Surface Transforms Plc (AIM:SCE)
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Status Update

May 9, 2024

David Bundred
Non-Executive Chairman, Surface Transforms

Good morning, everybody. I hope you can all hear me. It's David Bundred, and I'm the chairman of Surface Transforms, welcoming everybody to this presentation prior to the open offer, as part of the open offer process, that's been facilitated by our good friends, Hardman & Co. We're now—what we're going to do is a presentation, which I think will last 20-25 minutes, something like that, followed by a question and answer session, that'll probably last about 45 minutes, give or take. I now want to introduce the people who are gonna do the presentation, and it's gonna be Kevin, who's well known to many of the shareholders, both old and new, and the new team, which not—I mean, Isabelle's been on one of these presentations before, but it's new for Stephen.

Isabelle and Stephen, as I said, a new team, joined us 6, 7 months ago, something like that. Like all new teams, takes a few months to get your feet under the table and get started. Isabelle joined us from James Cropper, and has got a long history of PLC experience. Stephen has had over 26 years of experience in manufacturing operations in the automotive industry, and more to the point, in carbon ceramics. He actually joined us from being the U.K. Managing Director of SGL. So what I'm now going to do is hand over, and I'm going to ask to pull up the presentation here, which I see is done, and hand over to Kevin, who will lead the presentation. Over to you now, Kevin.

Kevin Johnson
CEO, Surface Transforms

Thanks, David. So as David just said, look, we're conscious. We've got lots of questions, and we'd like to spend hopefully the majority of the time we've got, which is about an hour, answering questions and doing all the Q&A. So we're gonna try and get through this presentation in about 20-25 minutes. And if I could just start by reminding everybody, perhaps. I know some of you will know us, some of you might know, not know us as well, but perhaps just start by doing a brief introduction to what we do, where it fits into the marketplace, and what the history of the company is. So as a company, we make carbon ceramic brake discs for the automotive market. For those that don't know, the brakes on a car are a safety-critical feature.

They actually allow the car to transform all that energy that's built up from the powertrain, and then dump it into the brakes. So it's a, it's a high-temperature, safety-critical, complex system. And what we're interested in within that complex system is the brake disc, and the system itself is made up of a caliper, brake pads, and a disc, and the brake pads squeeze onto the disc to make it stop. And what we found over the last sort of two decades is that the limitations of iron brakes, which has been the incumbent technology, on cars for the last sort of 40, 50 years, maybe even longer, is that cars, as they've got heavier and got and have got more acceleration and speed, that's pushing the limits of the iron brake technology.

And that can fall over because the energy involved is just overheating the iron brake. You don't have that issue with ceramics. They'll work, whether the car is high acceleration, high weight, high energy, and it can give you consistent braking throughout that profile. So there's a benefit by swapping out the technology from iron to ceramics, just from the needs of the marketplace in terms of the weight and the speed of the car. Not only that, the trends are getting further and further that way with electric vehicles. There's a trend here with electric vehicles being even faster, even heavier, 'cause of the batteries. So there's a bigger driver to look for weight saving as well as the technology for brakes, and weight is a big driver on all the car.

We talk about weight saving for a ceramic brake disc, which can save typically about 25 kilos by just swapping the disc out. But if you multiply that up, because this is an unsprung mass within the wheel, you can start to strip out weight on the uprights, the suspension, and so forth. So we talk about saving up to 100 kilos per car. That's about 5% of the weight of a car. So by just changing one technology, you can get a 5% benefit in weight, which is hugely significant for any automotive vehicle manufacturer. The next part, if you like, of the product offering, is its emissions. With that weight saving, we obviously save on emissions from the car. We can obviously save on battery weight or give it extra range for electric vehicles.

But it also has the feature with electric cars, where with the emissions of the engine being eliminated, the next biggest pollutant is the brake pad dust, and the wear from tires on the car. And there is legislation coming in in the coming years, which is really pushing the technology on brake systems to reduce the emissions from brake pad dust. Now, ceramics, with the way they work, can actually reduce the pad wear, and therefore the pad dust by about 50%, and bring them inside those new limits that are coming in. So there's another driver in terms of environmental aspect to move over from iron to ceramics. In terms of the landscape and the technology, it's worth noting that there's been one major supplier in the marketplace, a company called Brembo SGL.

Indeed, Stephen, who you've just been introduced to, is familiar with this. Now they've been the dominant player and have driven the adoption of ceramics, and but it's very unusual for an automotive market to have only one player. They normally like to have at least two, not least for competition, but also to build capacity. So the market's been trying to pull through an alternative supply, and with our superior product and our positioning where we've been adding capacity ourselves, we'd be well-placed to take advantage of that. So with all of those product benefits, with the position in terms of the marketplace and the customers and the landscape of competition, we've been able to make our product offering, which has been recognized throughout the industry as being superior.

And, and that's to do with the way we make our products, so not all carbon ceramics are the same. We liken our product to making long fibers and giving it strength, like plywood, versus our competitors, who chops up a fiber and makes a chipboard, which is a lot weaker, and we have much better thermal properties as well, which is integral for a brake disc. So all of those trends have meant we've been increasingly successful in winning customer contracts. And we've been then focused on building our advanced manufacturing facility. We have contracts in place for GBP 390 million lifetime, and we have a pipeline of GBP 300 million as well.

So our job has really been focused on then capitalizing on those contract wins and start to develop and expand and grow the business through, the advanced manufacturing process we have. So look, I think that hopefully gives everyone a very, very brief introduction. I'll then hand over, pass it over to where we are in current status team.

Isabelle Maddock
CFO, Surface Transforms

Hi. Both Stephen and I are going to talk about this page and, and come off mute. This page is our immediate roadmap to growth and financial stability. 'Cause while we've encountered unforeseen capacity and production challenges in the past, we've factored these into our revised business outlook going forward. So these KPIs on this slide are the KPIs that hold the most weight for current stage in this company's growth phase. The black bars are very much the past, where we've had these unforeseen challenges in capacity, in production stability, in yield, and in cost, and all of those have had an impact on our sales and our cash. The yellow bars are our targets for this quarter, and our gray bars going outwards are our anticipated trajectory against all of these KPIs.

These are the KPIs that are critical for accelerating performance and accelerating growth. Now, I'm going to talk very briefly about the revenue page here, and then I'll hand over to Stephen. So the revenues that we're sharing here are the revenues against our low-case business plan. This is the bottom end of our forecast range, being GBP 17.5 million for 2024 and GBP 28 million into 2025. Now, a couple of people, I think James Humphreys and Daphne Morgan, have asked questions about our break-even position or cash burn, so let me just address that in the context of this quarterly revenues here. So when we get to Q4 in 2024, anything between GBP 5.5-6 million per quarter gives us an EBITDA break even, if you like.

We turn into EBITDA profitability between GBP 5.5 million and GBP 6 million each quarter and thereafter. In terms of cash burn, I look at that, and we probably all look at that very differently, because it's more than just operating trading performance that we see through EBITDA. It really matters from a working capital point of view. So in terms of cash burn, while it ebbs and flows each month because of those dynamics of working capital, we get to a state of certainty and no longer burning cash on this low-case business plan in Q2 of 2025, next year. So thanks for those questions. Now Stephen's going to unveil a little bit more of the details behind our strategic adjustments here for the other KPIs on this page, and I'll hand over to Stephen.

Stephen Easton
COO, Surface Transforms

Yeah. Thanks, Isabelle. Yeah, good afternoon. Yeah, I'll take you through the remaining sort of portions of this slide. I'll probably best start with the effective capacity revenue, so that's the chart just below the one that Isabelle's talked you through. It basically spells out our effective capacity, and by that I mean it includes an OEE figure. And for those that maybe don't know what the OEE calculation is, it factors in things like capacity, performance, and quality, and it's a multiplier effect as well, so it's particularly sensitive. If you can imagine that you're not at 100% for any one of those key criteria, then it can have a fairly large impact on the result.

So probably what you'll already notice is, if you check off the yellow bar, for instance, we've got GBP 4 million for quarterly revenue, for this quarter, but we've got an effective capacity of 7. And that's really just to bake ourselves in a bit of headroom there. Because as I say, it's heavily influenced by the availability of the equipment, so in terms of our maintenance of the equipment and whether it's able to be on or off, also our performance in terms of run-out rates or throughputs of the reduction process and also quality. Maybe jumping across, just 'cause I mentioned quality, the manufacturing yield chart that's in the middle there, tells you a bit of a story, tells you a few things.

Clearly, we were not where we needed to be last year. We had around about 50% scrap rate. Good news is already in the first quarter, we've realized a significant reduction in that, so it's halved, so it's around 25% and what we've done for the rest of this year, you'll see, has not been overly aggressive, I would say, in terms of how we can reduce that. Clearly, 25% in any manufacturing business is not a number that that is satisfactory. So we are targeting, you'll see in the outer years, so 10, 2%, but it will take us time to get there. There isn't any quality and yield opportunity to improve the yield. There is a kind of Pareto effect.

So what we have seen is that we've got a few standout headline acts, if you like, that we need to address. So we've looked at the top five. We've addressed number two and three, and we're working heavily on number one. We have made an improvement, and we feel most of the improvement that will come through Q2 is a reduction in that. And we'll continue to do that as we go through the rest of the year. But of course, as you start to get into the tail of the topics, things get a little tougher. But the business model's been baked, and business model's been built around these figures, essentially.

The chart just above that, the production stability, what we've tried to do is give a little context, I guess, on the journey, so in terms of where we've been and where we're going to. As any scale of business, there is a lot of change. That's whether that's people, process, equipment. And the number 72 you see there as an average for 2023, is really the number of key process and equipment challenges or critical changes that we've had in the process. You see in Q1 also, we've had a lot, 42. It starts to tail off as we go into Q two and beyond. There is a bit of a blip in Q4. Reason for that is we've got another key piece of equipment coming on stream then, which is CVI 5.

So it's really to account for that. But what you do see is a sort of steady tail off, and really, it's to sort of, like, like I say, bring a bit of context, hopefully to the journey of where we've been and where we're going to, and to show that the challenges definitely get less. There are still challenges. There will always be challenges with any manufacturing business, but they do tail off, and as we start to address those. And lastly, just looking at the cost reduction savings chart at the bottom there, the negative bars for looking at the previous year in 2023 and the previous quarter are really negative because of two principal reasons. One is energy.

So we moved into a new energy contract early part of this year, which is a much more favorable price point for us, both in power and gas. And as you can appreciate, it's largely a thermal process, so it's governed heavily by energy costs. And also in Q1, we also had obviously some capacity constraints, which is restricting our potential run rate, if you like, or throughput. And as you start to see, there's We believe there's quite an opportunity to save on costs. Again, we're not baking in too much this year. These are largely linked around incremental improvements in throughputs through equipment improvements and adjustments, and also some key equipments that we'll be bringing on stream later this year.

So, yeah, hopefully addressed most of the sort of content of this slide. I guess we'll pick up in the Q&A as well, any other additional points that everyone has, and I'll jump onto the next slide and hand over to Isabelle. Thank you.

Isabelle Maddock
CFO, Surface Transforms

Okay. Thank you. I can't seem to get my screen on. I'll just talk through this. Yeah. Apologies for that interruption. I was managing the screens as well as the camera. This slide is very much a looking back slide, because way back in October, November last year, we went out to raise funds, and we called it Project Optimus at the time. And this helps us to, to articulate where the differences are, because there are significant differences that we've touched upon. 'Cause we did raise money, and we raised money for working capital, not for CapEx, and we've used that. So very much in terms of the top three bullets on this slide, this is explaining effectively what, what Stephen talked about in terms of where we are and what we need to do going forward. We every.

We had capacity constraints in terms of getting equipment in, getting it online, getting it available, and then making good product from it, and those constraints will now have become an address. We have a project manager's office that deals with all of that. However, during this six-month period, we effectively lost sales and GBP 1.5 million of planned contribution from those sales. Yield has really, really hurt us. Our yield was very, very low last year, and even though we've seen significant improvement this quarter, during this six-month period, we have incurred GBP 2.5 million of cost from our yield being much lower. And of course, we are addressing that now. We've got this roadmap that gets us through to a 99% yield over the next two years in terms of where we need to be.

However, right now, and what we've experienced, we've lost GBP 2.5 million from both, lost sales and contribution. And then in, equally, during this period of significant process changes, remember that top graph in the top corner there, we incurred a high amount of development costs. And development's more than just failed products. It's about process improvements, it's about improving, you know, a machine at a particular stage, whether it's the turnaround time on a machine or testing whether, you know, discs or rotors should be ground from the top or the side. All of that incurs tooling, labor, consumable materials, and there was a high amount of activity, and we've incurred GBP 1.2 million of development costs. So those top three bullets of GBP 5.1 million, which are non-recoverable?

The bottom two bullets are very much GBP 1.6 million. These are all to do with timing differences. There was, Martin Harris, you asked a very specific question on, on the GBP 3.5 million. The GBP 3.5 million timing arose from the loan. We originally anticipated some reimbursement of past CapEx, which I think is what you were alluding to, whereas our loan facility now focuses on future CapEx. The drawdown profile is very, very different. It is indeed actually more beneficial to us, because it is a forward-facing facility, and that means that 100% of all capital expenditure is paid as it's incurred over the next two years. So to answer your question, the loan is for all future additional CapEx, and by Q1 2024, we've tested it.

We will have drawn down GBP 1 million in the first quarter of this year. It's now actually increasing at quite a pace, and we have that GBP 13.2 million to enable growth-enabling investments over the next two years. The GBP 1.9 gain is the reverse of that. As sales were not as anticipated in January and February against those original plans, that this is saving in terms of working capital, and we're now seeing that unwind as we've got significant amount of WIP and debtors are increasing, and we're feeling the pinch.

So previous communications, you know, I think it was, Alistair Graham mentioned, you know, we've, we've said this before, we, we did lead, shareholders to believe that this was the past fundraise- past fundraisers would be the last, before achieving free cash flow. And this has not been the case, that the business has encountered challenges that, that were significant in terms of capacity, and sales performance and manufacturing costs, and they differed from our initial projections. But we have now a developed, revised business outlook, and that addresses these, these key drivers that are absolutely necessary to turn, our business around.

As we're turning that around, we will do achieve break-even in Q4 of this year from an EBITDA point of view, and as I mentioned earlier, we are turning cash burn into a cash positive situation in 2025. I think I hand over to Kevin now.

Kevin Johnson
CEO, Surface Transforms

Yeah. Thanks, Isabelle. So look, as part of what we've needed to do, we have Project Bumblebee, and that was a proposed placing of GBP 6.5 million with an open offer, and that's what we're presenting today, the open offer. And really, the requirements for that placing is, as Isabelle's just explained, there was an immediate need for working capital requirement to support the operations and the continued scale-up of the business. And what we must do now is build on that. We've got that placing in play. We are going through the open offer, and as Stephen's highlighted, it's about improving our yield, moving the company forward with its manufacturing capacity into a positive EBITDA situation in the near term, supporting those five contracts that are now in the serious production, multi-year phase of cash generation.

And also very important to us is the cost reduction plan that's advancing well this year. We expect it to continue to advance well. In parallel with that, we then need to continue building our capacity, and we talked about this in the past, where we talked about building our capacity to 50 million and then 75, because we really do want to get ahead of the curve. And the good news there is that we have the debt finance in place to support that capital investment, and it is then a case of building it up to support the contracts that we've already won. So what I'd like to do now is just hand over to Stephen again, and he can talk about how we're progressing with that manufacturing capacity.

Stephen Easton
COO, Surface Transforms

Okay. Yeah, as, as you, as you see in the slide, it's in three phases or across three phases essentially. So phase one being the here and the now, so capacity being in place for up to GBP 20 million revenue per year. That's installed production capacity, and that's including our OEE assumptions that are baked in there. And again, with the OEE, it's, it's factoring for things like availability, performance, and quality or scrap, essentially. Moving into 2024 and 2025, that's phase two, we, we step up from GBP 20 million revenue to 50 and then 75. So, again, quite a, a kind of leap, in terms of the ramp-up, all financed through the ERDF funding loan that was just discussed a moment earlier.

So we've got close to GBP 14 million, and we've got all of that kind of, if you like, carved out and spent. We know where we need to spend that cash. We've got the equipment and improvements, all planned, and orders in place for the majority of that. As you can appreciate, a lot of this equipment has a certain lead time, so this equipment is kind of in hand and on order. And yeah, we are more than confident that we'll reach those targets through the end of 2025. And then beyond that, obviously, phase three takes us up to GBP 150 million. Additional investment will be required, but self-financed from there on. And yeah, that will take us through till 2027 timeframe and beyond.

In the interest of just trying to get to the Q&A piece as well, I think I'll keep this kind of brief, and I think that's the main key points on this slide. Yeah, I'll hand it back. Thank you.

Kevin Johnson
CEO, Surface Transforms

Yeah. Thanks, Stephen. So I thought I'd just talk a little bit about customers, 'cause we've had a few questions come in, and we can take those questions as part of the Q&A from Alan, Patrick, and Nathan. But I just wanted to also reassure everybody that we still have our six OEMs, we still have our contracts in place. Those contracts, we measure not only in terms of winning those contracts, but whether they're follow-on contracts. And so we still have good success in once we've been engineered in, and there's that power relationship between us and the customer is one of collaboration and partnership because they need us once they've awarded the contract to be engineered in.

It's too expensive and too costly in terms of time to change from one technology to another on a braking system. So we do look at follow-on contracts once they're designed in for the parts bin, and so on. There's an incubation period, to remind everyone, between winning those contracts, typically 2-3 years before they then go into series supply. So currently, we have five in series supply. We are supporting all five of those contracts with our current capacity and our current capabilities, and we've worked with all of those customers very closely to reschedule their demands based on what we can achieve, and everyone is on board with our plans going forward in 2024, 2025, and 2026.

And we'll see an additional contract come into series towards the end of this year, so that will bring us up to six in series by the end of the year. And then the remainder of those twelve will come on stream through 2026, 2027, and into 2028. And then just to remind everyone that although we've had our challenges on building that capacity, the lifetime contracts are still there at GBP 390 million, which equates to just under GBP 80 million in terms of an average, once they're all in series. And then with that pipeline of GBP 300 million, which equates to GBP 50 million on average per year, if we convert it into contracts, those two added together come to just under GBP 130 million.

That's what's driving our plans for capacity when Stephen talked about the phase three capacity plan requiring us to get up to GBP 150 million capacity because we can see, we can see where our customers are going with the product, and we can see where the market is going with the demand. So I don't, I don't wanna spend. I'm conscious of time. We're almost at the end here, so if I just move on to the last slide, the summary. I'm gonna try and summarize it for everyone, and then we can move into Q&A. So look, we are continuing to build our effective capacity up, and that will drive us into positive EBITDA in the near term.

The key components of that are delivering to those customer contracts that are in series, building that yield up aggressively through the year, and advancing that cost reduction program to support our gross margin. Alongside that, it's about capacity and implementing that phase two capacity in 2024, and the 50 million and 75 million in 2025. And just to remind everyone, that is, that is supported by the debt finance that we already have in place with our ERDF loan. And then from the customer's perspective, those customers are with us. They work very closely with us. They've seen these, if you like, disruptive scale-up technologies before. They are familiar with how they work and whether there are risks in scale-up, and they will help us along the way, as they've already done.

And it's about turning all of that capacity into the revenues to support those contracts as we go forward. So hopefully that gives everyone a bit more color of what we've been doing and what the challenges we've been facing and how we've been trying to address them. I think we can move into the Q&A.

David Bundred
Non-Executive Chairman, Surface Transforms

Okay. Thank you, Kevin. I should have made the comment at the start. I realized and frankly forgot this slide presentation will be going on the company's website probably this afternoon. So there will be an opportunity to look at that in more detail. Firstly, thank you very much for the large number, the huge quantity of advanced questions. It helps us to structure it. But do keep the questions coming in. I see we've got about 15, 20 questions that have come in. Inevitably, some of these are duplications, and I see one or two advanced questions have also come in on the side. Do keep them coming in. There is a generic point I wanna make before we go into it. A lot of the.

Not a lot, a number of the questions ask for more detail about monthly numbers. We've said on a number of occasions, we think it's genuinely unhelpful, unhelpful to investor relations and share price to do monthly updates. We're doing quarterly updates. Frankly, there's just simply too much noise and too much day-to-day factory stuff in monthly numbers. We'd spend more of our time explaining that than we would on getting on with the business, so we're not going to give monthly updates. Before I go into the actual presentation, we think we've covered, and hope this statement is helpful. We think we've covered a number of the questions in the presentation, but we're still going to answer those specific questions, even at the risk of duplication. We have no doubt that people feel they've had their questions answered.

In that regard, what we're gonna do is, we've grouped the questions into those broadly covering finance. So we'll kick off with a number of questions that Isabelle will answer, a number of questions broadly covered by operations that Stephen will answer. We're trying to group them together to make it more efficient, candidly. And lastly, there's customer stuff, where Kevin will answer, there's two or three questions on that, and some shareholder reassurance. So let's get started, and I'm gonna, having just said how we're grouping it all, I'm gonna deal with the first question myself, that's actually come in from Charles Breese, a very old friend and long-term investor, and it's about the process for replacing me. The question is, is an executive search firm being used for finding the incoming chairman?

If the answer is yes, what experience does the firm have, and what sort of person? So let me just talk about the process. I mean, firstly, there are both, as you'd imagine, in fact, one of the last discussions I had with Steve with Charles on this was about planning for future chair for planning for the future some time ago. So there is an internal candidate, but we wanna make absolutely sure that we've got the best person, and we're using the people who actually we've used in the past, who specialize in finding NEDs. And they were the investors. Sorry, they were the head headhunters who found all the current team, actually, who found Ian, Matthew, and Julia. And we're happy to use them again.

The profile of the person being targeted, it's to, to, there's a profile out there, actually. But I think to be honest, I'm more concerned about. I think we collectively are more concerned about getting the right type of person. So, we are looking for somebody. There is a process, it's a professional process. It's being run by a professional company, and, I'm sure there will be a good, good outcome. So with that, having got rid of that stuff, let's move on to the finance questions. Isabelle, I'd just like to. Although you've answered the question, and a lot of this will be on a number of the times, so let's say it again. I mean, James Humphreys, what income is required for Surface Transforms to break even? When do you anticipate? Just repeat it, please.

Isabelle Maddock
CFO, Surface Transforms

Well, break even from an EBITDA point of view, we need to be between GBP 5.5 million and GBP 6 million. Yeah, and that matters to get steady, reliable EBITDA. As we grow from break even from a working capital and cash burn point of view, we need to. We, we'll achieve that in the middle of 2025, against our worst case business plan. Yeah.

David Bundred
Non-Executive Chairman, Surface Transforms

Okay, and another one from Colin Hughes: With the funds raised, do you have a buffer if production falls short of your expectations again?

Isabelle Maddock
CFO, Surface Transforms

Yes. Yeah, we. So, Colin, we did a number of scenarios. Obviously, it's important to build in a buffer. On our core business plan, which is actually greater than what we've presented here, 'cause we gave a range, our buffer is about GBP 3 million throughout the next 24 months. However, on the low case, you should know that the lowest point, it tips just below GBP 2.5 million, round about the middle of 2025, and then recovers again. So we've got a GBP 2.5 million buffer against our low-case business plan.

David Bundred
Non-Executive Chairman, Surface Transforms

Okay, and.

Isabelle Maddock
CFO, Surface Transforms

On the GBP 6.5 million raise, excluding open offer.

David Bundred
Non-Executive Chairman, Surface Transforms

Yeah, there will obviously, because a lot of the projections and even the note that's come out this morning, I should refer to that as well, note that's come out this morning from Hardman, are all based on the placing, and we haven't yet factored in any monies we get from the open offer. So the open offer will be further headroom. That's the way we see it.

Isabelle Maddock
CFO, Surface Transforms

Correct. Exactly, yeah.

David Bundred
Non-Executive Chairman, Surface Transforms

There's a question from Martin Kay here. What steps are being taken to conserve cash, given the proximity of the last cash raise was supposed to last until break even?

Isabelle Maddock
CFO, Surface Transforms

Yeah, yeah. I mean, it's a good question because we're, we're always acting to conserve cash and manage our cash really tightly. So all the normal things you'd expect from a business, basically no unnecessary travel or office upgrades or, or marketing campaigns. It really is about every single type of expenditure needs to align with our production goals, needs to align with those key KPIs, and are we getting return on those KPIs, and that's where we really focus our expenditure plans. I'll just add to that, that we have, a couple of other things to enable and free up our cash flow, so we are in, in talks with both our suppliers, our debtors, and our banks, to optimize faster payment options or, or to ease on payment options to give us, resilience in terms of our cash flow as we grow.

And finally, I think the really important thing to emphasize as well is that CapEx is ring-fenced, so that's protected. We've got the loan, and that's only. And that's for our funds are used to grow significant investments in terms of our capital plan. So we're not using any of our free cash flow for investment. That comes from the loan.

David Bundred
Non-Executive Chairman, Surface Transforms

Yeah, I'm glad you've emphasized that point, that the CapEx is ring-fenced. I'm not entirely sure that all the shareholders, both old and new, completely understand that. You know, we've got, we've got all sorts of problems, but funding for CapEx is not one of them. I think the last question, and we'll take the generic one about is this the last fundraise? I think we'll take that with between you and Kevin when we come on to shareholder reassurance questions. And the last one's actually a very fair question from Mike Wade: Was the cash crisis caused purely by excessive scrap rates, or were there other contributory factors?

Isabelle Maddock
CFO, Surface Transforms

So not purely, but largely. So at this point in time, every single disc that is scrapped is a lost sale. So that naturally loses us the revenue from the sales, and it significantly increased our cost. So what we've experienced is significant hurt from very low yields. But it's not the sole factor. As you've heard from Stephen, you know, it. The capacity of our machines, making them available and reducing cost is also important in other areas, too. I think I also saw that individual asked about what do we need in terms of production yield. And for normal runnability and in our business plans, by the end of December 2025, it's 95% yield, and that is absolutely brilliant for steady state, and that's our roadmap to get us there.

David Bundred
Non-Executive Chairman, Surface Transforms

Okay, and that's sort of.

Isabelle Maddock
CFO, Surface Transforms

Yeah, I was just gonna add, it is more important to get it right first time, and we're aiming for 99. However, we've been cautious in our outlook in terms of steady, but certainly driving that improvement in yield.

David Bundred
Non-Executive Chairman, Surface Transforms

Okay, and that need to get to 95% is a nice segue to bring Stephen in and start asking some of the questions on the operations. And I'd, I'd like to start with the one that's the most fundamental of all, which is asked by Andrew Cholerton. "I now worry whether your technology can ever be scaled for large-scale production." Are you able to comment on this? Stephen, you're, c an we make it in volume?

Stephen Easton
COO, Surface Transforms

Yeah, I mean, absolutely. I mean, obviously, I'm fairly fresh to the business, but, I mean, what I do have a bit of a pedigree in, I guess, is heat treatment processes in general. I mean, I worked for 16 years with SGL, so I know carbon fiber, the heat treatment process, PANOX, which is a raw material. And, you know, that's where some of the significant challenges have been in the past. And you can sort of think of our process in largely two steps, where you've got the heat treatment processes and then the machining and assembly processes. I think, you know, in understanding the challenges and then resolving them, we know where the strengths lie.

We also know some weak spots, so when we look ahead at future technologies and we look to scale up the business, it's not always gonna be a copy-paste approach. So, and I think we're doing our due diligence in terms of factory acceptance testing and site acceptance testing, and all of the specifications through the whole RFQ process, and specifying the equipment, and then checking and making sure it's capable, that we stepwise do everything we possibly can to risk mitigate, you know, equipment coming on stream. But I think we've got a really good foresight of that. And, as I say, with a lot of the equipment as well, because you talk a year or two years in advance, you know, we've got to lock that in quite far in advance.

I think maybe there's one other comment that probably isn't that well understood either. It's a very long process, so. Inevitably, to find the sweet spot, the production sweet spot, in terms of the process conditions that we need, the temperatures, the residence times, and so forth, it's an iterative process. By that, I mean we've got to go through the process of producing a disc almost to the end before we can test it fully, and then we go back to the start again. That can take not just weeks, but months, because some of our heat treatment processes are sort of 7, 8, 9 days for instance. So, that's why we've also baked this into the financial forecast.

When we look at the big new piece of equipment coming on stream the end of this year, you know, we've assumed six months of progressive improvement before we reach a position where we say it's fully industrialized, and commissioned, and we've checked those boxes.

David Bundred
Non-Executive Chairman, Surface Transforms

On that, there's a question that's actually come in recently, in the last five or 10 minutes, actually. So can you comment on why the scrap rates have been so high? Is it equipment problems? Is it staff? Is it learning curves? From Andrew Cholerton.

Stephen Easton
COO, Surface Transforms

Okay.

David Bundred
Non-Executive Chairman, Surface Transforms

It would give us more confidence if we knew more about why the issues occurred.

Stephen Easton
COO, Surface Transforms

Yeah, you know, some of it's a bit of product mix, so it's kind of. There's more of a recency effect in terms of the scrap build through the year. So although we've given an average, it kind of, you know, it develops as we produce more discs, the pain is felt higher as well, of course. Good thing with the data that we collect is we collect a lot of it, and it forms a certain pattern. So when you cluster the defects, they fall into certain umbrellas or categories, and there's a few large ones amongst that. And I think I explained that in the slide deck, that there's a top five, and we address all the top five, and we get down to a number that's somewhere close to 15%.

And then you're into the sort of longer tail of quality issues. And that's also why we've taken a bit of a conservative approach on scrap, where we're not saying we're gonna get the same jump that we've had in Q1 every single quarter. But we certainly get a good improvement in the first phases. And I can say that with some confidence from the point of view that we've seen that improvement, not just towards the end of quarter one, but actually through the months of January, February, March. And the dials that got us the improvement are very much those. They're dials. We can turn it off and on, which is not always as easy as that, but in that instance, it has been, which is great.

So, you know, we have confidence that we've resolved the issues. We've got repeatability to give us that confidence. And then looking ahead, there is still one dominant scrap reason that we're looking to address. And we have seen some positive improvements in the chemistry part of it, if you like, without getting into too much detail, but it's still early days, so too early to commit, but showing some promising signs.

David Bundred
Non-Executive Chairman, Surface Transforms

Okay, a question from Andrew Boyle: Do you have the skills and resources required to fill the commercial contracts? I mean, are we able to get the skills? This is a question I get asked quite frequently Are the skills available in those in the Liverpool region, in the North West, to provide the to do the job?

Stephen Easton
COO, Surface Transforms

We believe so. I mean, there's no denying with any scale of business, you get a fairly large influx in new heads. So we've grown to a business now of around 170 employees. I think we probably ended 2022 somewhere around 60 to 70. So it's quite a large influx of new heads into the business. There is some regional benefits. JLR, for instance, we've got a lot of big automotives that are on our doorstep. And some of our employees have got a history, if you like, in their CVs and their past in automotive. So they're not hitting the ground from a zero set point or a standpoint, if you like. They've got a, you know, an element of knowledge and understanding.

There is obviously an onboarding process, so someone takes some quicker than others, obviously, to get up to speed to understand our specifics about our process. We've also recognized, I guess, that we, you know, we needed a bit of a change, and we did have a shake-up, you would say, in January in terms of the resource around accountability and how we distribute the workloads and who owns what. Two biggest changes, I guess, we would make, we had made was around the heat treatment process, so and maintenance. So maintenance was looking after the entire site end to end. Their responsibility now is largely the back end of the process and all this ancillary services and infrastructure for the site. The heat treatment process, specifically look after furnaces.

We are definitely seeing a really good benefit by carving out that process 'cause it is somewhat of a specialist niche process. And then also, if there's any technical skill set that we may have struggled in, you would say it's there. But we've employed two additional heads into the sort of core heat treatment team, with a lot of good technical understanding, commissioning of equipment experience, that form part of that team. And part of their responsibilities is to actually do some internal training. So we've got four of our internal technicians that are going through a training program process, and we're also looking for external support in that area.

So I think we're putting the right spotlight and focus in the right areas, and we've got some really good technical talent to help us along the way.

David Bundred
Non-Executive Chairman, Surface Transforms

Okay. Before we go on to. We'll give Stephen a bit of a rest, for a minute, because there's a number of questions come in on, that relate back to finance. And I just wanna go back to Isabelle on, a question from Nigel Guest. "Did I understand from the presentation that the Liverpool CapEx loan cannot be used for the GBP 3.5 million CapEx, i.e., no retrospective claims?" And I think you just need to explain that as part of the negotiation, we just changed the cash profile advantageously. But you will answer it better than I can.

Isabelle Maddock
CFO, Surface Transforms

Yeah. But so he's right, that there are no retrospective claims. It is all forward-facing now. And the reason I really like this one is that actually, we don't even have to make the payment to our supplier and then reclaim it. It's a very in the moment, where against an approved invoice, the invoice will get paid directly out of the loan facility, and then obviously our debt increases. So it's all forward-facing, and it's 100% of every capital-approved investment for growth loan over the next two years. There's no retrospective claim.

David Bundred
Non-Executive Chairman, Surface Transforms

Another question on the loan is from Martin Harris: "Are there any circumstances where the CapEx loan facility could be withdrawn?

Isabelle Maddock
CFO, Surface Transforms

Well, as with any loan, there's always, you know, bookends and covenants that you share with the loan provider because it is their debt at the end, and that's normal. What we've done is we've anticipated that if we achieve lower than our low-end case, we will only withdraw a smaller amount of loan and do the CapEx over a longer period of time. So I think we've said in the notes, and the slides will be on the website, that if by 2025, if for any reason we're not meeting performance, we'll only draw down GBP 10.4 million, as opposed to the full GBP 13.2 million.

Now, what we do know is the LCR are a growth-enabling supporter of the business, and there is a process if we, if we wish to apply, to have the rest of the loan for use in 2026, and we may choose to do that, too. But it's important to not over-debt the business too early. So it really does depend on our performance over the next 18 months.

David Bundred
Non-Executive Chairman, Surface Transforms

Okay. I'm conscious of the time, actually. It's now 11:50 A.M. It's clearly we're going to overrun, and I make no apologies for that. I'd like to move on to some customer commitment questions, which I'm going to ask Kevin to take. And in some respects, there's three here, and they. I think, to me, it might be easier to ask all three. Forgive me for my. Ask all three as a single question, as it were, and then give Kevin the opportunity. Alan Morris, "Have any customers threatened to cancel orders due to production delays?" Patrick O'Brien, "Update on customer commitment, please." Nathan Grigg, "What measures are being taken to ensure you don't lose customers?" Kevin, can you just flesh that out?

Stephen Easton
COO, Surface Transforms

Yeah. Perhaps if I just, to answer that, take a little bit of a step back and say, and understand the relationship between customer and supplier and Tier 1 supplier. With a complex system, as I mentioned at the start, a braking system is, there's two to three years of system integration that goes on, and there's a period before that of advanced engineering, that it requires a huge investment from the vehicle manufacturer alongside the support from the supplier. What that really means is that the two companies are wedded together in a partnership, and it's. I'm not saying it's unheard of, but it's very difficult and very costly in terms of money and time for a vehicle manufacturer to change course, to change what technology or what products they put on the car.

Kevin Johnson
CEO, Surface Transforms

It's why those relationships are so important. So has anyone canceled any contracts? To answer that directly, no. It would be a huge decision for any customer to make because of those elements of cost and time. What tends to happen when you're going through this scale-up and you're introducing a new technology with a customer is they want to work very closely with you. So they are familiar with the challenges of scale-up with disruptive technologies. They've done it before, so they come to it with a lot of experience on how it's done. They don't come with the technical experience on each individual product, because that's very much the domain of the Tier 1 supplier. So their approach is very simple. It's what resources can we supply to you?

How do we help you get to where we all want you to be? And that, and that isn't a threatening situation, that's a collaborative partnership situation. So we've worked through that over the past sort of 6-9 months or so, probably even longer, where they've worked with us, they've understood what our challenges are, they've understood what our output is and our capacity. And then what they can do is then look at how they introduce that in terms of that capacity that we have for the contracts that we're supplying. So they've rescheduled their demand, looked at how their timings are, so it's not necessarily. It, it is a phasing difference in terms of how we introduce it, rather than a, than a binary situation of contract cancellation.

Because everyone wants us to get to that point where we have the capacity, we're able to supply at the volumes that everyone wants, and then everything will be in a stable situation. So that's the objective of the OEM, that's the objective of us, so we're all aligned, and they support us where they can.

David Bundred
Non-Executive Chairman, Surface Transforms

There's another question, which is a market one, that's come in the last 5 minutes from Martin Leigh on market size. How would you. I think it's Leigh, LLG. How could you explain how you come up with a $2 billion market opportunity? How big is the total market?

Kevin Johnson
CEO, Surface Transforms

So the way we define the addressable market right now is we look at ceramics are in the performance luxury end of the automotive market.

David Bundred
Non-Executive Chairman, Surface Transforms

Right.

Kevin Johnson
CEO, Surface Transforms

So just to remind everyone, that's the segment we're in is probably less than 1% of the overall brakes market, so it's a really tiny, tiny piece of it. But we look at cars above GBP 100,000 because ceramics are not as low cost as an iron rotor. So cars above GBP 100,000, we think everyone will adopt it on all four corners. That's been the trend. And cars between, say, GBP 75,000 and GBP 100,000, they'll adopt it on the main braking axle, which typically is a front axle. So we can add up all those cars produced by those high-performance luxury car manufacturers, and then we times it by an average selling price, which we don't sell it at that today, but it's a sort of forward-looking average selling price.

When we do that, it comes out to be north of 2 billion. So that's really how we define it. We're only looking at that very, very, very small segment at the top. The next piece of it will be: how does that develop? And normally, these things start to trickle down beyond the 100,000 and the 75,000 into cars of lower retail value. I'm sure that will happen, but right now, we'd be very happy to take on that GBP 2 billion market. Now, to give you an idea of the adoption and the penetration in that market, obviously, Brembo, our competitor, is the main player there. Their sales are in the region of GBP 2-250 million.

So they've got a significant part of that market, and they are being challenged to grow as well, as that adoption curve continues through that GBP 2 billion market. So I know they've got an investment plan of EUR 150-170 million to increase their capacity from where they are by another 70%. And obviously, we've got our contract wins of GBP 390 million, equating to circa GBP 80 million a year, which is where we are going with our contract wins and capacity plans that we're putting in place. So that adoption curve, we're still in the sort of first 25%-30% of that adoption curve, but that's where it's going, at the GBP 2 billion.

David Bundred
Non-Executive Chairman, Surface Transforms

Okay, I'm gonna move on to the group of questions that are about investor reassurance. But before that, there's a couple of questions that are coming in very fast, which I'd just like to take up. One with you, Isabelle, and it's from Ian Rogers about the publication of the statutory accounts. And he's asking, was, will the. Is the forthcoming accounts likely to. Well, we haven't, the audit isn't finished yet. Is it likely to be qualified?

Isabelle Maddock
CFO, Surface Transforms

No. In terms of going concern, no. Is that, is that the question?

David Bundred
Non-Executive Chairman, Surface Transforms

Well, the question is, is it gonna be qualified, period?

Isabelle Maddock
CFO, Surface Transforms

Well, as you say, the auditors haven't finished. They still have a bit of work to do with us on that. We've had resource challenges and been more important to actually focus on our business plans than our audits. So we've now got to continue to work with the auditors. There's no indication as of today of that.

David Bundred
Non-Executive Chairman, Surface Transforms

Yeah, I mean, there might be a material uncertainty, comment on going concern. That's, these days, is quite common, actually. The other one, which I just want to move on to just give Stephen, is from Charles Breese, about could you just flesh out the sort of changes that have been made in management? Because I talked about this is a new team, and it's quite important to emphasize in the last six months the new team under the new team, and perhaps Stephen, you could just talk a little bit about that.

Stephen Easton
COO, Surface Transforms

Yeah, sure, sure. So part of the changes that we made at the start of this year, aside from the heat treatment and maintenance team, was to look to change some of the responsibilities within the senior leadership team as well. So we had a new start, if you like, that joined the team just prior to myself, actually, in August timeframe, looking after manufacturing technology. So in a recognition, if you like, that within the business we had a growing need for sort of process engineering and manufacturing engineering skills, as well as a project management office or a PMO. And really their responsibility is to look after the capital spend, to make sure we spend the money as wisely as we can and safeguard ourself against that.

And also the process engineering team, if you like, is obviously looking after the day-to-day equipment process type improvement. So that was something that the business didn't have carved out as a responsibility in its own right, if you like. And then, we've got Kerry looking after our operational piece, if you like. So she's very much looking after the day-to-day operational operations of the business. And that sort of change in responsibilities within the team. And we've also got a change around the responsibilities also within the quality team, and created what we call a cross-functional team. So there is a little risk sometimes of companies falling into a bit of a silo mentality, where each department looks after their own defined responsibilities.

But often our challenges are broader than that, so it crosses over quality, process engineering, and operations. So we've recognized that and kind of carved up the process and allocated individuals to have that sense of ownership and accountability for each of their areas and their respective areas. And I think that's helped us be more responsive, and we need as a business, obviously, a lot of agility to respond to the various demands that we have and the scale-up process. So I think we've got the right kind of individuals around us. We've got the right kind of headcount, given where we are and where we're projected to go for the rest of this year. Yeah, it's about yeah, getting on with the job and getting it done.

David Bundred
Non-Executive Chairman, Surface Transforms

There's another question, and I think it's an important one really. It's just come in literally in the last 10 minutes. I'm gonna ask Kevin this one. What percentage do you think. But it's known that we introduced a savings scheme, a shared incentive scheme, that requires employees, this isn't options. It has an element of options and a savings scheme. But it requires employees to put their hands in their own pocket to buy the scheme. And question mark from, this is anonymous, "What percentage of employees are enrolled onto the company shared incentive scheme?" Kevin?

Kevin Johnson
CEO, Surface Transforms

Yeah, well, it's a really, it's a really good question. I think, when we rolled it out, we were hoping that we'd get a signal from all the employees of how committed and engaged they are with what we're doing, and we got a really strong response. So the answer to that is, I think it's 43% of people are participating in that scheme. But to put that into context, we asked what would be typical for a participation, and we were told typical values are around the 10% mark. So we were delighted with the commitment and the attitude and the.

David Bundred
Non-Executive Chairman, Surface Transforms

Okay.

Kevin Johnson
CEO, Surface Transforms

Response from the employees on joining that scheme and voting to back themselves and the rest of the company.

David Bundred
Non-Executive Chairman, Surface Transforms

And I think it's an important point to make that, and we completely, utterly understand the anger, the frustration, the bitterness of shareholders as to what's happened in the last few months. And by the way, we might be directors and all the rest, we're also shareholders. I'd suggest you all look up in last year's annual accounts how many shares I've got, and therefore how much money I've lost in the last three weeks. We are both.

And by the way, everyone on this, another question, I can't remember who it's from now, "Is everybody on this call a shareholder? Are they all?" In fact, read the prospectus. All the board and Stephen have are investing in this, in this, well, in fact, placing subscription, whatever you wanna call it. We can't, w e're not allowed to subscribe in the Open Offer, as it happens. So, that moves us on neatly to, we're all participating in the placing. Well, moves us on to some of the wider questions that have come from shareholders, 'cause I realize we have, and there's one from Paul Roberts: "Can you give us any hope, please, Kevin?

Kevin Johnson
CEO, Surface Transforms

Yeah. Yeah, so this is where I would, you know, I'd remind everyone that we have challenges on our scale-up. But we, if you just look at the fundamentals and say, "Look, we've, we've got a fantastic product," and that's not us saying that, that's our customers who've done all their engineering and testing, and awarded lots of contracts based on that product performance and the quality of that product. We've got some world-renowned customers, some truly world-renowned names, who have signed up to do all of those contracts with us. We've got a brilliant position in the marketplace in terms of having a superior product than our competitors, and being competitive against those guys in terms of pricing and cost of manufacture. And we have.

I'm hoping you're getting more of a flavor of, with the introduction of Stephen and Isabelle and the other members of the team, we have a really committed a fantastic team that's determined to make a success of the company. And, you know, that gives me the hope, and I'm hoping it gives everybody else some signs that, you know, it's easy to focus on what we're not doing, and, but there's a lot of stuff that has been achieved and shouldn't be discounted.

David Bundred
Non-Executive Chairman, Surface Transforms

To which I'd add that commitment's perhaps the wrong word. The support we've had from customers over the last, what, 18 months, 2 years of misery? They've been with us. Not maybe been with us, they've literally been with us. They've been all over the factory, and, you know, sitting, and working with. Let's move on to a generic question. Slightly generic question, a general question, and it's asked by a number of shareholders. Jeff Jones, "After approximately 19 fundraisers, when will the 20th be required?" Peter Gray, "Can you provide any assurance about further fundraisers to the near mid-term?" Basically, is this it? Kevin, you kick off, and you might wanna get Isabelle to comment.

Kevin Johnson
CEO, Surface Transforms

Yeah. So, look, we recognize the, c ertainly the last one and the one before, we had our plans in place that would effectively get us to our cash break-even position. Whether it be on EBITDA or cash generation, and that hasn't happened. And our forecasting, in particular, has probably been more optimistic in terms of what we could achieve. We've looked at this time, and we've pressed the reset button, and that's part of the reason why we've created a range for our forecasting this time, and said we've got an upper and a lower case for our forecasts. Because we recognize there's still work that needs to be done. We are improving the likes of yield, cost reduction, process changes are coming down.

All those things are giving us, giving us the trends that we're looking for and the, the key, the key performance indicators we want, which has given us that opportunity to say, "Right. We, we believe this is the, the, the last time we need it." And then we've said, "Well, let's try and make sure we've got some headroom in there as well." And, I know Isabelle's already talked about that headroom. But we then looked at it, and Isabelle will probably give more on this, but we've done multiple, multiple different sensitivity scenarios, where we try to understand if, if certain things don't happen on time, if certain things don't come through, what would that mean for the, the business? How would we manage that?

And we've done a huge amount of work, or Isabelle certainly has, on looking at that modeling and looking at trying to understand how all those different dynamics work in a complex system like ours. So I think all of that work is there to allow us to decide, and to make some guidance that we believe in, and is more prudent perhaps than we have done in the past. So we've tried to be less optimistic and more pessimistic, and that's what's led us to talk about range rather than an absolute number.

David Bundred
Non-Executive Chairman, Surface Transforms

Isabelle, do you want to add anything to that?

Isabelle Maddock
CFO, Surface Transforms

I think Kevin's nailed it. I think, you're absolutely right. We've, wh ile we've got all that, all that good stuff in terms of a great product, and customers, and team, and equipment, we've learned of the dynamics of the business. We've got our arms around it. We've based on everything and all our scenarios, based on the information we know today and what we need to do to really drive that performance. And the reset button's really important. It's important for our shareholders and investors to understand the risks, which I hope Stephen and I have shared today. And with that risk, you know, it means it's not an easy path, but actually, there is a roadmap to achieving financial stability, and I do believe we can get there, yes.

David Bundred
Non-Executive Chairman, Surface Transforms

There's a question from Simon Bailey. I was tempted to answer this myself, actually, but I'll pass it over to Kevin. It says, "As a long-term shareholder, I've seen 98.5% of my capital eroded. Why should I provide you with any more funds?" And I'm gonna answer this not as the company's chairman, I'm gonna answer this as a shareholder. And the answer is, I believe, and you either do believe or don't believe, that we will get through our operational problems. Might even take us a little bit longer than we've said, as thank goodness we've got a buffer. Might be things that happen. But we're now at a price that is utterly, utterly ridiculous.

It bears no relation to any sane valuation of the company, and therefore, investing in the company now cannot help but produce a return on that. I can only say for myself, I was pleasantly, pleasantly surprised when I did the numbers. At the very least, investing at that silly penny price has an astonishing, you know, almost brought me back to my original percentage shareholding in the company. In simple terms, it's, right now, it's a good investment. Kevin, I hope I haven't stolen your thunder.

Kevin Johnson
CEO, Surface Transforms

No, I just share that pain as well. You know, I don't—I think the share price is totally disconnected from the actual value of the company, because the focus is on what are operational challenges rather than the strategic position that the company's in. You know, we, I'll come back to it. We have an order book of GBP 390 million. We have a product which is world-class. We have a customer list that people would die for. How all of that is not, and recognizing the value today is something that only the city can comment on, really. You know, we don't recognize that. As you say, then the flip side of that is that if we don't recognize that, then arguably it's a, it's a good investment because we believe it's completely undervalued.

David Bundred
Non-Executive Chairman, Surface Transforms

And by the way, there was another question came in. Is there, what's, about the, the whole board, the wider, the NED's attitude towards this and all the NEDs invested, and in fact, Matthew invested quite a considerable sum indeed. Look, I think we've covered all the main issues. I mean, there's lots and lots of very specific questions, but the issue is that a number of the questions essentially cover the same theme. I don't want us to, well, just ask questions for the, for the sake of asking questions. And I'm, I'm gonna conclude it almost with a, a technical point, which a technical question that's been asked by, is it Tom Trudgill, about how the, open offer system works.

And because it will give me an opportunity to make a comment about the GBP 2 million and GBP 3 million and explain why there are two numbers in the prospectus. The question for what's the record date? The specific question is, what's the record date for the open offer? And if I buy shares, does it. Now, does it help? The answer to the question, no, and I think the offer date, remind me, Isabelle, was it the 10th or something, or whenever it was? It was.

Isabelle Maddock
CFO, Surface Transforms

It's the 1st of May. Sorry.

David Bundred
Non-Executive Chairman, Surface Transforms

Anyway, it was.

Isabelle Maddock
CFO, Surface Transforms

I think it was the 1st of May, isn't it?

David Bundred
Non-Executive Chairman, Surface Transforms

Yeah. Sorry?

Isabelle Maddock
CFO, Surface Transforms

Was it not the 1st of May? I'll check that behind the scenes.

David Bundred
Non-Executive Chairman, Surface Transforms

Yeah, the offer. Yeah, just check it. The offer date, the record date is passed, so the number of shares you had on the record date, which was a few days ago, is the basis of the shares. You will get your rights regardless. If you apply for them, you'll get your rights regardless of what the total offer is. Buying shares now doesn't help. Selling shares now doesn't make any difference. So you will get your offer based on that. And that is being based on an Open Offer value of GBP 2 million. It is not unknown, forgive me, for the Open Offer, for people to apply. You're allowed to apply for shares in excess of your basic entitlement, and I advise people to do that. I mean, make their own mind up.

We therefore are saying that although the rights issue has been based on 2 million, we reserve the right to go to 3 million. And that will then create an excess. You know, if it goes to 2.6 million, everybody will get that excess. If it goes to 3.6 million, we're not gonna go more than 3 million. We, we'll then have a scaling back process in some way, which we will talk to our advisors, depending on the scale of the open offer. So I hope that deals with Tom's question, and I hope.

Isabelle Maddock
CFO, Surface Transforms

David, just to confirm this with certainty, the record date is the 1st of May.

David Bundred
Non-Executive Chairman, Surface Transforms

1st of May, okay. I knew it was a few days ago. I hope that's answered all the questions. Well, answered all the theme of the questions. I certainly haven't answered all the questions, which is, I see 63 today and 100, I think, 100 over the in advance. But we've certainly, I feel, answered all the themes of the questions. But you, you basically, you know how to get hold of us. Please do so. The website will be going on in the afternoon. There will be now a, w e're gonna drop off. There's a questionnaire on what you thought of us, of the presentation, and how you now feel about the company, which will be administered by Hardman, and they will let us know. It's not gonna come to us. It's, you know, it's, it's.

They will let us know what you say. So I do urge people, and people who are still on, and I have to be saying I'm delighted by the number of people who are still on, so over 100. I urge people to take part in the questionnaire. I thank everybody for, you know, an hour and a quarter's attendance time. I hope you take part in the open offer. I urge you to do so. We believe in the company. We continue to believe that we can get there. It's been a painful and difficult process for which we all feel badly about. And thank you very much. Let's leave it at that. I suggest we ask Hardman to now close down the participants, but leave the questionnaire open. Thank you, everybody.

Kevin Johnson
CEO, Surface Transforms

Thank you.

Stephen Easton
COO, Surface Transforms

Thank you.

Isabelle Maddock
CFO, Surface Transforms

Thank you.

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