Feedback plc (AIM: FDBK), the medical imaging software company has told DirectorsTalk that it has agreed to sell its 50% equity interest in Stone Checker Software Ltd (‘Stone Checker’) to Free Association Books Limited, a company connected to one of Feedback’s directors, Trevor Brown, for a cash consideration of £46,000.
Feedback invested £1,000 in Stone Checker in July 2015 and subsequently licensed its TexRAD software to Stone Checker for exclusive use in urolithiasis (kidney stones). On 28 September 2015, Feedback announced the intention to develop a product incorporating TexRAD for kidney stones. It was further stated that the vision of Stone Checker was to develop a composite risk stratification software product incorporating TexRAD CT texture analysis with other known clinical markers. This integrated product could potentially assist urologists and radiologists to provide better patient management and treatment decisions for improved patient outcomes.
Stone Checker is making good progress and is reaching the stage where it will require substantial additional investment. Feedback has already announced that it is committing significant resources in developing a lung cancer stratification tool in conjunction with Alliance Medical Group. Accordingly, although urolithiasis could be an exciting application for TexRAD, the directors of Feedback are of the opinion that they should focus investment in TexRAD’s use in oncology. The sale of the equity interest in Stone Checker will generate a profit of £45,000 before expenses. Feedback will continue to receive royalty and licence payments should Stone Checker achieve commercial success. The sale proceeds will be used by Feedback for general corporate purposes.
Stone Checker is currently a pre-revenue company which made a loss before tax for the period ending 29 February 2016 of £154.
Related Party Transaction
Trevor Brown is a director and substantial shareholder in Feedback. Dr Balaji Ganeshan is a director of Stone Checker representing Feedback and is expected to remain a director of both Feedback and Stone Checker after the Disposal. Accordingly, the Disposal constitutes a related party transaction pursuant to Rule 13 of the AIM Rules for Companies (“AIM Rules”). The other three directors of Feedback have no direct involvement in Stone Checker and are not related to the purchaser of Feedback’s holding and are therefore deemed to be independent under the AIM Rules for the purposes of considering the related party transaction (the “Independent Directors”). The Independent Directors, having consulted with Allenby Capital Limited, the Company’s nominated adviser, consider that the terms of the disposal are fair and reasonable insofar as the Company’s shareholders are concerned.