GOODBODY Health informed investors this week that it intends to apply a 1:10 ‘reverse stock split’ as it waits for its shares to return to trading on the Aquis Stock Exchange.
The move is intended to significantly reduce the number of shares in circulation and will see the company’s share price artificially increased after declining more than 65% so far this year.
It comes as the company reaches the finish line of its redomiciliation, which has seen it delist from the Canadian Securities Exchange (CSE), officially relocate to Guernsey and launch its shares onto the Hargreaves Lansdown trading platform.
The company told BusinessCann that the share consolidation forms part of ongoing strategic changes being made in a bid to ‘gain interest from UK investors’.
In June, BusinessCann reported that Goodbody Health had made the decision to delist from the CSE in an effort to cut costs and reduce its exposure to a market with rapidly decreasing opportunities.
Goodbody’s Executive Chairman Geremy Thomas said that not only did listing its shares on the CSE, Aquis Exchange and North American OTCQB markets represent ‘a lot of cost repetition’, but that in a bear market there was now little scope for ‘promotion of stock and bringing on new shareholders’.
Following a special meeting of shareholders on August 9, the company received approval from 99% of the stakeholders represented at the meeting to go ahead with its plans to delist from the CSE and change its corporate jurisdiction from British Columbia, Canada, to Guernsey.
The company’s shares on the Aquis Exchange have been suspended since last week as the company undergoes the ‘continuation’ process, with its shares expected to return to trading in the coming days.
Reverse Share Split
When they do return from temporary suspension, it is understood that the company’s nearly 365m shares in circulation will be reduced by a factor of 10, meaning that for every 10 shares an investor held before the split, they will be left with one worth the same amount.
Goodbody’s CEO, Marc Howells, explained that the company had been informed by a number of advisers that it had ‘too many shares, options and warrants’ for the size of the company, and as the company was having to reissue share certificates in GBP anyway, it ‘seemed sensible to do a consolidation at the same time’.
In a statement sent to staff this week, he added: “It became clear to the Directors that to gain interest from UK investors for our business (both individuals and companies) it was important that we were located in the UK, regulated under UK supervision and had a share position more akin to the size of our business.
“So by re-positioning the Company this way, we should attract more interest in our Company. It’s done! – These three key objectives have now been achieved and are a huge step forward for the business.”
One financial source told BusinessCann that a reverse share split is often considered to be a ‘red flag’, and that the artificial inflation of share prices can sometimes work against the company in the eyes of investors.
It is a technique commonly used by companies to prevent them being delisted from a stock exchange when their share price drops too low, though with a market cap of £14.5m prior to its suspension, Goodbody is in no immediate danger of falling below the £10m threshold.
Reverse share splits can also be used to attract institutional investors, who often have internal minimum caps for stocks they will invest in.
Q2 and Interim Results
The news comes amid the release of Goodbody’s unaudited financial figures for the three months to June 30, 2022.
For the second quarter, the company saw revenues drop nearly 35% year-on-year from £3.5m to £2.3m, which it attributed to ‘the expected decline in COVID testing’, a key revenue driver for Goodbody over the past two years.
Revenues during the first six months of the year, however, increased by over 50% to £7.4m, while gross profits for the first half of the year also grew 40% to £3.6m.
During Q2, Goodbody’s revenue decline seemingly weighed on its margins, seeing gross profits drop nearly 50% to £1m, while net losses also shot up sixfold year-on-year to £1.1m.
Though losses were much less pronounced during the six month period, edging up from £1.3m to £1.4m, the company’s total assets also dipped slightly from £10.8m as of December 31 2021, to £8.4m as of June 30 2022, largely due to its cash and cash equivalents almost halving over the same period.
Mr Thomas added: “The strategic direction of the group remains focussed on both the expansion of the clinic network and the range of available tests.
“Growth in alternative testing has continued steadily although slower than as originally envisaged due to the current economic environment but we are still positive that due to the synergy of services with the NHS long term plan the final result will still be as per the original plan”.