GRIT Investment Trust Posts Loss as It Pursues Reverse Takeover to End Listing Suspension

GRIT interim results: loss, negative equity and the RTO route back to trading

GRIT Investment Trust has published unaudited interim results for the six months to 30 September 2024, while its shares remain suspended from trading. The Board is still pursuing a reverse takeover of Nabirm Global LLC as the route to restore trading, either via a fresh Main Market admission with a prospectus or an AIM admission on completion.

Operationally, this was a quiet, cost-focused half with no investment income and a small loss. Strategically, the story is all about the reverse takeover and getting the listing back.

Snapshot of the numbers for the half-year

Metric	H1 2024	H1 2023
Loss/(profit) for the period	£63k loss	£22k profit
Earnings per share	(0.35)p	0.12p
Net liabilities	£645k	£513k
Net deficit per share	3.54p	2.82p
Cash at bank	£0k	£5k
Trade and other payables	£294k	£161k
Convertible unsecured loans	£370k	£370k
Shares in issue at period end	18,198,295	18,198,295
Dividend	None	None

The income statement shows no investment income and £63k of other expenses, resulting in a clean, small operating loss. Net liabilities widened to £645k and cash was £0k at the period end.

Why the swing to a loss matters

The prior period profit was flattered by a one-off £90k credit linked to the completion of GRIT’s Company Voluntary Arrangement in 2023. There was no repeat in this half. Strip that out and this period’s £63k loss is essentially the cost of keeping the listed shell alive while the Board works on a deal.

In plain English: the P&L is light because there is no revenue-generating business yet. The reverse takeover is intended to change that.

Suspension and the proposed reverse takeover of Nabirm

GRIT’s shares have been suspended since 20 March 2024 pending a suitable transaction. In August 2025 the Board signed non-binding heads of terms to acquire Nabirm Global LLC via a reverse takeover. A reverse takeover is where a listed shell acquires a larger private business, usually triggering cancellation of the current listing and a fresh admission with a prospectus, or a move to AIM.

The Board reiterates that a successful RTO would provide a platform for future growth and a route to restore trading. Timing is not disclosed, but the company says it will update shareholders as progress is made.

Balance sheet, cash and convertibles

At 30 September 2024, GRIT had £0k cash, £294k of payables and £370k of convertible unsecured loan notes (CULNs). The equity deficit was £645k, equivalent to 3.54p per share.

Post period end, funding steps have been taken:

• 28 January 2025: 6,524,880 new shares issued at 1.25p per share.
• 14 August 2025: £250k raised via zero-coupon unsecured CULNs to support working capital while pursuing the RTO.
• 20 October 2025: Conditional conversion notices received for the £370k CULNs outstanding at 31 March 2024. Conversion will occur automatically on publication of a prospectus by 31 December 2026, enabling issue of the underlying shares. At approval, the condition was not met.

Two takeaways. First, the going concern statement leans on the August 2025 funding, which provides runway to pursue the transaction. Second, if the prospectus is published and the older CULNs convert, balance sheet liabilities should fall but equity dilution will rise. The exact dilution is not disclosed.

Cost discipline and governance

GRIT continues to operate with minimal overheads. Directors’ fees were £nil for the period, with £10k payable at the half-year end. No dividend has been declared.

The company changed its accounting reference date to 31 March, creating a fifteen-month period to 31 March 2024, aligning reporting with strategic planning for the RTO. The interim report is unaudited. Royce Peeling Green Limited was appointed auditor on 20 August 2025, subject to shareholder approval.

What this means for shareholders

• Path to reinstatement: The RTO is the core catalyst to exit suspension. Success would trigger a new admission with a prospectus or a move to AIM.
• Balance sheet repair via equity: Conditional conversion of the existing £370k CULNs on prospectus publication would de-gear the balance sheet but dilute shareholders. The January 2025 share issue also adds to the share count.
• Low burn, small losses: The half-year loss of £63k shows tight cost control while the company remains a cash shell. There is no underlying operating business yet.
• Disclosure cadence: The Board plans to finalise and publish outstanding audited and interim financial statements for subsequent periods as soon as possible. Readmission will require robust documentation.

My read: this is a classic shell-in-waiting. The numbers are deliberately simple, the equity base is negative, and progress is defined by corporate actions rather than operations. The prize – if the RTO completes – is a viable operating company and restored trading. The risks are execution, timing, and dilution.

Key watchpoints and upcoming milestones

• Prospectus publication: This is central to readmission and would automatically trigger conversion of the existing £370k CULNs if published by 31 December 2026.
• Deal documentation: Movement from heads of terms to a signed acquisition agreement for Nabirm, including valuation, structure and funding, is the next big step.
• Market venue: Confirmation of whether the readmission will be to the Main Market or to AIM.
• Further funding: Any additional capital needed to complete the RTO and provide working capital for the enlarged group.
• Timetable clarity: Indicative dates for publication of outstanding financial statements and the proposed transaction.

Bottom line

GRIT posted a small administrative loss and remains in negative equity with no cash at the half-year end, but has since raised £250k through CULNs and issued new shares. The investment case now hinges on executing the reverse takeover and getting the shares trading again. Until then, this is one for investors comfortable with transaction risk, timelines that are not disclosed, and the likelihood of dilution alongside balance sheet repair.