand across
multiple geographies while minimizing shipping costs.
Post period end highlights
-- Organizational refocus:
o Shift from R&D, testing and certification to focus on
sales growth and customer delivery.
o Fiona Rodford appointed as Executive Vice Chairperson.
o Tony Crawley, previous CEO, assuming the role of Sales Project
Director.
o Thomas Melchior, previous CFO, appointed as interim Chief
Executive Officer.
-- Key R&D milestones achieved:
o All major R&D, testing and certification milestones
achieved to open UK and European markets for Zenova Products
o Passing of certification test results for the 6L & 9L FX
fire extinguishers by MPA Dresden Fire in Germany confirming Class
A, B, E and F classification to the latest EN3 standard.
o Passing of certification test results for the FX500 aerosol
fire extinguisher by CNBOP an international testing house
confirming Class A,B, E and F classification to the BS 6515
standard.
o BRE steel tests on Zenova FP (intumescent or thermofoaming
paint)
-- Significant sales progress:
o First deliveries 2,160 units of FX500 to UK, Zensafe Amazon
account
o First deliveries of 7,500 units of FX500 to Germany,
Clastrom
-- Investor updates
o Directors of the Company entered into a working capital loan
with the Company to make available up to GBP350,000 of cash
resources should it be required.
o Zenova raised gross proceeds of GBP500,000 by way of a placing
of 12,500,000 ordinary shares at four pence (4p). The proceeds were
to provide general working capital as the Company continues to
implement its growth strategy.
Outlook
Zenova is looking forward to a promising next half year where
the Directors anticipate large orders from new key customers as
well as increased uptake from existing customers and distributors.
Executing on new and existing contracts should result in stronger
top-line performance and the Directors are confident that this will
allow Zenova to show stronger results in the near future.
Thomas Melchior, Interim Chief Executive of Zenova Group PLC
commented: "Zenova has made significant progress in completing key
product development, testing and certification milestones as well
as building up global production and manufacturing capabilities
whilst expanding the distribution network. As a result of achieving
these milestones, the Group is now in a position to transition from
R&D, testing and certification into leveraging the distribution
channels to accelerate sales revenues and customer deliveries. We
are looking forward to developing our business globally during our
next stage of growth, and anticipate announcing further positive
news flow in the coming months."
Chairman's Statement
Zenova has made encouraging progress in this interim period.
Strategic R&D, testing and development milestones over the last
six months have laid the foundation for significant growth in the
future. The company is now transitioning into a sales and customer
solution driven organization backed by an expanded distribution
channel and a resilient global supply chain. The company remains in
good financial health, underpinned by rigorous cost control and is
focusing on growing the business in a managed and sustained
manner.
Since our last report, the focus has been on product
development, testing and certification to ensure that Zenova meets
the most recent fire safety regulations implemented in the UK,
which are amongst the most stringent in the world today. We remain
committed to developing and supplying innovative fire safety and
heat management solutions both to the UK and internationally where
global market opportunities clearly exist.
We believe our products are best in class, and communicating
this message to our customers and the wider industry is one of our
key focus points. We are beginning to see progress being made, and
Zenova's reputation is growing as evidenced by our growing customer
base, whether in the housing, industrial or commercial sectors. We
have engaged in a number of initiatives to develop and enhance our
brand recognition which will help boost future sales growth.
Zenova is progressing its operational focus from R&D,
testing and certification to sales growth and customer delivery. To
support this transition Zenova has restructured the operating team
by appointing Fiona Rodford as Executive Vice Chairperson,
reassigning Tony Crawley (previous CEO) to Sales Project Director
and appointing Thomas Melchior (previous CFO) as interim CEO. This
will free Tony Crawley to focus solely on his growing client demand
and thus will allow Zenova to best realise its revenue growth
goals.
Zenova has successfully launched the Zenova FX500 aerosol
extinguisher and is starting to penetrate key markets through
online and offline channels. Our manufacturing capacity is being
expanded and the maiden deliveries of the FX500 to the UK and
Germany have already completed.
The recent test results from Liverpool's John Moores University
confirmed the potential of Zenova IP and IR products to conserve
energy, reduce heating and cooling costs as well as reduce carbon
footprint. We see strong potential for market adaptation for EPC
and cost-driven applications of our Zenova IP and IR products.
Successful trials of Zenova IP with key customers are expected to
unlock and accelerate market penetration and revenue growth.
Zenova has secured working capital loan from the Directors of
the Company up to GBP350,000 of cash resources should it be
required. Additionally, Zenova raised gross proceeds of GBP500,000
by way of a placing of ordinary shares. This working capital
funding will support Zenova during the next stage of accelerated
growth.
I would like to thank all our employees and partners for their
hard work during the period. They have embraced our vision to
establish Zenova as a trusted supplier of effective and
commercially viable products that deliver innovative fire safety
and heat management solutions. We are most grateful for their
support and dedication and look forward to announcing further
positive progress in the near future.
Zenova is looking forward to a promising next half year where we
expect large orders from new key customers as well as increased
uptake from existing customers and distributors. Executing on new
and existing contracts should result into stronger top-line
performance and this will allow Zenova to show stronger results in
the near future.
Don Nicolson
Non-executive Chairman
Operating Update
TARGET SEGMENTS
The key sectors currently being targeted by the Company's sales
and marketing team are as follows:
-- Social Housing Government
-- Local Authorities
-- Modular Homes
-- Construction
-- Military
-- Transport
-- Marine
-- Film & TV
-- Fire services
-- Personal fire protection
KEY CONTRACTS & CLIENTS
The company has secured a number of cornerstone agreements
within key sectors and distributors which will help Zenova expand
market penetration in key areas:
-- Clastrom, Germany, Spain Ordered 40,000 units of the FX500 for Germany
-- Zensafe Ordered 10,000 units of the FX500 for sale through
Amazon UK
-- Omnis, USA Ordered 7,500 units of the FX500 for USA
-- Beyond Surface Solutions Ltd
-- Bells and Two Tones
-- Fire Services Group UK
-- Viridis Group, Poland
-- Palatine Paints
-- Rawlins Paints
-- Robert Price
The Zenova FX500 orders are being highlighted because their
longer lead times on deliveries create a significant off balance
sheet item of firm orders in house not yet executed.
KEY PRODUCT CERTIFICATIONS CUSTOMER TRIALS
-- Zenova FX 6 litre & Zenova FX 9 litre fire extinguishers
by MPA Dresden Fire in Germany confirming Class A, B, E
classification to the latest EN3 standard.
-- FX500 aerosol fire extinguisher passed certification test
result by CNBOP an international testing house confirming Class
A,B, E and F classification to the BS 6515 standard.
-- Zenova completed successful pilot project with Together
Housing to assess Zenova IP thermal insulation paint's ability to
insulate properties that are difficult to insulate using
traditional methods of insulation.
-- Zenova IP Project With Liverpool John Moores University
Resulting In Lowering Fuel Bills, Lower Cost Of Refurbishments And
Improved Environmental Benefits . The results were
extraordinary;
-- A 35% reduction to the buildings U-Value.
-- A 25% reduction to the buildings heating energy
consumption.
-- A 19% reduction to the buildings CO2 carbon emissions.
-- An improvement of the buildings SAP score of 24 points.
-- The properties EPC rating improved from E to D.
The EPC rating change solution with Zenova IP will open up large
markets for energy
efficiency, energy savings, cost savings and reduced carbon
footprint for any building.
MANUFACTURING
Zenova has expanded scalable manufacturing partners to help
ensure the supply of all Zenova products an satisfy the expected
growth in demand for products across multiple geographies. First
deliveries for FX500 have been shipped.
INVESTOR UPDATES
-- As announced on 31(st) of May 2023, Don Nicolson, Thomas
Melchior, Etrur Albani and Fiona Rodford, all being Directors of
the Company, have entered into a working capital loan with the
Company to make available up to GBP350,000 of cash resources should
it be required (the "Working Capital Loan"). None of the Working
Capital Loan has been drawn down.
-- Also as announced on 31(st) of May 2023 Zenova raised gross
proceeds of GBP500,000 by way of a placing of 12,500,000 ordinary
shares at four pence (4p).
-- Post period update. A Zenova w arrant holder exercised
warrants in respect of 466,920 ordinary shares in the Company.
Note
This announcement contains inside information of the purposes of
Regulation 11 of the Market Abuse (amendment) (EU exit) Regulations
2019/310. The Directors of the Company are responsible for the
release of this announcement.
For further information please contact:
Zenova Group PLC
Thomas Melchior, Chief Executive Via Orana Corporate LLP:
Officer Anthony Eastman
Fiona Rodford, Executive Vice Chairperson Tel: +44 20 3475 6834
SPARK Advisory Partners Limited (Nominated Adviser)
Matt Davis / Adam Dawes Tel: +44 20 3368 3550
SI Capital Limited (Broker)
Nick Emerson Tel: +44 1483 413 500
Notes to Editors
The Group, through Zenova Ltd, is the holder of intellectual
property that underpins a suite of fire safety and temperature
management products and technology. The product range is applicable
to industrial, commercial, and residential markets. The Group's
products include fire retardant paints, insulating paints and
render, fire extinguishing fluid and fire extinguishers. Through
innovative development, and a refined formulation and development
process, Zenova provides industry leading solutions across a range
of fire protection and temperature management problems,
comprising:
Zenova FP, fire protection paint
A water based, fire protection paint (also known as a
'thermofoaming' or 'intumescent' paint), which can be used on any
surface and colour matched to any colour. When exposed to heat or
flames, the paint expands and creates a solid foam-like crust which
will not burn and insulates the surface it is painted on. This
prevents surfaces from catching fire and stops fire spreading. It
has been tested by global fire industry experts and complies with
UK building regulations and the latest UK and European fire safety
standards.
Zenova IP, thermal insulation paint
A thermal insulation paint embeds the most modern insulating
technology in a thermos-like ultra-thin layer. It saves energy by
increasing the thermal insulation level in commercial and
residential buildings. Solar heat can increase the temperature
within a building by 75% to 90%. Zenova IP has been independently
tested and validated to deflect, absorb and dissipate up to 75% of
this heat, thereby reducing the inside temperature by up to 45%.
Suitable for both exterior and interior, on any type of surface
Zenova IR, thermal insulation render
Zenova IR is a ready mixed insulation render that can be applied
to internal and external walls in commercial and residential
buildings to provide immediate insulation benefits and can be
colour matched to any colour.
Zenova FX, fire extinguishers
A fire extinguisher like no other. It puts out class A, B, F, E
fires fully tested against European EN3 as well as British
standards. Available in 6 and 9 litre sizes.
Zenova FX500, aerosol fire extinguisher
The Zenova FX500 is a high performance handheld fire
extinguisher that is tested by independent experts and adheres to
the highest industry standards. Safe for use on any type of fire
the Zenova FX500 reduces the risk of reignition. The Zenova FX 500
is quick, easy and safe to operated and has been tested to BS6165
standard.
Zenova WB, wildfire barrier
A wildfire barrier fluid (applied via spray wands or aerial
drops), which provides a virtual barrier where fire simply will not
burn. Repeated tests on a variety of extremely dry wildfire fuels
(grasses, hays, brush) demonstrates the incredible fire resistance
Zenova WB provides, while remaining viable after application for30+
days in dry conditions.
Zenova CS, ceiling sprinkler
Blending the best features of both detectors and extinguishers
while avoiding the drawbacks of each. It senses heat rather than
smoke, resulting in less false alarms, and it's an automatic system
that doesn't require a battery or a person to operate it. The
modular Zenova CS unit expels 2.4 - 4.8 L of proprietary Zenova FX
suppression fluid at high-pressure to suppress the source of a
fire, yet maintains visibility that allows occupants to evacuate
quickly.
Unaudited Consolidated Statement of Comprehensive Income
Note Six months Six months For the
ended 31 ended 31 year ended
May 2023 May 2022 30 November
2022
Unaudited Unaudited Audited
GBP'000 GBP'000 GBP'000
------------------------- ----- ----------- ----------- -------------
Continuing operations
Revenue 108 75 175
Cost of sales -52 -38 -67
Gross profit 56 37 108
=========== =========== =============
Administrative expenses -765 -1075 -2130
Operating loss -709 -1038 -2022
=========== =========== =============
Loss before taxation -709 -1038 -2022
=========== =========== =============
Taxation - 0 -10
----------- ----------- -------------
Loss after taxation -709 -1038 -2032
=========== =========== =============
Basic loss per
share 4 (0.76p) (1.11p) (2.18p)
Diluted loss per
share 4 (0.76p) (1.11p) (2.18p)
Consolidated Statement of Financial Position
Note As at As at As at
31 May 31 May 30 November
2023 2022 2022
Unaudited Unaudited Audited
GBP'000 GBP'000 GBP'000
------------------------------- ----- -------------------------- ---------- -------------
ASSETS
NON-CURRENT ASSETS
Goodwill 6 2346 2346 2346
Property, plant & equipment 8 13 9
Right of use asset 119 133 119
Deferred tax - - -
TOTAL NON-CURRENT ASSETS 2474 2492 2474
-------------------------- ---------- -------------
CURRENT ASSETS
Inventory 51 39 51
Trade and other receivables 113 289 292
Cash and cash equivalents 312 1700 782
TOTAL CURRENT ASSETS 476 2028 1125
-------------------------- ---------- -------------
TOTAL ASSETS 2950 4520 3599
========================== ========== =============
LIABILITIES
NON-CURRENT LIABILITIES
Payables 71 45 39
Lease Liability 121 134 121
-------------------------- ---------- -------------
TOTAL NON-CURRENT LIABILITIES 192 179 160
CURRENT LIABILTIES
Payables: Amounts falling
due within one year 171 100 194
TOTAL LIABILITIES 363 279 354
-------------------------- ---------- -------------
NET ASSETS 2587 4241 3245
========================== ========== =============
EQUITY
Share capital 7 94 94 94
Share premium 7 6310 6310 6310
Other reserves -18 -68 -68
Share based payment reserve 161 161 161
Retained earnings -3960 -2256 -3252
TOTAL EQUITY 2587 4241 3245
========================== ========== =============
Consolidated Statement of Cash Flows
Six months Six months Year ended
ended 31 ended 31 30 November
May 2023 May 2022 2022
Unaudited Unaudited Audited
GBP'000 GBP'000 GBP'000
---------------------------------------------- -------------------------- ----------- -------------
CASH FLOWS USED IN OPERATING
ACTIVITIES
Loss for the period -709 -1038 -2032
Adjustment for:
Finance cost 10
Deprecation 34
Adjustments to cash flows from
non-cash items
Income tax expense - - 0
Share based payment charge - - 0
Adjustments for changes in working
capital
Inventory 0 -39 -51
Trade and other receivables 179 -116 -119
Rights of use asset 0 16 30
Trade and other payables 32 -35 -51
Lease Liability 0 -14 27
Payables: Amounts falling due
within one year -23 0 0
NET CASH FLOW USED IN OPERATING
ACTIVITIES -520 -1226 -2152
-------------------------- ----------- -------------
CASH FLOW USED IN INVESTING
ACTIVITIES
Expenditure on property plant
and equipment -1 -5 -1
NET CASH FLOW USED IN INVESTING
ACTIVITIES -1 -5 -1
-------------------------- ----------- -------------
CASH FLOW FROM FINANCING ACTIVITIES
Other reservces 50 - 0
Bank loan 0 -5 0
NET CASH FLOW FROM FINANCING
ACTIVITIES 50 -5 0
-------------------------- ----------- -------------
NET INCREASE IN CASH AND CASH
EQUIVALENTS -471 -1236 -2153
-------------------------- ----------- -------------
CASH AND CASH EQUIVALENTS AT
THE START OF THE PERIOD 782 2936 2936
-------------------------- ----------- -------------
CASH AND CASH EQUIVALENTS AT
THE OF THE PERIOD 312 1700 782
========================== =========== =============
Consolidated Statement of Changes in Equity
Share Share Share Other Accumulated Total
Capital Premium based Reserve losses equity
payment
reserve
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
------------------------------ --------- --------- --------- --------- ------------ --------
Balance at 31 May 2022 94 6310 161 -68 -2256 4241
========= ========= ========= ========= ============ ========
Loss and total comprehensive
loss for the period -994
--------- --------- --------- --------- ------------ --------
Balance at 30 November
2022 94 6310 161 -68 -3252 3245
========= ========= ========= ========= ============ ========
Loss and total comprehensive
loss for the period -709
Balance at 31 May 2023 94 6310 161 -18 -3960 2587
========= ========= ========= ========= ============ ========
Notes to consolidated and parent company financial statements
for 6 months to 31 May 23
1. General Information
The principal activity of Zenova Group plc and its subsidiary
and associate companies (collectively "Zenova Group" or "Group") is
development, manufacture and sale of fire-retardant and heat
management solutions and systems.
Zenova Group plc is the Group's ultimate Parent Company ("the
parent company"). It is incorporated in England and Wales and
domiciled in England. The address of its registered office is 172
Arlington Road London NW1 7HL. Zenova Group plc shares are admitted
to trading on the London Stock Exchange's AIM market.
2. Basis of Preparation
The results for the six-month period ending 31 May 2023 are
unaudited and have been prepared in accordance with International
Accounting Standards (IFRS) as adopted for use in the United
Kingdom (UK IFRS). The interim consolidated financial information
set out in this report does not constitute statutory accounts as
defined by S434 of the Companies Act 2006 and should be read in
conjunction with the annual financial statements for the 2year
ended 30 November 2021.
The results for the year ended 30 November 2022 have been
extracted from the statutory financial statements for the year
ended 30 November 2022. Statutory accounts for Zenova Group Plc for
the year ended 30 November 2022 were approved by the Board on 30
May 2023 and have been filed with the Registrar of Companies. The
report of the auditors on those accounts was unqualified and did
not contain a statement under Section 498 (2) or (3) of the
Companies Act 2006.
The accounting policies applied in these results are consistent
with those applied in the Group`s Annual Report for the year ending
30 November 2022 and those expected to be applicable to the
financial statements for the year ending 30 November 2023.
The interim financial information for the six-month period from
1 December 2022 to 31 May 2023 was approved by the Board on 23
August 2023.
3. Going Concern
The Group assesses at each reporting date whether it is a going
concern for the foreseeable future. In making this assessment
management considers:
(a) the current working capital position and operational requirements;
(b) the timing of expected sales receipts and completion of existing orders;
(c) the sensitivities of forecast sales figures over the next 18 months;
(d) the timing and magnitude of planned expenditure; and
(e) the level of indebtedness of the company and timing of when
such liabilities may fall due, and accordingly the working capital
position over the next 18 months.
Management considers in detail the going concern assessment,
including the underlying assumptions, risks and mitigating actions
to support the assessment. The assessment is subject to estimation
uncertainty and there is judgement in determining underlying
assumptions.
There are several scenarios which management have considered
that could impact the financial performance of the Group. These
include:
(a) Disruption of the supply chain, and any delays in the supply
of raw material that may impact the ability of the Group to produce
its products.
(b) Delays in testing and certification required for geographical and sector specific expansion.
(c) Failure of the sales contracts to be realised and expected
sales growth to fall below expectations.
(d) Changes in legislation that may increase lead times in production or testing.
(e) Intellectual property on which the company may be reliant to
keep its competitive advantage could be challenged.
If the cash receipts from sales are lower than anticipated the
Group has identified that it has available to it a number of
contingent actions, that it can take to mitigate the impact of
potential downside scenarios. These include seeking additional
financing, leveraging existing sale agreements, reviewing planned
expenditure and reducing overheads.
In conclusion having regard to the existing and future working
capital position and projected sales the Directors are of the
opinion that the application of the going concern basis is
appropriate.
4. Earnings per share
Basic earnings per share is calculated by dividing the loss
attributable to owners of the Group by the weighted average number
or ordinary shares in issue during the year.
5. Goodwill
The value of the intangible assets relates to the goodwill
recognised on the acquisition of Zenova Distribution Limited.
Goodwill arising on the acquisition of an entity represents the
excess of the cost of acquisition over the Group's interest in the
net fair value of the identifiable assets, liabilities and
contingent liabilities of the entity recognised at the date of
acquisition.
Goodwill is initially recognised as an asset at cost and is
subsequently measured at cost less any accumulated impairment
losses. Goodwill is not subject to amortisation but is tested for
impairment annually or whenever there is evidence that it may be
impaired. Goodwill is denominated in the currency of the acquired
entity and revalued to the closing exchange rate at each reporting
period date. Negative goodwill arising on an acquisition is
recognised directly in the profit or loss statement. On Disposal of
a subsidiary, the attributable amount of goodwill is included in
the determination of the profit or loss recognised in the statement
of comprehensive income on disposal.
6. Share capital
7. 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", "expect", "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.
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IR SESFWLEDSESA
(END) Dow Jones Newswires
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