TIDMINS
RNS Number : 8747N
Instem plc
03 February 2016
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED
STATES, AUSTRALIA, CANADA, NEW ZEALAND, THE REPUBLIC OF SOUTH
AFRICA, JAPAN OR ANY JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A
VIOLATION OF LOCAL SECURITIES LAWS OR REGULATIONS.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR
ISSUE, OR ANY SOLICITATION OF ANY OFFER TO PURCHASE OR SUBSCRIBE
FOR, ANY NEW ORDINARY SHARES, NOR SHALL IT (OR ANY PART OF IT), OR
THE FACT OF ITS DISTRIBUTION, FORM THE BASIS OF, OR BE RELIED ON IN
CONNECTION WITH, OR ACT AS ANY INDUCEMENT TO ENTER INTO, ANY
CONTRACT OR COMMITMENT WHATSOEVER WITH RESPECT TO THE PROPOSED
PLACING.
Instem plc
("Instem", the "Company" or the "Group")
Proposed Placing of 2,500,000 New Ordinary Shares to raise
GBP5.0 million,
Posting of Circular and Notice of General Meeting
Instem, a leading provider of IT solutions to the global early
development healthcare market, announces that it has conditionally
raised GBP5.0 million before expenses through the placing of
2,500,000 New Ordinary Shares at 200 pence per share to fund growth
through acquisition and also for working capital to enhance organic
growth.
Key highlights of the Placing
-- Proposal to raise GBP5.0 million (before fees and expenses)
to fund strategic acquisitions and enhance organic growth
-- Placing of 2,500,000 New Ordinary Shares at an issue price of 200 pence per share
-- In addition to the placing of New Ordinary Shares, the DG
2008 Discretionary Settlement (of which David Gare, Chairman, is a
trustee) and David Sherwin, Non-Executive Director, have agreed to
sell 600,000 and 200,000 Existing Ordinary Shares, respectively, at
the Placing Price
-- As part of the Placing, Mike McGoun, Non-Executive Director,
has subscribed for 22,500 Ordinary Shares
-- The Placing is conditional, inter alia, on Shareholder approval
-- The Circular is expected to be posted to Shareholders today
-- General Meeting to be held at the offices of N+1 Singer, One
Bartholomew Lane, London, EC2N 2AX at 1.00 p.m. on 23 February
2016
Commenting, Phil Reason, Chief Executive Officer, said:
"This fundraising comes at the ideal time as both Instem and our
life sciences clients enjoyed great success in 2015. With record
levels of potential new drugs moving through the earlier stages of
the research and development pipeline, the industry is keen to
deploy proven and innovative technologies that can increase their
efficiency and effectiveness while maximising patient safety."
"Deploying the capital raised on acquisitions that complement
our existing market leading software products and services will
ensure that we will continue to help our clients bring life
enhancing products to market faster."
"We are delighted that the placing was oversubscribed, with
demand from both existing shareholders and new institutional
investors."
For further information, please contact:
Instem plc +44 (0) 1785 825 600
Phil Reason, Chief Executive Officer
Nigel Goldsmith, Chief Financial Officer
N+1 Singer +44 (0) 207 496 3000
Richard Lindley
Nick Owen
James White
Wallbrook Financial PR +44 (0) 207 933 8000
Paul Cornelius
Helen Cresswell
Sam Allen
Paul Whittington
Further information
The Placing is conditional, inter alia, on the passing of the
Resolutions at the General Meeting, Admission becoming effective by
no later than 8.00 a.m. on 24 February 2016 (or such other time
and/or date, being no later than 24 March 2016, as the Company and
N+1 Singer may agree) and the Placing Agreement between the
Company, the Selling Shareholders and N+1 Singer becoming
unconditional and not being terminated prior to Admission (in
accordance with its terms). Notice of the General Meeting will be
set out on page 16 of the circular to Shareholders (the
"Circular"). It is expected that the New Ordinary Shares will be
admitted to trading on AIM on or around 8.00 a.m. on 24 February
2016. The Placing is not underwritten.
The Circular, extracts of which are set out below, is expected
to be posted today, and will provide details of, and the background
to, the Fundraising, and sets out the reasons why the Board
believes that the Fundraising is in the best interests of the
Company and its Shareholders and to seek Shareholder approval of
the Resolutions at the forthcoming General Meeting.
Unless otherwise defined in this announcement, all defined terms
used in this announcement shall have the meaning ascribed to them
in the Circular.
Copies of the Circular will be available shortly following
posting on the Company's website (www.instem.com) and will be
available, free of charge, at the Company's registered office at
Diamond Way, Stone Business Park, Stone, Staffordshire ST15 0SD
during normal business hours on any weekday (public holidays
excepted) up to and including 1.00 p.m. on 23 February 2016.
A copy of this announcement will be published on the Company's
website at www.instem.com. For the avoidance of doubt, neither the
content of the Company's website nor the content of any website
accessible from hyperlinks on the Company's website (or any other
website) is incorporated into, or forms part of, this announcement
nor, unless previously published by means of a recognised
information service, should such content be relied upon in reaching
a decision as to whether or not to acquire, continue to hold, or
dispose of securities in the Company.
Nplus1 Singer Advisory LLP ("N+1 Singer") is acting as Nominated
Adviser and broker to the Company in relation to the Fundraising.
N+1 Singer, which is a member of the London Stock Exchange and is
authorised and regulated in the United Kingdom by the Financial
Conduct Authority, is acting for the Company and for no one else in
relation to the Fundraising. N+1 Singer will not be responsible to
any other person for providing the protections afforded to its
clients nor for advising any other person in connection with the
matters contained in this announcement.
This announcement has been issued by, and is the sole
responsibility of, the Company. N+1 Singer has not authorised the
contents of any part of this announcement and no representation or
warranty, express or implied, is or will be made as to, or in
relation to, and no responsibility or liability is or will be
accepted by N+1 Singer, or by any of its respective affiliates or
agents, as to or in relation to, the accuracy or completeness of
this announcement or any other written or oral information made
available to any interested party, and any liability therefore is
expressly disclaimed.
All statements in this announcement other than statements of
historical fact are, or may be deemed to be, "forward-looking
statements". In some cases, these forward-looking statements may be
identified by the use of forward-looking terminology, including the
terms "targets", "believes", "estimates", "anticipates", "expects",
"intends", "may", "will" or "should" or, in each case, their
negative or other variations or comparable terminology. They appear
in a number of places throughout the announcement and include
statements regarding the intentions, beliefs or current
expectations of the Company and/or the Directors concerning, among
other things, the trading performance, results of operations,
financial condition, liquidity, prospects and dividend policy of
the Company. By their nature, forward-looking statements involve
risks and uncertainties because they relate to events and depend on
circumstances that may or may not occur in the future.
Forward-looking statements are not guarantees of future
performance. The Company's actual performance, result of
operations, financial condition, liquidity and dividend policy may
differ materially from the impression created by the
forward-looking statements contained in this announcement.
Important factors that may cause these differences include, but are
not limited to, changes in economic conditions generally; changes
in interest rates and currency fluctuations; impairments in the
value of the Company's assets; legislative/regulatory changes;
changes in taxation regimes; the availability and cost of capital
for future expenditure; the availability of suitable financing; the
ability of the Group to retain and attract suitably experienced
personnel and competition within the industry.
Extracts from the Circular
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
Publication of the Circular 3 February
2016
------------------------------------------- -------------
Latest time and date for receipt of 1.00 p.m. on
Form of Proxy 19 February
2016
------------------------------------------- -------------
General Meeting 1.00 p.m. on
23 February
2016
------------------------------------------- -------------
Admission and commencement of dealings 8.00 a.m. on
in the New Ordinary Shares on AIM 24 February
2016
------------------------------------------- -------------
Where applicable, expected date for 24 February
CREST accounts to be credited in respect 2016
of Placing Shares in uncertificated
form
------------------------------------------- -------------
Where applicable, expected date for 2 March 2016
(MORE TO FOLLOW) Dow Jones Newswires
February 03, 2016 02:00 ET (07:00 GMT)
despatch of definitive share certificates
for Placing Shares in certificated
form
------------------------------------------- -------------
LETTER FROM THE CHAIRMAN
1. Introduction
The Company has conditionally raised GBP5.0 million (before
expenses) by way of a placing with certain new and existing
institutional and other investors of 2,500,000 New Ordinary Shares
at a price of 200 pence per share. The Placing Price represents a
discount of approximately 2.4 per cent. to the Closing Price on 2
February 2016, being the latest practicable date prior to the
publication of the Circular. The Net Proceeds are intended to be
used in the near term primarily to fund growth through acquisition
and also for working capital to enhance organic growth.
The Placing is conditional, inter alia, on the passing of the
Resolutions at the General Meeting, Admission becoming effective by
no later than 8.00 a.m. on 24 February 2016 (or such other time
and/or date, being no later than 8.00 a.m. on 24 March 2016, as N+1
Singer may agree) and the Placing Agreement between the Company,
the Selling Shareholders and N+1 Singer becoming unconditional and
not being terminated prior to Admission (in accordance with its
terms). It is expected that the New Ordinary Shares will be
admitted to trading on AIM on or around 8.00 a.m. on 24 February
2016.
The Board believes that raising equity finance by way of a
placing is the most appropriate method of financing for the Group
at this time. This method allows both existing institutional
holders and new institutional and other investors to be targeted
and to participate in the Fundraising. It also avoids the need for
a prospectus to be prepared and issued, which is a costly and time
consuming process.
The purpose of the Circular is to set out the reasons for, and
provide further information on, the Placing, to explain why the
Board considers the Fundraising to be in the best interests of the
Company and its Shareholders as a whole and why the Directors
unanimously recommend that you vote in favour of the Resolutions,
as David Gare, David Sherwin and Philip Reason have irrevocably
undertaken to do (or procure to be done) in respect of their own
legal and/or beneficial holdings (or those of their connected
parties) of Ordinary Shares, in aggregate representing
approximately 33.5 per cent. of the Company's issued share capital
on 2 February 2016 (being the last Business Day prior to
publication of the Circular).
At the end of the Circular you will find a notice convening the
General Meeting at which the Resolutions will be proposed. The
General Meeting has been convened for 23 February 2016 at 1.00 p.m.
and will take place at the offices of N+1 Singer, One Bartholomew
Lane, London EC2N 2AX.
2. Background to, and reasons for, the Fundraising
Background
Market Environment
Global drug discovery activity is displaying consistent and
accelerating growth, with new drug approvals at record levels.
Recent capital inflows to the biotech industry leave it well funded
for several years. The focus has returned to the earlier stages of
research and development where Instem specialises. The Company
currently directly addresses markets with a combined value of
approximately $100 million.
Strategy
The Board's strategy is to pursue expansion through both organic
growth and targeted acquisitions, capitalising on current strong
market dynamics. Three acquisitions have been completed since the
Company's admission to AIM in October 2010 and the Board believes
that there is an opportunity to further consolidate what remains a
fragmented market.
Rationale for the Fundraising
The Directors primarily intend to use the Net Proceeds,
potentially along with existing cash resources, retained earnings
and Ordinary Shares to accelerate the Company's consolidation
strategy. The Directors believe that having the funding in place
would be a significant benefit for the Company in negotiating
acquisition terms and give it greater flexibility in completing
acquisitions. The Board's experience is that certainty of funding
is an extremely important factor for the vendors of these typically
owner-managed businesses. The Directors believe that the
requirement for Instem to raise equity funding from the market can
deter such owners from engaging with the Company in relation to a
potential sale.
The Directors believe that raising funds for potentially more
than one acquisition in one tranche is more cost efficient than
returning to the market each time finance is required, as an equity
fund raise process is relatively time consuming for management and
has a significant fixed cost element.
Additionally, the Directors believe that there is a significant
opportunity to accelerate the roll-out of the Group's submit(TM)
product and associated services as a result of the US Food &
Drug Administration making it mandatory to use the Standard for the
Exchange of Non-clinical Data ("SEND") for all related study
submissions, starting with those run after December 2016 that
support the submission of a new drug application. The Directors
believe that the total market spend on technology and services in
respect of SEND will be approximately $150 million per annum in
2019. Part of the Net Proceeds will be used to accelerate strategic
growth opportunities, such as this.
Acquisition track record
The Company has a proven track record of making acquisitions.
Three acquisitions have been completed since 2010 and all of the
acquired companies have been integrated into the Group. Such
acquisitions have, amongst other things, broadened the Group's
product offering and Instem has been able to leverage the Group's
global sales channels for the benefit of the acquired businesses.
These acquisitions are further described below.
BioWisdom Limited
The Company acquired BioWisdom Limited (renamed Instem
Scientific Limited) ("Instem Scientific") in March 2011 for
approximately GBP1.1 million, including contingent consideration.
It provides sophisticated software technology, highly tailored for
life sciences applications, to enable "big data" aggregation,
mining and analysis. The widespread use of SEND is expected, in the
future, to provide a rich source of additional high quality data.
Instem Scientific leverages its technology platform to provide
KnowledgeScan services, which provide additional insight at various
stages in the research and development lifecycle.
Logos Holdings Limited
The Company acquired Logos Holdings Limited (renamed Instem
Clinical Limited) ("Instem Clinical") in May 2013 for an initial
cash consideration of GBP0.55 million, with further consideration
of up to GBP4.45 million payable in a mixture of cash and Ordinary
Shares, subject to performance over the following four years.
The acquisition of Instem Clinical represented a strategic move
by the Group into the early phase clinical market through its
ALPHADAS product. The broader coverage of the early development
domain extended the addressable market for the Group giving access
to a market where IT penetration was quite modest with good growth
potential.
There was little overlap between the two customer bases,
providing the opportunity for the cross-selling of certain modules
from the Group's existing Provantis(R) and submit(TM) suites into
the Logos customer base and of certain elements of the ALPHADAS
suite into the Group's pharmaceutical customers. Instem Clinical
also benefited from the Group's global sales and marketing
capability.
Instem Clinical had met all earn out financial performance
targets when, in December 2015, the Company reached an early
agreement on the remaining deferred consideration payable, bringing
the total consideration to GBP4.8 million and enabling the full
integration of the business ahead of schedule.
Perceptive Instruments Limited
The Company acquired Perceptive Instruments Limited ("Perceptive
Instruments") in November 2013 for GBP1.3 million, including
deferred consideration, enabling the Company's entry into the in
vitro research and development marketplace.
Perceptive Instruments develops, manufactures and supplies
software and hardware products for in vitro study data collection
and study management in the genetic toxicology, microbiology and
immunology markets. The acquisition of Perceptive Instruments
extended the Group's range of activities to earlier in the drug
development life cycle.
Acquisition strategy
The Directors are targeting acquisitions to complement the
Group's existing products, to leverage and enhance its global
market position and to provide access to adjacent markets.
Supplier consolidation is encouraged by the Group's customer
base in order to reduce their own costs of supplier management and
to increase the efficiency and effectiveness of their business
processes. The highly fragmented pharmaceutical software market
provides a significant number of bolt-on opportunities and Instem
has profiled over 150 companies. The Group's acquisition targets
typically have a revenue range of $1 million to $6 million per
annum, with the near term potential to deliver annual EBITDA in
excess of $0.5 million. Several of these, which the Directors
believe would be highly complementary, relatively low risk and
immediately earnings accretive have been well profiled. The Group
is particularly focused on the areas of niche regulatory study
management solutions, electronic regulatory data submission tools,
modelling solutions and data visualisation and analysis tools. In
addition, there are also a small number of larger transformational
acquisition opportunities, but these are outside the scope of the
purpose of the Fundraising.
3. Trading update
The following text is extracted from the Company's trading
update for the year ended 31 December 2015, which was announced on
13 January 2016.
(MORE TO FOLLOW) Dow Jones Newswires
February 03, 2016 02:00 ET (07:00 GMT)
"Revenue for the 12 month period is expected to be ahead of
consensus market estimates at approximately GBP15.8m (2014:
GBP13.4m), of which recurring revenue will be at least GBP9.6m
(2014: GBP9.2m). Both new and existing clients contributed well
during the year while also generating a strong backlog of orders
and increasing recurring revenues.
Net cash as of 31 December 2015 is also expected to be ahead of
market estimates at GBP2.1m (31 December 2014: GBP1.7m) due to a
combination of the growth in activity and efficient working capital
management.
The Company has taken the opportunity during 2015 to increase
investment in its growth markets in the expectation that this will
drive future growth and earnings. One such area is the US Food
& Drug Administration mandated Standard for the Exchange of
Non-clinical Data (SEND), where market interest is continually
building. Instem secured the majority of SEND technology related
customers and contracts placed globally during 2015.
Overall earnings for the year are expected to be in line with
current market expectations."
4. Use of proceeds
The Company intends to utilise approximately GBP4.4 million of
the Net Proceeds to finance future bolt-on acquisitions, as set out
above. The Company will use the balance of the Net Proceeds to
accelerate the implementation of identified strategic organic
growth initiatives, including the roll-out of its submit(TM)
platform.
5. Information on the Placing
(a) Placing of New Ordinary Shares
The Company has conditionally raised GBP5.0 million
(approximately GBP4.7 million net of expenses) by way of a placing
of 2,500,000 New Ordinary Shares at the Placing Price with certain
new and existing institutional and other investors. The New
Ordinary Shares will represent approximately 16.1 per cent. of the
Enlarged Share Capital. The Placing Price represents a discount of
2.4 per cent. to the Closing Price of 205 pence per Existing
Ordinary Share on 2 February 2016, being the last Business Day
prior to the publication of the Circular.
(b) Selling Shareholders
In addition to the placing of New Ordinary Shares, the trustees
of the DG 2008 Discretionary Settlement (of which David Gare (the
Company chairman) and his wife are the trustees) and David Sherwin
(Non-Executive Director) have agreed to sell 600,000 and 200,000
Existing Ordinary Shares, respectively, at the Placing Price, being
in aggregate approximately 6.1 per cent. of the Existing Ordinary
Shares.
For a period of 12 months following Admission, the Ordinary
Shares held by the Selling Shareholders will be subject to lock-in
agreements such that no such Ordinary Shares may be transferred by
them, save in limited circumstances, without the prior written
consent of the Company and N+1 Singer.
(c) The placing of New Ordinary Shares and sell-down of Existing Ordinary Shares
In connection with the Fundraising and the sales of Existing
Ordinary Shares, the Company and the Selling Shareholders have
entered into the Placing Agreement with N+1 Singer, pursuant to
which N+1 Singer has agreed to use reasonable endeavours, as agent
on behalf of the Company and the Selling Shareholders, to procure
placees for the New Ordinary Shares and the Existing Ordinary
Shares being sold by the Selling Shareholders at the Placing
Price.
The Placing is conditional, inter alia, on:
- the passing of the Resolutions at the General Meeting;
- the conditions in the Placing Agreement being satisfied or (if
applicable) waived and the Placing Agreement not having been
terminated in accordance with its terms prior to Admission; and
- Admission becoming effective by no later than 8.00 a.m. on 24
February 2016 (or such later time and/or date, being no later than
8.00 a.m. on 24 March 2016, as the Company and N+1 Singer may
agree).
Accordingly, if any of such conditions are not satisfied, or, if
applicable, waived, the Placing will not proceed.
The Placing Agreement contains provisions entitling N+1 Singer
to terminate the Placing Agreement at any time prior to Admission
in certain circumstances that are customary for an agreement of
this nature including circumstances where any of the warranties are
found to be untrue or inaccurate or were misleading and which in
any such case is material, or the occurrence of certain force
majeure events. If this right is exercised, the Placing will not
proceed. The Placing has not been underwritten by N+1 Singer or any
other party.
The Placing Agreement contains customary warranties given by the
Company and the Selling Shareholders to N+1 Singer and a customary
indemnity given by the Company to N+1 Singer in respect of
liabilities arising out of or in connection with the Placing.
Application will be made to the London Stock Exchange for the
New Ordinary Shares to be admitted to trading on AIM. It is
expected that Admission will become effective, and that dealings on
AIM will commence, at 8.00 a.m. on 24 February 2016 on which date
it is also expected that the New Ordinary Shares will be enabled
for settlement in CREST.
The New Ordinary Shares will, when issued, rank pari passu in
all respects with the Existing Ordinary Shares including the right
to receive dividends and other distributions declared following
Admission.
6. Related party transactions
Henderson Global Investors Limited ("Henderson") is a related
party of the Company for the purposes of the AIM Rules as it holds
greater than 10 per cent. of the Existing Ordinary Shares. It is
anticipated that Henderson will participate in the Placing in
respect of 500,000 Ordinary Shares and such participation
represents a related party transaction pursuant to Rule 13 of the
AIM Rules. The Directors, having consulted with N+1 Singer,
consider that the terms of the related party transaction are fair
and reasonable insofar as the Shareholders are concerned.
7. Director Dealing
Mike McGoun, Non-Executive Director, is participating in the
Placing at the Placing Price as set out below
Amount subscribed Number Number Percentage
of Placing of shares of Enlarged
Shares held following Share Capital
Admission
Mike McGoun GBP45,000 22,500 36,786 0.2%
The DG 2008 Discretionary Settlement (of which David Gare and
his wife are the trustees) and David Sherwin are selling a
proportion of their Existing Ordinary Shares, as described in
paragraph five above.
8. The General Meeting
Set out at the end of the Circular is a notice convening the
General Meeting of the Company to be held at 1.00 p.m. on 23
February 2016, at which the Resolutions summarised below will be
proposed:
Resolution 1 - authority to allot
An ordinary resolution to authorise the Directors to allot New
Ordinary Shares up to an aggregate nominal amount of GBP250,000
pursuant to the Fundraising, representing approximately 19.2 per
cent. of the Existing Ordinary Shares.
Resolution 2 - disapplication of pre-emption rights
Conditional on the passing of the ordinary resolution to allot
the New Ordinary Shares, a special resolution to authorise the
Directors to allot New Ordinary Shares pursuant to the Fundraising
on a non pre-emptive basis.
9. Irrevocable Undertakings
David Gare, David Sherwin and Philip Reason have irrevocably
undertaken to vote (or to procure a vote) in favour of the
Resolutions in respect of their own legal and/or beneficial
holdings (or those of their connected parties) of 4,363,780
Ordinary Shares, in aggregate representing approximately 33.5 per
cent. of the Existing Ordinary Shares.
Additionally, members of David Gare's immediate family, being
Adrian Gare and Deborah Walker have given irrevocable undertakings
to vote in favour of the Resolutions in respect of their own legal
and/or beneficial holdings of Ordinary Shares. Accordingly, taken
together with the irrevocable undertakings given by the Directors
as described above, there are irrevocable undertakings
representing, in aggregate 45.5 per cent. of the Existing Ordinary
Shares.
10. Action to be taken in respect of the General Meeting
Please check that you have received with the Circular:
- a Form of Proxy for use in respect of the General Meeting;
and
- if you are a Shareholder based in the United Kingdom and hold
your Ordinary Shares in certificated form, a reply-paid envelope
for use in conjunction with the return of the Form of Proxy.
Whether or not you propose to attend the General Meeting in
person, you are strongly encouraged to complete, sign and return
your Form of Proxy in accordance with the instructions printed
thereon as soon as possible, but in any event so as to be received,
by post or, during normal business hours only, by hand, to Instem
plc, Diamond Way, Stone Business Park, Stone, Staffordshire ST15
0SD by no later than 1.00 p.m. on 19 February 2016, (or, in the
case of an adjournment of the General Meeting, not later than 48
hours before the time fixed for the holding of the adjourned
meeting (excluding any part of a day that is not a Business
Day)).
If you hold your shares in the Company in uncertificated form
(that is, in CREST) you may vote using the CREST Proxy Voting
service in accordance with the procedures set out in the CREST
Manual (please also refer to the accompanying notes to the Notice
of the General Meeting set out at the end of the Circular). Proxies
submitted via CREST must be received by the Company's agent (3RA50)
by no later than 1.00 p.m. on 19 February 2016 (or, in the case of
an adjournment, not later than 48 hours before the time fixed for
the holding of the adjourned meeting (excluding any part of a day
that is not a Business Day)).
(MORE TO FOLLOW) Dow Jones Newswires
February 03, 2016 02:00 ET (07:00 GMT)
Instem (LSE:INS)
Historical Stock Chart
From Jun 2024 to Jul 2024
Instem (LSE:INS)
Historical Stock Chart
From Jul 2023 to Jul 2024
