You’d expect investing in stocks to be more thrilling than it actually is. In practice, good investors put their money into boring index funds. They don’t trade individual companies, don’t trade in or out when the economy changes. The disciplined ones don’t even check the value of their pot more than once a year. It’s all a bit bloodless.

Then there’s the tribe of stock market investors who like to roll their sleeves up and get stuck in. They treat stock market investment more like gambling on the horses. They swap tips and trade like mad. Their brokers do well out of them.

For punter-investors, Aim is the place to be. Its name is short for Alternative Investment Market. Aim is London’s lightly regulated market for small companies. It’s a place where a stock could quintuple in a year. It’s also a place where investors lose their shirts on a regular basis. It’s a place where you encounter companies like Asimilar. 

For the last couple of years, a few dozen Irish traders have been among the most active players in the stock and other related entities. Millions have been made and lost, on paper at least, by Irish investors who include experienced traders, business people and speculators. 

Complex

Public companies normally go out of their way to be straightforward and easy to understand. That’s because straightforward businesses are easier to manage profitably and investors don’t like complicated businesses. Making a business easy for investors to understand is a path to a higher share price.

This is helpful for financial journalists. Within any given set of accounts, there’s almost always a straightforward story about how the company makes money and how it organises itself. 

Asimilar is not like that. Unlike other public companies, it makes little effort to explain itself. There are no presentations or press releases. Even the annual report is a terse, unadorned black-and-white PDF.

The interesting thing about Asimilar is not the story of what it does, but the absence of a story. What we have is the astonishing share price performance, which soared 3,600 per cent between September 2019 and July 2021 only to slide down 96 per cent since then, and a dense thicket of deals and side deals, dozens of them each year. 

From Pentagon to Yolo to Asimilar

What follows is the Asimilar timeline.

Asimilar first appeared on Aim, London’s stock market for small companies, in 2002, as The Pentagon Group. The Pentagon Group’s big product was Supaglass, a type of shatter-resistant glass for cars.

Nothing much came of SupaGlass or the Pentagon Group and, in 2014, the share was relaunched on Aim as YOLO Leisure and Technology PLC. YOLO was an investing company, which according to itself, focussed on “investment opportunities with high growth and innovative customer focus within the leisure and technology sectors.” It consisted of its two directors, Simon Robinson and Sohail Bhatii, and company secretary Sean Nicholson.

Nothing much came of YOLO either. On December 1, 2019 there was another change of direction: YOLO was rebranded as Asimilar. Yolo’s chairman, Simon Robinson, and board member Sean Nicholson resigned in December 2019. 

Sohail Bhatti stayed on as executive director. He was joined in 2019 by independent directors John Taylor, an entrepreneur who has since moved into the crypto business, Mark Horrocks, a financier and founder of Intrinsic Capital, and businessman Donald Stewart. Stewart served on the board for ten months before retiring in October 2020.

Like YOLO, Asimilar was set up as an investment company. Where Yolo focused on the leisure and technology sectors, Asimilar was focused on what it described as big data, machine learning, telematics and the internet of things (IoT).

To raise capital, Asimilar issued shares. In October 2019 it issued £500,000 worth; in December 2019 it issued £250,000 worth; in January 2020 it issued £1.85 million worth; in January 2020 it issued a further £83,000 worth; also in January 2020 it issued a further £4 million worth; in September 2020 it issued £1 million worth; and in the same month it issued a further £60,000 worth.

In total, between October 2019 and September 2020, it raised nearly £7,750,000.

Asimilar is known to be heavily backed by Irish investors. Its biggest shareholder is Nigel Wray, the active investor and major shareholder in Saracens Rugby. 

The wild west of Aim

It’s worth pausing here to talk about Aim. Aim is a stock market for small companies. To encourage small companies to join, Aim’s reporting requirements are much lighter than the main stock market. This has the effect of attracting a certain type of company, the kind that maybe wouldn’t look so attractive under the scrutiny of the senior stock market or is at an earlier stage before being ready to move up. 

Since its creation in 1996, Aim has managed to lose 14 per cent. In the same time period, the S&P 500 has returned 532 per cent and the FTSE 100 has returned 84 per cent.

Aim stocks are small and therefore risky, so they attract investors with a big risk appetite. Aim stocks very often have a great story to tell about a revolutionary new technology or product that’s about to transform this or that industry, like shatter-proof windows for cars. There is no shortage of Aim companies touting big data, machine learning, internet of things, and telematics. Investors can make big returns on Aim, but the converse is also very possible.

Robert Bonnier, Rory O’Sullivan, and AAA

Asimilar has invested in many companies in many ways. But when it comes to explaining the share price’s astonishing rise and fall, much hinges on two investments: All Active Asset Capital (or AAA) and Dev Clever. 

I’ll start with AAA. AAA is an investment company, like Asimilar. The first deal between AAA and Asimilar was in March 2020, when AAA bought 1.1 per cent of Asimilar’s share capital. 

Next, Asimilar invested in an investment vehicle called MESH. MESH was an unlisted investment company that, according to itself, aimed to incubate emerging technology brands. Like Asimilar, it was a holding company for investments in other companies.

On August 20, 2020, Asimilar struck a deal with MESH whereby it got 8.9 per cent of MESH shares in exchange for the rights Asimilar owned to subscribe to up to 32 per cent of a Belgian telematics company called Sentience NV. The following February, MESH bought 80 per cent of Sentience shares in a joint venture, with another business called Aaqua (remember the name) taking the remaining 20 per cent.

Then on November 29, 2021 AAA, the investment company that had previously bought 1.1 per cent of Asimilar, acquired MESH. As a result, Asimilar held 24 million AAA shares, or 1.3 per cent of AAA’s issued share capital. AAA continued to own a stake in Asimilar.

Chris Akers, one of Asimilar’s biggest shareholders with 6.9 per cent of shares, also owned 7.6 per cent of AAA on June 2021 and 3.1 per cent of MESH. 

Rory O’Sullivan, an ex-Davy broker now working in London, was involved with MESH. O’Sullivan served as a director until stepping down at the end of 2020. There aren’t up-to-date figures showing what O’Sullivan owned at the time of the acquisition. But by March 18, 2022, after the deal, O’Sullivan owned 4.3 per cent of Asimilar.

MESH’s executive director is Robert Bonnier. Bonnier is a well-known London businessman who has been mired in legal trouble since the collapse of his social network, Aaqua. Aaqua is the company that jointly bought Sentience with MESH. 

Bonnier is currently being sued by staff over outstanding salaries and by HM Revenue & Customs for unpaid tax. Last summer, he was sued by the billionaire property developer Nick Candy over allegedly misleading Candy about Aaqua’s prospects. He denies any wrongdoing. 

Bonnier’s wife Nashida Islam Bonnier had 14.8 per cent of MESH’s share capital and 2.6 per cent of Asimilar’s share capital. 

When AAA bought Mesh, Asimilar ended up with 1.3 per cent of AAA. For a time, this was a good place to be. AAA’s share price rose more than 4,000 per cent between May 2020 and April 2021. At AAA’s peak in April 2021, 1.3 per cent of AAA was worth £8.3 million.

On April 29, 2021 AAA’s shares were abruptly suspended from trading on Aim, “pending the provision of further information on the Company’s investments in AAQUA B.V and MESH Holdings plc and the Company’s indirect interest in Sentiance [sic] NV”.

On July 2, 2021, AAA announced it was acquiring 75 per cent of Sentience NV, the Belgian telematics company. 

On July 30, Aim announced that it had cancelled AAA from trading on the market. 

At the most recent update on March 31, 2022, Asimilar valued its stake in AAA at £984,000. 

So Bonnier owned Aaqua, his wife owned MESH, and his wife owned a stake in Asimilar. AAA owned a stake in Asimilar. AAA bought shares in Aaqua and bought MESH. Asimilar owned shares in MESH and found itself owning shares of Aaqua.

Asimilar, MESH and AAA are all investment companies investing in one another. So where was the actual value, what were they investing in? One clear candidate is Sentience NV, the Belgian telematics company. It is all rather confusing. 

Exotic investments 

Asimilar made a lot of investments in a lot of companies. And it made them in unusual ways. 

Instead of directly buying shares in target companies, often Asimilar bought warrants instead. Warrants are a form of derivative. They give the holder the right but not the obligation to buy shares in a company at a specific price and date. Warrants are like stock options, the only difference being that warrants are issued by the company itself. Options, while they can be issued by a company, are more commonly contracts between investors. The value of warrants in the present can be calculated according to a formula.

Convertible loan notes are another form of investment favoured by Asimilar. These are a common form of funding for startups. They are loans that convert to equity once certain conditions have been met, like a funding round or exit.

Dev Clever

Asimilar’s other big investment was in Dev Clever.

Dev Clever is an education technology company. It provides learning and career guidance to companies and individuals. 

As with AAA, the investment in Dev Clever was not straightforward.

It started with a company called Intrinsic Capital (Jersey) Ltd, or ICJL. On May 13, 2020, ICJL announced the following complex deal with Dev Clever.  

This deal gave ICJL what was described as: “a right to subscribe for up to 100,000,000 ordinary shares in Dev Clever at a price of 10 pence per Dev Clever share (the Dev Clever Investment Agreement“) and, following the exercise of all of these subscription rights, ICJL would be entitled to exercise a warrant to subscribe for up to 50,000,000 additional Dev Clever shares at a price of 25 pence per Dev Clever Share (the Dev Clever Warrant”).

In other words, ICJL announced it had an option to buy £10 million worth of shares.

Then on August 30, 2020, Asimilar bought ICJL. The stated rationale wasto allow Asimilar to manage its portfolio with the benefit of the more benign capital gains tax regime available in Jersey”.

ICJL was wholly owned by Mark Horrocks, who at the time was a board member of Asimilar. He was also a significant shareholder in Asimilar through his mother, Mrs DJ Harrocks, who owned 3.7 per cent of Asimilar on January 27, 2020.

There’s another question over the ICJL deal. According to Tom Winnfrith, a market analyst, ICJL had negative net assets and only £13,000 in cash in May 2020, at the time it announced its £10 million Dev Clever option. 

By the time Asimilar acquired Dev Clever it had exercised part of the option and invested £250,000 for 2,500,000 Dev Clever shares. Then in September, Asimilar exercised more Dev Clever options, buying £1.75 million worth of shares. On January 26, 2021, Asimilar exercised more options, buying £2 million worth of Dev Clever shares. By March 2021, Asimilar owned 12.2 per cent of Dev Clever.  

The year 2021 was a big one for Dev Clever. It’s based in a nondescript building in an office park in Stafford, in the British west midlands. Between December 17, 2020 and June 26, 2021, its shares rose more than five times in value. At that date in June, it was worth £389 million. 

Asimilar’s share price maps closely onto Dev Clever’s. At July 26, Asimilar’s 12.2 per cent stake in Dev Clever was worth £47.5 million. 

What happened after December 2021? Beginning in April 2021, Dev Clever began a relationship with a Singaporean company called Veative. In December of that year, Dev Clever sought to buy the company. But the UK's Financial Conduct Authority (FCA) refused to sign off on the listing of the newly enlarged group on the stock market, and shares were suspended on Christmas Eve 2021.

Investors were left in limbo for almost a year, waiting for news on when the FCA would give approval and allow shares to trade. But FCA approval never came. On December 16, Dev Clever released a statement announcing it had reassessed the net benefits of being a public company and decided it didn’t, in fact, want to trade on the public markets. 

The listing was cancelled and the company was rebranded as Veative. Veative’s new head of global finance and investor relations is Irishman Feilim McCole. On December 16, Asimilar updated the market to say it owned 8.5 per cent of Dev Clever. 

Dev Clever shares were suspended on December 24, 2021. As we’ve seen, the Dev Clever stake was a big driver of Asimilar’s share price. Yet Asimilar didn’t update the market on how it was valuing Dev Clever shares between March 2022 and December 16, 2022, when Dev Clever’s shares were suspended. They were suspended at a share price of 30p; in March, Asimilar valued them at 27p. As far as Asimilar shareholders are concerned, that’s still the value the company places on them. 

Audioboom and the rest

Asimilar owns stakes in a couple of other early-stage technology companies. The biggest of them is Audioboom, a podcast company that, at its peak, was worth €366 million. At the current share price, Asimilar’s stake is worth £562,000. 

Nothing is simple with Asimilar. So, Robert Bonnier, the investor and owner of failed social media company Aaqua, whose wife owned 2.6 per cent of Asimilar, invested in Audioboom through Aaqua in March 2021. 

Asimilar’s other investments include Sequestor, which “brings together leaders in cybersecurity and computer vision to deliver AI tools” for CCTV; Sparkledun, which owns the right to “exploit a patented process for extraction of the inner core of telecoms and power” cables; Magic Media, a maker of “music entertainment technology”; Gfinity, an e-sports platform; Simplestream, which offers “next generation TV services”; Zeelo, which has an “ambition to build the world’s leading smart mobility platform”; and Low 6, which has “developed an app for pool betting”.

Asimilar has one independent director, John Taylor, who also serves as chairman. It would be unusual on the London Stock Exchange for an independent director to serve as chairman but this is Aim.

It appointed two other independent directors in 2019. One, Donald Stewart, resigned 10 months later. The other, Mark Horrocks, owned ICJL, a company subsequently purchased by Asimilar. 

What happened here?

It appears Asimilar offered public investors a way to invest in exciting private technology companies, like Sentience NV. In 2020 and 2021 the market for these companies was red hot, and Asimilar’s share price reflected that. When the speculative technology bubble popped, Asimilar shareholders were left holding the bag. 

This happened on a bigger scale to the high-profile hedge fund manager Cathie Wood. Her ETF, ARKK, invested in loss-making public technology companies. It’s down 75 per cent since February 2021, and it’s very plausible that Asimilar’s investments were even more badly hit than ARKK’s.

Asimilar seemed to be hunting in the same territory as ARKK, but with smaller, non-listed, and likely much more risky companies. It’s not impossible to imagine a strategy like that going horrifically wrong in the last year, to the extent that Asimilar shareholders lost 96 per cent of their money.

The incredibly risky strategy is one thing, but it doesn’t explain the byzantine corporate structure or the related party transactions. Even without the benefit of hindsight, Asimilar was a weird and risky-looking place to put your capital. 

For the punter-investors, that was probably part of the attraction.

Many Irish investors chose to put their money into this raft of stocks, ranging from unknown day traders to some well-known business people. The Currency contacted some of them but nobody wanted to talk about it on the record. 

As for Asimilar, the company directs all queries through its PR advisors. The Currency reached out to the advisors, but was told they no longer work with Asimilar. No contact details for Asimilar were provided. The company did not answer to attempts made, via its previous PR advisors, to make contact.