Microsaic Systems plc: Turner Pope

Microsaic Systems Plc   confirms its acquisition of certain assets and intellectual property of the Modern Water business (the ‘Acquisition’) previously operated by the now delisted DeepVerge plc, the successful undertaking of a conditional equity fundraise (the ‘Revised Fundraise’) of c.£2.1m (gross) at 1.25p/share (representing a c.70% discount to the equivalent pre-consolidation closing mid-market price on 30 June 2023) and its restoration to trading on AIM. The net proceeds of the Revised Fundraise will be used to support the Group’s working capital needs as enlarged by the Acquisition as well as to fund the £100,000 consideration for the Acquisition. The assets being acquired include equipment for laboratory-based manufacturing of bio-reagents and the IP/rights to its water-related testing operations, but exclude the subsidiary's voltammetry technology and facilities. Microsaic is also expected to discharge all intra-company debt (sum to be formally verified, although TPI estimates the outstanding sum owed by DeepVerge remains in excess of £1.3m) as part of the consideration for the Acquisition.

These actions follow the Group’s rescheduled General Meeting of 29 December 2023, at which shareholders approved a total of five separate ordinary and special resolutions. These included a 625-to-1 share consolidation (in order to reduce the post-money share capital to more manageable levels) as a consequence of which the voting equity has been sub-divided into New Ordinary Shares of 0.001p plus Deferred Shares of 6.249p. Within this process, new Articles of Association were formally adopted to incorporate the latter’s rights and restrictions. In connection with its Revised Fundraise, the Board was also granted authority to waive Pre-emption Rights in order to enable its issuance and allotment of Ordinary Shares. Further to publication of the Group’s delayed 2022 Annual Report & Accounts (‘AR&A’) plus its Interim Results to 30 June 2023 first thing this morning, Microsaic’s New Ordinary Shares were restored to trading on AIM at 7:30 a.m. today, Tuesday, 16th January 2024; following which, at 8:00 a.m., the shares issued pursuant to the Revised Fundraising were similarly Admitted.
 

We would draw your attention to the various disclaimers in the document both at the beginning and at the end of the note. Retail clients (as defined by the rules of the FCA) must not rely on the research document. In particular you should note that the research document is a non-independent marketing communication. The analyst who has prepared the research is aware that TPI provides research to Microsaic Systems plc and DeepVerge plc. Accordingly the research has not been prepared in accordance with legal requirements designed to promote the independence of investment research and is not subject to any prohibitions on dealing ahead of its dissemination. 
The information in the document is published solely for information purposes and is not to be construed as a solicitation or an offer to buy or sell any securities or related financial instruments. The material contained in the document is general information intended for recipients who understand the risks associated with equity investment in smaller companies. It does not constitute a personal recommendation as defined by the FCA or take into account the particular investment objectives, financial situation or needs of individual investors nor provide any indication as to whether an investment, a course of action or the associated risks are suitable for the recipient.