# Two Shields Investments Plc a year of transformation

- Link: https://www.directorstalkinterviews.com/two-shields-investments-plc-a-year-of-transformation/412791539
- Published: 2019-08-30T07:12:17+01:00
- Author: Giles Arbor

**Two Shields Investments Plc** (LON: TSI), the AIM-quoted investment company, has
today announced its final results for the year ended 31 March 2019. Extracts from
the Annual Report and financial statements for the year ended 31 March 2019 are 
set out below.

Copies of the Company’s Annual Report and financial statements for the year ended
31 March 2019 will shortly be sent to shareholders and will be available at the 
Company’s website: www.twoshields.co.uk/.

The Company also gives notice that its Annual General Meeting (‘AGM’) will be held
at the offices of Hill Dickinson LLP, The Broadgate Tower, 20 Primrose St, London
EC2A 2EW on 26 September 2019 at 12 noon.

**Chairman’s statement**

2018/19 has been a year of transformation for Two Shields Investments plc, laying
the foundations to rebuild shareholder value. This included the change of name to
Two Shields Investments plc in April 2018 and the transition of its portfolio of
assets to reflect the Company’s strategic direction.

**Strategy**

A new and experienced senior team has been assembled in line with the Company’s 
updated strategy. The team will seek to apply its extensive and highly complementary
expertise and knowledge to identifying, assessing and executing investment opportunities
that have the potential to deliver attractive returns to shareholders.

The Company has undertaken a strategic review of its mining assets and explored 
the options available to realise those investments as liquidity options emerge. 
These options may include partnering with operators that the Board feels can extract
more optimal value from existing holdings. The Board believes there are currently
limited opportunities within the mining sector delivering the level of growth that
it is currently seeking to achieve from its investments and therefore, in the short
term, the Company is unlikely to complete a cash investment in mining exploration
activities.

The Board sees considerable value opportunity in focusing on the existing high growth
investments within the portfolio and will seek to increase the Company’s exposure
to existing investments in BrandShield Limited, an anti-counterfeiting, anti-phishing
and online brand protection solution, and WeShop Limited, an innovative social commerce
platform offering a new way to shop online and earn rewards.

Where resources allow, the Board will also seek to expand the portfolio, concentrating
on the provision of capital to high growth potential digital assets, financial technologies,
services, consumer focused businesses and technology enabled businesses. Target 
businesses will typically have proven customer demand and differentiated proprietary
technology. Such businesses will have a clear path to profitability. The TSI Board
will take an active role in advising such portfolio companies on growth and on exit
or liquidity opportunities.

**Board**

The appointment of myself and John Taylor to the Board during the year has significantly
strengthened the management team of TSI.

John Taylor joined the Board on 1 March 2019 and brings AIM board experience to 
TSI especially in technology companies. He is a former director of AIM-quoted Bidstack
Group plc and currently a director of Sabien Technology Group plc and Pathfinder
Minerals plc.

I was appointed to the Board on 20 December 2018 and am a qualified accountant, 
with extensive experience in both the corporate and private equity sectors with 
a specialisation in M&A. I have previously held senior operating positions at companies
including Dixons Carphone plc, RBS Equity Finance and RBS Debt Ventures.

Together with Sandy Barblett, also serving as a Non-executive Director who has considerable
experience in the technology sector, having held leadership positions within former
[FTSE 250](https://www.directorstalkinterviews.com/news/ftse-250) company Pace Plc,
I believe that we now have a team of highly experienced and knowledgeable individuals
who will be able to successfully execute our new strategy.

**WeShop Ltd**

WeShop is an innovative, digital social network platform focused on the rapidly 
growing and highly valuable social e-commerce sector forecast to become a US$350
billion market over the mid-term. WeShop’s digital platform enhances online shopping
experiences by combining social media’s assets of reviews, likes, and shares with
an engaging retail e-commerce offering, specifically tailored to the individual 
user. Users benefit from gaining access to thousands of brands and millions of products
on one platform plus a two-way sharing of ideas with friends to participate in a
rewards system; brands/retailers benefit from increased sales and awareness.

Led by highly experienced and proven technology and retail professionals James Sowerby,
who previously led Global New Business Development at Avon Cosmetics, the oldest
and one of the most successful global social selling networks, and non-executive
Chairman, Matthew Hammond who is Group Managing Director and CFO of mail.ru, one
of the largest internet companies in the Russian speaking market.

WeShop recently delivered an investor update and the Board feels it is in the interests
of TSI shareholders to continue to support this exciting business as it approaches
what we believe will be a highly expansive period.

WeShop has also launched phase 1 of its new rewards programme, designed to drive
ongoing engagement and retention of users by enabling them to earn WeCoins™ for 
creation and distribution of quality content, shopping through WeShop verified merchants,
and browsing. The WeCoins™ can be redeemed with over 100+ redemption partners, including
Uber, Spotify, Just Eat, Amazon, Starbucks and many others. Phase 1 allows users
to redeem their WeCoins™ for a digital voucher. Phase 2 will allow users to redeem
their live WeCoin™ balance against products on WeShop, in combination with cash.
This creates a true ecosystem where WeCoins™ are earned and redeemed within the 
platform.

During the period, TSI invested a total of £350,000 into WeShop. Post year end the
Company invested a further £100,000 and completed a share swap for a total consideration
of £1,355,468. The Board will look to increase its exposure into WeShop in the near
future as the opportunity arises. TSI now has a 6.7% shareholding.

**BrandShield Ltd**

Post year end, on 25 July 2019, TSI announced that BrandShield had upgraded its 
product offering to position itself clearly in the cyber security and threat intelligence
industry in addition to the brand protection space. Therefore, it provides “A Solution
from Brand Protection to Online Threat Hunting”.

BrandShield continues adding more capabilities across all platforms – websites, 
marketplaces, social media, paid ads and apps. BrandShield’s improved product offering
includes capabilities such as strong reporting creation options and constant expansion
of monitoring capabilities to new marketplaces and to new social media platforms.

BrandShield covers all of the major marketplaces as well as hundreds of smaller 
marketplaces and covers social media platforms including the latest addition of 
WeChat (the Chinese social and IM network). WeChat is a multi-purpose messaging,
social media and mobile payment app first released in 2011. WeChat is one of the
world’s largest standalone mobile apps with over 1 billion monthly active users 
and has been described as China’s “app for everything” and a “super app” because
of its wide range of functions. BrandShield continues to win customers from a variety
of sectors including the financial industry, pharmaceuticals, online, sports, entertainment
and more.

In March 2019, the Company hosted an investor relations roadshow in London for BrandShield
and introduced the BrandShield CEO to a large number of existing and new investors
on the scale of the opportunity within this portfolio investment. The BrandShield
CEO also met with a number of corporate advisors with a view to assessing future
options given BrandShield’s high growth trajectory. The Board will continue to advise
BrandShield closely on its strategic growth plan.

As announced on 4 March 2019, the Company completed its post year end investment
of $300,000 in a convertible loan note in BrandShield. In addition, on 24 April 
2019 TSI completed a Share Swap and as a result, TSI holds 11.34% of the issued 
share capital of BrandShield.

**Other Investments**

Xantus Inc and Nashan Holdings – At the year end TSI held a 40% interest in Xantus
Inc and a 30% interest in Nashwan Holdings Ltd, both holding exploration licences
in southern Mali, which has high potential for lithium pegmatite deposits. On 27
August 2019, TSI announced that binding heads of agreement (“Heads of Agreement”)
have been signed with Leopard Lithium Pty Ltd (“Leopard Lithium”), an Australia 
registered private company, to sell TSI’s interests in Nashwan Holdings Ltd (“Nashwan”)
and Mansa Lithium Inc (“Mansa”). The two binding Heads of Agreement set out the 
terms upon which Leopard Lithium agrees to acquire 100% of the issued shares in 
both Nashwan and Mansa. In addition, the Directors prudently decided to revise the
carried value of the assets proportionately downward to reflect the effective dilution
to Leopard Lithium and therefore have reduced the carrying value of the Mali based
lithium assets to £1,140,000 in total from £1,512,000.

Kalahari Key Mineral Exploration Company (Pty) Ltd – is a special purpose company
set up by an experienced team of explorers to search for base metals and platinum
group metals in Botswana. TSI has 17.8% of the shares in Kalahari Key.

International Geoscience Services Limited – is a global consulting group which was
spun out of the British Geological Survey, the world’s oldest national geological
survey, founded in 1835. TSI holds 29.9% of the shares in IGS.

Power Metals Resources plc (POW) – is an AIM quoted, Africa focused, resource company
exploring for the key metals used in next generation batteries that fuel the new
electric vehicle revolution. Led by a management team with a proven track record
in mineral exploration and development, POW has a rapid development strategy in 
place to become a significant explorer, developer and ultimately producer of battery
metals. TSI has a 4.13%interest in POW.

**Financials**

The loss for the Company for the twelve months ended 31 March 2019 was £2,553,673(
2018: loss of £768,851) was in line with expectations. Cash held by the Company 
as at 31 March 2019 was £561,636 (2018: £512,507).

**Outlook**

Following the completion of our strategic review, we continue to implement our strategy
of focusing on rapidly growing, disruptive markets including social e-commerce and
cyber security. With the changes made throughout the Company in 2018, the Board 
believes that TSI is now in a position to capitalise on the carefully laid foundations
and execute on its investment strategy to recreate value for shareholders. As well
as thanking our supportive shareholder base, I would like to express my gratitude
to our investee companies and look forward to updating shareholders as our investments
develop.

Andrew Lawley – Chairman

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