QUANTEXA Ltd and The British Business Bank once more demonstrate why Company Law Compliance failures are always a leading indicator of trouble or worse including false statements in accounts.

 ... see previous post ... documents only made available today (more than 2 weeks later)

Phew…. The Directors and Auditors of Quantexa managed to sign off the accounts on a Friday, and get them to Santa in time to stuff them down the chimney in Cardiff 5 days later ….

but what scams were the Directors and Advisors trying to hide for as long as possible – not least since Vish’s summertime statements about ARR? One Heck of a Lot!

My first “snap” review shows the following:

Page 12 and Note 29: Major AI product mega-hyped only to abandoned after a year

https://www.applytosupply.digitalmarketplace.service.gov.uk/g-cloud/services/626250958862770 and

https://www.quantexa.com/press/quantexa-news-intelligence-solution-designated-awardable-for-department-of-defense-work-in-the-cdao-s-tradewinds-solutions-marketplace/

BUT Note 13 on Page 40 makes no write-down for the considerable intangible asset valuation on the balance sheet. That optimism seems completely unjustifiable (see note 21 page 49)

Note 32: Prior year accounts all restated – adding £40.9m to Shareholder equity

Page 3, Notes 31 & 32 Statements that multiple errors were made in the 2024 accounts

Page 3: Net Customer Retention Rate continues to fall (by one-third in 2 years)

Note 7: Annual Audit fee increase of 86% (+ £135k “risk premium”?)

Note 9: Director’s remuneration: Non-execs waived all fees,

and “highest paid” down 20% (presumably performance related)

Note 20: £4m+ Breach of Contract claim agreed as likely payable – not recognised in accounts because supposedly covered by insurance. Hmmm. I wonder what on earth this could relate to?

Note 27 Should the reliance on the ever increasing HSBC dealings (now almost 15% of turnover) be “a matter of concern”.

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AND AS FOR THE SERIES F SHARE “FUNDING ROUND”, THE COMPLETE NONSENSE OF ALL PUBLIC STATEMENTS IS NOW FINALLY REVEALED:

FIRSTLY: Page 1:

Not according to the actual records provided to me …

... nor do the statements agree with, or reconcile to, the details in the publicly filed (but still incomplete and non-compliant!) Special Resolution and Articles dated 25 March 2025.

Anyone care to file the 9 month overdue Form SH08 re the A2 shares apparently created?

We will all have to await the “as at 06.03.26” Confirmation Statement with barely baited breath, and in the clear expection that the below referenced further $40+m will occur, if it actually happens at all, between 7 and 31 March and any related warrants will probably not be reported until the next time Santa turns up.

SECONDLY: Articles and Notes 19, 21 and 28.2

(NB Albion VCT directors – care to try and justify the values you have used against the audited £2,678,428 value of the Series F warrants in Note 19: shall we agree on an immediate 35% write-down of Quantexa's carrying value in the Albion VCT accounts?)

THIRDLY: Note 22:

WTF? (nb This acronym is the FCA “tag” for the CEO of Albion Capital Group llp)

How on earth does anyone reconcile this note with $61m as shown above “realised by existing shareholders” making up the balance of the Series F funding round? Or was this amount “redeposited” with Toronto Teachers from their subscription monies and never disclosed on Day 1 as being an even bigger Series F round?

Just what is contra-equity other than Treasury Shares and monies unpaid still due from shareholders? We should be told.