REG - Agronomics Limited - Half-year Financial Report
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RNS Number : 1873T Agronomics Limited 17 February 2026
17 February 2026
Agronomics Limited
("Agronomics" or the "Company")
Unaudited Interim Results for the six-month period ending 31 December 2025
Agronomics Limited (AIM:ANIC), a leading listed company in the field of clean
food, is pleased to announce its unaudited interim results for the six-month
period ending 31 December 2025. A copy of these Interim Results is available
on the Company's website www.agronomics.im (http://www.agronomics.im) .
James Mellon, Chair of Agronomics, commented:
"The Company recorded a net profit for the period of £10,012,753 (31 December
2024: loss of £6,555,201). During the six months period, net investment gains
(loan and cash interest income, net unrealised investment gains/losses, net
unrealised foreign exchange gains/losses) totalled £10,714,736 (31 December
2024: net investment losses of £5,872,621). No performance fees were payable
or accrued for the current period. The basic and diluted profit per share was
0.991 pence (31 December 2024: loss per share of 0.649 pence)."
Financial highlights
· The Company's Net Asset Value per Share at 31 December 2025
was 13.78 pence (30 June 2025: 12.34 pence) - an increase of 11.7%. The
share price of 6.2 pence at the 31 December 2025 close represented a discount
of 55% to the 31 December 2025 NAV per share.
· Net investment gains (loan and cash interest income, net
unrealised investment gains/losses, net unrealised foreign exchange
gains/losses) totalled £10,714,736 (31 December 2024: net investment losses
of £5,872,621) during the six-month period.
· Operating expenses for the period were £701,983 (31 December
2024: £682,580).
· A net profit of £10,012,753 (31 December 2024: loss of
£6,555,201) was recognised during the period.
· The carrying amount of invested assets at the half year was
£137,954,854 (30 June 2025: £121,009,941), and cash and cash equivalents
and cash deposits stood at £2,153,140 (30 June 2025: £3,606,187).
· Net assets increased to £139,973,458 at 31 December 2025 (30
June 2025: £124,520,935). The increase in NAV is due to:
o Unrealised fair value gain on the Blue Nalu carrying amount following the
close of its preferred share and convertible promissory note raise - £4
million;
o Unrealised fair value loss on the Solar Foods Oyj carrying amount, with
the carrying amount adjusted to fair value based on latest traded share price
- £0.9 million;
o Unrealised fair value gain on the Liberation Bioindustries carrying amount
following the close of its Series A 1 equity raise - £4.1 million;
o Unrealised foreign exchange gains on investments held in USD, EUR and AUD
- £2.8 million;
o Net operating costs for the period of £0.7 million;
o Net loss offset by net interest income earned on loan investments and cash
deposits - £0.7 million.
o Increase in NAV of £1 million, following the issue 6,488,535 new
Agronomics shares to Supermeat The Essence of Meat Ltd ("Supermeat"), in
settlement of a US$ 1.25 million SAFE investment; and
o Increase in NAV of £4.5 million, following the issue of 30,643,003 new
Agronomics shares to Blue Nalu Inc, in settlement of a US$ 6,000,000 Preferred
Shares investment.
Operational Highlights
· On 24 July 2025, Solar Foods Oyj announced that, in partnership
with Japanese food manufacturer Ajinomoto Co. Inc, it introduced a
Solein®-powered Flowering Ice Cream in connection with the World Aquatics
Championships, Singapore 2025;
· On 12 September 2025, Clean Food Group Limited reported it
received approval for its CLEAN Oil™ 25 product to be used as a cosmetic
ingredient in the United Kingdom, Europe, and the United States;
· On 23 September 2025, Onego Bio Limited announced that the U.S.
Food and Drug Administration ("FDA") issued a "no questions" letter regarding
the company's conclusion that its flagship product, marketed as Bioalbumen®,
is Generally Recognized As Safe ("GRAS") under its conditions of use in a wide
range of food and beverage applications;
· 25 September 2025 - Clean Food Group complete the acquisition of
a fermentation plant from Algal Omega 3 Ltd, providing immediate access to one
million litres of fermentation capacity and materially accelerating its path
to commercial scale;
· 21 October 2025 - Geltor Inc received a 'No Questions' Letter
from the US Food and Drug Administration, confirming the Generally Recognized
As Safe status of its PrimaColl® ingredient - the world's first biodesigned
vegan collagen polypeptide;
· 10 November 2025 - the EVERY Company completed a US$ 55 million
Series D financing round, led by McWin Capital Partners through the McWin Food
Tech Fund, and included participation from Main Sequence, Bloom8, TO.VC,
Minerva Foods, Grosvenor Food & Ag, New Agrarian Company Limited (an
affiliate of Agronomics), and SOSV;
· 21 November 2025 - SuperMeat completed a US$ 3.5 million funding
round through the issue of a Simple Agreement for Future Equity of which
Agronomics invested US$ 2 million in the form of US$ 0.75 million in cash and
US$ 1.25 million in new Agronomics shares, with Milk and Honey Ventures also
investing;
· 19 December 2025 - Liberation Bioindustries, Inc closed the first
tranche of its Series A1 equity round, which included the conversion of all
Convertible Loan Note instruments held by Agronomics into Series A1 shares;
and
· 30 December 2025 - Blue Nalu Inc completed an initial closing of
a Convertible Promissory Note ("CPN") financing, with invested proceeds of
approximately US$ 8 million, and Agronomics subscribing for US$ 600,000 of
CPNs. The CPN funding was led by experienced investors in food tech, including
Lewis & Clark AgriFood Fund II LLP and Siddhi Capital Fund I L.P.
Concurrently, Agronomics subscribed for new Preferred Shares worth US$ 6
million.
Post-Period End Highlights
· 15 January 2026 - Completed an additional investment of AU$3
million in its portfolio company, All G Co Holdings Pty Limited ("All G"), an
Australian biotech specialising in precision fermentation of human and bovine
milk proteins, notably lactoferrin. The consideration due from Agronomics
under the Note Purchase Agreement has been satisfied in full by the issue of
10,026,375 new Ordinary Shares of the Company, each new share issued at a
price equal to 14.65 pence (being the net asset value per share as at 30
September 2025).
The Company also announced, on 19 December 2025, that the board and
shareholders of its portfolio company, Meatable B.V, resolved to dissolve the
legal entity and its related group companies and to terminate all operating
activities. This resulted in a full write down of the investments carrying
amount, totalling £11.9 million, with the impairment being recognised in the
audited June 2025 financial statements.
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.
For further information please contact:
Agronomics Limited Beaumont Cornish Limited Canaccord Genuity Limited Cavendish Capital Markets Limited 33Seconds Limited
The Company Nomad Joint Broker Joint Broker Public Relations
Jim Mellon Roland Cornish Andrew Potts Giles Balleny Jack Ferris
Denham Eke James Biddle Harry Pardoe Michael Johnson Amber Carr
+44 (0) 1624 639396 +44 (0) 207 628 3396 +44 (0) 207 523 8000 +44 (0) 207 397 8900 agronomics@33seconds.co (mailto:agronomics@33seconds.co)
info@agronomics.im
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.
Unaudited Interim Report and Condensed Financial Statements
For the period ended 31 December 2025
Chair's statement
I am pleased to present the Unaudited Interim Results for Agronomics Limited
(the "Company" or "Agronomics") for the six-month period ending 31 December
2025.
Portfolio Progress
During the period, the Agronomics portfolio made meaningful progress across
several of its more advanced investments, with a growing number of companies
moving beyond technical validation and into commercial execution, regulatory
clearance, and scaled manufacturing. While the wider funding environment for
clean food companies has remained challenging, our portfolio continues to
demonstrate the resilience of its underlying technologies and the relevance of
its solutions to global food system constraints.
Precision fermentation remains the area of strongest momentum within the
portfolio. Multiple companies achieved regulatory milestones that materially
advance their commercial prospects. Onego Bio received a "No Questions" letter
from the U.S. Food and Drug Administration for its Bioalbumen® egg protein,
concluding it as is Generally Recognized As Safe ("GRAS") and enabling
commercial deployment across a broad range of food applications. Clean Food
Group secured regulatory approval for its CLEAN Oil™ 25 product for use in
cosmetics across the UK, Europe, and the United States, unlocking access to a
large, high-value end market and validating the scalability of its proprietary
fermentation platform.
Commercial traction has also continued to build. Solar Foods Oyj, in
partnership with Ajinomoto, introduced Solein®-powered consumer products in
connection with the World Aquatics Championships in Singapore, further
demonstrating customer acceptance of novel proteins produced via
biomanufacturing. The EVERY Company closed a US$ 55 million Series D financing
round and commenced nationwide retail rollout in the United States, reflecting
both increasing demand for stable egg protein supply and growing confidence
from strategic and institutional investors.
A key development during the period was the continued progress of portfolio
companies focused on manufacturing infrastructure. Clean Food Group acquired
the assets of Algal Omega 3, providing immediate access to one million litres
of fermentation capacity and materially accelerating its path to commercial
scale. Liberation Bioindustries closed the first tranche of its Series A1
equity round, with its Richmond facility nearing completion and partners
already preparing to utilise capacity upon commissioning. We believe this
growing availability of industrial-scale biomanufacturing capacity represents
a critical inflection point for the sector.
Within cultivated proteins, progress has been more uneven, reflecting both the
capital intensity and longer development timelines of this segment. Agronomics
increased its investment in SuperMeat The Essence of Meat Ltd to support
continued commercialisation of cultivated chicken in Europe and participated
in BlueNalu Inc's convertible promissory note and equity round, increasing our
ownership while strengthening downside protection. At the same time, following
an extended period of funding constraints, Meatable B.V entered an orderly
wind-down, resulting in a full write-off of our position. While disappointing,
this outcome underscores the importance of disciplined portfolio management
and reinforces our focus on supporting companies with clear pathways to scale
and capital efficiency.
Overall, despite a demanding operating environment, the period was
characterised by tangible progress across regulation, commercial partnerships,
and manufacturing readiness. These developments continue to support our
conviction that a smaller number of well-capitalised, execution-focused
companies will emerge stronger as the sector matures.
At 31 December 2025, the weighting of the investment portfolio was as
follows:
Portfolio Company Product Focus Weighting
Liberation Bioindustries Inc Contract Manufacturer for Precision Fermentation 25%
Blue Nalu Inc Cultivated Bluefin Tuna 12%
SuperMeat The Essence of Meat Ltd Cultivated Poultry 11%
Onego Bio Ltd Cultivated Egg Proteins 8%
Formo Bio GmbH Cultivated Dairy Proteins 7%
All G Co Holdings Pty Ltd Cultivated Dairy Proteins 5%
Clean Food Group Ltd Cultivated Palm Oil 5%
Solar Foods Oyj Novel Air Protein 5%
EVERY Company Cultivated Egg Proteins 4%
Meatly Cultivated Pet Food 3%
Livekindley Inc Plant-based Meat 3%
California Cultured Inc Cultivated Coffee and Cocoa 2%
Mosa Meat B.V. Cultivated Beef 2%
Galy Co Cultivated Cotton 2%
Tropic Biosciences UK Ltd Gene-Edited Crops 2%
CellX Limited Cultivated Chicken 1%
HydGene Renewables Pty Ltd Developer of synthetic biology technology for hydrogen production 1%
Other investments 1%
Investment Strategy
Agronomics' strategy has not changed. We continue to invest in companies
developing technologies that can materially improve the way food and food
ingredients are produced, with a clear focus on scalability, capital
discipline and defensible intellectual property.
Over the past 6-month period, our emphasis has increasingly been on precision
fermentation. This part of the portfolio is now showing tangible commercial
progress, supported by regulatory approvals, customer partnerships and growing
manufacturing capacity. In our view, precision fermentation offers the most
credible near-term route to large-scale adoption, particularly in functional
proteins and specialty ingredients where performance, reliability of supply
and cost matter more than novelty.
A key element of our approach is supporting the infrastructure required to
enable this transition. Limited access to industrial biomanufacturing capacity
has been one of the main constraints facing the sector. Investments in
platforms such as Liberation Bioindustries and Clean Food Group are intended
to address this bottleneck directly, allowing multiple downstream companies to
scale more quickly and efficiently. We see this as an important enabler not
just for individual portfolio companies, but for the sector as a whole.
Our approach to cultivated proteins remains selective. While the long-term
case for cultivated meat and seafood remains intact, these businesses
typically require more capital and longer development timelines. We therefore
focus on companies that demonstrate technical progress, realistic
cost-reduction pathways and a credible route to regulatory approval and
commercialisation. We also expect further consolidation in this area and
continue to manage our exposure accordingly.
We maintain a disciplined valuation policy, carrying unquoted investments at
the price of the most recent funding round in accordance with IFRS. This
approach avoids anticipating value creation ahead of market evidence and
provides consistency during periods of volatility.
Looking ahead, we remain convinced that food security, supply chain resilience
and sustainability will continue to drive demand for the technologies in which
we invest. While funding conditions are likely to remain challenging in the
near term, we believe this environment favours companies that are well
capitalised, operationally focused and able to execute. Agronomics will
continue to support such businesses and deploy capital selectively where we
see the strongest long-term opportunities.
A Year of Expected Growth
The year ahead is expected to mark an important transition for several of our
portfolio companies, as a growing number move from development into commercial
execution. In precision fermentation in particular, regulatory approvals,
customer partnerships and manufacturing capacity are now in place, allowing
companies to begin supplying products at scale rather than in limited pilots.
This shift from technical validation to commercial delivery is significant. It
reflects years of investment in platform development and is now being
reinforced by customer demand for more stable, secure and cost-predictable
ingredient supply chains. As a result, the focus for the coming year will
increasingly be on execution, reliability and the ability to convert early
traction into recurring revenues.
We also expect continued consolidation across the sector. While this has
reduced the number of active companies, it has strengthened those that remain,
with capital and management attention now more tightly aligned to commercial
outcomes. For Agronomics, this environment favours portfolio companies that
are operationally focused and able to scale within existing infrastructure.
Although challenges remain, particularly in accessing capital, we believe the
portfolio is better positioned today than at any point previously to benefit
from this shift. The coming year is therefore less about experimentation and
more about proving that these technologies can operate as part of the global
food system.
Financial Review
The Company recorded a net profit for the period of £10,012,754 (31 December
2024: loss of £6,555,201). During the six months period, net investment gains
(loan and cash interest income, net unrealised investment gains/losses, net
unrealised foreign exchange gains/losses) totalled £10,714,736 (31 December
2024: net investment losses of £5,872,621). No performance fees were payable
or accrued for the current period. The basic and diluted profit per share was
0.991 pence (31 December 2024: loss per share of 0.649 pence).
The net profit recognised during the period includes:
· Unrealised fair value gain on the Blue Nalu carrying amount
following the close of its preferred share and convertible promissory note
raise - £4 million;
· Unrealised fair value loss on the Solar Foods Oyj carrying
amount, with the carrying amount adjusted to fair value based on latest traded
share price - £0.9 million;
· Unrealised fair value gain on the Liberation Bioindustries
carrying amount following the close of its Series A 1 equity raise - £4.1
million;
· Unrealised foreign exchange gains on investments held in USD, EUR
and AUD - £2.8 million;
· Net operating costs for the period of £0.7 million;
· Net loss offset by net interest income earned on loan investments
and cash deposits - £0.7 million.
The carrying amount of invested assets is £137,954,854 (30 June 2025:
£121,009,941), and cash and cash equivalents and bank deposits stood
£2,153,140 (30 June 2025: £3,606,187). Our net assets increased to
£139,973,459 at 31 December 2025 (30 June 2025: £124,520,935). At the period
end the company had 1,015,905,830 ordinary shares in issue. As a result, the
net asset value per share at 31 December 2025 is 13.78 pence, which is an
increase of 11.7% from 30 June 2025 (12.34 pence).
Investment Strategy and Outlook
Looking ahead, Agronomics will continue to focus on supporting portfolio
companies that are making tangible progress toward commercial scale, while
maintaining a disciplined and selective approach to capital allocation. Our
strategy remains centred on technologies that address structural challenges in
food production, particularly those that can deliver secure supply, consistent
quality and predictable economics. As parts of the sector move into commercial
execution, our emphasis is increasingly on operational performance, customer
adoption and the ability of businesses to scale within realistic capital
constraints.
While the investment environment is likely to remain uneven, we believe this
period favours companies with proven platforms, experienced management teams
and a clear route to revenue generation. Consolidation across the sector is
expected to continue, and we will actively manage the portfolio to ensure
exposure remains aligned with long-term value creation. With a more focused
portfolio and increasing participation in businesses entering commercial
phases, Agronomics is well positioned to support the next stage of growth
while remaining prudent in the deployment of capital.
Jim Mellon
Chair
16 February 2026
Condensed statement of comprehensive income
For the period ended 31 December 2025
Period-ended Period-ended
31 December 2025 31 December 2024
(unaudited) (unaudited)
Notes
£ £
Income
Net gains/(losses) from financial instruments at fair value through profit and 2 7,234,999 (5,728,968)
loss
──────── ────────
7,234,999 (5,728,968)
Operating expenses
Directors' fees (75,000) (75,000)
Other operating costs 4 (626,982) (607,580)
Unrealised foreign exchange gains/(losses) 2,817,151 (827,660)
──────── ────────
Profit/(loss) from operating activities 9,350,168 (7,239,208)
Interest received 2 662,586 684,007
──────── ────────
Profit/(loss) before taxation 10,012,754 (6,555,201)
Taxation - -
──────── ────────
Profit/(loss) for the period 10,012,754 (6,555,201)
Other comprehensive income - -
──────── ────────
Total comprehensive profit/(loss) for the period 10,012,754 (6,555,201)
════════ ════════
Basic profit/(loss) per share (pence) 5 0.991 (0.649)
Diluted profit/(loss) per share (pence) 5 0.991 (0.649)
The Directors consider that the Company's activities are continuing.
Condensed statement of financial position
As at 31 December 2025
31 December 2025 30 June 2025
Notes (unaudited) (audited)
£ £
Current assets
Financial assets at fair value through profit or loss 6 137,954,854 121,009,941
Cash and cash equivalents 2,153,140 3,606,187
Trade and other receivables 100,132 52,407
──────── ────────
Total assets 140,208,126 124,668,535
════════ ════════
Equity
Share capital 1,046 1,008
Share premium 141,610,811 136,171,079
Accumulated deficit (1,638,398) (11,651,152)
──────── ────────
Total equity 139,973,459 124,520,935
Current liabilities
Trade and other payables 7 234,667 147,600
──────── ────────
Total liabilities 234,667 147,600
──────── ────────
Total equity and liabilities 140,208,126 124,668,535
════════ ════════
These interim financial statements were approved by the Board of Directors on
16 February 2026 and were signed on their behalf by:
Denham Eke
Director
Condensed statement of changes in equity
For the period ended 31 December 2025
Share Share Accumulated earnings
capital premium £ Total
£ £ £
Balance at 01 July 2024 (audited) 1,008 136,169,365 21,098,697 157,269,070
Total comprehensive loss for the period (6,555,201) (6,555,201)
Issue of shares - 1,714 - 1,714
────── ──────── ──────── ────────
Balance at 31 December 2024 (unaudited) 1,008 136,171,079 14,543,496 150,715,583
══════ ════════ ════════ ════════
Share Share Accumulated deficit
capital premium £ Total
£ £ £
Balance at 01 July 2025 (audited) 1,008 136,171,079 (11,651,152) 124,520,935
Total comprehensive profit for the period - - 10,012,754 10,012,754
Issue of shares 38 5,439,732 - 5,439,770
────── ──────── ──────── ────────
Balance at 31 December 2025 (unaudited) 1,046 141,610,811 (1,638,398) 139,973,459
══════ ════════ ════════ ════════
Condensed statement of cash flows
For the period ended 31 December 2025
Period-ended Period-ended
Notes 31 December 2025 31 December 2024
(unaudited) (unaudited)
£ £
Cash flows from operating activities
Profit/(loss) for the period 10,012,754 (6,555,201)
Purchase of investments (1,028,158) (1,550,777)
Interest income (662,586) (684,007)
Unrealised (gains)/losses on investments 2 (7,234,999) 5,728,968
Unrealised foreign exchange (gains)/losses on investments (2,821,303) 799,239
Proceeds from sale of investments 192,038 -
─────── ───────
Operating loss before changes in working capital (1,542,254) (2,261,778)
Change in trade and other receivables (47,724) (38,483)
Change in trade and other payables 87,065 (4,776)
─────── ───────
Net cash flows from operating activities (1,502,913) (2,305,037)
═══════ ═══════
Cash flows from financing activities
Proceeds from issue of shares - 1,714
Cash interest received 49,866 258,719
─────── ───────
Net cash flows from financing activities 49,866 260,433
═══════ ═══════
Cash flows from investing activities
Bank deposits not considered cash and cash equivalents (net movement) - 32,274
─────── ───────
Net cash from investing activities - 32,274
═══════ ═══════
Decrease in cash and cash equivalents (1,453,047) (2,012,330)
Cash and cash equivalents at beginning of period 3,606,187 3,127,096
─────── ───────
Cash and cash equivalents at the end of period 2,153,140 1,114,766
═══════ ═══════
Notes to the condensed interim financial statements for the period ended 31
December 2025
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
2025 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
2025. There are no new IFRSs or interpretations effective from 1 July 2025
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 2025, 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 2025 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 December 2025 31 December 2024
(unaudited) (unaudited)
£ £
Net unrealised gains/(losses) on investments 7,234,999 (5,728,968)
═══════ ═══════
3 Performance fee
31 December 2025 31 December 2024
(unaudited) (unaudited)
£ £
Performance fee - -
═══════ ═══════
Shellbay Investments Limited ("Shellbay") receives performance fees for the
provision of Jim 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 2024: £nil). See note 8 for
further details.
4 Other operating costs
31 December 2025 31 December 2024
(unaudited) (unaudited)
£ £
Auditors' remuneration 34,333 33,000
Insurance 23,923 24,781
Professional fees 154,076 150,804
Sundry expenses 414,650 398,995
─────── ───────
Total other costs 626,982 607,580
═══════ ═══════
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. As at 31 December 2025, there are no
dilutive instruments outstanding.
31 December 2025 31 December 2024
(unaudited) (unaudited)
£ £
Profit/(loss) for the period 10,012,754 (6,555,201)
No. No.
Weighted average number of ordinary shares in issue 1,010,128,367 1,009,412,298
Basic profit/(loss) per share (pence) 0.991 (0.649)
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 December 2025 30 June 2025
(unaudited) (audited)
£ £
Quoted 12,330 21,464
Unquoted 449,759 15,304,733
Investment in subsidiary 137,492,765 105,683,744
─────── ───────
137,954,854 121,009,941
═══════ ═══════
The composition of the investments held, both directly and indirectly through
the Subsidiary in the underlying portfolio, is as follows:
31 December 2025 30 June 2025
(unaudited) (audited)
£ £
Equities 137,351,886 105,598,499
Convertible loan notes and SAFEs* 602,968 15,411,442
─────── ───────
137,954,854 121,009,941
═══════ ═══════
* 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 December 2025 30 June 2025
(unaudited) (audited)
£ £
Provision for audit fee 23,989 57,804
Trade creditors 210,678 89,797
────── ──────
234,667 147,601
══════ ══════
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 2024: £15,000) during the
period under this agreement of which £3,078 was outstanding as at the period
end (30 June 2025: £Nil).
Under an updated agreement dated May 2021, Shellbay Investments Limited, a
Company related to both Jim Mellon and Denham Eke, provides certain services
to the Company (see note 3). The charge for services provided during the
period was £Nil (31 December 2024: £Nil). Under the terms of the agreement,
Shellbay is entitled to recharges its day-to-day operating costs. During the
six-month period, the Company was recharged costs of £296,742 (31 December
2024: £296,808) from Shellbay.
In accordance with the Company's published investment strategy, Jim 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
There were no post balance events that require disclosure.
END
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