11 June 2024
BSF Enterprise
PLC
("BSF" or
the "Company")
Interim
Results
BSF (LSE: BSFA), (OTCQB: BSFAF), a UK
listed biotech company and owner of pioneering UK-based tissue
engineering company, 3D Bio-Tissues (3DBT), and corneal replacement
company, Kerato, is pleased to announce its unaudited interim
results for the six months ending 31 March 2024.
Highlights
·
Successfully completed 60-week study in
partnership with a prominent multinational fashion brand,
establishing an early proof of concept for 3DBT's tissue engineered
skin.
·
Formation of subsidiary company Kerato Ltd, to
focus specifically on developing applications and exploiting
opportunities for corneal tissue engineering.
·
Joint venture formed between 3DBT and
CellulaRevolution Ltd. to establish a leading end-to-end platform
for cost-effective cultivated meat production.
·
UK's foremost cultivated meat producer, Ivy Farm
Technologies Ltd, working with the Group to establish
cultivated meat production in Greater China.
·
Cash balance as at 31 March 2024 of
£1,373,000
·
Established a new subsidiary company, Lab-Grown
Leather Limited, which will be the vehicle for further customer
driven product development of our skin technology.
·
Appointment of Marcelo Bravo as Chief Business
Officer with responsibility for strategic partnerships and overall
business operations.
Che Connon, CEO of BSF Enterprise
commented:
"This year started with remarkable
advancements for us, marked by pivotal proof-of-concept agreements
for lab-grown leather, the expansion of our strategic partnerships,
and the receipt of grant funding to bolster our product
development. Our collaborations with leading fashion brands, have
validated the future market potential for this sustainable tissue
engineered skin.
"Our strategy is to establish our
skin technology as the premier sustainable leather material
solution and partner with the best-known brands and other key
players within the fashion industry to increase market penetration
and credibility, this will be done via our wholly owned spin out
company Lab-Grown Leather Ltd. Similarly, we are seeking to develop
novel product processes for scalable meat production, in
partnership with an existing food manufacturer. Overall, we are
currently focused on supporting the growth and self-sufficiency of
BSF's portfolio of companies.
"Looking ahead, we are confident
that our strategic direction and execution will continue to drive
growth and create value for all our stakeholders. I am excited
about the opportunities that lie ahead and look forward to sharing
our progress with you throughout the coming year."
For
further enquiries, please visit www.bsfenterprise.com or
contact:
|
BSF
Enterprise PLC
|
Via SEC Newgate below
|
|
Geoff Baker - Executive
Director
Che Connon - CEO &
Director
|
|
|
|
|
|
Shard Capital (Broker)
|
|
|
Damon Heath
Isabella Pierre
|
0207 186 9000
0207 186 9927
|
|
|
|
|
SEC
Newgate (Financial Communications)
|
|
|
Bob Huxford
Elisabeth Cowell
George Esmond
|
020 3757 6882
BSF@secnewgate.co.uk
|
ISIN of the Ordinary Shares is GB00BHNBDQ51
SEDOL Code is BHNBDQ5.
Notes to Editors
BSF Enterprise PLC (BSF) is focused
on unlocking the next generation of biotechnological solutions to
deliver sustainable materials and products across
a variety of sectors. BSF Enterprise's core technology
platform in industrial tissue engineering allows the manufacture at
scale of lab-grown alternatives to animal and human tissues,
helping deliver sustainable products and materials of the future.
The Company's technologies have multiple applications across
consumer and medical markets including lab-grown leather,
cultivated meat, human corneas and in vitro animal
models.
BSF owns 100% of pioneering UK-based
tissue engineering companies 3D Bio-Tissues (3DBT), that
successfully produced the UK's first high-quality cultivated meat
and lab-grown skin from its laboratory and Kerato, a developer of
lab-grown corneal replacement tissue for medical and research uses.
In addition, it owns 100% of BSF Enterprise (Hong Kong) Limited
which is actively supporting commercialisation of our technology in
China and Asia.
BSF aims to deliver growth to
shareholders through the continued commercialisation and expansion
of the Groups IP, which has multiple applications, as well as
through M&A. BSF aims to build a comprehensive portfolio in
tissue engineering and related applications and license out IP to
various stakeholders in the supply chain to enable manufacture at
scale and achieve widespread market penetration.
Chairman's Statement
It is with great pride and on behalf
of the Board, I present the 2024 Interim financial statements of
BSF Enterprise Plc for the six months ended 31 March
2024.
During the period and year to date,
the Company has made remarkable advances in bringing to life its
strategy. This has been marked by continuing progress in the
development and demonstration of applications of its technology,
coupled with the expansion of strategic partnerships, setting the
stage for future commercial development.
Most recently, the Company announced
significant strides in its lab-grown leather programme. In
partnership with a prominent multinational fashion company, we have
completed a 60-week study, establishing early proof of concept for
3DBT's tissue engineered skin as a viable and ethical alternative
to animal skin. This represents a crucial first step in the
programme and is an industry milestone, as we believe this to be
the first scaffold-free skin product, thereby containing no
additives.
In parallel, the Company has
announced a collaboration with Maison Amelie Pichard, a renowned
sustainable fashion brand. Going forward, the Company plans to
establish a range of partnerships with major multinational brand
owners while in parallel collaborating with designers to
demonstrate finished product applications and position its 3DBT
Skin product as the premier sustainable leather material
solution.
We are also pleased to announce that
in February 2024 we completed the formation of Lab-Grown Leather
Ltd as a subsidiary company of BSF. This will be the vehicle for
further customer driven product development of our skin
technology.
In a further strategic step, BSF has
partnered with Ivy Farm Technologies Ltd ('Ivy Farm'), a foremost
cultivated meat producer in the UK. This collaboration aims to
fundraise, introduce, and expand Ivy Farm's cultivated meat
initiatives in China through BSF Enterprise (Hong Kong) Ltd which
was established back in March. Noteworthy, 3DBT is collaborating
with Ivy Farm to test its City Mix™ media additive, aiming to
reduce cultivated meat production costs in Asia.
Also, in the period the Company
announced the intent of forming a joint venture with
CellulaRevolution Ltd. combining CellulaRevolution's bioprocessing
expertise with 3DBT's muscle tissue engineering knowledge, aiming
to establish a leading platform for cost-effective cultivated meat
production. Detailed objectives milestones for this joint venture
will be announced in the coming months.
Earlier in the period the Company
announced the formation of Kerato Ltd, to focus specifically on
developing applications and exploiting opportunities for corneal
tissue engineering. As part of its broader agenda, the
Company has recently announced a collaboration with Newcastle
University to work on the development of an ethical, and
sustainable model for ocular toxicity testing.
BSF Enterprise's partnerships and
collaborations highlight its commitment to sustainability, ethics,
and innovation in sectors such as materials, food technology, and
biotechnology. Through strategic alliances, BSF advances tissue
engineering and other related technologies that promote
environmental sustainability and ethical production practices.
Overall, BSF remains committed to driving advancements in
biotechnology to foster a more ethical and sustainable future
across various industries.
On behalf of the Board, I wish to
convey our profound appreciation to our shareholders for
persistently backing us and having faith in our aspirations and
plans. We are resolute in honouring our commitments and generating
enduring worth for all interested parties.
Chief Executive's Report
I am pleased to present my report
for the six months ended 31 March 2024.
Financial summary
The net loss for the period ended 31
March 2024 was £864,775 (2023: £656,206 loss). The increase in the
loss compared with the corresponding six-month period in 2023 is,
in the main, reflective of an increase in the Group's research and
marketing activities. This includes the establishment of Kerato in
October 2023. Grant income of £3,779 was received in the period
(2023: £84,926), and the Group generated revenues of £54,295 (2023:
£nil).
The loss per share increased from
0.76 pence per share to 0.84 pence per share.
Cash flow
The Group's cash balances as at 31
March 2024 were £1,373,000 (compared with £2,319,000 at 30
September 2023). The reduction in cash balances reflects the losses
for the period.
Dividends
During the period ended 31 March
2024, there were no dividends paid or proposed.
Business Review
Successful Lab-grown Leather Proof of Concept
Agreements
BSF and 3DBT, has received over
£90,000 to date in payments, support and funding for several
proof-of-concept (PoC) agreements for the development of lab-grown
leather samples.
In 2023, 3DBT agreed to provide a
major multinational fashion company with four bio-engineered
samples of animal skin tissue, measuring up to 10 by 10 cm in size
and between 0.5 mm to 1 mm in thickness. The partnership was
carried out to look at the validity and suitability of 3DBT's
tissue engineered skin as a sustainable, ethical alternative for
leather tanning and the production of traditional leather
goods.
Following the conclusion of a
60-week study, in which 3DBT's PoC study successfully achieved and
fulfilled the technical and operational requirements of the
agreement, a more formal strategic and financial partnership has
since continued with 3DBT now developing bio-engineered samples
measuring up to 10 by 10 cm in size and 2 mm in thickness. To date,
BSF has received over £50,000 in initial payments from the
partnership and which has been included in reported
revenues.
The production of tissues with such
thickness and their successful application with a prominent global
fashion brand represents an important milestone for 3DBT and the
wider industrial tissue engineering industry. 3DBT is currently
engaged with other fashion companies to establish the suitability
of its skin product as a sustainable, ethical alternative to
traditional leather. We hope to make a further update on formal
commercial agreements in the coming months.
Additionally, BSF Enterprise has
benefitted from £38,000 in grant funding from the Government agency
Innovate UK to begin its project with the University of
Northampton. The project will use 3DBT's bio-equivalent dermal
tissue, combined with the University of Northampton's leather
manufacturing knowledge, for the development of ethical and
sustainable leather.
The project will look to use 3DBT's
tissue engineered dermis as a replacement for animal skin and hide,
developing processes to transform this innovative raw material into
a premium material, suitable for leather-based footwear, apparel,
handbags, furniture, fashion, automotive and accessories. The
resulting technology gained alongside that previously developed by
3DBT will be transferred into BSF Enterprise's latest spinout
Lab-Grown Leather Ltd, facilitating a more focused group to move
forward with the tissue engineered leather
opportunities.
City-MixTM
Numerous companies have successfully
tested City-MixTM, with several cultivated meat
producers progressing to larger scale testing for various
applications. In addition, we have started a collaboration with Ivy
Farm, which is assessing the ability of City Mix™ to reduce the
cost of cultivated meat production in Asia.
Following exhibitions of
City-MixTM at prominent bio-pharma events we have had
numerous enquiries and are working to understand the potential
application of City Mix to a variety of disciplines including gene
therapy, stem cells and regenerative medicine.
Kerato
Kerato, BSF's corneal replacement
company, was founded during the period and the Company is making
strong operational progress. Kerato has identified a number of
opportunities for corneal tissue engineering and we expect to
update the market on our progress in the near future.
Appointment of Chief Business Officer
Marcelo Bravo appointed as Chief
Business Officer with responsibility for strategic partnerships and
overall business operations. Marcelo is a seasoned
entrepreneur and C-level executive with expertise in life sciences,
consumer healthcare, advanced materials, and FMCG. He has founded
four startups, raising approximately £50 million and leading two to
public listing on the AIM market.
Marcelo has extensive experience in
launching and expanding businesses, leveraging partnerships with
major corporates worldwide. He is currently Executive Chairman of
FoodMarble Digestive Health Ltd and Chairman of Oxford
Pharmascience Ltd. Marcelo holds degrees in Chemistry
(B.A.), Chemical Engineering (B.Sc.), Management (M.Sc.), and
Experimental Therapeutics (M.Sc.).
Outlook
This year started with remarkable
advancements for us, marked by pivotal proof-of-concept agreements
for lab-grown leather, the expansion of our strategic partnerships,
and the receipt of grant funding to bolster our product
development. Our collaborations with leading fashion brands, have
validated the future market potential for this sustainable
material.
Our strategy is to establish our
skin technology as the premier sustainable leather material
solution and partner with the best-known brands and other key
players within the leather industry to increase market penetration
and credibility, this will be done via our wholly owned spin out
company Lab-Grown Leather Ltd. Similarly we are seeking to develop
novel product processes for scalable meat production, in
partnership with an existing food manufacturer. Overall, we are
currently focused on supporting the growth and self-sufficiency of
BSF's portfolio of companies.
Looking ahead, we are confident that
our strategic direction and execution will continue to drive growth
and create value for all our stakeholders. I am excited about the
opportunities that lie ahead and look forward to sharing our
progress with you throughout the coming year.
Che Connon, Chief Executive
Officer
10 June
2024
Registered number:
11554014
BSF Enterprise
Plc
Unaudited Interim
Consolidated Financial Statements
for the period ended 31 March
2024
Statement of directors' responsibilities in respect of the
interim results
The Directors; being Min Yang
(Non-Executive Chairman), Dr Che Connon (Managing Director),
Geoffrey Baker (Executive Director) and Dennis Ow (Non-Executive
Director) confirm that the set of Interim Financial Statements has
been prepared in accordance with International Accounting Standard
34 "interim financial reporting", as it applies in the European
Union and that interim report includes a fair review of the
information required by DTR 4.2.7R and DTR 4.2.8R,
namely:
·
an indication of important events that have
occurred during the first six months of the financial
year;
·
and material related party transactions in the
first six months and any material changes in the related party
transactions described in the last annual report.
By order of the Board
Min Yang
Chairman
10 June 2024
Consolidated Statement of
Comprehensive Income
for
the period ended 31 March 2024
|
|
|
|
6-month
period
|
|
6-month
period
|
|
|
|
to 31 March
|
|
to 31 March
|
|
|
|
2024
|
|
2023
|
|
|
|
|
(Unaudited)
|
|
(Unaudited)
|
|
|
Note
|
|
£
|
|
£
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
3
|
|
54,295
|
|
-
|
|
|
|
|
|
|
|
|
Cost of sales
|
|
|
(25,997)
|
|
-
|
|
Gross profit
|
|
|
28,298
|
|
-
|
|
|
|
|
|
|
|
|
Grant income
|
4
|
|
3,779
|
|
84,926
|
|
|
|
|
|
|
|
|
Administrative expenses
|
5
|
|
(893,278)
|
|
(728,435)
|
|
|
|
|
|
|
|
|
Operating loss for the period
|
|
|
(861,201)
|
|
(643,509)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Finance expense - right-of-use lease
liabilities
|
|
|
(3,607)
|
|
(5,550)
|
|
|
|
|
|
|
|
|
Interest received
|
|
|
33
|
|
-
|
|
|
|
|
|
|
|
|
Loss
before taxation
|
|
|
(864,775)
|
|
(649,059)
|
|
|
|
|
|
|
|
|
Taxation
|
6
|
|
-
|
|
(7,147)
|
|
|
|
|
|
|
|
|
Loss
for the period
|
|
|
(864,775)
|
|
(656,206)
|
|
|
|
|
|
|
|
|
Loss
and total comprehensive loss for the financial
period
|
|
|
(864,775)
|
|
(656,206)
|
|
|
|
|
|
|
|
|
Earnings per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted (pence per share)
|
7
|
|
(0.84)
|
|
(0.76)
|
|
|
|
|
|
|
|
There are no items of other
comprehensive income.
The notes to
the interim financial statements form an integral part of these
interim financial statements.
Consolidated Statement of Financial
Position
as
at 31 March 2024
|
|
|
As at
31 March
2024
(Unaudited)
|
|
As at
30 September
2023
(Audited)
|
|
|
Note
|
£
|
|
£
|
|
Assets
|
|
|
|
|
|
Non-current assets
|
|
|
|
|
|
Property, plant and
equipment
|
8
|
95,052
|
|
105,032
|
|
Right-of-use assets
|
9
|
109,921
|
|
147,801
|
|
Intangible assets
|
10
|
2,485,290
|
|
2,485,290
|
|
Total non-current assets
|
|
2,690,263
|
|
2,738,123
|
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
Cash and cash equivalents
|
11
|
1,373,763
|
|
2,319,061
|
|
Receivables and
prepayments
|
12
|
168,780
|
|
157,612
|
|
Inventory
|
13
|
68,542
|
|
45,811
|
|
Total current assets
|
|
1,611,085
|
|
2,522,484
|
|
|
|
|
|
|
|
Total assets
|
|
4,301,348
|
|
5,260,607
|
|
|
|
|
|
|
|
Equity and liabilities
|
|
|
|
|
|
Capital and reserves
|
|
|
|
|
|
Share capital - issued and fully
paid
|
16
|
955,384
|
|
955,384
|
|
Share capital - issued but
unpaid
|
16
|
77,985
|
|
77,985
|
|
Share premium - fully paid
|
16
|
6,292,888
|
|
6,292,888
|
|
Warrant reserve
|
16
|
34,785
|
|
34,785
|
|
Accumulated losses
|
|
(3,366,837)
|
|
(2,502,062)
|
|
Total equity
|
|
3,994,205
|
|
4,858,980
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
Trade and other payables
|
14
|
108,228
|
|
166,764
|
|
Taxes and social security
|
|
60,962
|
|
57,973
|
|
Lease liabilities
|
15
|
80,931
|
|
78,883
|
|
|
|
250,121
|
|
303,620
|
|
Non-current liabilities
|
|
|
|
|
|
Lease liabilities
|
15
|
37,066
|
|
78,051
|
|
Deferred tax
|
6
|
19,956
|
|
19,956
|
|
|
|
57,022
|
|
98,007
|
|
Total liabilities
|
|
307,143
|
|
401,627
|
|
|
|
|
|
|
|
Total equity and liabilities
|
|
4,301,348
|
|
5,260,607
|
The notes to the interim
financial statements form an integral part
of these interim financial statements.
Consolidated Statement of Changes
in Equity
for
the period ended 31 March 2024
|
|
Share capital issued and paid
up
|
Share capital issued and
unpaid
|
Share premium fully
paid
|
Share premium
unpaid
|
Warrant
reserve
|
Retained
deficit
|
Total
|
|
|
£
|
£
|
£
|
£
|
£
|
£
|
£
|
|
As
at 30 September 2022
|
781,884
|
77,985
|
3,711,576
|
-
|
12,537
|
(1,001,020)
|
3,582,962
|
|
Comprehensive income for the period
|
|
|
|
|
|
|
|
|
Loss for the period
|
-
|
-
|
-
|
-
|
-
|
(656,206)
|
(656,206)
|
|
Total comprehensive loss for the
period
|
-
|
-
|
-
|
-
|
-
|
(656,206)
|
(656,206)
|
|
Issue of shares
|
3,442
|
166,411
|
54,058
|
2,662,583
|
-
|
-
|
2,886,494
|
|
Issue of warrants
|
-
|
-
|
(22,248)
|
-
|
22,248
|
-
|
-
|
|
Share issue costs
|
-
|
-
|
(171,440)
|
-
|
-
|
-
|
(171,440)
|
|
Transactions with
shareholders
|
3,442
|
166,411
|
(139,630)
|
2,662,583
|
22,248
|
-
|
2,715,054
|
|
As
at 31 March 2023
|
785,326
|
244,396
|
3,571,946
|
2,662,583
|
34,785
|
(1,657,226)
|
5,641,810
|
|
|
|
|
|
|
|
|
|
|
As
at 30 September 2023
|
955,384
|
77,985
|
6,292,888
|
-
|
34,785
|
(2,502,062)
|
4,858,980
|
|
Comprehensive income for the period
|
|
|
|
|
|
|
|
|
Loss for the period
|
-
|
-
|
-
|
-
|
-
|
(864,775)
|
(864,775)
|
|
Total comprehensive loss for the
period
|
-
|
-
|
-
|
-
|
-
|
(864,775)
|
(864,775)
|
|
As
at 31 March 2024
|
955,384
|
77,985
|
6,292,888
|
-
|
34,785
|
(3,366,837)
|
3,994,205
|
Consolidated Statement of Cash
Flows
for
the period ended 31 March 2024
|
|
|
6-month
period
to 31 March
2024
(Unaudited)
|
|
6-month
period
to 31 March
2023
(Unaudited)
|
|
|
Note
|
£
|
|
£
|
|
Cash
flow from operating activities
|
|
|
|
|
|
Loss after tax
|
|
(864,775)
|
|
(656,205)
|
|
Tax expense
|
|
-
|
|
7,147
|
|
Depreciation
|
|
55,786
|
|
52,752
|
|
Interest received
|
|
(33)
|
|
-
|
|
|
|
|
|
|
|
Changes in working capital:
|
|
|
|
|
|
(Decrease) / increase in trade and
other payables
|
|
(55,548)
|
|
166,512
|
|
Increase in receivables
|
|
(11,168)
|
|
(50,846)
|
|
Increase in inventory
|
|
(22,731)
|
|
(18,444)
|
|
Net
cash used in operating activities
|
(898,469)
|
|
(499,084)
|
|
|
|
|
|
|
|
Cash
flow from investing activities
|
|
|
|
|
|
Acquisition of plant and
equipment
|
8
|
(7,926)
|
|
(63,060)
|
|
Interest received
|
|
33
|
|
-
|
|
Net
cash from investing activities
|
|
(7,893)
|
|
(63,060)
|
|
|
|
|
|
|
|
Cash
flow from financing activities
|
|
|
|
|
|
Issue of shares
|
16
|
-
|
|
57,500
|
|
Costs of share issues
|
16
|
-
|
|
(171,440)
|
|
Repayment of lease
liabilities
|
15
|
(38,936)
|
|
(36,994)
|
|
Net
cash used in financing activities
|
|
(38,936)
|
|
(150,934)
|
|
|
|
|
|
|
|
Net
cash flow for the period
|
|
(945,298)
|
|
(713,078)
|
|
|
|
|
|
|
|
Cash
and cash equivalents at beginning of the period
|
11
|
2,319,061
|
|
1,061,529
|
|
Cash
and cash equivalents at end of the period
|
11
|
1,373,763
|
|
348,451
|
1. Accounting
policies
Basis of preparation of Interim Financial
Statements
The Interim
Consolidated Financial Statements have been prepared in accordance
with IAS 34 "Half Year Financial Reporting" as it applies in the
United Kingdom and the Disclosure and Transparency Rules of the
Financial Conduct Authority. These Interim Financial Statements do
not comprise statutory accounts within the meaning of section 434
of the Companies Act 2006, do not include all the notes of the type
normally included in an annual financial report and have not been
audited or reviewed by the auditors pursuant to the Financial
Reporting Council guidance on Review of Interim Financial
Information. Accordingly, this report should be read in conjunction
with the annual report for the year ended 30 September 2023 (the
"Annual Report and Consolidated Financial Statements"), which has
been prepared in accordance with UK-adopted International
Accounting Standards in conformity with the requirements of the
Companies Act 2006.
The Annual Consolidated Financial
Statements constitute statutory accounts as defined in section 434
of the Companies Act 2006 and a copy of these statutory accounts
has been delivered to the Registrar of Companies. The auditor's
report on those statutory accounts was unqualified, drew attention
to a material uncertainty in relation to going concern by way of
emphasis, and did not contain a statement under 498(2) or 498(3) of
the Companies Act 2006.
The accounting policies adopted in
the preparation of the Interim Consolidated Financial Statements
are consistent with those used to prepare the Consolidated
Financial Statements for the year ended 30 September 2023 and those
applicable for the year ended 30 September 2024. The preparation of
these Interim Consolidated Financial Statements requires management
to make judgements, estimates and assumptions that affect the
application of accounting policies and the reported amounts of
assets and liabilities, income and expense. Actual results may
differ from these estimates. In preparing these Interim Financial
Statements, the significant judgements made by management in
applying the accounting policies and the key sources of estimation
uncertainty were the same as those that applied to the Annual
Consolidated Financial Statements described above.
The Interim Consolidated Financial
Statements have been prepared on a going concern basis, under the
historical cost convention.
2.
Going
concern
The Group had cash of £1.37 million
as at 31 March 2024. On the basis of the Group's cash position and
forecasts, the Board considers the Group to have sufficient
resources to remain in operational existence for the foreseeable
future.
3. Revenue
|
|
6-month period ended 31 March
2024 (Unaudited)
|
|
6-month period ended 31 March
2023 (Unaudited)
|
|
|
£
|
|
£
|
|
Proof of concept revenues
|
54,000
|
|
-
|
|
Consumable sales
|
295
|
|
-
|
|
|
54,295
|
|
-
|
4. Grant
income
|
|
6-month period ended 31 March
2024 (Unaudited)
|
|
6-month period ended 31 March
2023 (Unaudited)
|
|
|
£
|
|
£
|
|
Grant income
|
3,779
|
|
84,926
|
|
|
3,779
|
|
84,926
|
5.
Administrative
expenses
|
|
6-month period ended 31 March
2024 (Unaudited)
|
|
6-month period ended 31 March
2023 (Unaudited)
|
|
|
£
|
|
£
|
|
Legal and professional
fees
|
198,175
|
|
136,676
|
|
Consulting fees
|
116,223
|
-
|
126,150
|
|
Accounting and tax fees
|
5,490
|
|
7,369
|
|
Directors' remuneration (see
below)
|
121,402
|
|
95,192
|
|
Staff costs
|
225,676
|
-
|
149,381
|
|
Service charges - BSF International
Limited (Note 16)
|
30,000
|
|
30,000
|
|
Purchase of consumables
|
-
|
|
35,955
|
|
Marketing
|
12,623
|
-
|
5,310
|
|
Bank charges
|
1,937
|
|
448
|
|
Depreciation
|
55,786
|
|
52,752
|
|
Property costs
|
19,502
|
|
20,128
|
|
Travel and accommodation
|
50,034
|
|
27,911
|
|
Other
|
56,430
|
|
41,163
|
|
|
893,278
|
|
728,435
|
Directors' remuneration
|
|
6-month period ended 31 March
2024 (Unaudited)
|
|
6-month period ended 31 March
2023 (Unaudited)
|
|
Executive Directors
|
£
|
|
£
|
|
Dr Che Connon
|
55,402
|
|
50,192
|
|
Non-executive Directors
|
|
-
|
|
|
Geoff Baker
|
36,000
|
|
15,000
|
|
Min Yang
|
15,000
|
|
15,000
|
|
Dennis Ow
|
15,000
|
|
15,000
|
|
|
121,402
|
|
95,192
|
6. Taxation
The charge for the period is
made up as follows:
|
|
6-month period ended 31 March
2024 (Unaudited)
|
|
6-month period ended 31 March
2023 (Unaudited)
|
|
|
£
|
|
£
|
|
Current tax
|
|
|
|
|
Research and development tax
credit
|
-
|
|
-
|
|
Deferred tax
|
|
|
|
|
Deferred tax expense
|
-
|
|
7,147
|
|
Tax charge for the period
|
-
|
|
7,147
|
The movements in tax receivable
balances are summarised as follows:
|
|
6-month period ended 31 March
2024 (Unaudited)
|
|
Year ended 30 September 2023
Audited
|
|
|
£
|
|
£
|
|
|
|
|
|
|
Balance brought forward
|
-
|
|
33,950
|
|
Received
|
-
|
|
(33,950)
|
|
Balance carried forward
|
-
|
|
-
|
Deferred tax:
The movements in deferred tax
liabilities are summarised as follows:
|
|
6-month period ended 31 March
2024 (Unaudited)
|
|
Year ended 30 September 2023
Audited
|
|
|
£
|
|
£
|
|
Balance brought forward
|
(19,956)
|
|
(13,963)
|
|
Deferred tax expense
|
-
|
|
(5,993)
|
|
Balance carried forward
|
(19,956)
|
|
(19,956)
|
7. Earnings per
share
The calculation of earnings per
share is based on the following loss and number of
shares:
|
|
6-month period ended 31 March
2024 (Unaudited)
|
|
6-month period ended 31 March
2023 (Unaudited)
|
|
|
|
|
|
|
Loss for the period from continuing
operations
|
£(864,775)
|
|
£(656,206)
|
|
Weighted average shares in
issue
|
103,336,937
|
|
86,280,375
|
|
Earnings per share (in
pence)
|
(0.84p)
|
|
(0.76p)
|
The Company presents basic and
diluted loss per share information for its ordinary shares. Basic
loss per share is calculated by dividing the loss attributable to
ordinary shareholders of the Company by the weighted average number
of ordinary shares in issue during the reporting period. Diluted
earnings per share are determined by adjusting the profit or loss
attributable to ordinary shareholders and the weighted average
number of ordinary shares outstanding for the effects of all
dilutive potential ordinary shares.
There is no difference between the
basic and diluted earnings per share, as the Company's outstanding
warrants are anti-dilutive.
8. Property, plant
and equipment
|
Plant and equipment
|
6-month period ended 31 March
2024 (Unaudited)
|
|
Year ended 30 September 2023
Audited
|
|
|
£
|
|
£
|
|
Cost:
|
|
|
|
|
Balance brought forward
|
145,762
|
|
80,914
|
|
Additions
|
7,926
|
|
64,848
|
|
Balance carried forward
|
153,688
|
|
145,762
|
|
|
|
-
|
|
|
Depreciation:
|
|
|
|
|
Balance brought forward
|
40,730
|
|
7,426
|
|
Charge for the period
|
17,906
|
|
33,304
|
|
Balance carried forward
|
58,636
|
|
40,730
|
|
|
|
-
|
|
|
Net book value:
|
|
|
|
|
As at period / year end
|
95,052
|
|
105,032
|
9. Right-of-use
assets
|
Land
and buildings
|
6-month period ended 31 March
2024 (Unaudited)
|
|
Year ended 30 September 2023
Audited
|
|
|
£
|
|
£
|
|
Cost:
|
|
|
|
|
Balance brought forward
|
237,656
|
|
237,656
|
|
Additions
|
-
|
|
-
|
|
Balance carried forward
|
237,656
|
|
237,656
|
|
|
|
-
|
|
|
Depreciation:
|
|
|
|
|
Balance brought forward
|
89,855
|
|
14,096
|
|
Charge for the period
|
37,880
|
|
75,759
|
|
Balance carried forward
|
127,735
|
|
89,855
|
|
Net book value:
|
|
|
|
|
As at period / year end
|
109,921
|
|
147,801
|
10. Intangible
assets
Goodwill of £2,485,290 relating to
the acquisition of 3DBT was allocated to the 3DBT business and
represents a Cash Generating Unit ("CGU"). Management considers
that that there are no events or changes in circumstances which
would indicate that the carrying amount of goodwill may not be
recoverable. Accordingly, no impairment has been
recognised.
11. Cash and cash
equivalents
|
|
As at 31
March
2024
(Unaudited)
|
|
As at 30 September 2023
(Audited)
|
|
|
£
|
|
£
|
|
|
|
|
|
|
Cash at bank
|
1,373,763
|
|
2,319,061
|
Total cash balances of £34,314 are
denominated in Hong Kong Dollars. All other bank balances are
denominated in Sterling. The Directors consider that the carrying
value of cash and cash equivalents represents their fair
value.
12. Receivables and
prepayments
|
|
As at 31
March
2024
(Unaudited)
|
|
As at 30 September 2023
(Audited)
|
|
|
£
|
|
£
|
|
Trade receivables
|
4,215
|
|
11,917
|
|
Prepayments
|
37,965
|
|
15,075
|
|
Amounts receivable on issue of
restricted shares
|
77,985
|
|
77,985
|
|
Vat recoverable
|
48,583
|
|
52,603
|
|
Other receivables
|
32
|
|
32
|
|
|
168,780
|
|
157,612
|
13. Inventories
|
|
As at 31
March
2024
(Unaudited)
|
|
As at 30 September 2023
(Audited)
|
|
|
£
|
|
£
|
|
Raw materials and laboratory
consumables
|
68,542
|
|
45,811
|
|
|
68,542
|
|
45,811
|
14. Trade and other
payables
|
|
As at 31
March
2024
(Unaudited)
|
|
As at 30 September 2023
(Audited)
|
|
Current:
|
£
|
|
£
|
|
Trade payables
|
27,661
|
|
90,594
|
|
Accruals
|
80,567
|
|
76,170
|
|
|
108,228
|
|
166,764
|
15. Lease liabilities
|
Land
and buildings
|
6-month period ended 31 March
2024 (Unaudited)
|
|
Year ended 30 September 2023
Audited
|
|
|
£
|
|
£
|
|
Balance brought forward
|
156,933
|
|
231,879
|
|
Additions
|
-
|
|
-
|
|
Lease payments
|
(38,936)
|
|
(74,946)
|
|
Balance carried forward
|
117,997
|
|
156,933
|
The finance expense recognised in
respect of these leases amounted to £3,607 in the period ended 31
March 2024 (period ended 31 March 2023: £5,550).
The maturity of lease liabilities is
as follows:
|
Land
and buildings
|
As at 31
March
2024
(Unaudited)
|
|
As at 30 September 2023
(Audited)
|
|
|
£
|
|
£
|
|
Non-current liabilities
|
37,066
|
|
78,051
|
|
Current liabilities
|
80,931
|
|
78,883
|
|
Right-of-use lease
liabilities
|
117,997
|
|
156,934
|
16. Share capital and share
premium
|
|
Number of
shares
|
Share
capital
|
Share
premium
|
|
Issued Ordinary shares of £0.01
each
|
|
£
|
£
|
|
|
|
|
|
|
At 30 September 2023
|
103,336,937
|
1,033,369
|
6,292,888
|
|
Issue of Ordinary shares
|
-
|
-
|
-
|
|
As at 31 March 2024
|
103,336,937
|
1,033,369
|
6,292,888
|
|
Issue and fully paid
|
95,538,446
|
955,384
|
6,292,888
|
|
Issued and unpaid
|
7,798,491
|
77,985
|
-
|
|
|
|
|
|
|
As at 31 March 2024
|
103,336,937
|
1,033,369
|
6,292,888
|
17. Related party
transactions
a) Geoff Baker and Min
Yang are directors of both BSF Enterprise plc and BSF International
Limited. Both Geoff Baker and Min Yang who are directors of 3DBT
and are directors of BSF Angel Funding Limited which is a shareholder in the
Company.
b) Key management are
considered to be the directors and their remuneration is disclosed
in Note 4 above.
c) BSF International
Limited, a shareholder in BSF Angel Funding Limited, provided
accounting support and other administration services to the Group
during the period ended 31 March 2024 totalling £30,000 (2023:
£30,000).
18. Subsequent
events
The Company has evaluated subsequent
events and determined that there have been no events that have
occurred that would require adjustments to our disclosures in these
interim financial statements.