28 February
2025
Information within this
announcement is deemed by the Company to constitute inside
information under the Market Abuse Regulations (EU) No.
596/2014
Benchmark Holdings
plc
("Benchmark", the "Company"
or the "Group")
Q1 Results
(Three months ended 31
December 2024)
Stepping stone quarter
-
Progress towards completion
of Genetics disposal
and transition towards
streamlined organisation
In compliance with the terms of
the Company's unsecured Green bond, which requires it to publish
quarterly financial information, Benchmark, the aquaculture
biotechnology business, announces its unaudited results for the
three months ended 31 December 2024 (the "Period"), which
constitute the first quarter for the fiscal year ("FY")
2025. All Q1 FY24
and Q1 FY25 figures quoted in this announcement are based on
unaudited accounts.
Following the decision to sell the
Genetics business in FY24, it has been classified as discontinued
operations and the figures for Q1 FY24 have been restated. The
figures shown for the continuing business exclude Genetics and
include Group corporate costs previously allocated to
Genetics.
Financial highlights (continuing
business)
·
Q1 FY25 revenues from continuing operations were
£17.7m, 30% below the prior year (-25% CER) resulting
from:
o Advanced
Nutrition revenues of £16.1m, 16%
below Q1 FY24 (-11% CER) reflecting continuing soft shrimp markets
as well as a change in product mix compared to the prior year
o Health
revenues of £1.6m reflect the restructured Health
business area currently focused on Salmosan® Vet (Q1 FY24 revenues
which included Ectosan® Vet and CleanTreat® were £6.1m)
·
Q1 FY25 Adjusted EBITDA from continuing
operations was a loss of £0.2m (Q1 FY24: profit £3.5m) due to lower
revenues and lower gross profit margin in Advanced Nutrition,
partially offset by a reduction in operating costs
·
Operating costs for the continuing business were
15% below the prior year; they reflect the corporate costs for the
whole Group including those previously allocated to Genetics, and
before the planned streamlining to be conducted post completion of
the Genetics disposal
·
Cash, liquidity and net debt:
o Cash of £13.8m (30 September 2024: £23.1m) and liquidity
(cash and available facility) of £21.1m (30 September 2024:
£34.3m)
o Net debt3
of £62.0m (30 September 2024: £49.0m)
Operational highlights
·
Advanced Nutrition - Focus on operational
efficiency, product range expansion and innovation to mitigate soft
markets
o Successful expansion of product portfolio through continuous
innovation
§ Increasing adoption of recently launched products and
technologies including SnappArt®
and Snapp360®
§ Successful launch of a new shrimp diet specifically tailored
to the Ecuadorian market
o Strong performance in the European marine fish sector driven
by growing product portfolio and expansion into the nursery
segment
o Steps taken to strengthen the high margin diets and health
segments through the integration of the technical services and
product management teams
o 2025 Great Salt Lakes Artemia harvest completed delivering
high quality Artemia for the second year in a row; this will
benefit future margins as the higher-grade product goes through
inventory
·
Health - Progress towards the development of an
alternative business model for Ectosan® Vet and
CleanTreat®
o Progress made towards the introduction of a new land-based
configuration and business model for Ectosan® Vet and CleanTreat®
through a new JV with Water AS; confirmed customer interest in the
new capital-light solution
·
Group - Progress towards completion of Genetics
disposal and return of capital announced in November 2024
o Regulatory clearances well advanced with completion expected
by end of March 2025
o Plans for delivery of transition services agreement are in
place
o Post completion of the Genetics disposal, the Company will
make a separate announcement regarding use of proceeds and plans
for the continuing business.
§ As
previously announced proceeds will be used to return capital to
shareholders and to reduce the Company's leverage, by repaying the
Group's unsecured listed green bond and drawn amounts under the
Group's revolving credit facility, thereby strengthening the
balance sheet of the continuing business
Current trading and outlook
- trading
in line with management's expectations for the full
year
The Group is trading in line with
management's expectations for the full year underpinned by
improving performance in Advanced Nutrition since the latter part
of Q1 FY25. Health is now a profitable, cash positive business
focusing on Salmosan® Vet.
Financial Summary - continuing operations
£m
|
Q1 FY25
|
Q1 FY24
Restated
|
%
AER
|
%
CER**
|
FY24
(full
year)
|
Revenue
|
17.7
|
25.3
|
-30%
|
-25%
|
90.4
|
Adjusted
|
|
|
|
|
|
Adjusted
EBITDA1
|
(0.2)
|
3.5
|
-107%
|
-116%
|
11.9
|
Adjusted
Operating loss2
|
(1.1)
|
(2.1)
|
46%
|
29%
|
(16.6)
|
Statutory
|
|
|
|
|
|
Operating
loss
|
(6.0)
|
(5.6)
|
-9%
|
-15%
|
(35.5)
|
Loss
before tax
|
(7.1)
|
(9.1)
|
22%
|
18%
|
(45.9)
|
Loss for
the period
|
(7.3)
|
(8.5)
|
14%
|
10%
|
(44.3)
|
Basic
loss per share (p) (including discontinued operations)
|
(1.34)
|
(1.03)
|
|
|
(5.34)
|
Net
debt3
|
62.0
|
74.6
|
|
|
49.0
|
Business Area summary
£m
|
Q1 FY25
|
Q1 FY24
|
% AER
|
%
CER**
|
FY24
(full
year)
|
Revenue
|
|
|
|
|
|
Advanced Nutrition
|
16.1
|
19.3
|
-16%
|
-11%
|
75.9
|
Health
|
1.6
|
6.1
|
-73%
|
-71%
|
14.5
|
Adjusted EBITDA1
|
|
|
|
|
|
Advanced Nutrition
|
0.8
|
4.6
|
-82%
|
-89%
|
14.4
|
Health
|
0.3
|
0.6
|
-43%
|
-41%
|
2.1
|
*Constant exchange rate (CER)
figures derived by retranslating current year figures using
previous year's foreign exchange rates
(1) Adjusted EBITDA is EBITDA
(earnings before interest, tax, depreciation, amortisation, and
impairment), before exceptional items
(2) Adjusted operating loss is
operating gain or loss before exceptional items and amortisation of
intangible assets excluding development costs
(3) Net debt is cash and cash
equivalents less loans and borrowings
The Genetics business which is the
subject of a disposal process has been treated as held for sale and
discontinued.
Trond Williksen, CEO, commented:
"Q1 FY25 has been a stepping-stone
quarter for us representing a period of transition for Benchmark
ahead of completion of the Genetics disposal and streamlining of
the continuing business. Our reported performance reflects ongoing
weakness in the global shrimp markets for Advanced Nutrition
coupled with a temporary change in product mix and a solid
performance in Health.
"Looking forward we expect an
improvement in trading conditions and margins, and we have two well
positioned businesses capable of delivering attractive shareholder
returns. Our restructured Health business performs well as a cash
generative business and is advancing towards a relaunch of a new
land-based business model for Ectosan® Vet and
CleanTreat®."
Analyst / investor webcast at 08:00 am UK time (09:00 CET)
today
Trond Williksen, Chief Executive
Officer and Septima Maguire, Chief Financial Officer will host a
webcast today starting at 09:00 CET time (08:00 UK
time).
To attend the live webcast and for
the opportunity to ask questions, please register and join at the
following link:
https://channel.royalcast.com/hegnarmedia/#!/hegnarmedia/20250228_5
Equity Development webcast for retail investors at 12:00pm UK
time today
Trond Williksen, Chief Executive
Officer and Septima Maguire, Chief Financial Officer will host a
second webcast for retail investors and wealth managers at 12.00pm
UK time today. The webcast is open to all existing and potential
shareholders.
To register please
visit: https://www.equitydevelopment.co.uk/news-and-events/benchmark-q1-investor-presentation-28february2025
Enquiries
For further information, please
contact:
|
|
Benchmark Holdings plc
|
benchmark@mphc.com
|
Trond Williksen, CEO
|
|
Septima Maguire, CFO
|
|
Ivonne Cantu, Investor
Relations
|
|
|
|
|
|
Deutsche Numis (Broker and NOMAD)
|
Tel: 020 7260
1000
|
Freddie Barnfield, Duncan
Monteith, Sher Shah
|
|
|
|
MHP Communications
|
Tel: +44(0)7884
494112
|
Katie Hunt, Reg
Hoare
benchmark@mhpgroup.com
About Benchmark
Benchmark is a market leading
aquaculture biotechnology company. Benchmark's mission is to drive
sustainability in aquaculture by delivering products and solutions
in advanced nutrition and health which improve yield, growth and
animal health and welfare. Find out more
at www.benchmarkplc.com.
Management Report
As a result of the Genetics
disposal and with the Genetics operations being classified as
discontinued, these results are for the continuing operations
(Advanced Nutrition and Health) albeit they continue to reflect the
ongoing costs for the whole Group prior to completion of the
Genetics disposal, after which the planned streamlining of the
Group will be conducted.
Q1
Results for the Continuing Operations
Q1 FY25 has been a stepping stone
quarter for Benchmark ahead of completion of the Genetics disposal
and streamlining of the continuing business.
Benchmark's Q1 FY25 results reflect
continued softness in the shrimp markets and the negative impact on
margins from a change in product mix in Advanced Nutrition. Health
performed well in the quarter, albeit below the prior year which
included sales of Ectosan®
Vet and CleanTreat®. As a result, Group revenues of
£17.7m were 30% below the prior year (-25% CER), and the gross
profit margin for the Group was 43% (Q1 FY24: 50%).
The Group has maintained strict
financial discipline, and as a result operating costs were £7.3m,
15% below the prior year (13% at CER). R&D costs were
marginally below the prior year at £0.6m (Q1 FY24: £0.7m).
There has been no capitalised R&D incurred during the
quarter.
Adjusted EBITDA was a loss of £0.2m
in the period (Q1 FY24: profit of £3.5m) as a result of lower
revenues and gross margin partially offset by lower operating
costs. High logistics costs incurred in FY 2024 in Advanced
Nutrition continued in the period due in part to necessary
re-routing driven by geopolitical conflicts.
Depreciation and amortisation
reduced significantly from the comparative period last year to
£4.2m (Q1 FY24: £9.0m). The reduction was driven by lower
depreciation in Health due to the decommissioning of the
CleanTreat® units in the prior year. Exceptional costs incurred in
the period of £1.6m (Q1 FY24: £0.1m) related to costs associated
with the strategic review.
Net finance cost in the period was
£1.0m; (Q1 FY24: £3.5m) with the reduction primarily explained by
net forex exchange gains in the period of £1.4m compared to a loss
in the prior year (Q1 FY24: £1.3m loss).
The Group reported a loss before tax
from continuing operations of £7.1m (Q1 FY24: £9.1m loss) and
the loss after tax for the period including discontinued operations
was £10.2m (Q1 FY24: loss £7.6m).
Net cash outflow from operating
activities for the period (including discontinued operations) was
£8.1m (Q1 FY24: £5.6m outflow) reflecting the lower revenue.
The increased outflow is due to the higher cash loss reported for
the quarter after a lower depreciation charge as noted above,
partially offset by a lower outflow in working capital in the
quarter.
Net cash used in investing
activities was £0.7m (Q1 FY24: £0.8m) of which capex was £0.9m (Q1
FY24: £1.0m). Net cash outflow from financing activities was
£0.8m with interest and lease payments being offset by a drawing of
£4.0m on the RCF. All this left a net decrease in cash
in the quarter of £9.6m (Q1 FY24: £11.8m outflow)
and a cash position of £13.8m at the end of the quarter.
Advanced Nutrition
As predicted Advanced Nutrition had
a soft start to the new financial year in Q1 FY25. Revenues were
£16.1m, 16% below the prior year (-11% CER). By geography,
performance was strong in Europe driven by sales to the marine fish
market where we are successfully expanding into the nursery
segment, and in the Americas, while Asia was most affected by soft
conditions in the shrimp markets.
By product area Artemia revenues
were 19% below the prior year due to a change in available Artemia
grades. Artemia is a natural resource with
fluctuation in hatching rate (the key quality parameter), and
during the period we had a greater influx of inventory of
Artemia with lower hatching rates. In addition,
demand for Diets and Health products has
been lower reflecting increased price sensitivity from customers
due to the soft shrimp markets and as a result revenues from Diets
and Health products were down 11% and 25% respectively compared to
Q1 FY24.
Innovation continues to be a very
important element of the strategy in Advanced Nutrition. We
continued the successful roll-out of recently launched technologies
including Snapp Art® and Snapp 360®, and our newly launched diet tailored to the Ecuadorian
market was sold out in its first period of sales.
The gross margin in Advanced
Nutrition was also impacted by the product mix including lower
sales of Health and Diets products and lower Artemia grades
resulting from historic harvests. As a result, gross margin in the
quarter was down at 41% (Q1 FY24: 53%). Logistics costs remained
high in the period due to ongoing disruption to trading routes, but
this was mostly offset by ongoing efforts to reduce costs and
improve efficiency. Overall, operating costs were marginally
above last year at £5.2m (Q1 FY24: £5.0m). Adjusted EBITDA
was £0.8m (Q1 FY24: £4.6m) driven by the lower sales and margins
mentioned above.
The latter part of the quarter saw
an improvement in sales and margins which has continued post period
end, and we expect this to carry on as the year progresses. The
strategy in place and the steps we have taken over the last 18
months to mitigate the impact of soft shrimp markets have placed
Advanced Nutrition in a strong position for market recovery and for
its longer-term future.
Health
Revenues in Q1 FY25 were £1.6m
(Q1 FY24: £6.1m) primarily reflecting the pause in sales of
Ectosan®Vet and CleanTreat® while a new business model for the
offering is developed. Sales of Salmosan®Vet of £1.6m (Q1 FY24: £2.1m) were
driven by sales in Norway and Chile which experienced high sea lice
levels, offset primarily by lower sales in the Faroe Islands
compared to last year. Operating costs were significantly below the
prior year at £0.7m (Q1 FY24: £1.9m) as a result of the
restructuring conducted in FY24. Adjusted EBITDA was £0.3m in
the quarter (Q1 FY24: £0.6m).
An important development in the
period is the progress made towards a new land-based configuration
and business model for Ectosan®
Vet and CleanTreat®. We are working in partnership
with a specialist solutions provider, Water AS, and have
significant expression of interest from potential customers who
have previously used Ectosan®
Vet and CleanTreat® and who remain interested in
incorporating the solution into their sea lice toolkit with a
simplified infrastructure and cost-efficient business model.
Update on the disposal of the Genetics
business
Progress towards the completion of
the sale of the Genetics business is well advanced. The Company has
obtained most of the regulatory clearances, and the Company has
well-developed plans in place to deliver on the transaction
services agreement. Post completion, the Company will announce its
plans for use of proceeds as well as plans for the remaining
business. As previously announced,
proceeds will be used to return capital to shareholders and to
reduce the Company's leverage by repaying the Group's unsecured
listed green bond and drawn amounts under the Group's revolving
credit facility
Current Trading and Outlook
The Group is trading in line with
management's expectations for the full year underpinned by
improving performance in the latter part of Q1 and into Q2 in
Advanced Nutrition and continuing good performance in
Health.
Unaudited notes to the quarterly financial statements for the
period ended 31 December 2024
1. Basis of
preparation
Benchmark Holdings
plc (the 'Company') is a company incorporated and domiciled in the
United Kingdom. These consolidated quarterly financial statements
as at and for the three months ended 31 December 2024 comprises
those of the Company and its subsidiaries (together referred to as
the 'Group').
These consolidated
quarterly financial statements do not comprise statutory accounts
within the meaning of section 434 of the Companies Act 2006 and are
unaudited. These financial statements do not include all the
information required for a complete set of IFRS financial
statements. However, selected explanatory notes are included to
explain events and transactions that are significant to an
understanding of the changes in the Group's financial position and
performance since the last annual financial statements. The Group's
last annual statutory financial statements as at and for the year
ended 30 September 2024 were prepared in accordance with (i)
UK-adopted International Accounting Standards and (ii) IFRS adopted
pursuant to Regulation (EC) No. 1606/2002 as it applied in the
European Union ("Adopted IFRS") and are available from the
Company's website at www.benchmarkplc.com.
The prior year
comparatives are derived from audited financial information for
Benchmark Holdings PLC Group as set out in the Annual Report and
Accounts for the year ended 30 September 2024 and the unaudited
financial information in the Quarterly Financial Report for the
three months ended 31 December 2023. The comparative figures for
the financial year ended 30 September 2024 are not the Company's
statutory accounts for that financial year. Those accounts were
approved by the Directors on 12 December 2024 and have been
delivered to the Registrar of Companies. The audit report received
on those accounts was (i) unqualified and (ii) did not contain a
statement under section 498(2) or (3) of the Companies Act 2006 but
did contain an emphasis of matter paragraph in relation to going
concern.
Statement of Compliance
These consolidated quarterly
financial statements have been prepared and approved by the
Directors in accordance with UK and EU adopted IAS 34 'Interim
Financial Reporting'. These financial statements do not include all
of the information required for the full annual financial
statements and should be read in conjunction with the Group's last
annual consolidated financial statements as at and for the year
ended 30 September 2024. These consolidated quarterly financial
statements were approved by the Board of Directors on
28 February
2025.
Going concern
As at 31 December 2024 the Group
had net assets of £225.4m (30 September 2024: £224.3m), including cash of
£13.8m (30 September 2024: £23.1m) as set out in
the consolidated balance sheet. The Group made a total loss for the
three-month period of £10.2m (year ended 30
September 2024: loss £39.1m).
The Directors have reviewed
forecasts and cash flow projections for a period of at least 12
months including downside sensitivity assumptions in relation to
trading performance across the Group to assess the impact on the
Group's trading and cash flow forecasts and on the forecast
compliance with the covenants included within the Group's financing
arrangements.
In the downside analysis
performed, the Directors considered severe but plausible scenarios
on the Group's trading and cash flow forecasts. Key downside
sensitivities modelled included assumptions on lower sales growth
from a possible slower recovery in the shrimp market in Advanced
Nutrition and have not included any sales from relaunching
Ectosan®/CleanTreat® sales within Health. The recent restructuring
of the Health business area which currently focuses on the Salmosan
business has derisked the cash utilisation improving the likelihood
of cash generation within that business area for the foreseeable
future, and Ectosan®/CleanTreat® sales will only be relaunched with
customer investment to mitigate the Group's cashflow exposure.
Additional downside sensitivities have been identified and modelled
within the discontinued Genetics business for slower
commercialisation of SPR shrimp, slower salmon egg sales growth in
Chile and removal of an additional financing opportunity. Further
mitigating measures within the control of management have been
identified should they be required in response to any or all of
these sensitivities, including reductions in areas of discretionary
spend, tight control over new hires, deferral of capital projects
and temporary hold on R&D for non-imminent products.
In the prior year on 26 March
2024, an additional facility of £7.5m was added to the existing RCF
with an expiry date of 31 March 2025. The original £20m RCF term
remained unaltered, ending on 27 June 2025. The term of the
additional facility of £7.5m was subsequently extended on 20
December 2024 to expire on 27 June 2025 matching the expiry of the
original RCF. Furthermore, the Group's unsecured NOK 750m
bond is due to expire in the current financial year in September
2025.
On 25 November, an agreement was
signed to sell the whole Genetics business for consideration of up
to £260m on a debt-free cash-free basis, with £230m received up
front and up to £30m earnout receivable in three years. Completion
of the sale is subject to anti-trust clearances which are expected
to be received within the next few weeks
with most clearances having now been received. The
funds received upon completion will allow all finance facilities to
be repaid whilst ensuring that adequate operational liquidity is
available for the continuing businesses for the forecast period. In
the absence of completion of the deal, the forecast would require
continuing finance facilities to be available to the Group. The
Directors are confident that the existing facilities due to expire
this year could be renewed or replaced before expiry with the
trading platform showing resilience to market conditions and other
challenges presented during the last year and relationships with
finance providers strong.
1. Basis of preparation
(continued)
Based on their assessment, the
Directors believe it remains appropriate to prepare the financial
statements on a going concern basis. However, while the Directors
remain confident that either the deal to sell the Genetics business
will proceed as planned, or that the current facilities will be
renewed or replaced this financial year before expiry, the
requirement for either one of these events to take place represents
a material uncertainty that may cast significant doubt on the
Group's and Company's ability to continue as a going concern and
therefore to continue realising their assets and discharging their
liabilities in the normal course of business. The financial
statements do not include any adjustments that would result from
the basis of preparation being inappropriate.
2. Accounting
policies
The accounting policies adopted are
consistent with those used in preparing the consolidated financial
statements for the financial year ended 30 September
2024.
Taxes on income in the interim
periods are accrued using the tax rate that would be applicable to
expected total earnings.
Alternative performance measures ('APMs')
The Directors measure the
performance of the Group based on a range of financial measures,
including measures not recognised by UK or EU-adopted IFRS. These
APMs may not be directly comparable with other companies' APMs, and
the Directors do not intend these as a substitute for, or superior
to, IFRS measures.
Directors have presented the
performance measures Adjusted EBITDA, Adjusted Operating Profit,
Adjusted Profit Before Tax and Adjusted EBITDA excluding fair value
movement on biological assets because they monitor performance at a
consolidated level using these and believe that these measures are
relevant to an understanding of the Group's financial performance
(see note 13). Furthermore, the Directors also refer to current
period results using constant currency, which are derived by
retranslating current period results using the prior year's foreign
exchange rates.
Use of estimates and judgements
The preparation of quarterly
financial information requires management to make certain
judgements, estimates and assumptions that affect the application
of accounting policies and the reported amounts of assets and
liabilities, income and expense. Actual amounts may differ from
these estimates.
In preparing these quarterly
financial statements the significant judgements made by management
in applying the Group's accounting policies and the key sources of
estimation uncertainty were the same as those applied to the
consolidated financial statements for the year ended 30 September
2024.
3. Segment
information
Operating segments are reported in a
manner consistent with the reports made to the chief operating
decision maker. It is considered that the role of chief operating
decision maker is performed by the Board of Directors.
The Group operates globally and for
management purposes is organised into reportable segments based on
the following business areas:
· Advanced Nutrition
- manufactures and provides
technically advanced nutrition and health products to the global
aquaculture industry.
· Health
- the segment provides
health products and services to the global aquaculture
market.
· Genetics -
harnesses industry leading salmon breeding
technologies combined with state-of-the-art production facilities
to provide a range of year-round high genetic merit ova.
Following management's decision and
subsequent commitment to sell the Group's Genetics business, this
has been classified as discontinued operations in the income
statement and the figures for Q1 2024 have been
restated.
In order to reconcile the segmental
analysis to the consolidated income statement, corporate and
inter-segment sales are also shown. Corporate sales represent
revenues earned from recharging certain central costs to the
operating business areas, together with unallocated central
costs.
Measurement of operating segment profit or
loss
Inter-segment sales are priced along
the same lines as sales to external customers, with an appropriate
discount being applied to encourage use of Group resources at a
rate acceptable to local tax authorities. This policy was
applied consistently throughout the current and prior
period.
3. Segment information
(continued)
Reconciliations of segmental information to IFRS
measures
Segmental
Revenue
|
|
|
|
|
All
figures in £000's
|
Notes
|
Q1 2025
(unaudited)
|
Q1 2024
(unaudited)
|
FY 2024
(audited)
|
Genetics
|
|
11,062
|
15,164
|
57,385
|
Advanced Nutrition
|
|
16,115
|
19,283
|
75,918
|
Health
|
|
1,643
|
6,059
|
14,525
|
Corporate
|
|
1,329
|
1,349
|
4,040
|
Inter-segment sales
|
|
(1,367)
|
(1,382)
|
(4,142)
|
Total
|
|
28,782
|
40,473
|
147,726
|
Discontinued operations
|
8
|
(11,060)
|
(15,160)
|
(57,361)
|
Continuing
operations
|
|
17,722
|
25,313
|
90,365
|
Segmental Adjusted
EBITDA
|
|
|
|
|
All
figures in £000's
|
Notes
|
Q1 2025
(unaudited)
|
Q1 2024
(unaudited)
|
FY 2024
(audited)
|
Genetics
|
|
(102)
|
2,498
|
14,828
|
Advanced Nutrition
|
|
836
|
4,600
|
14,373
|
Health
|
|
326
|
570
|
2,055
|
Corporate
|
|
(689)
|
(994)
|
(2,636)
|
Total
|
|
371
|
6,674
|
28,620
|
Discontinued operations
|
8
|
(619)
|
(3,179)
|
(16,698)
|
Continuing
operations
|
|
(248)
|
3,495
|
11,922
|
Reconciliation of
Reportable Segments Adjusted EBITDA to Loss before
taxation
|
All
figures in £000's
|
Notes
|
Q1 2025
(unaudited)
|
Q1 2024
(unaudited)
|
FY 2024
(audited)
|
Total reportable segment Adjusted
EBITDA
|
|
1,060
|
7,668
|
31,256
|
Corporate Adjusted EBITDA
|
|
(689)
|
(994)
|
(2,636)
|
Adjusted
EBITDA
|
|
371
|
6,674
|
28,620
|
Exceptional - restructuring, acquisition and disposal
related items
|
|
(1,599)
|
(517)
|
(7,381)
|
Depreciation and impairment
|
|
(2,565)
|
(6,249)
|
(16,320)
|
Amortisation and impairment
|
|
(3,381)
|
(4,268)
|
(32,529)
|
Net
finance costs
|
|
(2,773)
|
(2,831)
|
(11,015)
|
Total loss before
taxation
|
|
(9,947)
|
(7,191)
|
(38,625)
|
Discontinued operations
|
8
|
2,880
|
(1,898)
|
(7,300)
|
Continuing
operations
|
|
(7,067)
|
(9,089)
|
(45,925)
|
4. Revenue
The Group's
operations and main revenue streams are those described in its
financial statements to 30 September 2024. The Group's revenue is
derived from contracts with customers.
Disaggregation of
revenue
In the following
tables, revenue is disaggregated by primary geographical market and
by sales of goods and services. The table includes a reconciliation
of the disaggregated revenue with the Group's reportable segments
(see note 3). Discontinued operations relate to Genetics following
the decision to sell the division.
Sale of goods and provision
of services
|
3 months ended 31 December
2024 (unaudited)
|
|
|
All
figures in £000's
|
Genetics
|
Advanced
Nutrition
|
Health
|
Corporate
|
Inter-segment
sales
|
Total
|
Discontinued
|
Continuing
|
Sale of
goods
|
10,418
|
16,074
|
1,643
|
-
|
-
|
28,135
|
10,418
|
17,717
|
Provision of
services
|
642
|
5
|
-
|
-
|
-
|
647
|
642
|
5
|
Inter-segment
sales
|
2
|
36
|
-
|
1,329
|
(1,367)
|
-
|
-
|
-
|
|
11,062
|
16,115
|
1,643
|
1,329
|
(1,367)
|
28,782
|
11,060
|
17,722
|
|
3 months ended 31 December
2023 (unaudited)
|
|
|
All
figures in £000's
|
Genetics
|
Advanced
Nutrition
|
Health
|
Corporate
|
Inter-segment
sales
|
Total
|
Discontinued
|
Continuing
|
Sale
of goods
|
14,841
|
19,254
|
4,459
|
-
|
-
|
38,554
|
14,841
|
23,713
|
Provision of services
|
319
|
-
|
1,600
|
-
|
-
|
1,919
|
319
|
1,600
|
Inter-segment sales
|
4
|
29
|
-
|
1,349
|
(1,382)
|
-
|
-
|
-
|
|
15,164
|
19,283
|
6,059
|
1,349
|
(1,382)
|
40,473
|
15,160
|
25,313
|
|
12 months ended 30 September
2024 (audited)
|
|
|
All
figures in £000's
|
Genetics
|
Advanced
Nutrition
|
Health
|
Corporate
|
Inter-segment
sales
|
Total
|
Discontinued
|
Continuing
|
Sale of
goods
|
55,131
|
75,806
|
11,703
|
-
|
-
|
142,640
|
55,131
|
87,509
|
Provision of
services
|
2,230
|
34
|
2,822
|
-
|
-
|
5,086
|
2,230
|
2,856
|
Inter-segment
sales
|
24
|
78
|
-
|
4,040
|
(4,142)
|
-
|
-
|
-
|
|
57,385
|
75,918
|
14,525
|
4,040
|
(4,142)
|
147,726
|
57,361
|
90,365
|
|
|
|
|
|
|
|
|
|
4. Revenue
(continued)
Primary geographical
markets
|
3 months ended 31 December
2024 (unaudited)
|
|
|
All
figures in £000's
|
Genetics
|
Advanced
Nutrition
|
Health
|
Corporate
|
Inter-segment
sales
|
Total
|
Discontinued
|
Continuing
|
Norway
|
4,387
|
151
|
934
|
-
|
-
|
5,472
|
4,387
|
1,085
|
Greece
|
-
|
2,359
|
-
|
-
|
-
|
2,359
|
-
|
2,359
|
Turkey
|
27
|
2,146
|
-
|
-
|
-
|
2,173
|
27
|
2,146
|
India
|
-
|
1,917
|
-
|
-
|
-
|
1,917
|
-
|
1,917
|
Faroe
Islands
|
1,583
|
-
|
99
|
-
|
-
|
1,682
|
1,583
|
99
|
United
Kingdom
|
1,628
|
1
|
26
|
-
|
-
|
1,655
|
1,628
|
27
|
Ecuador
|
-
|
1,445
|
-
|
-
|
-
|
1,445
|
-
|
1,445
|
Chile
|
845
|
-
|
526
|
-
|
-
|
1,371
|
845
|
526
|
Iceland
|
1,137
|
-
|
-
|
-
|
-
|
1,137
|
1,137
|
-
|
Vietnam
|
27
|
737
|
-
|
-
|
-
|
764
|
27
|
737
|
Indonesia
|
80
|
786
|
-
|
-
|
-
|
866
|
80
|
786
|
Canada
|
83
|
-
|
58
|
-
|
-
|
141
|
83
|
58
|
China
|
155
|
237
|
-
|
-
|
-
|
392
|
155
|
237
|
Rest of
Europe
|
579
|
1,668
|
-
|
-
|
-
|
2,247
|
579
|
1,668
|
Rest of
World
|
529
|
4,632
|
-
|
-
|
-
|
5,161
|
529
|
4,632
|
Inter-segment
sales
|
2
|
36
|
-
|
1,329
|
(1,367)
|
-
|
-
|
-
|
|
11,062
|
16,115
|
1,643
|
1,329
|
(1,367)
|
28,782
|
11,060
|
17,722
|
|
|
|
|
|
|
|
|
|
|
3 months ended 31 December
2023 (unaudited)
|
|
|
All
figures in £000's
|
Genetics
|
Advanced
Nutrition
|
Health
|
Corporate
|
Inter-segment
sales
|
Total
|
Discontinued
|
Continuing
|
Norway
|
9,557
|
311
|
4,809
|
-
|
-
|
14,677
|
9,557
|
5,120
|
Greece
|
-
|
1,948
|
-
|
-
|
-
|
1,948
|
-
|
1,948
|
Turkey
|
9
|
1,898
|
-
|
-
|
-
|
1,907
|
9
|
1,898
|
India
|
-
|
4,163
|
-
|
-
|
-
|
4,163
|
-
|
4,163
|
Faroe Islands
|
1,472
|
-
|
432
|
-
|
-
|
1,904
|
1,472
|
432
|
United Kingdom
|
774
|
7
|
53
|
-
|
-
|
834
|
774
|
60
|
Ecuador
|
32
|
1,489
|
-
|
-
|
-
|
1,521
|
32
|
1,489
|
Chile
|
984
|
-
|
623
|
-
|
-
|
1,607
|
984
|
623
|
Iceland
|
1,233
|
-
|
-
|
-
|
-
|
1,233
|
1,233
|
-
|
Vietnam
|
-
|
1,635
|
-
|
-
|
-
|
1,635
|
-
|
1,635
|
Indonesia
|
92
|
1,282
|
-
|
-
|
-
|
1,374
|
92
|
1,282
|
Canada
|
60
|
22
|
142
|
-
|
-
|
224
|
60
|
164
|
China
|
98
|
502
|
-
|
-
|
-
|
600
|
98
|
502
|
Rest
of Europe
|
382
|
1,656
|
-
|
-
|
-
|
2,038
|
382
|
1,656
|
Rest
of World
|
467
|
4,341
|
-
|
-
|
-
|
4,808
|
467
|
4,341
|
Inter-segment sales
|
4
|
29
|
-
|
1,349
|
(1,382)
|
-
|
-
|
-
|
|
15,164
|
19,283
|
6,059
|
1,349
|
(1,382)
|
40,473
|
15,160
|
25,313
|
4. Revenue
(continued)
Primary geographical markets
(continued)
|
12 months ended 30 September
2024 (audited)
|
|
|
All
figures in £000's
|
Genetics
|
Advanced
Nutrition
|
Health
|
Corporate
|
Inter-segment
sales
|
Total
|
Discontinued
|
Continuing
|
Norway
|
31,803
|
1,058
|
8,742
|
-
|
-
|
41,603
|
31,803
|
9,800
|
Greece
|
-
|
6,642
|
-
|
-
|
-
|
6,642
|
-
|
6,642
|
Turkey
|
107
|
7,197
|
-
|
-
|
-
|
7,304
|
107
|
7,197
|
India
|
5
|
9,286
|
-
|
-
|
-
|
9,291
|
5
|
9,286
|
Faroe
Islands
|
5,282
|
-
|
1,027
|
-
|
-
|
6,309
|
5,282
|
1,027
|
United
Kingdom
|
3,436
|
59
|
316
|
-
|
-
|
3,811
|
3,436
|
375
|
Ecuador
|
40
|
6,203
|
-
|
-
|
-
|
6,243
|
40
|
6,203
|
Chile
|
3,678
|
-
|
1,499
|
-
|
-
|
5,177
|
3,678
|
1,499
|
Iceland
|
7,118
|
-
|
113
|
-
|
-
|
7,231
|
7,118
|
113
|
Vietnam
|
14
|
10,536
|
-
|
-
|
-
|
10,550
|
14
|
10,536
|
Indonesia
|
391
|
4,993
|
-
|
-
|
-
|
5,384
|
391
|
4,993
|
Canada
|
1,553
|
69
|
2,828
|
-
|
-
|
4,450
|
1,553
|
2,897
|
China
|
610
|
3,156
|
-
|
-
|
-
|
3,766
|
610
|
3,156
|
Rest of
Europe
|
1,595
|
5,108
|
-
|
-
|
-
|
6,703
|
1,595
|
5,108
|
Rest of
World
|
1,729
|
21,533
|
-
|
-
|
-
|
23,262
|
1,729
|
21,533
|
Inter-segment
sales
|
24
|
78
|
-
|
4,040
|
(4,142)
|
-
|
-
|
-
|
|
57,385
|
75,918
|
14,525
|
4,040
|
(4,142)
|
147,726
|
57,361
|
90,365
|
5.
Exceptional items within continuing operations
- restructuring,
acquisition and disposal related items
Items that
are material because of their size or nature, are non-recurring and
whose significance is sufficient to warrant separate disclosure and
identification within the consolidated financial statements are
referred to as exceptional items. The separate reporting of
exceptional items helps to provide an understanding of the Group's
underlying performance.
All figures in £000's
|
|
Q1 2025
(unaudited)
|
Q1 2024
Restated*
(unaudited)
|
FY 2024
(audited)
|
Acquisition related items
|
|
-
|
-
|
158
|
Exceptional restructuring costs
|
|
1,574
|
94
|
5,682
|
Disposal related items
|
|
-
|
-
|
(259)
|
Total exceptional
items
|
|
1,574
|
94
|
5,581
|
*Q1 2024
numbers were restated to reflect the results of the Genetics
business being classified as discontinued operations in FY24 in
line with IFRS5 following the decision to sell the business area
(see note 8).
Exceptional restructuring costs for the quarter include £1.6m
(Q1 2024: £0.1m; FY 2024: £4.5m) relating to the formal review of
the Company's strategic options as announced in January 2024.
Further exceptional restructuring costs were incurred in FY 2024 of
£1.2m relating to redundancies and dilapidations provisions arising
from restructuring Health, Nutrition and Corporate business
areas.
Disposal
related items in FY 2024 relate to income from asset disposals from
Health businesses discontinued in earlier years offset by some
small costs incurred. Acquisition related items in FY 2024
relate to fees incurred on an aborted acquisition.
6. Net finance costs from
continuing operations
All
figures in £000's
|
Q1 2025
(unaudited)
|
Q1 2024
Restated*
(unaudited)
|
FY 2024
(audited)
|
Interest
received on bank deposits
|
18
|
16
|
44
|
Foreign
exchange gains on operating activities
|
4,307
|
1,389
|
3,739
|
Finance
income
|
4,325
|
1,405
|
3,783
|
Lease
interest
|
(56)
|
(195)
|
(518)
|
Cash flow
hedges - ineffective portion of changes in fair value
|
(112)
|
-
|
(243)
|
Foreign
exchange losses on operating activities
|
(2,927)
|
(2,701)
|
(4,954)
|
Amortisation of capitalised borrowing fees
|
(273)
|
(210)
|
(967)
|
Interest
expense on financial liabilities measured at amortised
cost
|
(1,981)
|
(1,832)
|
(7,527)
|
Finance
costs
|
(5,349)
|
(4,938)
|
(14,209)
|
Net finance costs recognised
in profit or loss
|
(1,024)
|
(3,533)
|
(10,426)
|
*Q1 2024 numbers were restated to
reflect the results of the Genetics business being classified as
discontinued operations in FY24 in line with IFRS5 following the
decision to sell the business area (see note 8).
7. Taxation
All
figures in £000's
|
|
Q1 2025
(unaudited)
|
Q1 2024
Restated*
(unaudited)
|
FY 2024
(audited)
|
|
|
|
|
|
Analysis
of charge in period
|
|
|
|
|
Current
tax:
|
|
|
|
|
Current
income tax expense on profits for the period
|
|
1,075
|
231
|
1,948
|
Adjustment in respect of prior periods
|
|
-
|
-
|
(339)
|
Total current tax charge on
continuing activities
|
|
1,075
|
231
|
1,609
|
|
|
|
|
|
Deferred
tax:
|
|
|
|
|
Origination and reversal of temporary differences
|
|
(862)
|
(852)
|
(3,255)
|
Total deferred tax credit on
continuing activities
|
|
(862)
|
(852)
|
(3,255)
|
|
|
|
|
|
Total tax charge/(credit) on
continuing activities
|
|
213
|
(621)
|
(1,646)
|
*Q1 2024
numbers were restated to reflect the results of the Genetics
business being classified as discontinued operations in FY24 in
line with IFRS5 following the decision to sell the business area
(see note 8).
The above
excludes a tax expense in Q1 2025 of £0.0m (Q1 2024: £1.1m; FY 2024
£2.1m) from discontinued operations, this has been included in loss
from discontinued operations, net of tax (note 8).
8.
Discontinued activities
The strategic review announced in
January 2024 was completed in the quarter on 25 November 2024, with
a Company announcement that it had entered into a binding agreement
to sell its Genetics business area by way of the disposal of
Benchmark Genetics Limited and Benchmark Genetics Norway AS and
their respective subsidiaries to Starfish Bidco AS, a wholly owned
subsidiary of Novo Holdings A/S. The agreed deal includes
initial consideration of £230m, on a debt-free cash-free basis,
receivable on completion and additional contingent consideration of
up to £30m receivable in three years' time based on trading
performance of the core salmon subsegment in the period from 1
October 2024 to 30 September 2027. The deal is subject to
customary regulatory clearances and with most of these now
received, completion is expected in the next few weeks. At 30
September 2024, the Genetics business was treated as discontinued
operations and the assets and liabilities transferred into held for
sale as the sale at the year-end was considered highly probable,
and this treatment continues (see note 10). Included within
liabilities held for sale is £18.6m of borrowings held within
Genetics. The debt-free cash-free terms of the agreed deal
prescribe that these facilities will be paid out of the proceeds
received at completion.
Summary of restatement of Q1
FY24 results as reported in Q1 FY25 financial
statements
|
Continuing
operations
|
Discontinued
operations
|
All
figures in £000's
|
Revenue
|
Adjusted
EBITDA
|
Loss from continuing
operations
|
Profit from discontinued
operations
|
As stated
in Q1 FY24 financial statements
|
40,473
|
6,674
|
(7,624)
|
-
|
Reclassified Q1
|
(15,160)
|
(3,179)
|
(844)
|
844
|
Restated
Q1 2025 financial statements
|
25,313
|
3,495
|
(8,468)
|
844
|
Results from discontinued operations
|
|
|
|
All
figures in £000's
|
Q1 2025
(unaudited)
|
Q1 2024
Restated*
(unaudited)
|
FY 2024
(audited)
|
Revenue
|
11,060
|
15,160
|
57,361
|
Cost of
sales
|
(7,373)
|
(9,547)
|
(30,931)
|
Gross
profit
|
3,687
|
5,613
|
26,430
|
Research
and development costs
|
(871)
|
(830)
|
(3,276)
|
Other
operating costs
|
(1,937)
|
(1,922)
|
(7,744)
|
Share of
profit of equity-accounted investees, net of tax
|
(260)
|
318
|
1,288
|
Adjusted
EBITDA
|
619
|
3,179
|
16,698
|
Exceptional - restructuring, acquisition and disposal related
items
|
(25)
|
(423)
|
(1,800)
|
EBITDA
|
594
|
2,756
|
14,898
|
Depreciation and impairment
|
(1,725)
|
(1,156)
|
(5,371)
|
Amortisation and impairment
|
-
|
(404)
|
(1,638)
|
Operating loss / Loss before
taxation
|
(1,131)
|
1,196
|
7,889
|
Net
finance costs
|
(1,749)
|
702
|
(589)
|
Loss before
taxation
|
(2,880)
|
1,898
|
7,300
|
Tax on
loss
|
(39)
|
(1,054)
|
(2,141)
|
Loss from discontinued
operations
|
(2,919)
|
844
|
5,159
|
*While
all of the discontinued operations relate to the entire Genetics
business area, the results above exclude intercompany transactions
with the rest of the Benchmark group which are included within the
Genetics segment in note 3, but which are eliminated within
continuing activities. These total £0.7m in the quarter (Q1
2024: £0.7m, FY 2024: £1.9m).
8.
Discontinued activities (continued)
Exceptional items within discontinued
operations
|
|
|
|
All
figures in £000's
|
Q1 2025
(unaudited)
|
Q1 2024
Restated*
(unaudited)
|
FY 2024
(audited)
|
Restructuring costs
|
25
|
423
|
965
|
Other
|
-
|
-
|
835
|
Total exceptional
recognised
|
25
|
423
|
1,800
|
*Q1 2024
numbers were restated to reflect the results of the Genetics
business being classified as discontinued operations in FY24 in
line with IFRS5 following the decision to sell the business area
(see note 8).
Exceptional costs included in discontinued operations in
Genetics in the quarter arose from restructuring costs in relation
to the shrimp genetics operations (Q1 FY24: £0.4m, FY24:
£0.5m). Other exceptional restructuring costs in FY 2024
include costs following the closure of the tilapia operations of
£0.4m. Additionally, other exceptional costs of £0.8m were
incurred in FY 2024 in the uninsured culling of broodstock and
clean-up costs after two separate isolated ISA
incidents.
Results from discontinued
operations by segment
The
results from discontinued operations relate solely to the Genetics
operating segment.
9. Loss per share
Basic loss per share is calculated by
dividing the loss attributable to ordinary equity holders of the
Company by the weighted average number of ordinary shares in issue
during the period.
|
Q1 2025
(unaudited)
|
Q1 2024
Restated*
(unaudited)
|
FY 2024
(audited)
|
Loss attributable to equity
holders of the parent (£000)
|
|
|
|
Continuing operations
|
(7,280)
|
(8,468)
|
(44,279)
|
Discontinued operations
|
(2,647)
|
841
|
4,815
|
Total
|
(9,927)
|
(7,627)
|
(39,464)
|
|
|
|
|
Weighted average number of
shares in issue (thousands)
|
740,338
|
739,352
|
739,575
|
|
|
|
|
Basic loss per share
(pence)
|
|
|
|
Continuing operations
|
(0.98)
|
(1.14)
|
(5.99)
|
Discontinued operations
|
(0.36)
|
0.11
|
0.65
|
Total
|
(1.34)
|
(1.03)
|
(5.34)
|
*Q1 2024 numbers were restated to
reflect the results of the Genetics business being classified as
discontinued operations in FY24 in line with IFRS5 following the
decision to sell the business area (see note 8).
Diluted
loss per share is calculated by adjusting the weighted average
number of ordinary shares outstanding to assume conversion of all
dilutive potential ordinary shares. This is done by calculating the
number of shares that could have been acquired at fair value
(determined as the average market price of the Company's shares for
the period) based on the monetary value of the subscription rights
attached to outstanding share options and warrants. The number of
shares calculated above is compared with the number of shares that
would have been issued assuming the exercise of the share options
and warrants.
Therefore,
the Company is required to adjust the earnings per share
calculation in relation to the share options that are in issue
under the Company's share-based incentive schemes, and outstanding
warrants. However, as any potential ordinary shares would be
anti-dilutive due to losses being made there is no difference
between basic loss per share and diluted loss per share for any of
the periods being reported.
A total of
11,916,804 potential ordinary shares have not been included within
the calculation of statutory diluted loss per share for the quarter
end (30 September 2024: 13,656,055). These potential ordinary
shares could dilute earnings/loss per share in the
future.
10. Assets held
for sale
The strategic review announced in
January 2024 was completed in the quarter on 25 November 2024, with
a Company announcement that it had entered into a binding agreement
to sell its Genetics business area by way of the disposal of
Benchmark Genetics Limited and Benchmark Genetics Norway AS and
their respective subsidiaries to Starfish Bidco AS, a wholly owned
subsidiary of Novo Holdings A/S. The agreed deal includes
initial consideration of £230m, on a debt-free cash-free basis,
receivable on completion and additional contingent consideration of
up to £30.0m receivable in three years' time based on trading
performance of the core salmon subsegment in the period from 1
October 2024 to 30 September 2027. The deal is subject to
customary regulatory clearances and with most of these now
received, completion is expected in the next few weeks. At 30
September 2024, the Genetics business was treated as discontinued
operations (see note 8) and the assets and liabilities transferred
into held for sale as the sale at the year-end was considered
highly probable, and this treatment continues. Included below
within liabilities held for sale is £18.6m of borrowings held
within Genetics. The debt-free cash-free terms of the agreed
deal prescribe that these facilities will be paid out of the
proceeds received at completion.
During the
quarter, one of the leased properties held within right of use
assets in the Genetics business area was exited resulting in an
impairment of £1.7m against the property.
The assets
held for sale in Q1 2024 relate to certain property, plant and
equipment held withing the Health business area for which a
decision was made to sell as it was no longer required by the
business. An impairment charge of £0.4m had been incurred in
Q1 2024 to leave the property valued at £0.5m, before eventually
being sold in March 2024 for £0.4m.
Assets held for sale
All figures in £000s
|
Total assets transferred
Q1 2025 (unaudited)
|
Total assets transferred
Q1 2024 (unaudited)
|
Total assets transferred
FY 2024 (audited)
|
Property,
plant and equipment
|
55,332
|
500
|
54,095
|
Right-of-use assets
|
4,841
|
-
|
7,843
|
Intangible assets
|
43,743
|
-
|
42,760
|
Equity-accounted investees
|
2,028
|
-
|
2,304
|
Biological and agricultural assets
|
46,917
|
-
|
43,107
|
Inventories
|
475
|
-
|
502
|
Trade and
other receivables
|
11,132
|
-
|
12,641
|
Total Assets held for
sale
|
164,468
|
500
|
163,252
|
Liabilities directly
associated with the assets held for sale
All figures in £000s
|
|
|
Total liabilities
transferred
Q1 2025 (unaudited)
|
Total liabilities
transferred
Q1 2024 (unaudited)
|
Total liabilities
transferred
FY 2024 (audited)
|
Trade and
other payables
|
|
|
(13,454)
|
-
|
(11,754)
|
Loans and
borrowings
|
|
|
(18,561)
|
-
|
(22,314)
|
Corporation tax liability
|
|
|
(2,515)
|
-
|
(3,147)
|
Provisions
|
|
|
(608)
|
-
|
(568)
|
Deferred
tax liability
|
|
|
(9,042)
|
-
|
(8,914)
|
Total liabilities directly
associated with the assets held for sale
|
(44,180)
|
-
|
(46,697)
|
|
|
|
|
|
|
|
11.
Loans and
borrowings
|
Q1 2025
(unaudited)
|
Q1 2024
(unaudited)
|
FY 2024
(audited)
|
All
figures in £000's
|
Non-Current
|
|
|
|
2025 750m NOK Loan notes
|
-
|
57,403
|
-
|
Bank borrowings
|
-
|
16,349
|
-
|
Unamortised debt issue
costs
|
-
|
(532)
|
-
|
Lease liabilities
|
2,401
|
6,812
|
2,837
|
|
2,401
|
80,032
|
2,837
|
Current
|
|
|
|
2025 750m NOK Loan notes
|
52,677
|
-
|
53,125
|
Bank
borrowings
|
20,250
|
9,315
|
16,250
|
Unamortised debt issue costs
|
(658)
|
(842)
|
(931)
|
Lease liabilities
|
1,173
|
10,209
|
789
|
|
73,442
|
18,682
|
69,233
|
Total loans and
borrowings
|
75,843
|
98,714
|
72,070
|
The Group
has an unsecured floating rate listed green bond of NOK 750m in
issue. The bond which matures in September 2025, has a coupon of
three-month NIBOR + 6.50% p.a. with quarterly interest payments,
and is listed on the Oslo Stock Exchange.
The Group
has a secured GBP20m RCF provided by DNB Bank ASA, maturing on 27
June 2025. This facility was extended on the same terms in March
2024 by GBP 7.5m, to a total facility of GBP 27.5m, with the GBP
7.5m extension maturing on 27 March 2025. On 20 December
2024, the term of the additional £7.5m facility was extended to
expire on 27 June 2025 to match the expiry of the original
RCF. The margin on this combined facility is a minimum of
2.75% and a maximum of 3.25%, dependent upon the leverage of the
Group above the relevant risk-free reference or IBOR rates
depending on which currency is drawn.
The Q1
2025 loans and borrowings figure excludes £18.6m (Q1 2024: £nil, FY
2024 £22.3m) which have been classified as held for sale following
the decision to sell the Genetics business.
12.
Share capital and additional
paid-in share capital
|
Number
|
Share
Capital
|
Additional paid-in
share capital
|
Allotted, called up and
fully paid
|
|
£000
|
£000
|
Ordinary shares of 0.1 pence
each
|
|
|
|
Balance
at 30 September 2024
|
739,786,143
|
740
|
37,490
|
Exercise
of share options
|
550,100
|
-
|
-
|
Balance at 31 December
2024
|
740,336,243
|
740
|
37,490
|
The
holders of ordinary shares are entitled to one vote per share at
meetings of the company, and to receive dividends from time
to
time as
declared.
During
the quarter ended 31 December 2024, the Group issued a total
550,100 ordinary shares of 0.1p each to certain employees of the
Group relating to share options, all 550,100 were exercised at 0.1p
per share.
13.
Alternative performance measures and
other metrics
Management has presented the performance measures EBITDA,
Adjusted EBITDA, Adjusted EBITDA before fair value movement in
biological assets, Adjusted Operating Profit and Adjusted Profit
Before Tax because it monitors performance at a consolidated level
using these and believes that these measures are relevant to an
understanding of the Group's financial performance.
Adjusted
EBITDA which reflects underlying profitability, is earnings before
interest, tax, depreciation, amortisation, impairment, and
exceptional items and is shown on the Income Statement.
Adjusted
EBITDA before fair value movements in biological assets, which is
Adjusted EBITDA before the non-cash fair value movements in
biological assets arising from their revaluation in line with
International Accounting Standards.
Adjusted
Operating Profit is operating loss before exceptional items and
amortisation and impairment of intangible assets excluding
development costs as reconciled below.
Adjusted
Profit Before Tax is earnings before tax, amortisation and
impairment of intangibles assets excluding development costs, and
exceptional items as reconciled below. These measures are not
defined performance measures in IFRS. The Group's definition of
these measures may not be comparable with similarly titled
performance measures and disclosures by other entities.
Reconciliation of adjusted operating profit/(loss) to
operating loss (continuing)
All
figures in £000's
|
|
Q1 2025
(unaudited)
|
Q1 2024
Restated*
(unaudited)
|
FY 2024
(audited)
|
Revenue
|
|
17,722
|
25,313
|
90,365
|
Cost of
sales
|
|
(10,146)
|
(12,563)
|
(46,418)
|
Gross
profit
|
|
7,576
|
12,750
|
43,947
|
Research
and development costs
|
|
(567)
|
(687)
|
(2,443)
|
Other
operating costs
|
|
(7,257)
|
(8,568)
|
(29,582)
|
Depreciation and impairment
|
|
(840)
|
(5,093)
|
(10,949)
|
Amortisation and impairment of capitalised development
costs
|
|
(27)
|
(454)
|
(17,569)
|
Adjusted operating
loss
|
|
(1,115)
|
(2,052)
|
(16,596)
|
Exceptional including acquisition related items
|
|
(1,574)
|
(94)
|
(5,581)
|
Amortisation and impairment of intangible assets excluding
development costs
|
|
(3,354)
|
(3,410)
|
(13,322)
|
Operating
loss
|
|
(6,043)
|
(5,556)
|
(35,499)
|
*Q1 2024 numbers were restated to
reflect the results of the Genetics business being classified as
discontinued operations in FY24 in line with IFRS5 following the
decision to sell the business area (see note 8).
Reconciliation of adjusted
loss before taxation to adjusted operating loss
(continuing)
All
figures in £000's
|
|
Q1 2025
(unaudited)
|
Q1 2024
Restated*
(unaudited)
|
FY 2024
(audited)
|
|
|
|
|
|
Loss before
taxation
|
|
(7,067)
|
(9,089)
|
(45,925)
|
Exceptional - restructuring, acquisition and disposal related
items
|
|
1,574
|
94
|
5,581
|
Amortisation and impairment of intangible assets excluding
development costs
|
|
3,354
|
3,410
|
13,322
|
Adjusted loss before
tax
|
|
(2,139)
|
(5,585)
|
(27,022)
|
*Q1 2024
numbers were restated to reflect the results of the Genetics
business being classified as discontinued operations in FY24 in
line with IFRS5 following the decision to sell the business area
(see note 8).
13. Alternative performance measures and other metrics
(continued)
Other
Metrics
All
figures in £000's
|
|
Q1 2025
(unaudited)
|
Q1 2024
Restated*
(unaudited)
|
FY 2024
(audited)
|
Total R&D
Investment
|
|
|
|
|
Research
and development costs
|
|
|
|
|
-
Continuing operations
|
|
567
|
687
|
2,443
|
-
Discontinued operations
|
|
871
|
830
|
3,276
|
Internal
capitalised development costs
|
|
-
|
62
|
149
|
Total R&D
investment
|
|
1,438
|
1,579
|
5,868
|
Liquidity
A key
financial covenant is a minimum liquidity of £10m, defined
as cash plus undrawn facilities.
All
figures in £000's
|
|
Q1 2025
(unaudited)
|
Q1 2024
(unaudited)
|
FY 2024
(audited)
|
Cash and
cash equivalents
|
|
13,808
|
24,164
|
23,088
|
Undrawn
bank facility
|
|
7,250
|
12,250
|
11,250
|
Total
liquidity
|
|
21,058
|
36,414
|
34,338
|
The
undrawn bank facility relates to the RCF facility which was
increased from £20m to £27.5m in FY 2024. At 31 December
2024, £20.25m of the RCF was drawn (Q1 2024: £7.75m, FY 2024:
£16.25m), leaving £7.25m undrawn (Q1 2024: £12.25, FY 2024:
£11.25m).
14. Net
debt
Net debt is cash and cash
equivalents less loans and borrowings.
All figures in £000's
|
|
Q1 2025
(unaudited)
|
Q1 2024
(unaudited)
|
FY 2024
(audited)
|
Cash and
cash equivalents
|
|
13,808
|
24,164
|
23,088
|
Loans and
borrowings (excluding lease liabilities) - current
|
|
(72,269)
|
(8,473)
|
(68,444)
|
Loans and
borrowings (excluding lease liabilities) - non-current
|
|
-
|
(73,220)
|
-
|
Net debt excluding lease
liabilities
|
|
(58,461)
|
(57,529)
|
(45,356)
|
Lease
liabilities - current
|
|
(1,173)
|
(10,209)
|
(789)
|
Lease
liabilities - non-current
|
|
(2,401)
|
(6,812)
|
(2,837)
|
Net debt
|
|
(62,035)
|
(74,550)
|
(48,982)
|
The above
figures exclude loans and borrowings of £18,561,000 at 31 December
2024 (31 December 2023: £nil; 30 September 2024: £22,314,000)
relating to the Genetics business and included in liabilities held
for sale in note 10.