REG - Agronomics Limited - Unaudited Interim Results
14/02/2024 07:00
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RNS Number : 0371D Agronomics Limited 14 February 2024
14 February 2024
Agronomics Limited
("Agronomics" or the "Company")
Unaudited Interim Results for the six-month period ending 31 December 2023
Agronomics Limited (AIM:ANIC), the leading listed company focused on the field
of cellular agriculture, is pleased to announce its unaudited interim results
for the six-month period ending 31 December 2023. A copy of these Interim
Results is available on the Company's website www.agronomics.im
(http://www.agronomics.im) .
Financial highlights
● The Company's Net Asset Value per Share at 31 December 2023
was 16.90 pence (30 June 2023: 16.94 pence) - a decrease of 0.2%. The share
price of 9.5 pence at the 31 December 2023 close represented a discount of 43%
to the 31 December 2023 NAV per share.
● Investment income, including loan interest and net unrealised
gains, was £696,120 (31 December 2022: £19,870,529). during the six-month
period.
● Operating expenses for the period were £756,570 (31 December
2022: £800,227).
● A net loss of £437,924 (31 December 2022: profit of £18,582,602)
was recognised during the period.
● The carrying amount of invested assets at the half year was
£145,879,692 (30 June 2023: £141,773,297), and cash and cash equivalents and
cash deposits stood at £22,007,344 (30 June 2023: £28,093,984).
● Net assets decreased to £167,826,248 at 31 December 2023 (30 June
2023: £168,263,512). The decrease is largely due to unrealised foreign
currency losses on investments of £792,957 recognised during the period.
Investment highlights
● 09 August 2023,
(https://polaris.brighterir.com/public/agronomics/news/rns/story/x44m4ox)
Agronomics co-led portfolio company Meatable's €30 million Series B round
with a €4 million investment alongside New Agrarian Company Limited.
● 14 August 2023,
(https://polaris.brighterir.com/public/agronomics/news/rns/story/w9m5gex)
Agronomics invested £700k in portfolio company Clean Food Group £2.3 million
pre-series A financing round. The round was led by Alianza Team, a leading
South American food company which has 75 years of experience and expertise in
developing functional, value-add oils and fats products for the world's
leading food manufacturers.
● 09 October 2023
(https://polaris.brighterir.com/public/agronomics/news/rns/story/w9mp0px) ,
portfolio company BlueNalu closed a US$ 33.5 million Series B round led by
NEOM with a US$ 20 million investment. The investment was accompanied by the
signing of an MoU with BlueNalu for the commercialisation, marketing and
distribution of BlueNalu's cultured seafood.
● 16 November 2023
(https://polaris.brighterir.com/public/agronomics/news/rns/story/rn4q7kx) ,
portfolio company Solar Foods closed an €8 million Series B financing round
through the Finnish-based investment organiser Springvest.
● 01 December 2023
(https://polaris.brighterir.com/public/agronomics/news/rns/story/w9n68gr) ,
portfolio company Liberation Labs secured a US$ 25 million loan for its
biomanufacturing facility in Richmond, Indiana. The loan was awarded by Ameris
Bank which received a loan guarantee from the USDA as part of its "Business
and Industry" loan guarantee program.
● 05 December 2023
(https://polaris.brighterir.com/public/agronomics/news/rns/story/xj76z1x) ,
portfolio company Clean Food Group was awarded government funding towards a
£1 million project to accelerate novel low-emission food production systems.
James Mellon, Chairperson of Agronomics, commented: -
"The Board anticipates a number of positive developments within the portfolio
during 2024. With the first regulatory approvals for the field now having
been granted in major jurisdictions such as the US, we are confident that in
2024 we will witness additional regulatory approvals and commercial
partnerships from companies within the Agronomics portfolio. In addition,
notwithstanding that broader financial conditions remain challenging, it is
anticipated that several portfolio companies will achieve material funding
rounds providing them with the capital they need to continue to improve their
processes and push their production towards cost parity with conventional
production methods."
For further information please contact:
Agronomics Beaumont Canaccord Genuity Limited Cavendish Securities Plc Peterhouse Capital SEC Newgate
Limited Cornish Limited Limited
The Company Nomad Joint Broker Joint Broker Joint Broker Public Relations
Jim Mellon Roland Cornish Andrew Potts Giles Balleny Lucy Williams Ed Orlebar
Denham Eke James Biddle Harry Pardoe Michael Johnson Charles Goodfellow Alistair Walker
Alex Aylen (Head of Equities)
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET
ABUSE REGULATION (EU No. 596/2014) AS IT FORMS PART OF UK DOMESTIC LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018. UPON THE PUBLICATION OF
THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE
INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS
SHALL THEREFORE CEASE TO BE IN POSSESSION OF INSIDE INFORMATION.
Chairman's statement
Introduction
I am pleased to present the Unaudited Interim Results for Agronomics Limited
(the "Company" or "Agronomics") for the six-month period ending 31 December
2023.
This half-year, Agronomics focused on supporting its existing portfolio
through follow-on investments and witnessed the closing of a number of
substantial funding rounds and strategic partnerships. In August, Agronomics
co-led the €30 million Series B round for portfolio company Meatable M.V
("Meatable") with a €4 million investment. Pending regulatory approval,
Meatable is planning to launch its first product in Singapore this year and
shortly after in the US market. During the period, Agronomics also made a
follow-on investment of £0.7 million into Clean Food Group Limited's ("Clean
Food Group") £2.3 million pre-Series A round, which will be used to scale up
production and commercialise its precision fermentation-derived palm oil
replacement, initially for cosmetic applications. The round was led by Alianza
Team ("Alianza"), a leading South American food company with over 75 years of
experience in developing value-added fats and oils for world-leading food
companies. This investment marked the beginning of a strategic partnership in
which Clean Food Group will leverage Alianza's expertise to accelerate its
path to commercialisation.
During the period, Agronomics' portfolio benefited from the increasing
interest of governments and companies alike in harnessing biomanufacturing for
the development of more sustainable and secure food production systems. In
October, portfolio company BlueNalu, Inc. ("BlueNalu") closed a US$ 33.5
million Series B funding round led by NEOM Investment Fund ("NEOM"), which was
accompanied by a Memorandum of Understanding for the marketing,
commercialisation and distribution of BlueNalu's cell cultured seafood. The
partnership reflects the mutual interests of both organisations in developing
solutions that increase food security and improve access to healthy foods for
communities in the Kingdom of Saudi Arabia and worldwide. In December,
portfolio company Liberation Labs, Inc. was awarded a US$ 25 million loan from
Ameris Bancorp ("Ameris ") to finance the continued construction of its
biomanufacturing facility in Richmond, Indiana. The loan was backed by the
United States Department of Agriculture, which provided Ameris with a loan
guarantee as part of the "Business and Industry" loan guarantee program. Clean
Food Group was another company to receive government support in the form of
funding towards a £1 million project to accelerate novel low-emission food
production systems. The funding came just as the UK government announced its
landmark National Vision for Engineering Biology
(https://www.gov.uk/government/news/government-publishes-2-billion-vision-for-engineering-biology-to-revolutionise-medicine-food-and-environmental-protection#:~:text=We%20will%20invest%20%C2%A32,and%20scale%2Dups%20in%202024.)
in which it laid out plans to harness biomanufacturing to revolutionise
medicine, food, and environmental protection. Lastly, Solar Foods Oy. ("Solar
Foods"), which has received €34 million in public grant funding to date,
closed an €8 million Series B financing led by Springvest Oy. Participants
in the round included Fazer Group, a Finnish confectionery company, with which
Solar Foods is now partnered for the commercialisation in Singapore of a
chocolate snack bar containing Solein.
In the past few months, we have also witnessed further pivotal moments that
represent accelerating momentum in the sector as companies move from research
and development validation towards commercialisation. Precision fermentation
company TurtleTree Labs Pte. Ltd. was granted access to the US market by
achieving a "Generally Recognised as Safe" status for its biomanufactured
lactoferrin. Additionally, the Israeli Ministry of Health granted cultivated
meat company Aleph Farms Ltd. regulatory approval for the sale of its
cultivated beef product in Israel. The company aims to launch its products in
Israel this year and has since applied for approval in Switzerland, which, if
granted, would make it the first approval within the European market. The
Israeli approval marks the opening of a new jurisdiction for the
commercialisation of cultivated meat alongside the US and Singapore. In
December, the Food Standards Australia New Zealand published a statement on
the status of Vow Group Pty Ltd.'s approval for its cultivated quail and
recognised it as safe to eat. While this does not yet qualify as full
approval, Australia appears close to becoming the next jurisdiction to join
the US, Singapore, and Israel as target markets for commercialising cultivated
meat. As biomanufacturing and sustainable food production systems become a
priority for a growing number of jurisdictions, we expect to see further
regulatory approvals granted for the sale of cultivated food and ingredients.
Agronomics has a healthy balance sheet entering into 2024 and intends to
preserve the majority of its capital for follow-on investments into its
existing portfolio companies to assist with the achievement of major
milestones such as regulatory approvals, product launches, or building out
their commercial facilities. The Company continues to monitor and review new
and emerging technologies within the field of cellular agriculture and will
also look to expand the portfolio for further diversification should the
opportunity arise.
Investment Review
During the period, the Company made two follow-on investments, had four
positive revaluations and saw the portfolio companies receive government
support and form new strategic partnerships:
● 9 August 2023,
(https://polaris.brighterir.com/public/agronomics/news/rns/story/x44m4ox)
Agronomics co-led portfolio company Meatable's €30 million Series B round
with a €4 million investment alongside New Agrarian Company Limited.
● 14 August 2023,
(https://polaris.brighterir.com/public/agronomics/news/rns/story/w9m5gex)
Agronomics invested £0.7 million in portfolio company Clean Food Group £2.3
million pre-Series A financing round. The round was led by Alianza Team, a
leading South American food company which has 75 years of experience and
expertise in developing functional, value-add oils and fats products for the
world's leading food manufacturers.
● 9 October 2023
(https://polaris.brighterir.com/public/agronomics/news/rns/story/w9mp0px) ,
portfolio company BlueNalu closed a US$ 33.5 million Series B round led by
NEOM with a US$ 20 million investment. The investment was accompanied by the
signing of a Memorandum of Understanding with BlueNalu for the
commercialisation, marketing and distribution of BlueNalu's cultured seafood.
● 16 November 2023
(https://polaris.brighterir.com/public/agronomics/news/rns/story/rn4q7kx) ,
portfolio company Solar Foods closed an €8 million Series B financing round
through the Finnish-based investment organiser Springvest.
● 1 December 2023
(https://polaris.brighterir.com/public/agronomics/news/rns/story/w9n68gr) ,
portfolio company Liberation Labs secured a US$ 25 million loan for its
biomanufacturing facility in Richmond, Indiana. The loan was awarded by Ameris
Bank which received a loan guarantee from the USDA as part of its "Business
and Industry" loan guarantee program.
● 5 December 2023
(https://polaris.brighterir.com/public/agronomics/news/rns/story/xj76z1x) ,
portfolio company Clean Food Group was awarded government funding towards a
£1 million project to accelerate novel low-emission food production systems.
The portfolio weightings by total investments held at 31 December 2023 are set
out below:
Company Product Focus NAV Weighting
Liberation Labs Contract Manufacturer for Precision Fermentation 12.08%
SuperMeat Cultivated Poultry 10.27%
BlueNalu Cultivated Bluefin Tuna 8.76%
Meatable Cultivated Pork and Beef 8.30%
Solar Foods Novel Air Protein 7.90%
Formo Precision Fermentation - Dairy Proteins 6.53%
All G Foods Precision Fermentation - Dairy Proteins 5.51%
VitroLabs Cultivated Leather 5.16%
Geltor Precision Fermentation - Collagen 5.12%
Clean Food Group Fermentation - Palm Oil 4.79%
The EVERY Company Precision Fermentation - Egg Proteins 4.31%
Onego Bio Precision Fermentation - Egg Proteins 4.10%
Meatly Cultivated Pet Food 3.40%
The LIVEKINDLY Collective Plant-based Meat 2.99%
Mosa Meat Cultivated Beef 2.08%
CellX Cultivated Chicken 1.95%
GALY Cultivated Cotton 1.88%
Tropic Gene-Edited Crops 1.62%
California Cultured Cultivated Coffee and Cocoa 1.19%
Hydgene Renewables Developer of synthetic biology technology for hydrogen production 0.92%
Bond Pet Foods Precision Fermentation - Pet Food 0.50%
Other N/A 0.64%
Under our valuation policy, it is not possible to reflect significant uplifts
between valuation events, and therefore the Board believes that the stated NAV
per share may not fully represent the current intrinsic value of the portfolio
companies given their continuing progress in this rapidly growing sector.
Investments will be written down in cases where we are not satisfied that
sufficient progress is occurring.
Financial Review
The Company recorded a net loss for the period of £437,924 (31 December 2022:
profit of £18,582,602). During the six months, investment income, including
loan interest and net unrealised gains, was £696,120 (31 December 2022:
£19,870,529). No performance fees were payable or accrued for the current
period. The basic loss per share was 0.044 pence (31 December 2022: profit of
1.91 pence), and the diluted loss per share was 0.044 pence (31 December 2022:
profit of 1.32 pence).
The carrying amount of invested assets is £145,879,692 (30 June 2023:
£141,773,297), and cash and cash equivalents and bank deposits stood
£22,007,344 (30 June 2023: £28,093,984). Our net assets decreased to
£167,826,248 at 31 December 2023 (30 June 2023: £168,263,512). The decrease
is largely due to unrealised foreign currency losses on investments of
£792,957 recognised during the period. As a result, the net asset value per
share at 31 December 2023 is 16.90 pence, which is a decrease of 0.2% from 30
June 2023 (16.94 pence).
Financing activity
During the period, 2,210 new ordinary shares were issued following the
exercise of warrants. Gross proceeds of £660 were received by the Company.
The Board approved a share buyback programme for an aggregate amount of up to
£3m for a period of 6 months commencing on 2nd October 2023. To the period
ending 31 December 2023, the Company has yet to initiate any buybacks.
Strategy and Outlook
The Board anticipates a number of positive developments within the portfolio
during 2024. With the first approvals for the field now having been granted
to the sector, 2024 should see multiple product approvals and commercial
partnerships formed within Agronomics' own portfolio. In addition,
notwithstanding that broader financial conditions remain challenging, it is
anticipated that several portfolio companies will achieve material funding
rounds providing them with the capital they need to continue to improve their
processes and push their production towards cost parity with conventional
production methods.
In general, the interest in innovation and the adoption of technologies to
improve food systems remains high. The sector has seen increasing positive
rhetoric from forward thinking governments, including the UK. There have
also been numerous announcements around investment, loan and grant programmes
to support this innovation. We expect to see further pivotal milestones such
as the opening of new jurisdictions as target markets for the production and
commercialisation of biomanufactured food and ingredients, as demonstrated the
by recent approval Aleph Farms' cultivated beef in Israel.
The Board will continue to review new opportunities in line with its Investing
Policy but with an increased focus on the existing portfolio. Further details
of our Investing Policy can be found on the Company's website at
www.agronomics.im (http://www.agronomics.im/) .
Jim Mellon
Chairman
13 February 2024
Condensed statement of comprehensive income
For the period ended 31 December 2023
Period Period
ended ended
31/12/2023 31/12/2022
Notes (unaudited) (unaudited)
£ £
Income
Net income from financial instruments at fair value through profit and loss 2 608,573 19,374,741
──────── ────────
608,573 19,374,741
Operating expenses
Directors' fees (75,000) (50,000)
Other operating costs 4 (756,570) (800,227)
Unrealised foreign exchange losses (792,957) (437,700)
──────── ────────
Loss/(profit) from operating activities (1,015,954) 18,086,814
Interest received 2 578,030 495,788
──────── ────────
Loss/(profit) before taxation (437,924) 18,582,602
Taxation - -
──────── ────────
Loss/(profit) for the period (437,924) 18,582,602
Other comprehensive income - -
──────── ────────
Total comprehensive Loss/(profit) for the period (437,924) 18,582,602
════════ ════════
Basic profit per share (pence) 5 (0.044) 1.91
Diluted profit per share (pence) 5 (0.044) 1.32
The Directors consider that the Company's activities are continuing.
The notes on pages 8 to 10 form part of these interim financial statements.
Condensed statement of financial position
As at 31 December 2023
31/12/202 30/06/2023
Notes (unaudited) (audited)
£ £
Current assets
Financial assets at fair value through profit or loss 6 145,879,692 141,773,297
Bank deposits 16,972,256 10,000,000
Trade and other receivables 142,258 335,810
Cash and cash equivalents 5,035,088 18,100,498
──────── ────────
Total assets 168,029,294 170,209,605
════════ ════════
Equity
Share capital 993 992
Share premium 134,482,024 134,481,365
Share reserve 1,686,336 1,686,336
Accumulated earnings 31,656,895 32,094,819
──────── ────────
Total equity 167,826,248 168,263,512
Current liabilities
Trade and other payables 7 203,046 1,946,093
──────── ────────
Total liabilities 203,046 1,946,093
──────── ────────
Total equity and liabilities 168,029,294 170,209,605
════════ ════════
The notes on pages 8 to 10 form part of these interim financial statements.
These interim financial statements were approved by the Board of Directors on
13 February 2024 and were signed on their behalf by:
Denham Eke
Director
Condensed statement of changes in equity
For the period ended 31 December 2023
Share Share Share reserve Retained earnings
capital premium £ £ Total
£ £ £
Balance at 01 July 2022 968 129,855,667 4,341,639 9,714,629 143,912,903
(audited)
Total comprehensive profit for the period - - - 18,582,602 18,582,602
Issue of shares 23 4,353,179 (4,341,639) - 11,563
────── ──────── ─────── ──────── ────────
Balance at 31 December 2022 (unaudited) 991 134,208,846 - 28,297,231 162,507,068
══════ ════════ ═══════ ════════ ════════
Share Share Share reserve Retained earnings
capital premium £ £ Total
£ £ £
Balance at 01 July 2023 992 134,481,365 1,686,336 32,094,819 168,263,512
(audited)
Total comprehensive profit for the period - - - (437,924) (437,924)
Issue of shares 1 659 - - 660
────── ──────── ─────── ──────── ────────
Balance at 31 December 2023 (unaudited) 993 134,482,024 1,686,336 31,656,895 167,826,248
══════ ════════ ═══════ ════════ ════════
The notes on pages 8 to 10 form part of these interim financial statements.
Condensed statement of cash flows
For the period ended 31 December 2023
Period Period
ended ended
Notes 31/12/2023 31/12/2022
(unaudited) (unaudited)
£ £
Cash flows from operating activities
Loss/(profit) for the period (437,924) 18,582,602
Purchase of investments (4,175,055) (18,213,217)
Interest received - non-cash (578,030) (495,788)
Unrealised gains on investments 2 (608,573) (19,374,741)
Unrealised foreign exchange losses on investments 764,781 (71,775)
─────── ───────
Operating loss before changes in working capital (5,034,801) (19,572,919)
Change in trade and other receivables 193,552 (4,076)
Change in trade and other payables (1,743,047) (2,369,092)
─────── ───────
Net cash flows from operating activities (6,584,296) (21,946,087)
═══════ ═══════
Cash flows from financing activities
Proceeds from issue of shares 660 11,563
Cash interest received 490,483 277,273
─────── ───────
Net cash flows from financing activities 491,143 288,836
═══════ ═══════
Cash flows from investing activities
Bank deposits not considered cash and cash equivalents (net movement) (6,972,257) 11,914,390
─────── ───────
Net cash from investing activities (6,972,257) 11,914,390
═══════ ═══════
Decrease in cash and cash equivalents (13,065,410) (9,742,861)
Cash and cash equivalents at beginning of period 18,100,498 31,458,326
─────── ───────
Cash and cash equivalents at the end of period 5,035,088 21,715,465
═══════ ═══════
The notes on pages 8 to 10 form part of these interim financial statements.
1 Significant accounting policies
Agronomics Limited (the "Company") is a company domiciled in the Isle of Man.
The address of the Company's registered office is Viking House, St Paul's
Square, Ramsey, Isle of Man, IM8 1GB.
The unaudited condensed financial statements of the Company (the "Financial
Information") are prepared in accordance with Isle of Man law and
International Financial Reporting Standards ("IFRS") and their interpretations
issued by the International Accounting Standards Board ("IASB") and adopted by
the European Union ("EU"). The financial information in this report has been
prepared in accordance with the Company's accounting policies. Full details of
the accounting policies adopted by the Company are contained in the financial
statements included in the Company's annual report for the year ended 30 June
2023 which is available on the Group's website: www.agronomics.im
(http://www.agronomics.im)
The accounting policies and methods of computation and presentation adopted in
the preparation of the Financial Information are consistent with those
described and applied in the financial statements for the year ended 30 June
2023. There are no new IFRSs or interpretations effective from 1 July 2023
which have had a material effect on the financial information included in this
report.
The unaudited condensed financial statements do not constitute statutory
financial statements. The statutory financial statements for the year ended 30
June 2023, extracts of which are included in these unaudited condensed
financial statements, were prepared under IFRS as adopted by the EU. The
auditors' report on those financial statements was unmodified.
The preparation of the Financial Information requires management to make
judgements, estimates and assumptions that affect the application of policies
and reported amounts of assets and liabilities, income and expenses. Actual
results could differ materially from these estimates. In preparing the
Financial Information, the critical judgements made by management in applying
the Company's accounting policies and the key sources of estimation
uncertainty were the same as those that applied to the financial statements as
at and for the year ended 30 June 2023 as set out in those financial
statements.
The Financial Information is presented in Great British Pounds, rounded to the
nearest pound, which is the functional currency and also the presentation
currency of the Company.
2 Net income from financial instruments at fair value
through profit and loss
31/12/2023 31/12/2022
(unaudited) (unaudited)
£ £
Net unrealised gains on investments 608,573 19,374,741
═══════ ═══════
3 Performance fee
31/12/2023 31/12/2022
(unaudited) (unaudited)
£ £
Performance fee - -
═══════ ═══════
Shellbay Investments Limited ("Shellbay") receives performance fees for the
provision of Mr James Mellon as Director of the Company and other services as
detailed in the announcement of 6 May 2021. Shellbay shall be entitled to an
annual fee equal to the value of 15% of any increase between the Company's net
asset value ("NAV") on a per issued share basis at the start of a reporting
period and 30 June ("Closing NAV Date") each year during the term of the New
Shellbay Agreement, with the first reporting period being from 1 July 2020 to
30 June 2021, and annually thereafter. The opening and closing NAV for each
period will be based on the audited financial statements of the Company for
the relevant financial year, with the opening NAV for each reporting period
being the higher of (i) 5.86 pence per share (the highest annual audited NAV
per share since the Company adopted its current investment policy and reported
NAV per share in September 2019)), and (ii) the highest NAV per share reported
at a Closing Date for the previous reporting periods during the term of the
agreement (establishing a rolling high-watermark for Shellbay to qualify for
such fee). Any increase in NAV per share will then be applied to the total
issued share capital at the end of the relevant period for the purposes of
determining the 15% fee. Any change in NAV per share that arises from funds
raised at a premium or discount to the existing NAV per share will therefore
be considered for the purposes of calculating Shellbay's fee by reference to
the annual audited accounts (for clarity being an increase in respect of a
premium and a decrease in respect of a discount).
At the election of the Company, the Shellbay fee shall be payable either in
whole or in part by the issue of new shares at a price equal to the mid-price
on the last day of the relevant Qualifying Period (being the Company's
accounting year from 1 July to 30 June) or grant of nil price warrants over
shares; or in cash; or (with the agreement of Shellbay), in cash-equivalents
(such as shares), and other assets held by the Company. No fees were payable
or accrued for the current period (31 December 2022: £nil). See note 8 for
further details.
4 Other operating costs
31/12/2023 31/12/2022
(unaudited) (unaudited)
£ £
Auditors' remuneration 31,000 30,000
Insurance 28,242 19,741
Professional fees 175,250 292,586
Sundry expenses 522,078 457,900
─────── ───────
Total other costs 756,570 800,227
═══════ ═══════
The Company has no employee's other than the
Directors.
5 Basic and diluted profit per share
The calculation of the basic earnings per share is based on the earnings
attributable to ordinary shareholders divided by the weighted average number
of shares in issue during the period.
The calculation of diluted earnings per share is based on the basic earnings
per share, adjusted to allow for the issue of shares, on the assumed
conversion of all dilutive share options.
31/12/2023 31/12/2022
£ £
(Loss)/profit for the period (437,924) 18,582,602
No. No.
Weighted average number of ordinary shares in issue 993,152,986 973,278,666
Dilutive effect of shares to be issued 434,342,919 435,440,939
Diluted number of ordinary shares 1,427,495,905 1,408,719,605
Basic (loss)/earnings per share (pence) (0.044) 1.91
Diluted (loss)/earnings per share (pence) (0.044) 1.32
6 Financial assets at fair value through profit or loss
A wholly owned subsidiary entity of the Company, Agronomics Investment
Holdings Limited ("the Subsidiary" or "AIHL"), holds the majority of the
portfolio of unquoted investments. Unquoted investments were transferred by
the Company into AIHL at their respective carrying amounts. The investment in
subsidiary is stated at fair value through profit or loss in accordance with
the IFRS 10 Investment Entity Consolidation Exception. The fair value of the
investment in Subsidiary is based on the period-end net asset value of the
Subsidiary. Additions and disposals regarding the investment in subsidiary are
recognised on trade date.
31/12/2023 30/06/2023
(unaudited) (audited)
£ £
Quoted 85,192 177,330
Unquoted 59,704 7,417,071
Investment in subsidiary 145,734,796 134,178,896
─────── ───────
145,879,692 141,773,297
═══════ ═══════
The composition of the investments held, both directly and indirectly through
the Subsidiary in the underlying portfolio, is as follows:
31/12/2023 30/06/2023
(unaudited) (audited)
£ £
Equities 143,641,062 132,664,299
Convertible loan notes and SAFEs* 2,238,630 9,108,998
─────── ───────
145,879,692 141,773,297
═══════ ═══════
* A SAFE is a Simple Agreement for Future Equity. SAFE Agreements have similar
characteristics to Convertible Loans and are designed to provide an early
investor with an "edge" ahead of a larger planned funding. The edge is
typically conversion of funds advanced for new equity at a discount to the
subsequent raise.
7 Trade and other payables
31/12/2023 30/06/2023
(unaudited) (audited)
£ £
Provision for audit fee 24,320 57,488
Trade creditors 178,726 202,269
Provision for Shellbay fee - 1,686,336
────── ──────
203,046 1,946,093
══════ ══════
During the period, the cash portion of the fee due to Shellbay was settled in
full. See note 8.
8 Related party transactions
Under an agreement dated 1 December 2011, Burnbrae Limited, a company related
to both Jim Mellon and Denham Eke, provide certain services, principally
accounting and administration, to the Company. This agreement may be
terminated by either party on three months' notice. The Company incurred a
total cost of £15,000 (period ended 31 December 2022: £15,000) during the
period under this agreement of which £3,078 was outstanding as at the period
end (30 June 2023: £3,000).
Under an updated agreement dated May 2021, Shellbay Investments Limited, a
Company related to both Jim Mellon and Denham Eke, provide certain services to
the Company including the services of Jim Mellon as Director of the Company.
No fees were payable or accrued for the current period (31 December 2022:
£nil). See note 3 for further details.
During the period, the Shellbay fee due at 30 June 2023 was partly settled,
with a cash payment of £1,686,336. Post period end, the balance of the fee of
£1,686,336 was settled with the issuance of 16,253,847 new ordinary shares.
In accordance with the Company's published investment strategy, Mr Mellon may
co-invest alongside the Company in certain investments and, accordingly, he
has direct and indirect interests in other investments held by the Company.
9 Commitments and contingent liabilities
There are no known commitments or contingent liabilities as at the period end.
10 Events after the reporting date
Post period end, the balance of the Shellbay fee of £1,686,336 was settled
with the issuance of 16,253,847 new ordinary shares.
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated
Adviser and is authorised and regulated by the FCA. Beaumont Cornish's
responsibilities as the Company's Nominated Adviser, including a
responsibility to advise and guide the Company on its responsibilities under
the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed
solely to the London Stock Exchange. Beaumont Cornish is not acting for and
will not be responsible to any other persons for providing protections
afforded to customers of Beaumont Cornish nor for advising them in relation to
the proposed arrangements described in this announcement or any matter
referred to in it.
END
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