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REG - Eco Animal Health Gp - Results for the year ended 31 March 2025

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RNS Number : 8967Q  Eco Animal Health Group PLC  14 July 2025

14 July 2025

ECO Animal Health Group plc

("ECO" or the "Company")

 

Results for the year ended 31 March 2025

 

ECO Animal Health (AIM: EAH), a rapidly growing global animal health company
with a portfolio of marketed veterinary products and a maturing proprietary
R&D pipeline, announces its audited results for the year ended 31 March
2025.

 

HIGHLIGHTS

 

Financial

 

·    Revenue in-line and adjusted EBITDA in-line with revised market
expectations following strong second half to the year

·    Group sales of £79.6m (2024: £89.4m)

o  North America revenue growth of 16%, contributing a growing share of Group
revenues

·    Constant currency revenue £81.6m (2024: £89.4m)

·    Gross margin increased to 45% (2024: 42%), due to disciplined cost
control and pricing, and geographical mix favouring high margin markets

·    Adjusted EBITDA of £7.3m (2024: £8.0m), in line with consensus

·    Adjusted EBITDA margin improved to 9.2% (2024: 9.0%)

·    Research and development expenditure increased to £8.6m (2024:
£8.3m), as planned

·    Profit before tax increased to £4.0m (2024: £3.0m), driven in part
by disposals of non-core assets

·    Earnings per share increased by 61% to 2.49p (2024: 1.55p)

·    Net cash at the end of the period £25.0m (2024: £22.4m),
reinforcing the Group's strong balance sheet with 40% of cash held outside
China (2024: 36%)

·    RCF facility (£10m) and overdraft (£5m) available and undrawn

 

Operational

 

·    Aivlosin® demand continues to be robust in key markets, with
particular growth in North America

·    Regulatory dossier for mycoplasma poultry vaccine ECOVAXXIN® MS
submitted to EMA, with further submissions expected in next 12 months

·    Broader progress across R&D pipeline, with up to 9 products
expected to receive US and EU approval in the next 5 - 6 years

 

 Post-year end highlights

·    Revenue in USA and China out performing budgets

·    Gross margins strengthening

·    South East Asia strong recovery with order book supporting outlook

·    Continuing operational improvement including further ERP system
roll-out across subsidiaries

·    Launch of share buy-back to support future employee share incentives
vesting

 

 

David Hallas, Chief Executive Officer of ECO Animal Health Group plc,
commented: "We are pleased to report another robust financial year for ECO
Animal Health, with favourable pricing, geographic mix and disciplined cost
control driving an improvement in gross margin and continued cash generation.
We've achieved this despite unusually challenging trading and market
conditions, including lower disease incidence in some regions, currency
headwinds and macroeconomic and political uncertainty."

 

"ECO is focused on advancing its R&D pipeline and the Company has
continued to make targeted investment to position this as the engine of future
growth. We are delighted to have submitted the dossier for Mycoplasma poultry
vaccine ECOVAXXIN® MS, with further submissions expected in the next 12
months. This lays the foundations for multiple planned vaccine launches from
2026 onwards, which we believe will underpin the next phase of growth from our
pipeline, and we look forward to updating the market on progress."

 

The information contained within this announcement is deemed by the Group to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 ("MAR") as it forms part of United Kingdom domestic law by
virtue of the European Union (Withdrawal) Act 2018. Upon the publication of
this announcement via a Regulatory Information Service ("RIS"), this inside
information is now considered to be in the public domain.

 

Forward-Looking Statements

 

This announcement contains certain forward-looking statements. The
forward-looking statements reflect the knowledge and information available to
the Company and Group during preparation and up to the publication of this
announcement. By their very nature, these statements depend upon circumstances
and relate to events that may occur in the future and thereby involving a
degree of uncertainty. Therefore, nothing in this announcement should be
construed as a profit forecast by the Company or Group.

 

Contacts

                                                                020 8447 8899

 ECO Animal Health Group plc

 David Hallas (Chief Executive Officer)

 Christopher Wilks (Chief Financial Officer)

 ICR Healthcare (Financial PR)                                  020 3709 5700

 Mary-Jane Elliott

 Jessica Hodgson

 Singer Capital Markets (Nominated Adviser & Joint Broker)      020 7496 3000

 Philip Davies

 Sam Butcher

 Investec (Joint Broker)                                        020 7597 5970

 Gary Clarence

 Lydia Zychowska

 Equity Development                                             020 7065 2692

 Hannah Crowe

 Matt Evans

 

 

 

 

 

CHAIRMAN AND CHIEF EXECUTIVE OFFICER'S COMBINED STATEMENT

FOR THE YEAR ENDED 31 MARCH 2025

ECO strives to provide best in class, scientifically validated, ethical
solutions to optimise the health, productivity and wellbeing of pigs and
poultry.

 

Overview

We are pleased to update on another positive year for ECO, with continued
investment in the Group's late-stage pipeline and further progress across our
core commercial operations. This has been achieved despite challenging trading
and market conditions, including lower disease incidence in some regions and
currency headwinds.

We are particularly pleased to have advanced our regulatory and commercial
readiness for our next generation of products. In particular, we were pleased
to submit our first poultry vaccine Marketing Authorisation Application to the
European Medicines Agency. This is an important milestone in our journey to
advance our late-stage product pipeline to commercialisation, which we are
targeting from 2026 and we believe will deliver significant long-term value to
investors.

Strong product sales and robust profitability

Total revenues for the period were £79.6m (2024: £89.4m), reflecting a
strong performance in the second half and momentum in key growth markets.
Aivlosin®, the Group's patented antimicrobial used under veterinary
prescription for respiratory and gastrointestinal disease in pigs and poultry,
remains our flagship product and it has continued to grow in North America,
Latin America and India. We secured new and renewed marketing authorisations
in a number of geographies and saw a stabilisation of pork prices in major
markets.

Sales of Aivlosin® were £72.9m (2024: £82.4m. Ecomectin® and all other
non-core products contributed £6.7m (2024: £7.0m).

Gross margin was 45.1% (2024: 42.1%). Adjusted EBITDA was £7.3m (2024:
£8.0m). The Group remained cash generative, maintaining a strong cash
position across core regions.

The North America market grew by 18% at constant exchange rates, demonstrating
another strong year of growth, and the strength of our market proposition in
that region.

China had a subdued start but recovered with the six months to 31 March 2025
3% ahead of the prior year on a constant currency basis, benefitting from both
strong disease demand and PRRSv eradication programmes.

South and South East Asia was down due to the loss of a major customer in
Thailand. However we saw good growth in the nascent markets of Bangladesh,
Philippines and Pakistan as we continue to expand our sales to new
geographies.

Research and development pipeline and regulatory progress

We continued to make progress across our proprietary pipeline during the year,
with R&D spend of £8.6m (2024: £8.3m), reflecting sustained investment
in late-stage vaccine assets.

In March 2025, ECO submitted its first EU Marketing Authorisation Application
to the European Medicines Agency for ECOVAXXIN® MS, a poultry vaccine
targeting Mycoplasma synoviae. This represents a significant milestone for the
Group, with commercial launch targeted for 2026. The submission complements
our ongoing regulatory work in the US and Europe for ECOVAXXIN® MG, the
sister vaccine against Mycoplasma gallisepticum.

We were pleased to host an R&D Day on March 13(th) 2025, where the
leadership team presented a detailed update on the Group's innovation strategy
and progress across the vaccine pipeline. Details can be found at:
https://ecoanimalhealth.com/investors/reports-presentations/

 

 

Disposal of non-core assets

As part of our ongoing focus on core species and geographies, the Group
completed the divestment of a number of non-core product lines. These included
the equine product Ecomectin® Horsepaste, sold to ACME Drugs S.r.l. for
€1.3m (£1.1m) in April 2024, as well as parasite treatment licences for
sheep and cattle in Southern Africa, sold for a total of £0.5m in February
2025.

These disposals have allowed ECO to continue streamlining its focus and
reinvesting proceeds into its R&D pipeline and share buyback programme to
cover the potential vesting of employee share incentives.

People

On behalf of the Board, we would like to thank our global team for their
continued dedication, professionalism and hard work during the year. Our
people remain at the heart of ECO's success, and we were pleased to see a
second year of improved results in our global engagement survey, reflecting
the positive impact of new wellbeing, training and workplace initiatives.

We were also proud to again receive the highest Environment, Social and
Governance (ESG) rating from Integrum ESG, a provider of independent ESG
ratings. This underlines our commitment to continually improving our
governance and prioritising social and environmental concerns in all aspects
of the business.

During the period, we further strengthened the Group through targeted hires
across science, development and commercial functions.

Governance and leadership transition

On 31 March 2025, Dr Andrew Jones retired as Chairman after six years in the
role. We would like to thank Andrew for his leadership and his significant
contributions to ECO's development and growth.

Following a planned succession process, we are pleased to confirm that Dr
Joachim Hasenmaier has now assumed the role of Chairman. Joachim brings over
two decades of international experience in animal health and has already made
a strong contribution to the Board since joining in February 2024.

Dividend

ECO's current investment strategy is to reinvest to support its extensive and
deep R&D pipeline, which the Board believes will deliver significant
revenue and profit growth and long-term shareholder value. As such no dividend
is recommended in respect of the year ended 31 March 2025.

Outlook

Aivlosin® continues to perform well in high-growth territories, and the Group
remains well positioned to take market share in North America and Latin
America. Trading continues to follow a seasonal pattern and remains
second-half weighted. We are encouraged by improving market conditions in
China.

The Group is focused on executing its commercial and R&D strategies, with
multiple vaccine launches targeted from 2026. We look forward to updating
shareholders as we continue to build a global leader in sustainable animal
health.

As of the end of our financial year, the global macroeconomic environment was
in a state of flux due to the evolving geopolitical and tariff landscape. This
has had no material impact on our financial results. International trade
tariffs in veterinary pharmaceuticals have been less affected than other
sectors, at least at the time of writing. Post-year end we altered our
pricing, which is expected to mitigate the current tariff impacts in North
America. We remain vigilant to potential changes and continue to assess any
implications on our pricing and global customer relationships. The Group will
take appropriate action should the situation change and is actively exploring
all possible solutions to mitigate any future disruption.

 

 

 

 

Dr Joachim
Hasenmaier
David Hallas,

Chairman
                                                                                  Chief
Executive Officer

 

REPORT OF THE CHIEF FINANCIAL OFFICER

FOR THE YEAR ENDED 31 MARCH 2025

Introduction

I am pleased to report a strong year with improving profits. Operationally the
business' margins improved substantially and this translated into a
significantly stronger cash balance at the end of the year.

The improving margins and resulting cashflow allowed strong progress to be
made with the Group's new product developments and a significant milestone was
reached during the year with the submission of the first vaccine for marketing
approval.

The finance function led the implementation of a new ERP system during the
year; the NetSuite project was delivered on time, within budget and without
interruption to the normal routines in the business and financial reporting.
Efficiencies have been delivered during this first year and more improvements
are expected. This is something I am very proud of and demonstrates the
Group's values in action.

Trading

Previous years have seen a pattern of stronger trading in the second half of
the year. This is associated with disease prevalence in pigs during the
northern hemisphere winter. This pattern of trading has continued in the year
ended 31 March 2025 with the second half accounting for 58% (2024: 57%) of the
annual revenue. The main contributors to the second half weight this year were
China/Japan with a 64% H2 weight and North America also with a 60% H2 weight.

The geographical analysis of revenue corresponding to the Group's operating
segments is as follows:

 Revenue summary - actual exchange rates               Year ended 31 March
                                 2025                  2024        % change

                                  (£'m)                (£'m)
 China and Japan                 22.9                  24.7        (7%)
 North America (USA and Canada)  21.4                  18.5          16%
 South and Southeast Asia        11.9                  17.4        (32%)
 Latin America                   16.3                  19.9        (18%)
 Europe                          4.9                   6.5         (25%)
 Rest of World and UK            2.2                   2.4         (8%)
                                 79.6                  89.4        (11%)

 

 

Overall all markets showed revenue declines year on year except for North
America which has continued to grow strongly. As noted in our interim report,
the exchange rates in the first half proved to be a headwind; in the second
half of our financial year the exchange rates were more consistent with the
prior year. The geographical analysis of revenue on a constant currency basis
is as follows:

 Revenue summary - constant currency             Year ended 31 March
                                      2025       2024        % change

                                       (£'m)     (£'m)
 China and Japan                      23.6       24.7        (4%)
 North America (USA and Canada)       21.9       18.5          18%
 South and Southeast Asia             12.1       17.4        (30%)
 Latin America                        16.6       19.9        (17%)
 Europe                                  5.1     6.5         (22%)
 Rest of World and UK                 2.3        2.4         (4%)
                                      81.6       89.4        (9%)

 

China revenue on a constant currency basis declined by 8% (£1.6m) but this
decline was compensated by strong trading in Japan, an increase of 19%
(£0.5m) year on year. However, China showed signs of improved performance in
the second half being 3% ahead of prior year for the 6 months to 31 March 2025
on a constant currency basis. China's second half performance was strong
driven by disease demand for Aivlosin in swine production - porcine
reproductive and respiratory disease syndrome virus ("PRRSv") control and
eradication programmes. This demand has continued since the year end.

At £21.4m (constant currency £21.9m), North America again grew strongly
exceeding its previous highest revenue of £18.5m in the year ended 31 March
2024. The strength in this market was also disease driven - PRRSv as well as
enteric disease resulted in demand for Aivlosin reaching record levels.

South and South East Asia revenue declined 30% on a constant currency basis.
This was principally due to the loss of a major customer in Thailand and a
slowdown in India and Vietnam. However, the year saw good growth in the
nascent markets of Bangladesh, Indonesia, Malaysia, Philippines and Pakistan
as we seek to access new markets and re-enter markets where previous marketing
authorisations had expired and been re-issued.

Latin America comprises Brazil and Mexico (where the Group operates through
wholly owned subsidiaries) and a group of other countries in South America
where trade is conducted through exclusive distribution arrangements. Brazil
on a constant currency basis was broadly flat year on year. Mexico performed
poorly during the year; excess stock levels in the distribution channels and
generic price pressure created some difficulties. Colombia had a poor year
resulting from some rearrangement of the distribution arrangements which have
now been resolved. Argentina

at £2m represented a 39% increase in revenue.

The European market segment is dominated by sales into Spain - £1.5m (2024:
£1.8m) and Poland - £1.3m (2024: £1.3m). Spain accepted the resumption of
sales of Aivlosin® Pre-Mix formulation in the period, reversing a hiatus in
sales of this product in the year ended 31 March 2024. Sales in the UK at
£1.1m (2024: £0.9m) is consistent with prior year.

Gross margins were 45.1% in the year ended 31 March 2025 (2024: 42.1%). This
improvement in gross margins arose despite the foreign exchange impact of
Sterling compared with the US Dollar and the Chinese Yuan. As noted above, on
a constant currency basis the revenues for the year are £81.6m; recalculating
the gross margin based on constant currency revenue would provide a gross
margin of 46.2%. As anticipated in our interim report for the six months ended
30 September 2024, there was a strong recovery in the gross margins in the
second half of the financial year - this was driven by the second half
weighting and geographical mix favouring high margin markets.

The Group hedges its largest currency exposures through a layering of four
forward contracts covering the four successive financial quarters and a
portion of the anticipated US Dollar generation. On a quarterly basis these
forward contracts are supplemented by additional layers, thus providing an
averaging effect to the US Dollar- Sterling exchange rate. The hedging policy
provides protection to net profit, earnings per share and cash but has no
effect on gross profit or gross margin because the gains and losses are
accounted for in finance costs.

Administrative expenses, at £28.7m (2024: £29.4m), show a 2% improvement;
personnel costs reduced by 10% as a consequence of lower financial performance
related bonus accruals.

All R&D programmes progressed well during the year, and the milestone of
dossier submission to the regulatory authorities for our first mycoplasma
poultry vaccine was reached - ECOvaxxin® MS. The group expects further
submissions in the next and following years supporting the targeted investment
in innovative vaccine technology. The strong market potential and technical
success supports the capitalisation of late stage R&D expenditure which
showed no indications of impairment. At the current time the Group capitalises
expenditure on ECOVaxxin® MG and ECOVaxxin® MS as well as a long acting
Florfenicol based anti-infective, ECOFlor, for swine respiratory disease.

Total cash expenditure on R&D (inclusive of that amount capitalised) in
the year was £8.6m (2024: £8.3m). The total expenditure on R&D can be
analysed as follows:

                                                             Year ended 31 March
                                                             2025        2024

                                                             (£'m)       (£'m)
 Research and development expenses - expensed in period      4.0         4.2
 Development expenditure - capitalised in intangible assets  4.6         4.1
 Total expenditure                                           8.6         8.3

 

 

Overall R&D expenditure in the year was 4% higher than the prior year,
reflecting increased spending on clinical stage assets. Expenditure on late
stage assets (capitalised items) was 53% of total expenditure compared with
49% in the prior year. This R&D programme continues to be funded from the
Group's cashflow and is 11% of revenue (2024 - 9%) expenditure ensures that
all programmes (late, mid and early stage) receive the required funding to
advance them according to plan. The R&D programme was described in some
detail during the Group's R&D day held in March 2025.

More details of this presentation, as well as a video recording of the meeting
are available on the Group's website.

EBITDA is a key performance measure for the Group; the removal of
amortisation, depreciation and other non-cash charges to profit provides a
good indication of the underlying cash trading performance of the business.
The charge for amortisation of intangible assets in the year was £1.2m (2024:
£1.2m). The adjusted EBITDA, operating profit excluding exceptional items,
share based payments, depreciation, amortisation and foreign exchange gains
and losses, at £7.3m (2024: £8.0m) was slightly above market expectations
and was achieved despite challenging trading conditions and higher R&D
expense by tight overhead costs control and strongly improved gross margins.
Furthermore, the adjusted EBITDA margin, excluding foreign exchange movements
and expressed as a percentage of revenue in the period, was 9.2% in the year
ended 31 March 2025 compared with 9.0% in the year ended 31 March 2024.

Profit before income tax was higher in the year ended 31 March 2025 at £4.0m
(2024: £3.0m). An important contributor to this increase was the exceptional
gain during the year.

The exceptional items were profits on disposal of the non-core product line
Ecomectin horse paste to an Italian distributor and parasite treatment
licences for Southern Africa.

The Group's effective tax rate was 34% for the year ended 31 March 2025 (2024:
32%). Factors causing the effective rate to be greater than the headline UK
rate of 25% are the withholding tax suffered on intragroup dividends received
from China and the Group's policy of not recognising a deferred tax asset in
respect of losses in the Group's parent company. The 2 percentage-point
increase to 34% from 32% in the prior year is due to the more-restrictive
R&D tax credit arrangements now in effect in the UK.

Earnings per share (EPS) has improved from 1.55 pence in the year ended 31
March 2024 to 2.49 pence per share in the year ended 31 March 2025 and diluted
EPS has improved strongly from 1.52 pence in the year ended 31 March 2024 to
2.43 pence per share in the year ended 31 March 2025, due to improved gross
margins, good cost control, and the exceptional gain described earlier.

Operating cash inflow before movements in working capital was £7.6m (2024:
£7.7m). Continuing close management of working capital - in particular
inventories and receivables - has resulted in operating cash flow of £12.1m
(2024: £10.5m). Jurisdiction of cash balances were as follows:

 

                                      At 31 March
                                      2025     2024

                                      (£'m)    (£'m)
 Held in UK                           8.4      6.2
 Held in non-China subsidiaries       1.6      1.9
 Held in China 100% owned subsidiary  4.0      2.4
 Held in China 51% owned subsidiary   11.0     11.9
                                      25.0     22.4

 

 

The Group repatriates cash from China by annual dividend declaration; this is
subject to withholding taxes of 5% and is paid according to the relevant
shareholdings. On a day-to-day basis, the Board considers the cash held in the
Group's joint venture subsidiary in China to be unavailable to the Group
outside of China; accordingly, treasury management decisions and funds
available for investment in R&D are based upon the cash balances outside
of China.

During June 2024, two dividends totalling £2.8m (post withholding tax) were
received from China. In addition, during June 2025, two dividends totalling
£3.4m (post withholding tax) were received from China.

The Group's committed banking facilities remain at £15.0m, being a £5.0m
overdraft facility and a £10m revolving credit facility. These facilities
expire on

30 June 2026 and were undrawn as at 31 March 2025.

The Group's inventory balance reduced to £14.6m on 31 March 2025 from £17.0m
on 31 March 2024. This reduction was principally in finished goods and
reflected the strong end to the year in China and the USA. Overall inventory
days the annual cost of sales were steady at 122 days against 120 days for the
prior year.

Trade receivables decreased from £32.2m at 31 March 2024 to £28.5m on 31
March 2025 with average debtor days (expressed as an average of the annual
revenue) steady at 131 days (prior year: 131 days).

Simplified presentation of the Group

 

In response to certain stakeholder requests to provide a simplified
description of the Group's performance we present the following analysis.
The ECO Group can be thought of in three components, the first, a core trading
business which manufactures and sells its products worldwide through wholly
owned subsidiaries or direct to market.  This applies to all territories
except China where ECO operates through a 51% owned subsidiary. Cash returns
from this China subsidiary is by way of a dividend.

Accordingly, the second component to this analysis of the Group is an
investment in a China business that pays the Group an annual dividend.  The
third component of this analysis is an R&D business which employs a team
of people undertakes studies and trials through third parties and has
developed a body of intellectual property with rich potential for high
future returns.

With these three components in mind one can disaggregate the Group results
using already disclosed information, as follows:

 

                ECO Animal Health Group plc - Disaggregation analysis
                                                     ECO excluding ECO Biok (£'m)   ECO Biok*    ECO R&D operation      Consolidated

                                                                                    (£'m)        (£'m)                  group

                                                                                                                        (£'m)
                Revenue                              60.1                           19.5                                79.6
                Cost of sales                        (31.4)                         (12.3)                              (43.7)
                Gross profit                         28.7                           7.2          -                      35.9
                                                     48%                            37%                                 45%
                Administrative expenses              (22.3)                         (4.5)        (1.9)                  (28.7)
                Research & Development expenses                                                  (4.0)                  (4.0)
                Other income                         -                              0.1                                 0.1
                Exceptional items                    1.0                                                                1.0
                Profit from operating activities     7.4                            2.8          (5.9)                  4.3

                Net finance cost                     (0.1)                          (0.2)        -                      (0.3)
 Profit before income tax                            7.3                            2.6          (5.9)                  4.0

                Income tax credit/(charge)           (0.6)                          (0.7)        0.1                    (1.2)
                Withholding tax on dividends         (0.1)                                                              (0.1)
                Profit for the year                  6.6                            1.9          (5.8)                  2.7

 

 

 

 

 

 

 

 

 

 

ECO Animal Health Group plc - Disaggregation analysis continued

                                                        ECO excluding ECO Biok (£'m)   ECO Biok*  ECO R&D operation      Consolidated

                                                                                       (£'m)      (£'m)                  group

                                                                                                                         (£'m)

 Profit:
 Profit from operating activities                       7.4                            2.8        (5.9)                  4.3
 Deprecation                                            0.3                            0.6                               0.9
 Amortisation                                           1.6                            0.3                               1.9
 Share based payments and foreign exchange differences  1.2                                                              1.2
 Exceptional items                                      (1.0)                                                            (1.0)
 Adjusted EBITDA                                        9.5                            3.7        (5.9)                  7.3

 China dividend
 Received by ECO group from China JV in year            1.1                            (1.1)                             0.0
 Balance sheet
 Intangible fixed assets                                30.6                                      11.6                   42.2
 Tangible fixed assets                                  4.4                            3.0                               7.4
 Deferred tax balance                                   0.0                            0.2                               0.2
 Inventories                                            11.7                           2.9                               14.6
 Receivables                                            23.4                           5.1                               28.5
 Other current assets                                   1.9                                                              1.9
 Cash balance                                           14.0                           11.0                              25.0
 Trade payables                                         (13.0)                         (2.1)                             (15.1)
 Lease liabilities                                      (0.8)                          (3.0)                             (3.8)
 Other payables                                         (5.4)                          (0.7)                             (6.1)
 Net assets                                             66.8                           16.4       11.6                   94.8
 Cash flow

 Profit before tax                                      7.3                            2.6        (5.9)                  4.0
 Non-cash items                                         2.6                            1.0                               3.6
 Net working capital movements/                         4.0                            (1.5)                             2.5

net finance cost and tax payments
 Cashflow from operating activities                     13.9                           2.1        (5.9)                  10.1
 Cashflow from investing activities                     0.1                            (0.1)      (4.6)                  (4.6)
 Cashflow from financing activities                     0.7                            (2.6)                             (2.0)
 Foreign exchange movements                             (0.9)                          (0.4)                             (1.3)
 Net increase/(decrease) in cash                        13.8                           (1.0)      (10.5)                 2.3
 Opening cash                                           0.2                            12.0       10.5                   22.7
 Closing cash                                           14.0                           11.0       0.0                    25.0

*The Group owns 51% of ECO Biok with 49% owned by a minority shareholder.
Details of ECO Biok are disclosed in note 15.

By performing this analysis for prior years the following comparative
performance for the core group can be set out as follows:

 

                                                Year ended 31 March
 Group excluding China and R&D                  2022   2023   2024   2025
 Revenue                                        55.4   61.2   67.8   60.1
 Gross margin                                   46%    45%    43%    48%
 Adjusted EBITDA                                10.2   7.8    9.4    9.5
 Adjusted EBITDA margin                         18%    13%    14%    16%
 Effective tax rate                             31%    12%    24%    8%
 Inventories                                    16.1   17.4   13.0   11.7
 Receivables                                    19.7   22.9   27.6   23.9
 Cash balance                                   8.2    6.8    10.4   14.0
 Cash generated from Operations                 10.8   7.2    10.3   14.0
 Cash received from China JV dividend           2.3    1.9    2.9    1.1

 R&D component
 R&D cash expenditure (net of tax credits)      8.6    8.2    8.0    8.5
 Effective R&D tax credit rate                  12%    14%    15%    1%

 China 51% Subsidiary
 Revenue                                        26.8   24.1   21.6   19.5
 Gross margin                                   36%    44%    38%    37%
 Adjusted EBITDA                                3.7    6.6    3.9    3.7
 Adjusted EBITDA margin                         14%    27%    18%    19%
 Effective tax rate                             37%    34%    36%    33%
 Inventories                                    14.1   5.0    4.0    2.9
 Receivables                                    6.3    3.9    4.5    5.1
 Cash balance                                   6.1    14.9   11.9   11.0

 

As disclosed previously the dividend from the China 51% subsidiary in respect
of the year ended 31 December 2024 has been received at a value of £2.6m.
The dividend received in the financial year ended 31 March 2025 was
comparatively lower than prior years and the subsequent year because it
reflected the year in which the new factory in China was built.

In summary the Group can be described as a core trading business which has
delivered consistent (and rising) profitability in the last three years
approaching £10m, rising cash generation and cash balances and which receives
a consistent annual dividend of £2m - £3m and from which a new product
development programme is being funded.

Christopher Wilks

 

Chief Financial Officer

 

 

 

 

 

CONSOLIDATED INCOME STATEMENT

FOR THE YEAR ENDED 31 MARCH 2025

                                                2025      2024
                                         Notes  £000's    £000's

 Revenue                                 3      79,596    89,422
 Cost of sales                                  (43,682)  (51,739)
 Gross profit                                   35,914    37,683
                                                45.1%     42.1%

 Administrative expenses                        (28,727)  (29,394)
 Research and development expenses              (3,988)   (4,169)
 Other income                            4      148       66
 Exceptional items                       5      954       (651)
 Operating profit                               4,301     3,535

 Share of profit of associate            15     50        53
 Finance income                          6      110       150
 Profit before financing and income tax         4,461     3,738

 Finance costs                           6      (452)     (764)
 Profit before income tax                       4,009     2,974

 Income tax charge                       8      (1,375)   (966)
 Profit for the year                            2,634     2,008

 Profit attributable to:
 Owners of the parent Company                   1,686     1,048
 Non-controlling interest                26     948       960
 Profit for the year                            2,634     2,008

 Earnings per share (pence)              7      2.49      1.55

 Diluted earnings per share (pence)      7      2.43      1.52

 Adjusted EBITDA (Non-GAAP measure)      5      7,299     8,046

 

 

 

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 MARCH 2025

                                                                2025     2024
                                                         Notes  £000's   £000's

 Profit for the year                                            2,634    2,008

 Other comprehensive loss:

 Items that may be reclassified to profit or loss:
 Foreign currency translation differences                       (368)    (1,828)

 Items that will not be reclassified to profit or loss:
 Remeasurement of defined benefit pension schemes        23     (14)     43
 Other comprehensive loss for the year                          (382)    (1,785)

 Total comprehensive income for the year                        2,252    223

 Attributable to:
 Owners of the parent Company                                   1,611    1
 Non-controlling interest                                26     641      222
                                                                2,252    223

 

 

 

 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 MARCH 2025

                                          Share Capital  Share Premium  Revaluation Reserve  Treasury Shares  Other Reserves  Foreign Exchange Reserve  Retained Earnings  Total    Non-controlling Interest  Total Equity

                                                                                             Reserve
                                          £000's         £000's         £000's               £000's           £000's          £000's                    £000's             £000's   £000's                    £000's
 Balance at 31 March 2023                 3,381          63,319         657                  -                106             1,878                     13,929             83,270   12,281                    95,551
 Profit for the year                      -              -              -                    -                -               -                         1,048              1,048    960                       2,008
 Other comprehensive income:
 Foreign currency differences             -              -              -                    -                -               (1,090)                   -                  (1,090)  (738)                     (1,828)
 Actuarial gains on pension               -              -              -                    -                -               -                         43                 43       -                         43

scheme assets
 Total comprehensive income for the year  -              -              -                    -                -               (1,090)                   1,091              1        222                       223
 Transactions with owners:
 Issue of shares in the year              6              -              -                    -                -               -                         -                  6        -                         6
 Revaluation reserve                      -              -              (386)                -                -               -                         386                -        -                         -
 Share-based payments                     -              -              -                    -                -               -                         413                413      -                         413
 Dividends                                -              -              -                    -                -               -                         -                  -        (2,813)                   (2,813)
 Transactions with owners                 6              -              (386)                -                -               -                         799                419      (2,813)                   (2,394)
 Balance at 31 March 2024                 3,387          63,319         271                  -                106             788                       15,819             83,690   9,690                     93,380

 Profit for the year                      -              -              -                    -                -               -                         1,686              1,686    948                       2,634
 Other comprehensive income:
 Foreign currency differences             -              -              -                    -                -               (41)                      (20)               (61)     (307)                     (368)
 Actuarial gains on pension               -              -              -                    -                -               -                         (14)               (14)     -                         (14)

scheme assets
 Total comprehensive income for the year  -              -              -                    -                -               (41)                      1,652              1,611    641                       2,252
 Transactions with owners:
 Issue of shares in the year              1              -              -                    -                -               -                         -                  1        -                         1
 Acquisition of shares by ESOT            -              -              -                    (204)            -               -                         -                  (204)    -                         (204)
 Share-based payments                     -              -              -                    -                -               -                         401                401      -                         401
 Dividends                                -              -              -                    -                -               -                         -                  -        (1,065)                   (1,065)
 Transactions with owners                 1              -              -                    (204)            -               -                         401                198      (1,065)                   (867)
 Balance at 31 March 2025                 3,388          63,319         271                  (204)            106             747                       17,872             85,499   9,266                     94,765

 

 

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 MARCH 2025

Company

 

                                                   Share Capital  Share Premium  Revaluation Reserve  Treasury Shares Reserve  Other Reserves  Retained Earnings  Total
                                                   £000's         £000's         £000's               £000's                   £000's          £000's             £000's
 Balance at 31 March 2023                          3,381          63,319         386                  -                        106             7,236              74,428
 Loss for the year                                 -              -              -                    -                        -               (1,158)            (1,158)
 Other comprehensive income:
 Foreign currency differences                      -              -              -                    -                        -               -                  -
 Deferred tax on revaluation of freehold property  -              -              -                    -                        -               -                  -
 Actuarial gains on pension                        -              -              -                    -                        -               43                 43

scheme assets
 Total comprehensive income for the year           -              -              -                    -                        -               (1,115)            (1,115)
 Transactions with owners:
 Issue of shares in the year                       6              -              -                    -                        -               -                  6
 Revaluation reserve                               -              -              (386)                -                        -               386                -
 Share-based payments                              -              -              -                    -                        -               413                413
 Transactions with owners                          6              -              (386)                -                        -               799                419
 Balance at 31 March 2024                          3,387          63,319         -                    -                        106             6,920              73,732

 Loss for the year                                 -              -              -                    -                        -               (658)              (658)
 Other comprehensive income:
 Deferred tax on revaluation of freehold property  -              -              -                    -                        -               -                  -
 Foreign currency differences                      -              -              -                    -                        -               -                  -
 Actuarial gains on pension                        -              -              -                    -                        -               (14)               (14)

scheme assets
 Total comprehensive income for the year           -              -              -                    -                        -               (672)              (672)
 Transactions with owners:
 Issue of shares in the year                       1              -              -                    -                        -               -                  1
 Acquisition of shares by ESOT                     -              -              -                    (204)                    -               -                  (204)
 Share-based payments                              -              -              -                    -                        -               401                401
 Transactions with owners                          1              -              -                    (204)                    -               401                198
 Balance at 31 March 2025                          3,388          63,319         -                    (204)                    106             6,649              73,258

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

STATEMENTS OF FINANCIAL POSITION (CO. NUMBER: 01818170)

AS AT 31 MARCH 2025

                                                 Group               Company
                                                 2025      2024      2025     2024
                                          Notes  £000's    £000's    £000's   £000's

 Non-current assets
 Intangible assets                        11     41,834    38,351    -        -
 Property, plant and equipment            12     4,038     4,802     -        -
 Right-of-use assets                      14     3,399     3,672     20       59
 Investments                              15     316       268       21,690   21,451
 Amounts due from subsidiary company      17     -         -         48,937   51,078
 Deferred tax assets                      18     1,074     1,437     -        -
 Total non-current assets                        50,661    48,530    70,647   72,588

 Current assets
 Inventories                              16     14,553    16,955    -        -
 Trade and other receivables              17     28,516    32,175    1,664    1,698
 Income tax recoverable                   13     1,143     2,687     -        -
 Other taxes and social security                 724       525       182      -
 Cash and cash equivalents                19     25,006    22,374    1,515    363
 Assets held for sale                            -         18        -        -
 Total current assets                            69,942    74,735    3,361    2,061
 TOTAL ASSETS                                    120,603   123,265   74,008   74,649

 Current Liabilities
 Trade and other payables                 20     (15,071)  (17,353)  (673)    (804)
 Provisions                               22     (4,964)   (5,859)   -        -
 Income tax payable                       13     (801)     (687)     -        -
 Other taxes and social security payable         (305)     (632)     -        -
 Lease liabilities                        21     (621)     (646)     (15)     (50)
 Dividends                                       (50)      (50)      (50)     (50)
 Total current liabilities                       (21,812)  (25,227)  (738)    (904)
 Net current assets                              48,130    49,508    2,623    1,157
 Total assets less current liabilities           98,791    98,038    73,270   73,745

 Non-current liabilities
 Deferred tax liabilities                 18     (862)     (1,279)   (9)      -
 Lease liabilities                        21     (3,164)   (3,379)   (3)      (13)
 TOTAL ASSETS LESS TOTAL LIABILITIES             94,765    93,380    73,258   73,732

 EQUITY
 Issued share capital                     25     3,388     3,387     3,388    3,387
 Share premium account                           63,319    63,319    63,319   63,319
 Revaluation reserve                      27     271       271       -        -
 Treasury shares reserve                  27     (204)     -         (204)    -
 Other reserves                           27     106       106       106      106
 Foreign exchange reserve                 27     747       788       -        -
 Retained earnings                               17,872    15,819    6,649    6,920
 Shareholders' funds                             85,499    83,690    73,258   73,732
 Non-controlling interests                26     9,266     9,690     -        -
 TOTAL EQUITY                                    94,765    93,380    73,258   73,732

 

 

 

 

STATEMENTS OF CASH FLOWS

FOR THE YEAR ENDED 31 MARCH 2025

 

                                                                  Group             Company
                                                                  2025     2024     2025     2024
                                                           Notes  £000's   £000's   £000's   £000's
 Cash flows from operating activities                                                         
 Profit before income tax                                         4,009    2,974    (725)    (1,349)
 Adjustment for:                                                                              
 Finance income                                            6      (110)    (150)    (1,124)  (1,708)
 Finance cost                                              6      452      764      4        62
 Foreign exchange (gain)/loss                              5      720      572      (132)    204
 Depreciation                                              12     984      958      -        20
 Amortisation of right-of-use assets                       14     681      683      32       33
 Amortisation of intangible assets                         11     1,166    1,154    -        -
 Impairment of right-of-use assets                         5      -        80       -        -
 Share of associate's results                              15     (50)     (53)     -        -
 Share based payment charge                                24     401      413      162      127
 Exceptional items                                         5      (954)    306      -        (282)
 Operating cash flows before movements in working capital         7,299    7,701    (1,783)  (2,894)
                                                                                              
 Decrease in inventory                                            2,088    4,741    -        -
 Decrease/(increase) in receivables                               4,156    (4,961)  1,995    (133)
 (Decrease)/increase in payables                                  (1,339)  2,456    (211)    284
 (Decrease)/increase in provision and pensions                    (90)     554      (14)     43
 Cash generated from/(used in) operations                         12,114   10,491   (13)     (2,700)
                                                                                              
 Finance costs                                             6      (200)    (473)    -        (51)
 Income tax                                                       (1,466)  (601)    (9)      (23)
 Net cash from/(used in) operations                               10,448   9,417    (22)     (2,774)
                                                                                              
 Cash flows from investing activities                                                         
 Acquisition of property, plant and equipment              12     (356)    (502)    -        -
 Proceeds from sale of property, plant and equipment              -        1,058    -        1,058
 Purchase of intangibles                                   11     (4,648)  (4,122)  -        -
 Net cash flow from disposal and acquisition activities    5      288      -        -        -
 Finance income                                            6      110      150      1,124    1,708
 Dividends received                                               -        -        85       225
 Net cash (used in)/from investing activities                     (4,606)  (3,416)  1,209    2,991
                                                                                              
 Cash flows from financing activities                                                         
 Proceeds from issue of share capital                             1        6        1        6
 Interest paid on lease liabilities                        21     (252)    (291)    (4)      (11)
 Principal paid on lease liabilities                       21     (638)    (593)    (38)     (34)
 Dividends paid                                                   (1,065)  (2,813)  -        -
 Net cash used in financing activities                            (1,954)  (3,691)  (41)     (39)
 Net increase in cash and cash equivalents                        3,888    2,310    1,146    178
 Foreign exchange movements                                       (1,256)  (1,594)  6        (203)
 Balance at the beginning of the period                           22,374   21,658   363      388
 Balance at the end of the period                          19     25,006   22,374   1,515    363

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

1.             General information

 

ECO Animal Health Group plc ("the Company") and its subsidiaries (together
"the Group") manufacture and supply animal health products globally.

 

The Company is traded on the AIM market of the London Stock Exchange and is
incorporated and domiciled in the UK. The address of its registered office is
The Grange, 100 High Street, Southgate, N14 6BN.

 

2.             Summary of the Group and Company's significant
accounting policies

 

2.1          Basis of preparation

 

These financial statements have been prepared in accordance with UK-adopted
International Financial Reporting Standards. There were no changes to
accounting policies on adoption of UK IFRSs.

 

The preparation of financial statements, in accordance with UK-adopted
international accounting standards, requires the use of estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of the financial statements and the reported amounts of revenue and
expenses during the reporting period. Although these estimates are based on
management's best knowledge of the amount, event or actions, actual results
ultimately may differ from those estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised if the revision affects only that period or in the period
of the revision and future periods if the revision affects both current and
future periods. Further details of estimates and judgements are provided in
note 2.29 and 2.30.

 

The principal accounting policies are set out below and have been applied
consistently in dealing with items which are considered material in relation
to the financial statements. They are prepared under the historical cost
convention with the exception of certain items which are measured at fair
value as described in the accounting policies below.

 

Going concern

After making appropriate enquiries, the Directors have, at the time of
approving the financial statements, formed a judgement that there is a
reasonable expectation that the Group and Company have adequate resources to
continue in operational existence for the foreseeable future. For this reason,
the Directors continue to adopt the going concern basis in preparing the
financial statements.

This conclusion is based on a review of the resources available to the Group,
taking account of the Group's financial projections together with available
cash and committed borrowing facilities. The Directors have performed a
reverse stress test on the business, by considering what quantum of revenue
and gross margin reduction would be required to exhaust all available funds
within 12 months of the date of approving the accounts, having due regard to
the identified strategic risks. The Directors concluded that the likelihood of
such a reduction was remote, and therefore that no material uncertainty exists
in respect of going concern.

2.2          Adoption of new and revised standards

 

The below are the standards that are new/amended for accounting periods that
begin on or after 1 January 2024:

•      Classification of liabilities as current or non-current
(Amendments to IAS 1);

•      Deferred tax related to assets and liabilities arising from a
single transaction (Amendments to IAS 12);

•      Lease Liability in a Sale and Leaseback (Amendments to IFRS 16);

•      Classification of Financial Instruments (Amendments to IFRS 9);

•      Non-current liabilities with covenants (Amendments to IAS 1);
and

•      Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7).

 

No new standards or amendments that became effective in the financial year had
a material impact in preparing these financial statements. There are a number
of standards and amendments to standards which have been issued by the IASB
that are effective in future accounting periods that have not been adopted
early.

The following amendments are effective for annual reporting periods beginning
on or after 1 January 2025:

·      Guidance on the exchange rate to use when a currency is not
exchangeable (Amendments to IAS 21);

·      Accounting treatment for the sale or contribution of assets
(Amendments to IFRS 10 and IAS 28).

 

The following amendments are effective for annual reporting periods beginning
on or after 1 January 2026:

·      Amendments to the classification and measurement of financial
instruments (Amendments to IFRS 9 and IFRS 7);

·      Annual Improvements to IFRS Standards 2022 - 2024 Cycle (covering
amendments to IFRS 1, IFRS 7, IFRS 9, IFRS 10, IAS 7).

 

The following standards are effective for annual reporting periods beginning
on or after 1 January 2027:

·      IFRS 18 Presentation and Disclosure in Financial Statements;

·      IFRS 19 Subsidiaries without Public Accountability: Disclosures.

 

Beyond the information above, it is not practicable to provide a reasonable
estimate of the effect of these standards until a detailed review has been
completed.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

2.3          Basis of consolidation

 

The consolidated financial statements comprise the accounts of the Company and
its subsidiaries drawn up to 31 March 2025.

 

An entity is classed as a subsidiary of the Company when, as a result of
contractual arrangements, the Company has the power to govern its financial
and operating policies so as to obtain benefits from its activities.

 

The purchase method of accounting is used to account for the acquisition of
subsidiaries by the Group. The cost of an acquisition is measured as the fair
value of the assets given, equity instruments issued and liabilities incurred
or assumed at the date of exchange. Identifiable assets acquired and
contingent liabilities assumed in a business combination are measured
initially at their fair values at the acquisition date, irrespective of the
extent of any non-controlling interest. The excess of the cost of acquisition
over the fair value of the Group's share of the identifiable net assets
acquired is recorded as goodwill. If the cost of acquisition is less than the
fair value, the difference is recognised directly in the income statement.

 

Accounting policies of subsidiaries have been changed where material to ensure
consistency with the policies adopted by the Group. Although the subsidiaries
in Brazil and China and the joint operations in the USA and Canada all have
December year ends, the Group uses management accounts to the end of March to
prepare the Group accounts.

 

Subsidiaries are wholly consolidated from the date on which control is
transferred to the Group. They are deconsolidated from the date that control
ceases.

 

Inter-company transactions, balances and unrealised gains on transactions
between Group companies are eliminated on consolidation.

 

The Group initially recognises any non-controlling interest in the acquiree at
the non-controlling interest's proportionate share of the acquiree's net
assets. For each business combination, the Group elects whether to measure the
non-controlling interests in the acquiree at fair value or at the
proportionate share of the acquiree's identifiable net assets.
Acquisition-related costs are expensed as incurred and included in
administrative expenses. The Group has not elected to take the option to use
fair value in acquisitions completed to date.

 

Profit or loss and each component of other comprehensive income are attributed
to the equity holders of the parent of the Group and to the non-controlling
interests, even if this results in the non-controlling interests having a
deficit balance.

 

2.4          Segment reporting

 

Operating segments are reported in a manner consistent with the internal
reporting to the chief operating decision-maker. The chief operating
decision-maker who is responsible for allocating resources and assessing
performance of the operating segments has been identified as the Board.

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

2.5          Foreign currency translation

 

(a)           Functional and presentation currency

 

Items included in the financial statements of each of the Group's entities are
measured using the currency of the primary economic environment in which the
entity operates ('functional currency'). The consolidated and Company
financial statements are presented in Pounds Sterling, which is the Group and
the Company's functional currency.

 

(b)           Transactions and balances

 

Monetary assets and liabilities denominated in foreign currencies are
translated into Pounds Sterling at the rates of exchange ruling at the date of
the financial statements.

 

Foreign currency transactions are translated into the functional currency
using the exchange rates prevailing at the date of the transactions. Foreign
exchange gains and losses resulting from the settlement of such transactions
and from the translation at period end exchange rates of monetary assets and
liabilities denominated in foreign currencies are recognised in the income
statement within administrative expenses.

 

Foreign exchange gains and losses that relate to borrowing and cash and cash
equivalents are presented in the income statement within administrative
expenses.

 

(c)           Group companies

 

The results and financial position of all Group entities that have a
functional currency different from the Group's functional and presentation
currency are translated into the Group's functional and presentation currency
as follows:

 

·      assets and liabilities for each statement of financial position
presented are translated at the closing exchange rate at the date of the
statement of financial position;

·      income and expenses for each income statement are translated at
average exchange rates unless this average is not a reasonable approximation
of the cumulative effect of the rates prevailing on the transaction dates, in
which case the income and expenses are translated at the rate on the dates of
the transaction; and

·      all resulting exchange differences are recognised through other
comprehensive income as a separate component of equity.

 

When a foreign operation is partially disposed or sold, exchange differences
that were recognised in equity are recognised in the income statement as part
of the gain or loss on sale. Goodwill and fair value adjustments arising on
the acquisition of a foreign entity are treated as assets and liabilities of
the foreign entity and translated at the closing exchange rate.

 

2.6          Financial instruments

 

Financial assets

Financial assets comprise mainly trade and other receivables and cash and cash
equivalents in the consolidated statement of financial position. These
financial assets arise principally from the provision of goods to customers
and are measured at amortised cost.

 

Impairment provisions for current and non-current trade receivables are
recognised based on the simplified approach within IFRS 9 using a provision
matrix in the determination of the lifetime expected credit losses. During
this process, the probability of the non-payment of the trade receivables is
assessed with reference to historical data adjusted by forward-looking
information. This probability is then multiplied by the amount of the expected
loss arising from default to determine the lifetime expected credit loss for
the trade receivables. For trade receivables, which are reported net, such
provisions are recorded in a separate provision account with the loss being
recognised within administrative expenses in the consolidated income
statement. On confirmation that the trade receivable will not be collectable,
the gross carrying value of the asset is written off against the associated
provision.

 

Impairment provisions for receivables from related parties and loans to
related parties are recognised based on a forward-looking expected credit loss
model. The methodology used to determine the amount of the provision is based
on whether there has been a significant increase in credit risk since initial
recognition of the financial asset. For those where the credit risk has not
increased significantly since initial recognition of the financial asset,
12-month expected credit losses along with gross interest income are
recognised. For those where the credit risk has increased significantly,
lifetime expected credit losses along with gross interest income are
recognised. Where there is a high level of variation and uncertainty in
possible outcomes, management will assess these on a probability weighted
basis to determine an appropriate provision. For those that are determined to
be credit impaired, lifetime expected credit losses along with interest income
on a net basis are recognised.

 

The group uses forward foreign exchange contracts to manage its currency
exposure. Certain foreign currency inflows that would typically be translated
to sterling at spot to meet liabilities are sold forward to reduce the Group's
exposure to fluctuations in exchange rates. The group has not opted to use
hedge accounting for these instruments, and any changes in fair value are
recognised in the income statement.

 

Financial liabilities

Financial liabilities comprise mainly trade and other payables and bank
overdrafts in the consolidated statement of financial position. These
financial liabilities are initially recognised at fair value and subsequently
measured at amortised cost in accordance with IFRS 9.

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

2.7          Goodwill

 

Goodwill arising on the acquisition of an entity represents the excess of the
costs of acquisition over the Group's interest in the net fair value of the
identifiable assets, liabilities and contingent liabilities of the entity
recognised at the date of acquisition. Please refer to note 11 for further
details.

 

Goodwill is initially recognised as an asset at cost and is subsequently
measured at cost less any accumulated impairment losses. Goodwill is not
subject to amortisation but is tested for impairment annually.

 

Negative goodwill arising on an acquisition is recognised directly in the
income statement. On disposal of a subsidiary or a jointly controlled entity,
the attributable amount of goodwill is included in the determination of the
profit or loss recognised in the income statement on disposal. Goodwill
arising before the date of transition to IFRS, on 1 April 2004, has been
retained at the previous UK GAAP amounts, subject to being tested for
impairment at that date. Goodwill written off to reserves under UK GAAP prior
to 1998 has not been reinstated and is not included in determining any
subsequent profit or loss on disposal.

 

2.8          Other intangible assets

 

Other intangibles are detailed in note 11. IAS 38 - Intangible Assets includes
guidance on the accounting for research and development expenditure. Such an
intangible asset is a resource that is controlled by the entity as a result of
past events (for example, purchase or self-creation) and from which future
economic benefits (inflows of cash or other assets) are expected. The three
critical attributes of an intangible asset are:

 

·      identifiability;

·      control (power to obtain benefits from the asset); and

·      future economic benefits (such as revenues or reduced future
costs).

 

Identifiability

An intangible asset is identifiable when it:

 

·      is separable (capable of being separated and sold, transferred,
licensed, rented, or exchanged, either individually or together with a related
contract); or

·      arises from contractual or other legal rights, regardless of
whether those rights are transferable or separable from the entity or from
other rights and obligations.

 

Development expenditure - whether purchased or self-created (internally
generated) is an example of an intangible asset, governed under IAS 38.

 

Recognition criteria

IAS 38 requires an entity to recognise an intangible asset (at cost) if, and
only if:

 

·      it is probable that the future economic benefits that are
attributable to the asset will flow to the entity; and

·      the cost of the asset can be measured reliably.

 

IAS 38 includes additional recognition criteria for internally generated
intangible assets.

 

Expenditure on the research phase of an internal project is expensed as
incurred. Expenditure in the development phase of an internal project is
capitalised if the entity can demonstrate:

 

a)    the technical feasibility of completing the intangible asset so that
it will be available for use or sale.

b)    its intention to complete the intangible asset and use or sell it.

c)     its ability to use or sell the intangible asset.

d)    how the intangible asset will generate probable future economic
benefits. Among other things, the entity can demonstrate the existence of a
market for the output of the intangible asset or the intangible asset itself
or, if it is to be used internally, the usefulness of the intangible asset.

e)    the availability of adequate technical, financial and other resources
to complete the development and to use or sell the intangible asset.

f)     its ability to measure reliably the expenditure attributable to the
intangible asset during its development.

 

The probability of future economic benefits must be based on reasonable and
supportable assumptions about conditions that will exist over the life of the
asset.

 

If an entity cannot distinguish the research phase of an internal project to
create an intangible asset from the development phase, the entity treats the
expenditure for that project as if it were incurred in the research phase
only.

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

2.8          Other intangible assets (continued)

 

The Group context of IAS 38

Since the early start-up stages of the business, the Group has and continues
to invest significant expenditure in research and development into new animal
treatments and therapies. This has resulted in a significant family of
pharmaceutical treatments for pigs and poultry. Branded as Aivlosin®, this
product has developed over 20 years into treatments for multiple respiratory
and intestinal infections - each of which have separate regulatory and
marketing approvals in each target market. The work to bring Aivlosin® from
the laboratory to the commercial farm has moved through the classical phases
of pharmaceutical development and the ECO Animal Health R&D model can be
described by the following broad phases:

 

•      The discovery phase - in vitro, in laboratory.

•      The proof of concept phase - key efficacy trials in small groups
of animals.

•      The exploratory development phase - optimisation of dose,
economic validation.

•      The full development phase - building the data set for dossier
submission.

•      Submission of an application for regulatory approval.

•      Marketing and regulatory approval granted - commercial revenue
begins.

The application of the principles of IAS 38 to the above model is to treat
expenditure on research and development as an expense until the likely
commercial benefits that will flow from the project can be judged to be highly
probable. This means that the technical feasibility (judged by reference to
efficacy) must be certain, the economic feasibility (judged by reference to
manufacturing methodology, market intelligence, overall programme cost) has to
be highly probable and the likelihood of gaining regulatory approval must be
judged to be highly probable. The Directors consider that capitalisation will
generally commence once a project enters the full development phase.

 

In practice, work that is undertaken to build towards regulatory approval for
a new treatment claim using Aivlosin®, vaccines or other technologies, or an
approval for marketing new technologies of applications in a new geographical
market can be viewed as starting at the full development phase and are likely
to meet the capitalisation criteria whereas costs in relation to some of the
Group's recently announced projects, on vaccine development, for example, are
likely to meet the capitalisation requirements once they are approved
internally to commence the full development phase, subject to careful
consideration of residual technical feasibility/risk.

 

The Group's R&D team prepare a technical profile for new products in
development, with timings for development activity reflecting the technical
challenges that must be overcome in order to obtain a marketing authorisation
for the relevant regulator.  In turn the R&D team work with the Group's
marketing team to develop a business case for a new product by considering a
number of additional factors.  These additional factors will include local
intelligence on the appetite for new products gathered through the Group's
global network of existing sales channels, third-party data on the size of
potential markets for new products, and suitable pricing strategies in the
context of potential competitor products.

 

Amortisation of capitalised expenditure is determined with reference to the
point at which regulatory approval is given to the product to which the
expenditure relates. For historic periods, the approach adopted has been to
amalgamate the expenditure incurred on all projects relating to the same
product since the last regulatory approval and then identify the next nearest
regulatory approval given for that product in either the same or a subsequent
half-year. Amortisation begins in the half-year following the receipt of
regulatory approval. A full six months of amortisation is charged in the first
half-year for which costs are amortised.

 

Where it is possible to allocate an individual capitalised cost to a single
identifiable project the start date for amortisation is the half-year
following the half-year period in which the project receives regulatory
approval.   Where regulatory approval has not been received for a project,
the amortisation has not started.

Amortisation is provided at rates calculated to write off the cost less
estimated residual value of each asset over its expected useful life, as
follows:

 

Aivlosin®
5% on cost

Ecomectin®
              10% on cost

Vaccines
5% on cost

Trade marks and patents                 10% on cost

 

2.9          Property, plant and equipment and depreciation

Plant and equipment are stated at cost less depreciation. Depreciation is
provided at rates calculated to write off the cost less estimated residual
value of each asset over its expected useful life, as follows:

 

Plant and
machinery
10%-20% on cost

Fixtures, fittings and equipment
10%-20% on cost

Motor
vehicles
25% on cost

Leasehold
improvement
18%-25% on cost

 

Freehold land and buildings valuations are measured as a level 3 recurring
fair value measurement. The property is professionally valued by a qualified
surveyor at least once every three years. Surpluses (which are not reversals
of previous deficits) arising from the periodic valuations are taken to other
comprehensive income, and deficits (which are not reversals of previous
surpluses) are taken to the income statement within administrative expenses.
Depreciation is provided at a rate calculated to expense the valuation less
estimated residual value over the remaining useful life of the building at a
rate of 2% per annum on a straight-line basis. Land is not depreciated.

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

2.10        Impairment of non-financial assets

The carrying amounts of assets are reviewed at each year end to determine
whether there is any indication of impairment. If any such indication exists,
the asset's recoverable amount is estimated in order to determine the
impairment loss if any. The recoverable amount is the higher of its fair value
and its value in use. For intangible assets with an indefinite useful life or
not available for use, an impairment test is performed at each year end.

 

In assessing value in use, the expected future cash flows from the asset are
discounted to their present value using a pre-tax discount rate that reflects
current market assessments of the time value of money and the risks specific
to the asset.

 

An impairment loss is recognised in the income statement whenever the carrying
amount of an asset or its cash-generating unit exceeds its recoverable amount.

 

A previously recognised impairment loss for costs other than goodwill is
reversed if the recoverable amount increases as a result of a change in the
estimates used to determine the recoverable amount, but not to an amount
higher than the carrying amount that would have been determined (net of
depreciation) had no impairment loss been recognised in prior years and no
reversal of impairment losses recognised on goodwill.

 

2.11        Investments in subsidiaries

 

An investment in a subsidiary is where the Group own a controlling interest in
an entity. Investments in subsidiaries are stated at cost less impairment in
the parent Company's statement of financial position.

 

Other non-current asset investments are stated at fair value. They are
recognised or derecognised on the date when the contract for acquisition or
disposal requires the delivery of that investment.

 

Investments are assessed for impairment at the end of each reporting period.
An impairment is recognised in profit or loss when the recoverable amount of
an asset is less than its carrying amount, with the value of any impairment
being the difference between the recoverable amount and carrying amount.

 

Impairments can be reversed in subsequent periods where there is any
indication that the impairment loss recognised in a prior period may no longer
exist or have decreased.

 

During the year the Group established an Employee Share Ownership Trust (the
'ESOT').  The assets, liabilities and returns of the ESOT are consolidated
within the results of the ESOT's sponsoring company, Eco Animal Health Group
plc.

 

During the year the ESOT acquired shares in Eco Animal Health Group plc. The
shares held by the ESOT are treated as treasury shares in the accounts of Eco
Animal Health Group plc.

 

2.12        Joint arrangements

 

A joint arrangement is a contractual arrangement whereby the Group and other
parties undertake an economic activity that is subject to joint control; that
is, when the strategic financial and operating policy decisions relating to
the activities require the unanimous consent of the parties sharing control.

 

The Group classifies its interests in joint arrangements as either:

 

-       Joint ventures: where the Group has rights to only the net
assets of the joint arrangement; or

-       Joint operations: where the Group has both the rights to assets
and obligations for the liabilities of the joint arrangement.

 

In assessing the classification of interests in joint arrangements, the Group
considers:

-       The structure of the joint arrangement;

-       The legal form of joint arrangements structured through a
separate vehicle;

-       The contractual terms of the joint arrangement agreement;

-       Any other facts and circumstances (including any other
contractual arrangements).

 

The Group has interests in joint operations. The Group recognises its share of
the assets, liabilities, income, expenses and cash flows of joint operations
combined with the equivalent items in the consolidated financial statements on
a line-by-line basis.

 

2.13        Investments in associates

 

An associate is an entity in which an investor has significant influence but
not control or joint control. Significant influence is defined as "the power
to participate in the financial and operating policy decisions but not to
control them".

 

The Group reports its interests in associates using the equity method of
accounting. Under this method, an equity investment is initially recorded at
cost (subject to initial fair value adjustment if acquired as part of the
acquisition of a subsidiary) and is subsequently adjusted to reflect the
Group's share of the net profit or loss of the associate. If the Group's share
of losses of an associate equal or exceed its "interest in the associate", the
Group discontinues recognising its share of further losses. If the associate
subsequently reports profits, the investor resumes recognising its share of
those profits only after its share of the profits equals the share of losses
not recognised.

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

2.14        Leasing

 

The Group assesses at contract inception whether a contract is, or contains, a
lease. That is, if the contract conveys the right to control the use of an
identified asset for a period of time in exchange for consideration.

 

The Group applies a single recognition and measurement approach for all leases
under IFRS 16, except for short-term leases and leases of low-value assets.

 

Right-of-use assets

The Group recognises right-of-use assets at the commencement date of the
lease, which is the date the underlying asset is available for use.
Right-of-use assets are measured at cost, less any accumulated depreciation
and impairment losses, and adjusted for any remeasurement of lease
liabilities. The cost of right-of-use assets includes the amount of lease
liabilities recognised, initial direct costs incurred, and lease payments made
at or before the commencement date, less any lease incentives received.
Right-of-use assets are depreciated on a straight-line basis over the lease
term.

 

If ownership of the leased asset transfers to the Group at the end of the
lease term or the cost reflects the exercise of a purchase option,
depreciation is calculated using the estimated useful life of the asset.

 

The right-of-use assets are also subject to impairment. Refer to the
accounting policies in section 2.10 for further details.

 

Lease liabilities

At the commencement date of the lease, the Group recognises lease liabilities
measured at the present value of the lease payments to be made over the lease
term. The lease liabilities include the present value of the following lease
payments:

 

•      fixed payments (including in-substance fixed payments), less any
lease incentives receivable;

•      variable lease payments that are based on an index or a rate,
initially measured using the index or rate as at the commencement date;

•      amounts expected to be payable by the Group under residual value
guarantees;

•      the exercise price of a purchase option if the Group is
reasonably certain to exercise that option; and

•      payments of penalties for terminating the lease, if the lease
term reflects the Group exercising that option.

 

Lease payments to be made under reasonably certain extension options are also
included in the measurement of the liability.

 

The lease payments are discounted using the interest rate implicit in the
lease. If that rate cannot be readily determined, the lessee's incremental
borrowing rate is used, being the rate that the individual lessee would have
to pay to borrow the funds necessary to obtain an asset of similar value to
the right-of-use asset in a similar economic environment with similar terms,
security and conditions. In addition, the carrying amount of lease liabilities
is remeasured if there is a modification, a change in the lease term, a change
in the lease payments (for example, changes to future payments resulting from
a change in an index or rate used to determine such lease payments) or a
change in the assessment of an option to purchase the underlying asset.

 

The Group is exposed to potential future increases in variable lease payments
based on an index or rate, which are not included in the lease liability until
they take effect. When adjustments to lease payments based on an index or rate
take effect, the lease liability is reassessed and adjusted against the
right-of-use asset.

 

Lease payments are allocated between principal and finance cost. The finance
cost is charged to profit or loss over the lease period to produce a constant
periodic rate of interest on the remaining balance of the liability for each
period.

 

Extension and termination options

Extension and termination options are included in a number of property and
equipment leases across the Group. These are used to maximise operational
flexibility in terms of managing the assets used in the Group's operations.
The majority of extension and termination options held are exercisable only by
the Group and not by the respective lessor.

 

The Group applies judgement in evaluating whether it is reasonably certain
whether or not to exercise the option to renew or terminate the lease. That
is, it considers all relevant factors that create an economic incentive for it
to exercise either the renewal or termination. After the commencement date,
the Group reassesses the lease term if there is a significant event or change
in circumstances that is within its control and affects its ability to
exercise or not to exercise the option to renew or to terminate.

 

Recognition exemptions

The Group applies the short-term lease recognition exemption to its short-term
leases, being those leases that have a lease term of 12 months or less from
the commencement date and do not contain a purchase option.

 

The Group also applies the recognition exemption to leases of which the
underlying asset is of low value, comprising assets below the Group's
capitalisation threshold. Lease payments on short-term leases and leases of
low-value assets are recognised as an expense on a straight-line basis over
the lease term.

 

Practical expedients

The Group applies a single discount rate to a portfolio of leases with
reasonably similar characteristics.

 

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

2.15        Inventories

 

Inventories are valued at the lower of cost and net realisable value. Cost is
determined using the historical batch price of the principal raw materials and
the weighted average cost for other ingredients and other product costs. The
cost of finished goods comprises raw materials, packaging costs and
sub-contracted manufacturing costs. Net realisable value is the estimated
selling price in the ordinary course of business, less any costs which would
be incurred in completing the goods ready for sale.

 

2.16        Trade receivables

 

Trade receivables are initially measured at fair value and are subsequently
measured at amortised cost using the effective interest rate method. Trade
receivables are presented net of discounts or other variable consideration
adjustments earned, where the expectation and intention is to settle the
balance net. Impairment provisions are recognised based on the simplified
approach in accordance with IFRS 9 using a provision matrix in the
determination of the lifetime expected credit losses. See impairment section
in section '2.6 Financial instruments' for more details.

 

2.17        Cash and cash equivalents

 

Cash and cash equivalents include cash in hand, deposits held on call with
banks, and other short‑term highly liquid investments with original
maturities of three months or less. For the purpose of the statement of cash
flows, bank overdrafts are included in the presentation of cash and cash
equivalents.

 

2.18        Financial liabilities and equity

 

Financial liabilities and equity instruments are classified according to the
substance of the contractual arrangements entered into. An equity instrument
is any contract that evidences a residual interest in assets after deducting
all of its liabilities.

 

2.19        Bank borrowings and loans

 

Interest-bearing bank loans and overdrafts are recorded as the proceeds
received, net of direct issue costs (which equate to fair value). Finance
charges including premiums payable on settlement or redemption and direct
issue costs are accounted for on an amortised cost basis in profit or loss
using the effective interest rate method and are added to the carrying amount
of the instrument to the extent that they are not settled in the period in
which they arise.

 

2.20        Trade payables

 

Trade payables are initially measured at fair value and are subsequently
measured at amortised cost using the effective interest rate method.

 

2.21        Provisions

 

Provisions are recognised when there is a present obligation as a result of a
past event and it is probable that an outflow of resources will be required to
settle the obligation. Provisions are measured at the Directors' best estimate
of the expenditure required to settle the obligation outstanding at the year
end and are discounted to present value where the effect is material.

 

2.22        Revenue recognition

 

Revenue comprises the fair value of the consideration received or receivable
for the sale of goods in the ordinary course of the Group's activities. The
Group's revenue is principally derived from selling goods with revenue
recognised at a point in time when control of the goods has transferred to the
customer. This point in time is determined with reference to INCO terms with
that customer, with control of goods deemed to have transferred as per the
relevant INCO terms. The most common terms used by the Group are Carriage,
Insurance and Freight (CIF), Free On Board (FOB), ExWorks (EXW) and Carriage
and Insurance Paid to (CIP).

 

·      For transactions under CIF and FOB, the revenue is recognised at
the point the goods are loaded onto the vessel or aircraft and a bill of
lading or airway bill is issued.

·      For transactions under EXW, the revenue is recognised at the
point the goods are collected from the Group's warehouses or factory.

·      For transactions under CIP, the revenue is recognised at the
point the goods are loaded on to a truck at the designated point of departure
and a loading note is issued.

 

Revenue is shown net of value added tax, returns, rebates and discounts and
after eliminating sales within the Group. Transaction price is determined by
the contract and variable consideration relating to discounts, free goods or
volume rebates has been constrained in estimating contract revenue that is
highly probable by using the most likely amount method.

 

The Group's contracts for delivery of goods are less than 12 months; there are
no warranties within its sales contracts.

 

Revenue is recognised when the performance obligation is fulfilled, and the
amount can be measured reliably.  The performance obligation is fulfilled
when control of the goods passes to the customer, which is normally in
accordance with Incoterms or receipt by customer. No goods are dispatched on a
sale or return basis. Distributors trade on their own account and not as
agents.

 

The Group also receives interest and royalty income, which are recognised on
an accrual basis.

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

2.23        Pensions

 

Defined contribution scheme

The pension costs charged against operating profits represent the amount of
the contributions payable to the schemes in respect of the accounting period.

 

Defined benefit scheme

The regular cost of providing retirement pensions and related benefits is
charged to the income statement over the employees' service lives on the basis
of a constant percentage of earnings. The present value of the defined benefit
obligation less the fair value of the plan assets is disclosed as an asset or
liability in the statement of financial position in accordance with IAS 19.
The disclosure of a net defined benefit asset is limited to the present value
of any economic benefit available in the form of refunds from the plan or
reductions in future contributions to the plan. Actuarial gains or losses are
recognised through other comprehensive income.

 

2.24        Share-based payments

The Group issues equity-settled share options to certain employees in exchange
for services from those employees. Equity-settled share options are measured
at fair value (excluding the effect of non-market based vesting conditions) at
the date of grant.

 

The fair value determined at the grant date of such equity-settled share
options is expensed on a straight-line basis over the vesting period, based on
the Group's estimate of shares that will eventually vest and adjusted for the
effect of non-market based vesting conditions (with a corresponding movement
in equity).

 

Fair value is measured by use of the Black-Scholes model for those options
granted with non-market performance conditions. The expected life used in the
model has been established based on management's best estimate of the effects
of non-transferability, exercise restrictions and behaviour
considerations.

 

In addition, the binomial model has been used to model future market outcomes
for those options granted with a market performance condition.

 

Further details of the inputs to the Black-Scholes and the binomial model can
be found in note 24 to the accounts.

 

Share-based payment charges are credited to retained earnings.

 

2.25        Taxation

Tax expense for the period comprises current and deferred tax.

 

Current tax, including UK corporation tax and foreign tax, is provided at
amounts expected to be paid (or recovered) using the tax rates and laws that
have been enacted or substantially enacted by the year end. Tax expenses are
recognised in profit or loss or other comprehensive income according to the
treatment of the transactions which give rise to them.

 

Deferred income tax is recognised, using the liability method, on temporary
differences arising between the tax basis of assets and liabilities and their
carrying amount in the financial statements.

 

Deferred income tax is determined using tax rates (and laws) that have been
enacted, or substantially enacted, by the date of the statement of financial
position and are expected to apply when the related deferred tax asset is
realised or deferred tax liability is settled.

 

Deferred tax assets are recognised only to the extent that it is probable that
future taxable profits will be available against which the temporary
differences can be utilised.

 

IFRIC 23 Uncertainty over Income Tax Treatments

IFRIC 23 provides guidance on the accounting for current and deferred tax
liabilities and assets in circumstances in which there is uncertainty over
income tax treatments. The interpretation requires:

 

·      the Group to determine whether uncertain tax treatments should be
considered separately or together as a group, based on which approach provides
better predictions of the resolution;

·      the Group to determine if it is probable that the tax authorities
will accept the uncertain tax treatment; and

·      if it is not probable that the uncertain tax treatment will be
accepted, measure the tax uncertainty based on the most likely amount or
expected value, depending on whichever method better predicts the resolution
of the uncertainty. The measurement is required to be based on the assumption
that each of the tax authorities will examine amounts they have a right to
examine and have full knowledge of all related information when making those
examinations.

 

 

 

 

 

 

 

 

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

2.26        Equity

 

Ordinary shares are classified as equity. Incremental costs directly
attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax, from the proceeds.

 

Amounts arising on the restructuring of equity and reserves to protect
creditor interests are credited to the capital redemption reserve.

 

Amounts arising from share-based payment expenses are recorded within retained
earnings.

 

The cost of its own shares bought into treasury is debited to retained
earnings as required by the Companies Act 2006. A subsequent sale of these
shares would result in this entry being wholly or partly reversed with any
profit on the sale being credited to share premium.

 

Amounts arising from the revaluation of non-monetary assets and liabilities
held in foreign subsidiaries, and joint operations are held within the foreign
exchange revaluation reserve.

2.27        Non-controlling interest

 

For each business combination, the Group elects to measure any non-controlling
interest in the acquiree either at fair value or at their proportionate share
of the acquiree's identifiable net assets. Changes in the Group's interest in
a subsidiary that do not result in a loss of control are accounted for as
transactions with owners in their capacity as owner. Adjustments to
non-controlling interests are based on a proportionate amount of the net
assets of the subsidiary. No adjustments are made to goodwill and no gain or
loss is recognised in the statement of profit or loss.

 

2.28        Dividend distribution

 

Dividends are recorded when they become a legal obligation of the Company. For
final dividends, this will be when they are approved by the shareholders at
the AGM. For interim dividends, this will be when they have been paid.

 

2.29        Critical accounting estimates

 

The Group makes estimates and assumptions concerning the future. The resulting
accounting estimates will, by definition, seldom equal the related actual
results. The estimates and assumptions that have a significant risk of causing
a material adjustment to the carrying amounts of assets and liabilities within
the next financial year are as follows:

 

Fair value measurement

A number of assets and liabilities included in the Group's financial
statements require measurement, and/or disclosure of, fair value.

 

The fair value measurement of the Group's financial and non-financial assets
and liabilities utilises market observable inputs and data as far as possible.
Inputs used in determining fair value measurements are categorised into
different levels based on how observable the inputs used in the valuation
technique utilised are (the 'fair value hierarchy'):

-       Level 1: Quoted prices in active markets for identical items
(unadjusted).

-       Level 2: Observable direct or indirect inputs other than level 1
inputs.

-       Level 3: Unobservable inputs (i.e. not derived from market
data).

 

The classification of an item into the above levels is based on the lowest
level of inputs used that has a significant effect on the fair value
measurement of the item.

 

The Group measures a number of items at fair value, including:

·      land and buildings (note 12);

·      investment property;

·      forward foreign exchange contracts;

·      pension and other post-retirement benefit commitments (note 23);

·      share-based payments (note 24); and

·      initial recognition of financial instruments (note 31).

 

For more detailed information in relation to the fair value measure of the
items above, please refer to the applicable notes.

 

Pension scheme

The Group maintains one defined benefit pension scheme which has been
accounted for according to the provisions of IAS 19. Although the assumptions
were determined by a qualified actuary, any change in those assumptions may
materially impact the financial position and results of the Group. Details of
the assumptions used can be found in note 23 of the financial statements.

 

Share-based payments

The charge to the income statement in respect of share-based payments has been
externally calculated using management's best estimates of the number of
options expected to vest and various other inputs to the Black-Scholes and the
binomial model, as disclosed in note 24. Variations in those assumptions in
the model may have a material impact on the Group's results and financial
position at the time of valuation.  Those options that contain market
conditions have been valued using the binomial model, and those without have
been calculated using the Black-Scholes model. Management assesses whether the
charge or vested portion should be amended based on an annual reassessment of
the likelihood of non-market based vesting conditions being met.

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

2.30        Critical accounting estimates (continued)

 

Leases - estimating the incremental borrowing rate

Where the Group cannot readily determine the interest rate implicit in the
lease, it uses its incremental borrowing rate (IBR) to measure lease
liabilities. The IBR is the rate of interest that the Group would have to pay
to borrow over a similar term, and with a similar security, the funds
necessary to obtain an asset of a similar value to the right-of-use asset in a
similar economic environment. The IBR therefore reflects what the Group 'would
have to pay', which requires estimation when no observable rates are available
or when they need to be adjusted to reflect the terms and conditions of the
lease.

 

In practice, the Group considered the following aspects in the assessment of
IBR. Once decided, the IBR will remain unchanged unless there are
modifications in lease terms or changes in the assessment of an option to
purchase the underlying asset.

 

A base rate that reflects economic environment and the term of the lease. This
is mainly derived from the yield of a government bond issued by the country in
which the Group has in scope leases. Where the term of the lease does not
conform with the maturity period of the bond, the Group considered other
available information such as yields on the bonds with the nearest maturity
period, or the yield curve published by the country's treasury department.
Considering there is often a difference in the cash flow profile between a
lease and government bond, the Group has decided to reduce the base rate by
0.05% to 0.10%.

 

Financing factors that reflect the lessee companies' risk premium on
borrowing. Management considered the financial strength and credit risk of the
lessee companies and has estimated the credit spread to be in the range of
1.50% to 5.00%.

 

Asset factors that reflect the quality of hypothetical security. Depending on
the location and type of underlying assets, the Group expects the quality of
security in this hypothetical borrowing transaction to vary. For example, the
right to use a warehouse in rural areas may provide less relevant security
compared to a commercial office in a major city's central business district.
Based on the Group's assessment, the asset factor ranges between - 0.45% to
- 0.50%.

 

The following are the critical judgements that have been made in the process
of applying the Group's accounting policies and have the most significant
effects on the amounts recognised in financial statements.

 

 

Income taxes

The Group is subject to income taxes in the United Kingdom and also in other
jurisdictions.

 

Significant judgements are required in determining the provision for income
taxes including the use of tax losses and in estimating deferred tax assets
arising from unused tax losses or credits. There are some transactions and
calculations for which the ultimate tax determination is uncertain, including
tax credits for research and development expenditures. The Group recognises
assets and liabilities based on estimates of the final agreed position.

 

Where the final tax outcome of these matters is different from the amounts
that were initially recorded, such differences will impact the income tax and
deferred tax provisions in the period in which such determination is made.

 

Deferred tax assets on timing differences are recognised to the extent by
which the Directors estimate that future profits will be generated to utilise
the underlying costs or losses to which they relate.

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

2.30        Critical accounting judgements

 

Capitalisation of intangible assets

The Group assesses development costs incurred for capitalisation in accordance
with the requirements of IAS 38 and the Group's accounting policy described in
note 2.8.  In carrying out its assessment the Group considers a range of
factors, each of which requires the use of judgement, in consultation with the
new product development team.  Factors considered include:   the stage of
development and assessment of technical and commercial feasibility of the
project; the size of the markets in which the Group currently sells products;
and the size of any additional markets in which the Group intends to sell the
product. For key development projects, where there is a higher degree of
estimation uncertainty over future product releases, independent external
consultants are engaged to validate both technical progress and the overall
market appetite for the new product in order to ensure that it remains
reasonable to capitalise associated project costs.

 

Impairment review of intangible assets

The Group tests annually whether goodwill or other intangible assets with
indefinite life, or not yet available for use, have suffered any impairment.
Other intangible assets are reviewed for impairment when an indication of
potential impairment exists. Impairment provisions are recorded as applicable
based on Directors' estimates of recoverable values.

 

The recoverable amounts of the cash-generating units (CGUs) to which
intangible assets are allocated are determined from value in use calculations.
The key assumptions for the value in use calculations are those regarding
discount rates, growth rates and the assumption of an indefinite future life
for the assets giving rise to the cash flows. Where intangible assets relate
to future product releases the key assumptions also relate to forecasts for
market share and product pricing. The Group also reviews and quantifies the
tax implications related to any recognised impairments and these are included
within tax calculations as appropriate.

 

Further details of the impairment reviews performed can be found in note 11 of
the financial statements.

 

Provisions

Certain aspects of a sales tax related to imported products in a Group
subsidiary might have been applicable. The subsidiary has been importing an
increasing volume of product in recent years but has recently implemented for
its largest customer a new system to avoid this possible dispute. This matter
has been reviewed by the group's local tax experts but is subject to further
review of the tax legislation and ongoing case law. No tax payment has yet
been determined. However, a substantial tax settlement may be required in due
course and a provision has been recognised due to IFRIC 23 Uncertainty over
Income Tax Treatments.

 

Accounting for ECO Biok as a subsidiary

The Group has determined that it has control over Zhejiang ECO Biok Animal
Health Products Limited ('ECO Biok') and its results are therefore
consolidated within the Group accounts. The Group owns a 51% interest in ECO
Biok, although decisions are made jointly, it is the entity through which the
Group has chosen to enter the Chinese market. ECO Biok depends on the Group
for the right to sell Aivlosin® products, which gives the Group power over
ECO Biok's activities. Therefore it is appropriate to treat ECO Biok as a
subsidiary.

 

Calculation of expected credit loss

The Group assesses on an annual basis the expected credit loss on the debtors
it holds as at the balance sheet date. It does so by using the higher of
historic loss rates experienced by the group, or a wider measure of likely
default at a country or regional level and applying this against the debtor
balance when profiled for age and origin.

 

Where there is indicator of possible non-recovery of a large debtor,
management may separately assess the risk of irrecoverability via
probabilistic modelling of possible outcomes or other means.

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

3.             Segment information

 

Management has determined the operating segments based on the reports reviewed
by the Board to make strategic decisions. The Board considers the business
from a geographical perspective. Geographically, management considers the
performance in the Corporate/UK, China and Japan, North America, South and
Southeast Asia, Latin America, Europe and the Rest of the World.

 

Revenues are geographically allocated by the destination of customer.

 

The performance of these geographical segments is measured using earnings
before interest, tax, depreciation and amortisation ('Adjusted EBITDA**'),
adjusted to exclude share-based payments, revaluation, impairment and
personnel related litigation matters. Adjusted EBITDA is a non-GAAP measure
used by the management to assess the underlying business performance. The
details of Adjusted EBITDA  is given in note 5.

                                  Corporate  China & Japan      North America  S & SE Asia      Latin America  Europe   Rest of World  Total

/UK
                                  £000's     £000's             £000's         £000's           £000's         £000's   £000's         £000's
 Year ended 31 March 2025
 Sale of goods                    1,110      22,898             21,414         11,854           16,307         4,913    796            79,292
 Royalties                        -          -                  -              -                -              -        304            304
 Revenue from external customers  1,110      22,898             21,414         11,854           16,307         4,913    1,100          79,596

 Adjusted EBITDA**                (16,986)   7,349              7,529          4,974            1,993          1,035    685            6,579

 Year ended 31 March 2024
 Sale of goods                    925        24,656             18,480         17,440           19,891         6,452    1,529          89,373
 Royalties                        -          -                  -              -                -              -        49             49
 Revenue from external customers  925        24,656             18,480         17,440           19,891         6,452    1,578          89,422

 Adjusted EBITDA**                (17,281)   7,007              7,229          5,610            3,578          488      843            7,474

 

 

Material non-current assets held by non-UK subsidiaries are disclosed in note
15 to these financial statements.

 

 

A reconciliation of Adjusted EBITDA for reportable segments to profit from
operating activities is provided as follows:

 

 

 

                                                   2025     2024
                                                   £000's   £000's
 Adjusted EBITDA for reportable segments           6,579    7,474
 Depreciation                                      (984)    (958)
 Amortisation of right-of-use assets               (681)    (683)
 Amortisation                                      (1,166)  (1,154)
 Impairment of right-of-use assets                 -        (80)
 Other exceptional items                           954      (651)
 Share-based payment charges                       (401)    (413)
 Profit from operating activities                  4,301    3,535

 Foreign exchange differences                      720      572
 Adjusted EBITDA for the Group                     7,299    8,046

 

 

**Adjusted EBITDA reported for the segments includes foreign exchange gains
and losses. The Adjusted EBITDA for the Group is presented in note 5.

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

3.             Segment information (continued)

 

Product revenues

All product revenues are recognised at a point in time.

                    2025     2024
                    £000's   £000's

 Aivlosin®          72,914   82,436
 Ecomectin®         2,156    3,340
 Others             4,526    3,646
 Total              79,596   89,422

 

 

Contract balances

 

                                                                                                             2025     2024
 Within one year or on demand                                                                                £000's   £000's

 At 1 April                                                                                                  3        1,079
 Amounts included in contract liabilities that were recognised as revenue                                    (3)      (1,079)
 during the period
 Cash received in advance of performance and not recognised as revenue during                                706      3
 the period
 At 31 March                                                                                                 706      3

 

 

The Group recognised contract liabilities of £706,000 at 31 March 2025 (2024:
£3,000). The Group does not hold any long-term sales contracts and any
rebates, discounts or free goods incentives are settled and recognised as
revenue within the next accounting period. Contract balances are reported
within trade and other payables on the statement of financial position.

 

 

4.             Other income

                  2025     2024
                  £000's   £000's

 Sundry income    148      66
                  148      66

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

5.             Result from operating activities

 

                                                                                       2025     2024
                                                                                Notes  £000's   £000's

 Result from operating activities is stated after charging/(crediting):
 Cost of inventories recognised as an expense                                          43,164   51,108
 Employee benefits expenses                                                     29     15,054   16,795
 Amortisation of intangible assets                                              11     1,166    1,154
 Depreciation                                                                   12     984      958
 Amortisation of right-of-use assets                                            14     681      683
 (Loss)/gain on foreign exchange transactions                                          (720)    (572)
 Research and development                                                              3,988    4,169
 Impairment losses on trade receivables                                         17     485      603
 Fees payable to the Company's auditor for the audit of the parent Company and         334      312
 Group annual accounts

 

 

 

Alternative performance measures

 

Earnings before interest, tax, depreciation, amortisation, revaluation,
impairment, share-based payments and foreign exchange differences (Adjusted
EBITDA)

 

                                          2025     2024
                                          £000's   £000's
 Profit from operating activities         4,301    3,535
 Depreciation                             984      958
 Amortisation of right-of-use assets      681      683
 Amortisation                             1,166    1,154
 Impairment of right-of-use assets        -        80
 Other exceptional items                  (954)    651
 Share-based payments                     401      413
                                          6,579    7,474
 Foreign exchange differences             720      572
 Adjusted EBITDA                          7,299    8,046

 

 

 

Exceptional items

 

                                                            2025     2024
                                                            £000's   £000's
 Cessation of distribution business                         -        (933)
 Profit on disposal of properties                           -        282
 Profit on disposal of Ecomectin® Horsepaste assets         1,073    -
 Cost associated with acquisition activities                (249)    -
 Profit on disposal of Southern African licences            176      -
 Other                                                      (46)     -
 Total exceptional items                                    954      (651)

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

5.             Result from operating activities (continued)

 

Management believe that adjusted EBITDA is an appropriate measure of the
Group's performance as it is the initial source for all re-investment and for
all returns to shareholders. Investors, bankers and analysts all focus on this
important measure of underlying performance because it enables them to make
judgements about the Group's ability to generate sufficient cash to meet all
the re-investment needs of the business while still providing adequate returns
to shareholders. Therefore, adjusted EBITDA has a direct relationship with the
value of the Group and is seen by our investors as a key performance indicator
for management.

 

The following items are adjusted for in the calculation of Adjusted EBITDA as
defined by the Group.

 

 Item                                Rationale for Adjustment

 Depreciation and amortisation       These items are a result of past investments and therefore, although they are
                                     correctly recorded as a cost of the business, they do not reflect current or
                                     future cash outflows.

                                     Additionally, depreciation and amortisation calculations are subject to
                                     judgement regarding useful lives and residual values of particular assets and
                                     the adjustment removes the element of judgement.

 Revaluation of investment property  These are subject to judgement and do not reflect cash flows.

 Impairment of right-of-use assets   This item is a result of past investments and therefore, although they are
                                     correctly recorded as income or cost of the business, they do not reflect
                                     current or future cash outflows.
 Exceptional items                   These items are a result of one-off changes to cessation of distribution
                                     business and property disposals and therefore, although they are correctly
                                     recorded as income or cost of the business, they do not reflect current or
                                     future cash outflows.
 Share-based payments                This item is subject to judgement and will never be reflected in the Group's
                                     cash flows.

 Foreign exchange differences        Since the key driver of this figure is the revaluation of monetary assets
                                     denominated in foreign currency at the period end, which may reverse prior to
                                     settlement, taking this figure out of the EBITDA figure removes volatility
                                     from the performance measure. Foreign exchange movements are largely outside
                                     of the Group's control, so this gives a better measure of the Group's progress
                                     than statutory profit measures which include them.

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

6.             Finance income/(expense)

 

                                                    2025     2024
                                                    £000's   £000's
 Finance income
 Interest received on short-term bank deposits      110      150

 Finance costs
 Interest paid                                      (200)    (473)
 Interest paid on lease liabilities                 (252)    (291)
                                                    (452)    (764)
 Net finance costs                                  (342)    (614)

 

 

7.             Earnings per share

 

The calculation of basic earnings per share is based on the post-tax profit
for the year divided by the weighted average number of shares in issue during
the year.

 

 

                                                                                          2025                                                               2024
                                                                                Earnings  Weighted average number of shares  Per share amount      Earnings  Weighted average number of shares  Per share amount
                                                                                £000's    000's                              pence                 £000's    000's                              pence

 Earnings attributable to ordinary shareholders on continuing operations after  1,686     67,630                             2.49                  1,048     67,745                             1.55
 tax
 Dilutive effect of share options                                               -         1,812                              -                     -         1,335                              -
 Diluted earnings per share                                                     1,686     69,442                             2.43                  1,048     69,080                             1.52

 

 

The diluted EPS figure reflects the impact of historic grants of share options
and is calculated by reference to the number of options granted for which the
average share price for the year was in excess of the option exercise price.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

8.             Taxation

 

                                                                       2025     2024
                                                                       £000's   £000's
 Current tax charge / (credit)
 Foreign corporation tax on profits for the year                       1,543    1,745
 Foreign withholding tax                                               162      180
 Research and development tax credits claimed in the year              (119)    (1,027)
 Research and development tax credits - adjustment for prior year      16       (333)
 Research and development tax credits - true-up for prior year         -        -

 Deferred tax
 Origination and reversal of temporary differences                     (227)    401
 Income tax charge                                                     1,375    966

 

 

                                                                                 2025     2024
                                                                                 £000's   £000's
 Factors affecting the tax charge for the year
 Profit on ordinary activities before taxation                                   4,009    2,974

 Profit on ordinary activities before taxation multiplied by the applicable      1,002    743
 rate of UK corporation tax of 25% (2024: 25%)
 Effects of:
 Non-deductible expenses                                                         568      1,403
 Non-chargeable credits                                                          (3)      (10)
 Right-of-use assets depreciation                                                -        (55)
 Withholding tax on inter-company dividends                                      162      180
 Enhanced allowance on research and development expenditure                      (347)    (627)
 Adjustment in respect of prior years                                            40       (169)
 Different tax rate for foreign subsidiaries                                     6        (57)
 Intra-Group dividend                                                            -        34
 Origin and reversal of temporary differences                                    (272)    720
 Unused tax losses carried forward                                               1,003    (367)
 Tax effect of share based payments                                              -        (71)
 Patent Box claim                                                                (784)    (758)
 Income tax charge                                                               1,375    966
 Effective income tax rate                                                       34%      32%

 

 

 

9.             Loss for the financial year

 

                                                   2025     2024
                                                   £000's   £000's

 Parent Company's (loss) for the financial year    (658)    (1,158)

 

The Company has elected to take the exemption under Section 408 of the
Companies Act 2006 not to present the parent Company income statement.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

10.          Dividends

 

The Board of Directors does not propose that a dividend be paid for the year
ended 31 March 2025 (2024: Nil).

 

Proposed dividends on ordinary shares are subject to approval at the Annual
General Meeting and are not recognised as a liability as at the date of the
statement of financial position.

 

 

11.          Intangible assets

 

 Group                Goodwill  Distribution rights  Drug registrations, patents and licence costs  Total
                      £000's    £000's               £000's                                         £000's
 Cost
 At 31 March 2023     17,930    407                  25,711                                         44,048
 Additions            -         -                    4,122                                          4,122
 Impairment           -         -                    (287)                                          (287)
 At 31 March 2024     17,930    407                  29,546                                         47,883
 Additions            -         -                    4,648                                          4,648
 Disposal             -         -                    (105)                                          (105)
 At 31 March 2025     17,930    407                  34,089                                         52,426

 Amortisation
 At 31 March 2023     -         (178)                (8,234)                                        (8,412)
 Charge for the year  -         (20)                 (1,134)                                        (1,154)
 Disposal             -         -                    268                                            268
 Impairment           -         -                    (234)                                          (234)
 At 31 March 2024     -         (198)                (9,334)                                        (9,532)
 Charge for the year  -         (20)                 (1,146)                                        (1,166)
 Disposal             -         -                    106                                            106
 Impairment           -         -                    -                                              -
 At 31 March 2025     -         (218)                (10,374)                                       (10,592)

 Net book value
 At 31 March 2025     17,930    189                  23,715                                         41,834
 At 31 March 2024     17,930    209                  20,212                                         38,351
 At 31 March 2023     17,930    229                  17,477                                         35,636

 

The amortisation and impairment charges are included within administrative
expenses in the income statement.

Distribution rights are amortised over their estimated useful life of 20 years
and reviewed for impairment when any indication of potential impairment
exists. The remaining amortisation period at the date of the financial
statements ranged from 3 to 20 years.

The acquisition of ECO Animal Health Limited in October 2004 gave the Group
ownership of the intellectual property and established distribution networks
in respect of Aivlosin® and Ecomectin® and gave rise to £17,359,000 of
goodwill. The acquisitions of Zhejiang Eco Biok Animal Health Products Limited
in 2007 and ECO Animal Health Japan Inc in 2009 opened further distribution
and sale opportunities for Aivlosin® and Ecomectin® and gave rise to
£94,000 and £477,000 of goodwill respectively.

Goodwill acquired in a business combination is allocated at acquisition to the
cash-generating units (CGUs) that are expected to benefit from the business
combination.

The Group has recalculated the headroom as it would have been at March 2025
when comparing the net present value of cash flows to the carrying value of
goodwill. The goodwill impairment review uses cash flows from the Group's
global revenues in respect of Aivlosin® and Ecomectin®.  Expected future
cash flows in respect of new vaccines - both the outflows on research and
development of these new products and the forecast revenues from sales - are
excluded. Intangible assets in respect of new vaccines are tested for
impairment separately. This approach is appropriate given that the
acquisitions which gave rise to the goodwill balance were made to enhance the
Group's global capacity to sell Aivlosin® and Ecomectin® products rather
than new products expected to be introduced following successful completion of
current R&D projects.

The recoverable amount of the CGU is determined from value in use
calculations. The key assumptions for the value in use calculations are those
regarding discount rates, growth rates and the estimated remaining useful life
of the asset.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

11.          Intangible assets (continued)

 

The Group prepares cash flow forecasts that represent a reasonable expectation
of performance over the 12 months post year-end. This expectation is then
extrapolated into the future using a 3% annual growth rate. The directors
believe that the long-term growth rate does not exceed the average long-term
growth rate for the relevant markets.

Management estimates discount rates using the pre-tax rates that reflect
current market assessments of the time value of money and the risks specific
to the CGU. In the current year management estimated the applicable rate to be
11% (2024: 10%). Management considers that there is adequate headroom when
comparing the net present value of the cash flows to the carrying value of
goodwill to conclude that no impairment is necessary this year. On assumptions
as at each period end the excess of recoverable amount over carrying value is
over £107m (2024: £86m).

Management believes that the most significant assumption in the calculation of
value in use is the term over which the cash flows are modelled. However, even
if the growth rate were to be zero, the present value of the cashflows over
the next three years would exceed the carrying amount.

The net book value of drug registrations, patents and licence costs can be
broken down as follows:

                  2025     2024
                  £000's   £000's
 Aivlosin®        11,653   12,655
 Ecomectin®       360      500
 Vaccines         11,649   7,001
 Others           53       56
                  23,715   20,212

 

Aivlosin® is a highly effective antibiotic that treats a range of specific
enteric (gut) and respiratory diseases in pigs and poultry, ensuring a rapid
return to health. In addition to the welfare benefits, healthy animals gain
weight faster, digest food more efficiently and get to market earlier which
all bring economic benefit to the farmer. Substantial ongoing product
development covering more formulations, species and diseases is expected to
substantially further increase its revenue generating potential. The remaining
useful life ranges between 7 and 20 years, where the shortest period relates
to assets on the balance sheet which received regulatory approval a number of
years ago and have been amortised over a number of years, and where the
remaining useful life of 20 years relates to capitalised assets which have not
yet received regulatory approval and whose amortisation has not yet commenced.
Ecomectin® is an endectocide that controls worms, ticks, lice and mange in
grazing stock and pigs. The remaining useful life is 2 years.

At 31 March 2025 intangible assets included £11,745,000 (2024: £7,173,000)
of assets capitalised that had not commenced their useful life, of which
approximately £75,000 (2024: £75,000) were Aivlosin® related products.

The impairment review for intangible assets relating to ongoing development
activity, for which regulatory approval is expected to be received at a future
date, is performed with reference to cash flow projections modelled in each
development project's business case.  The cash flows in these business cases
reflect the expected economic life of the new product (a period of more than 5
years) and the variables captured include the costs to complete the
development activity, the future product sale price, expected future market
share, the rate of market penetration for new product releases and overall
market size.  The market size comprises a number of factors, including the
total population of the target animal species, the replacement rate (which in
the case of poultry is the length of time during which they are productive
layers), the proportion of the species population prone to the diseases to
which ECO's product is directed and the proportion of the population which is
subject to vaccination.  In determining these factors uses the expertise of
own teams, particularly members of the R&D, marketing, sales and finance
teams.  Third-party data is reviewed to enhance the accuracy of the estimates
used.  For key development projects, independent external consultants are
engaged to validate both technical progress and the overall market appetite
for the new product.

Drug registrations and licences are amortised over their estimated useful
lives of 10 to 20 years, which is the Directors' estimate of the time it would
take to develop a new product allowing for the Group's patent protection and
the exclusivity period which comes with certain registrations. All such costs
are recorded in the Corporate/UK reporting segment.

The Group continuously reviews the status of its research and development
activity, paying close attention to the likelihood of technical success and
the commercial viability of development projects. In the year to March 2025
there were no indications that an impairment was necessary (2024: impairment
of £234,000).

 

 

 

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

12.          Property, plant and equipment

 

 

 Group                       Freehold land and buildings  Leasehold improvements  Plant and machinery  Fixtures, fittings and equipment  Motor vehicles  Total
                             £000's                       £000's                  £000's               £000's                            £000's          £000's
 Cost or valuation

 At 31 March 2023            720                          751                     4,604                2,398                             372             8,845
 Additions                   -                            -                       366                  82                                54              502
 Disposals                   (615)                        -                       (90)                 (737)                             (35)            (1,477)
 Foreign exchange movements  (7)                          -                       (144)                (127)                             (18)            (296)
 At 31 March 2024            98                           751                     4,736                1,616                             373             7,574
 Additions                   32                           -                       95                   230                               -               356
 Disposals                   -                            -                       (42)                 (98)                              -               (140)
 Foreign exchange movements  (4)                          -                       (58)                 (34)                              (28)            (124)
 At 31 March 2025            126                          751                     4,731                1,714                             345             7,667

 Depreciation

 At 31 March 2023            (63)                         (331)                   (451)                (1,651)                           (252)           (2,748)
 Charge for the year         (26)                         (129)                   (453)                (333)                             (17)            (958)
 Disposals                   69                           -                       90                   737                               35              931
 Foreign exchange movements  1                            -                       2                    -                                 -               3
 At 31 March 2024            (19)                         (460)                   (812)                (1,247)                           (234)           (2,772)
 Charge for the year         (8)                          (137)                   (461)                (354)                             (24)            (984)
 Disposals                   -                            -                       42                   98                                -               140
 Foreign exchange movements  -                            -                       (13)                 4                                 (4)             (13)
 At 31 March 2025            (27)                         (597)                   (1,244)              (1,499)                           (262)           (3,629)

 Net book value
 At 31 March 2025            99                           154                     3,487                215                               83              4,038
 At 31 March 2024            79                           291                     3,924                369                               139             4,802
 At 31 March 2023            657                          420                     4,153                747                               120             6,097

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

12.          Property, plant and equipment (continued)

 

 

 Company                  Freehold land and buildings  Fixtures, fittings and equipment  Total
                          £000's                       £000's                            £000's
 Cost or valuation

 At 31 March 2023         615                          183                               798
 Additions                -                            -                                 -
 Disposals                (615)                        (182)                             (797)
 At 31 March 2024         -                            1                                 1
 Additions                -                            -                                 -
 Disposals                -                            -                                 -
 At 31 March 2025         -                            1                                 1

 Depreciation

 At 31 March 2023         (50)                         (183)                             (233)
 Charge for the year      (19)                         -                                 (19)
 Disposals                69                           182                               251
 At 31 March 2024         -                            (1)                               (1)
 Charge for the year      -                            -                                 -
 Disposals                -                            -                                 -
 At 31 March 2025         -                            (1)                               (1)

 Net book value
 At 31 March 2025         -                            -                                 -
 At 31 March 2024         -                            -                                 -
 At 31 March 2023         565                          -                                 565

 

 

 

13.          Income tax recoverable and payable

 

 

 Income tax recoverable                                     2025     2024
                                                            £000's   £000's
 UK repayable tax credit in respect of R&D expenditure      1,143    2,743
 Other overseas tax (payable)/receivable                    -        (56)
                                                            1,143    2,687

 Income tax payable                                         2025     2024
                                                            £000's   £000's
 Overseas tax payable                                       (801)    (687)
                                                            (801)    (687)

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

14.          Right-of-use assets

 

 

 Group                           Property  Vehicles  Other    Total
                                 £000's    £000's    £000's   £000's
 Cost or valuation
 At 31 March 2023                5,387     295       9        5,691
 Additions                       412       52        -        464
 Disposals                       (315)     -         (9)      (324)
 Impairment                      -         -         -        -
 Foreign exchange movements      (238)     -         -        (238)
 At 31 March 2024                5,246     347       -        5,593
 Additions                       430       65        -        495
 Disposals                       (132)     (83)      -        (215)
 Impairment                      -         -         -        -
 Foreign exchange movements      (151)     -         -        (151)
 At 31 March 2025                5,393     329       -        5,722

 Depreciation
 At 31 March 2023                (1,263)   (145)     (1)      (1,409)
 Charge for the year             (620)     (63)      -        (683)
 Disposals                       187       -         1        188
 Impairment                      (52)      -         -        (52)
 Foreign exchange movements      35        -         -        35
 At 31 March 2024                (1,713)   (208)     -        (1,921)
 Charge for the year             (610)     (71)      -        (681)
 Disposals                       132       68        -        200
 Impairment                      -         -         -        -
 Foreign exchange movements      79        -         -        79
 At 31 March 2025                (2,112)   (211)     -        (2,323)

 Net book value
 At 31 March 2025                3,281     118       -        3,399
 At 31 March 2024                3,533     139       -        3,672
 At 31 March 2023                4,124     150       8        4,282

 

 

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

14.          Right of use assets (continued)

 

 

 Company                    Vehicles  Other    Total
                            £000's    £000's   £000's
 Cost or valuation
 At 31 March 2023           140       -        140
 Additions                  21        -        21
 At 31 March 2024           161       -        161
 At 31 March 2025           100       -        100

 Depreciation
 At 31 March 2023           (69)      -        (69)
 Charge for the year        (33)      -        (33)
 At 31 March 2024           (102)     -        (102)
 Charge for the year        (32)      -        (32)
 At 31 March 2025           (80)      -        (80)

 Net book value
 At 31 March 2025           20        -        20
 At 31 March 2024           59        -        59
 At 31 March 2023           71        -        71

 

 

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

15.          Investments

 

 

 Group                                         Investment in associate  Unlisted investments  Total
                                               £000's                   £000's                £000's

 At 31 March 2023                              243                      9                     252
 Share of associate's result for the year      53                       -                     53
 Foreign exchange differences                  (37)                     -                     (37)
 At 31 March 2024                              259                      9                     268
 Share of associate's result for the year      50                       -                     50
 Foreign exchange differences                  (2)                      -                     (2)
 At 31 March 2025                              307                      9                     316

 

 

 

 

 Company                        Unlisted investments (subsidiaries)  Total
                                £000's                               £000's

 Cost
 At 31 March 2023               21,165                               21,165
 Additional investment          286                                  286
 At 31 March 2024               21,451                               21,451
 Additional investment          239                                  239
 At 31 March 2025               21,690                               21,690

 Impairment
 At 31 March 2023               -                                    -
 Impairment charge              -                                    -
 At 31 March 2024               -                                    -
 Impairment charge              -                                    -
 At 31 March 2025               -                                    -

 Net book value
 At 31 March 2025               21,690                               21,690
 At 31 March 2024               21,451                               21,451
 At 31 March 2023               21,165                               21,165

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

15.          Investments (continued)

 

The Company holds more than 20% of the share capital of the following
companies:

 

Subsidiary undertakings held by the Company

 

 Company                                           Registered office address                             Country of registration or incorporation  Class     Shares held %
 Zhejiang ECO Biok Animal Health Products Limited  Zhongguan Industrial Area, Deqing, Zhejiang Province  P. R. China                               Ordinary  3*
 ECO Animal Health Limited                         The Grange, 100 High Street, Southgate, N14 6BN       England & Wales                           Ordinary  100

 

Subsidiary undertakings held by the Group

 

 Company                                                                     Registered office address                                                       Country of registration or incorporation  Class     Shares held %
 ECO Animal Health Southern Africa (Pty) Limited.                            228 Athol Road, Highlands North, Johannesburg 2192                              South Africa                              Ordinary  100
 Zhejiang ECO Biok Animal Health Products Limited.                           Zhongguan Industrial Area, Deqing, Zhejiang Province                            P. R. China                               Ordinary  51*
 Shanghai ECO Biok Veterinary Drug Sale Company Ltd. (via Zhejiang ECO Biok  Room 1502-3, Imago Plaza, No. 99 Wuning Road, Ptro District, Shanghai 200063    P. R. China                               Ordinary  51
 Animal Products Ltd.)
 Zhejiang ECO Animal Health Limited                                          Zhongguan Industrial Area, Deqing, Zhejiang Province                            P. R. China                               Ordinary  100
 ECO Animal Health do Brasil Comercio de Produtos Veterinarios Ltda.         Rua Antonio Amstalden Nº 70, R Antonio Amstalden, Armazem III ALA 02, Capela,   Brazil                                    Ordinary  100

                                                                           Vinhedo

 ECO Animal Health Japan Inc.                                                1-2-1, Hamamatsu-cho, Minato-Ku, Tokyo                                          Japan                                     Ordinary  100
 ECO Animal Health USA Corp.                                                 344 Nassau Street, Princeton, New Jersey, 08540                                 USA                                       Ordinary  100
 Interpet LLC.                                                               3775 Columbia Pike, Ellicott City, Maryland, 21043                              USA                                       Ordinary  100
 ECO Animal Health de Mexico, S de R.L. de C.V.                              Av Techologico Sur 134-4, Unidad Habitacional Moderna, Queretaro, 76030         Mexico                                    Ordinary  100
 ECO Animal Health de Argentina S.A.                                         Calle 4 E 43/44 N: 581 P.6 D:B La Plata, Buenos Aires                           Argentina                                 Ordinary  100
 ECO Animal Health Malaysia Sdn. Bhd.                                        10(th) Floor, Menara Hap Seng, No 1 & 3, Jalan P Ramlee, 50250 Kuala            Malaysia                                  Ordinary  100
                                                                             Lumpur
 ECO Animal Health India (Private) Ltd                                       No 33/5, Second Floor, Mount Kailash Building, Meanee Avenue Road, Ulsoor       India                                     Ordinary  100
                                                                             Bangalore, Karnataka, 560042
 ECO Animal Health Europe Ltd                                                6th Floor, South Bank House, Barrow Street, Dublin, D18 TR29                    Republic of Ireland                       Ordinary  100

 

*The Group's control over its China based subsidiary Zhejiang ECO Biok Animal
Health Products Limited is achieved via a joint holding of 51% of the entity's
ordinary share capital between the Company (3%) and its UK based trading
subsidiary ECO Animal Health Limited (48%).

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

15.          Investments (continued)

 

Subsidiary undertakings held by the Group (continued)

 

The principal activity of these undertakings for the last relevant financial
year was as follows:

 

 Company name                                                        Principal activity
 ECO Animal Health Limited                                           Distribution of animal medicines
 ECO Animal Health Southern Africa (Pty) Limited                     Non-trading
 Zhejiang ECO Biok Animal Health Products Limited                    Manufacture of animal medicines
 Shanghai ECO Biok Veterinary Drug Sale Company Ltd.                 Distribution of animal medicines
 Zhejiang ECO Animal Health Limited                                  Procurement of raw materials
 ECO Animal Health do Brasil Comercio de Produtos Veterinarios Ltda  Distribution of animal medicines
 ECO Animal Health Japan Inc.                                        Distribution of animal medicines
 ECO Animal Health USA Corp.                                         Distribution of animal medicines

 Interpet LLC                                                        Non-trading
 ECO Animal Health de Mexico, S. de R. L. de C. V.                   Distribution of animal medicines
 ECO Animal Health de Argentina S.A.                                 Non-trading
 ECO Animal Health Malaysia Sdn. Bhd                                 Non-trading
 ECO Animal Health India (Private) Ltd                               Non-trading

 ECO Animal Health Europe Ltd                                        Distribution of animal medicines

 

 

During the year the Group established an Employee Share Ownership Trust (the
'ESOT').  The assets, liabilities and returns of the ESOT are consolidated
within the results of the ESOT's sponsoring company, Eco Animal Health Group
plc.

The address of the ESOT is 26 New St, St Helier, Jersey JE2 3RA, Jersey.

Zhejiang ECO Biok Animal Health Products Limited, Zhejiang ECO Animal Health
Limited and ECO Animal Health do Brasil Comercio de Produtos Veterinarios Ltda
all have 31 December year ends. The Group receives management accounts for the
three months to 31 March for these subsidiaries for use in preparing the
consolidated financial statements.

 

Interpet LLC has been excluded from consolidation as it holds no assets or
liabilities and has ceased trading.

 

The following trading subsidiaries have no requirement for audit under local
legislation:

 

ECO Animal Health do Brasil Comercio de Produtos Veterinarios Ltda.

ECO Animal Health Japan Inc.

ECO Animal Health USA Corp.

ECO Animal Health de Mexico, S. de R. L. de C. V.

 

ECO Animal Health Group plc has given statutory guarantees against all the
outstanding liabilities of ECO Animal Health Ltd, thereby allowing its
subsidiary to be exempt from the annual audit requirement under Section 479A
of the Companies Act, for the year ended 31 March 2025.

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

15.          Investments (continued)

 

Non-controlling interests

 

Zhejiang ECO Biok Animal Health Products Limited (Zhejiang ECO Biok) and
Shanghai ECO Biok Veterinary Drug Sale Company Limited (Shanghai ECO Biok),
both 51% owned subsidiaries of the Group, have material non-controlling
interests (NCI). Summarised financial information in relation to these two
subsidiaries is presented below together with amounts attributable to NCI.

 

Please note that as Shanghai ECO Biok is a 100% owned subsidiary of Zhejiang
ECO Biok, the summarised results below are consolidated at Zhejiang ECO Biok
level, before wider Group eliminations.

 

 Summarised statement of comprehensive income            2025      2024
 For the year ended 31 March                             £000's    £000's
 Revenue                                                 19,523    21,599
 Cost of sales                                           (12,324)  (13,322)
 Gross profit                                            7,199     8,277

 Administrative expenses                                 (4,517)   (5,394)
 Operating profit/(loss)                                 2,682     2,883

 Other income                                            109       32
 Finance income                                          (143)     (142)

 Profit before tax                                       2,648     2,773
 Tax expense                                             (713)     (814)
 Profit after tax                                        1,935     1,959

 Profit allocated to NCI                                 948       960

 Other comprehensive (loss)/income allocated to NCI      (307)     (738)

 

 

 Summarised balance sheet            2025     2024
 As at 31 March                      £000's   £000's
 Assets:
 Property, plant and equipment       440      570
 Right-of-use assets                 2,572    3,002
 Deferred tax assets                 184      189
 Inventories                         2,875    3,963
 Trade and other receivables         5,053    4,528
 Cash and cash equivalents           10,951   11,948
                                     22,075   24,200
 Liabilities:
 Trade and other payables            2,126    2,873
 Contract liabilities                705      3
 Lease liabilities - short term      286      255
 Lease liabilities - long term       2,673    3,050
                                     5,790    6,181

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

15.          Investments (continued)

 

 Summarised cash flows                                     2025     2024
 For the year ended 31 March                               £000's   £000's

 Cash flows from operating activities                      2,058    4,357
 Cash flows from investing activities                      (74)     (75)
 Cash flows from financing activities                      (2,622)  (6,221)
 Foreign exchange movements                                (359)    (989)
 Net increase/(decrease) in cash and cash equivalents      (997)    (2,928)

 

 

Joint operations

The Group also holds (by means of its ownership of ECO Animal Health USA
Corp.), a 50% interest in Pharmgate Animal Health LLC, which is resident in
the USA. Pharmgate Animal Health LLC distributes the Group's products in the
USA.

 

The Group also holds (by means of its ownership of ECO Animal Health Ltd) a
50% interest in Pharmgate Animal Health Canada Inc, which distributes its
products into Canada.

 

Both Pharmgate Animal Health LLC and Pharmgate Animal Health Canada Inc. have
accounting years which end on 31 December.

 

The Group's holdings in each of the joint operations' share capital is given
in the table below:

 

 Pharmgate Animal Health Canada Inc  Holding   Shares    Holding
                                     (shares)  in issue  %

 Common shares                       100       200       50
 Class A shares                      100       100       100
 Class B shares                      -         100       -

 Pharmgate Animal Health USA LLC     Holding   Shares    Holding
                                     (shares)  in issue  %

 Common shares                       100       200       50
 Class A shares                      100       100       100
 Class B shares                      -         100       -

 ECO-Pharm Limited                   Holding   Shares    Holding
                                     (shares)  in issue  %

 Common shares                       25,000    50,000    50
 Class A shares                      1         1         100
 Class B shares                      -         1         -

 

In the case of Pharmgate Animal Health Canada Inc and Pharmgate Animal Health
USA LLC, A shares carry the rights to dividends payable out of profits
attributable to the Group. These are made up of profits made by products
supplied by the ECO Group plus 50% of any profit relating to new products
developed jointly by the partners to the joint operation.

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

15.          Investments (continued)

 

The following amounts included in the Group's financial statements are related
to its interest in these joint operations.

                      Pharmgate Animal Health LLC     Pharmgate Animal Health Canada Inc
                      2025            2024            2025                2024
                      £000's          £000's          £000's              £000's

 Non-current assets   -               -               -                   -
 Current assets       2,292           2,012           418                 473
 Current liabilities  (2,265)         (1,984)         (418)               (473)
 Sales                17,366          14,912          4,047               3,568
 Profit after tax     -               -               -                   -

 

Associated company

The Group also holds (by means of its ownership of ECO Animal Health Japan
Inc.) a 47.62% interest in EcoPharma.com which is resident in Japan. This
company distributes animal health products and other general merchandise
within Japan.

ECO Animal Health Japan Inc's holding in EcoPharma.com is 10,000,000 shares
out of a total of 21,000,000 shares.

The following amounts included in the Group's financial statements are related
to its interests in this associated company.

 

 

                                      2025     2024
                                      £000's   £000's
 Investments (share of net assets)

 At 1 April                           259      243
 Share of results for the year        50       53
 Foreign exchange movement            (2)      (37)
 At 31 March                          307      259

 

 

 

 

                                       2025     2024
 Summarised financial information      £000's   £000's

 At 31 March
 Current assets                        920      813
 Non-current assets                    90       71
 Current liabilities                   (282)    (239)
 Non-current liabilities               (83)     (101)
 Net assets (100%)                     645      544
 Group share of net assets (47.62%)    307      259

 Year ended 31 March
 Revenue                               2,124    2,106
 Net profit                            105      110

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

16.          Inventories

                                      Group             Company
                                      2025     2024     2025     2024
                                      £000's   £000's   £000's   £000's

 Raw materials and consumables        6,542    9,039    -        -
 Finished goods and goods for resale  3,832    5,425    -        -
 Work in progress                     4,179    2,491    -        -
                                      14,553   16,955   -        -

 

The above total includes the provision of inventory amounting to £187,000
(2024: £631,000).

 

£75,000 of stock was written off in the year ended 31 March 2025 (2024
£nil). Inventory provisions totalling £439,000

were released in this period (2024 £nil).

 

 

17.          Trade and other receivables

                                     Group             Company
                                     2025     2024     2025     2024
                                     £000's   £000's   £000's   £000's
 Non-current:
 Amounts owed by group undertakings  -        -        48,937   51,078

 

 

The inter-company debt is due on demand, however the Company has classified
the receivable as a non-current asset as it does not expect to realise the
asset within 12 months after the reporting period.

 

                                 Group             Company
                                 2025     2024     2025     2024
                                 £000's   £000's   £000's   £000's
 Current:
 Trade receivables               25,435   29,835   -        -
 Other receivables               2,217    1,816    1,393    1,444
 Prepayments and accrued income  864      524      271      254
                                 28,516   32,175   1,664    1,698

 

 

The ageing analysis of these trade receivables is as follows:

 

                          Trade receivables  ECL rate  ECL allowance  Net of impairment
                          £000's             %         £000's         £000's
 Current                  18,572             2.09%     388            18,184
 Up to 3 months past due  2,581              11.00%    284            2,297
 3 to 6 months past due   2,592              5.75%     149            2,443
 Over 6 months past due   3,587              30.00%    1,076          2,511
                          27,332                       1,897          25,435

 

 

 Group 2024
                             Trade receivables  ECL rate  ECL allowance  Net of impairment
                             £000's             %         £000's         £000's
 Current       24,458                           0.66%     161            24,297
 Up to 3 months past due     4,115              4.41%     181            3,934
 3 to 6 months past due      1,137              9.11%     104            1,033
 Over 6 months past due      1,564              63.49%    993            571
                             31,274                       1,439          29,835

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

17.          Trade and other receivables (continued)

 

The Group measures its trade receivables at amortised cost and estimates the
allowance for expected credit loss ("ECL") using a provision matrix based on
the Group's historical credit loss experience or market rates. The market
rates are then adjusted for factors that are specific to the debtors, general
economic conditions and an assessment of both the current as well as the
forecast conditions.

 

This approach enables the Group to determine unbiased and probability-weighted
estimates of credit losses for the lifetime of those trade receivables as
required by IFRS 9.

 

The allowance for ECL in FY25 makes up 6.9% of all trade receivable balances
while in FY24, the allowance made up 4.3% of total trade receivable balances.
The allowance for ECL in FY25 makes up 21.7% of all overdue balances.

 

The increase in the provision is driven by:

-       Worsening age profiles of outstanding trade debtors;

-       Circumstances affecting certain of the Group's customer
requiring additional allowance.

 

Movement on the Group provision for impairment of trade receivables is as
follows:

 

 

 Group                            2025     2024
                                  £000's   £000's
 Balance at 1 April               1,439    845
 Additional provision made        753      837
 (Recovered) in the year          (268)    (175)
 Written off in the year          -        (59)
 Other                            (27)     (9)
 Balance at 31 March              1,897    1,439

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

18.          Deferred tax

 

Group

Deferred tax assets and liabilities are attributable to the following:

                                      2024     2023
                                      £000's   £000's
 Trade related temporary differences  (3,527)  (3,875)
 Freehold property                    -        -
 Investment property                  -        -
 Plant and equipment                  4        (96)
 Pension scheme                       (58)     (58)
 Deferred tax on share options        97       128
 Tax losses carried forward           2,622    2,622
 Total deferred tax (liabilities)     (862)    (1,279)

 Overseas deferred tax assets         1,074    1,437
 Total deferred tax assets            1,074    1,437
 Sum of assets minus liabilities      212      158

 

The movement on the deferred tax account can be summarised as follows:

 

 Deferred tax                                             Trade related temporary differences  Tax losses carried forward  Property  Plant and machinery  Pension scheme  Shares   Overseas temporary differences  Overseas tax losses  Total
                                                          £000's                               £000's                      £000's    £000's               £000's          £000's   £000's                          £000's               £000's
 (Charge) / credit for the year through income statement  (790)                                -                           (26)      -                    (13)            72       141                             215                  (401)

 At 31 March 2024                                         (3,875)                              2,622                       -         (96)                 (58)            128      396                             1,041                158
 (Charge) for the year through income statement           348                                  -                           -         100                  -               (31)     (396)                           33                   54
 At 31 March 2025                                         (3,527)                              2,622                       -         4                    (58)            97       -                               1,074                212

 

 

Trade related temporary differences relate predominantly to research and
development tax deductions claimed in advance of expense recognition in the
income statement, carried forward trading losses and a provision for
unrealised profit arising on consolidation. The tax losses carried forward are
not expected to expire under current legislation.

 

Any future dividend received from the Chinese subsidiary Zhejiang ECO Biok
Animal Health Products Limited will be subject to a 5% withholding tax. The
deferred tax liability in respect of this has not been recognised.

 

 Company                                                Property  Pension scheme  Shares   Total
                                                        2025      2025            2025     2025
                                                        £000's    £000's          £000's   £000's
 At 1 April 2023                                        26        (45)            31       12
 Credit/(charge) for the year through income statement  (26)      (13)            27       (12)
 At 1 April 2024                                        -         (58)            58       -
 Credit/(charge) for the year through income statement  -         -               (9)      (9)
 At 31 March  2025                                      -         (58)            49       (9)

 

 

At the year ended 31 March 2025 the Group has unused unrecognised overseas tax
losses amounting to £332,000 (2024: £547,000), and unused unrecognised UK
tax losses amounting to £12,315,000 (2024: £6,311,000). These tax losses are
not expected to expire.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

19.  Cash and cash equivalents

 

Cash and cash equivalents comprise cash and short-term deposits held by the
Group net of amounts outstanding on bank overdraft. The carrying amount of
these assets is not significantly different to their fair value.

 

                                                                     Group             Company
                                                                     2025     2024     2025     2024
                                                                     £000's   £000's   £000's   £000's

 Cash and cash equivalents                                           25,006   22,374   1,515    363
 Cash and cash equivalents presented in the statement of cash flows  25,006   22,374   1,515    363

 

 

Balances drawn on the bank overdraft facility are repayable on demand and form
an integral part of the cash management of the Group and Company. In the
statement of cash flows, the Group and the Company have presented cash and
cash equivalents net of balances outstanding on bank overdrafts. Amounts drawn
and repaid on the overdraft facility are therefore considered as part of
changes in cash and cash equivalents and are not presented as financing cash
flows.

 

Cash and short-term deposits held in China are subject to local exchange
control regulations. These regulations provide for restrictions on exporting
capital from those countries, other than through normal dividends. The
carrying amount of the assets included within the consolidated financial
statements to which these restrictions apply is £14.9m (2024: £14.3m).

 

Significant non-cash transactions from investing activities are as follows:

 

 

                                                                             Group             Company
                                                                             2025     2024     2025     2024
                                                                             £000's   £000's   £000's   £000's

 Acquisition of property, plant and equipment by means of leases or not yet  495      464      -        21
 paid at year end
 Acquisition of intangible assets not yet paid at year end                   1,160    272      -        -

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

20.  Trade and other payables

 

                               Group             Company
                               2025     2024     2025     2024
                               £000's   £000's   £000's   £000's

 Trade payables                9,794    10,119   149      75
 Contract liabilities          706      3        -        -
 Other payables                1,030    1,205    141      167
 Accruals and deferred income  3,541    6,026    383      562
                               15,071   17,353   673      804

 

 

 

21.  Borrowings

 

                            Group             Company
                            2025     2024     2025     2024
                            £000's   £000's   £000's   £000's

 Cash and cash equivalents  25,006   22,374   1,515    363
 Lease liabilities          (3,785)  (4,025)  (18)     (62)
 Net cash                   21,221   18,349   1,497    301

 

 

 

The Group has an overdraft facility in certain currencies in respect of a pool
of bank accounts held with NatWest Bank plc.

 

The interest rate for all currency overdrafts is 1.8% over the relevant
currency base rate and the borrowings are secured by two debentures held over
the assets of the Group. Any drawdown of this facility is repayable on demand.
The Company and ECO Animal Health Limited have each given a guarantee to the
Group's bankers for the overdraft facility. The facility has a gross and net
limit of £5,000,000, which may be borrowed and repaid at will.

 

At 31 March 2025, the undrawn facility was £5,000,000 (2023: £5,000,000).

 

At 31 March 2025, the Group has an undrawn revolving credit facility
£10,000,000 (2023: £10,000,000) with Natwest. This facility is interest
bearing and can be drawn by the Group on demand, The facility expires on 30
June 2026.

 

Reconciliation of lease liabilities

 

                                Group             Company
                                2025     2024     2025     2024
                                £000's   £000's   £000's   £000's

 Opening lease liabilities      (4,025)  (4,480)  (63)     (75)

 New lease liabilities          360      (416)    -        (22)
 Repayment                      890      884      42       45
 Lease liabilities interest     (252)    (291)    (4)      (11)
 Disposal                       25       92       7        -
 Foreign exchange               (783)    186      -        -
 Closing lease liabilities      (3,785)  (4,025)  (18)     (63)

 Current lease liabilities      (621)    (646)    (15)     (50)
 Non-current lease liabilities  (3,164)  (3,379)  (3)      (13)

 

The Group leases a number of properties and motor vehicles in the
jurisdictions it operates in. At 31 March 2025 there were no termination or
extension options on leases.

 

The Group expensed £70,000 for the year ended 31 March 2025 (2024: £71,000)
for short-term leases.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

21.          Borrowings (continued)

 

Group leases maturity

At 31 March 2025 the Group held the following number of leases in each of the
maturity categories below.

 

 At 31 March 2025                         Property  Vehicle  Other   Total
                                          Number    Number   Number  Number
 Up to 1 year                             9         2        1       12
 Between 1 - 5 years                      6         6        2       14
 Over 5 years                             1         -        2       3
 Total number of leases                   16        8        5       29
 Average remaining lease term (in years)  1.7       1.6      3.2     1.9

 At 31 March 2024                         Property  Vehicle  Other   Total
                                          Number    Number   Number  Number
 Up to 1 year                             4         1        2       7
 Between 1 - 5 years                      8         9        3       20
 Over 5 years                             2         -        -       2
 Total number of leases                   14        10       5       29
 Average remaining lease term (in years)  2.5       1.8      1.5     2.1

 

 

Amounts payable under lease arrangements for the Group

The undiscounted contractual cash flows payable under the existing lease
arrangements at 31 March are analysed into the following maturity categories.

 

 Group                2025     2024
                      £000's   £000's
 Up to 1 year         1,036    1,135
 Between 1 - 5 years  2,123    2,055
 Over 5 years         748      1,085
 Total                3,907    4,275

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

22.  Provisions

                                           Litigation  Overseas tax  Customer goodwill  Total
                                           £000's      £000's        £000's             £000's
 At 31 March 2023                          456         4,598         124                5,178
 Charge for year through income statement  -           507           208                715
 Foreign Exchange                          -           (34)          -                  (34)
 At 31 March 2024                          456         5,071         332                5,859

 Charge for year through income statement  -           216           (332)              (116)
 Foreign Exchange                          -           (779)         -                  (779)
 At 31 March 2025                          456         4,508         -                  4,964

 

 

Provisions include an amount of £456,000 in respect of personnel related
litigation matters. Management has assessed the range of possible outcomes to
these claims and the provision made represents a best estimate, and is
mid-range of the possible outcomes, having taken legal advice. ECO management
is vigorously defending the claims and the timing of any settlement is
uncertain due to the varying nature of the claims and the availability of the
relevant courts if required.

 

Provisions also include an amount of £4,508,000 in respect of overseas tax
liabilities. Certain aspects of a sales tax related to imported products in a
Group subsidiary might have been applicable. The subsidiary has been importing
an increasing volume of product into this country in recent years. This matter
remains uncertain and subject to further review of the tax legislation and
case law. No tax payment has yet been determined. However, a substantial tax
settlement may be required in due course and a provision has been recognised
alongside a corresponding deferred tax asset.

 

 

23.  Pension and other post-retirement benefit commitments

 

Defined contribution pension scheme

The Group operates defined contribution pension schemes. The assets of the
schemes are held separately from the Group and independently administered by
insurance companies. The pension cost charge represents contributions payable
to the funds in the year and amounted to £56,269 (2024: £108,491).

 

Defined benefit pension scheme

The Group operates a defined benefit pension scheme in the UK for a number of
ex-employees which is closed to new members. A full actuarial valuation was
carried out at 6 April 2022 and updated on 31 March 2025 for IAS 19 purposes
by a qualified independent actuary. The major assumptions used by the actuary
were:

 

 

                                            31 March 2025  31 March 2024
 Discount rate                              5.25%          4.75%
 RPI inflation                              n/a            3.45%
 Deferred revaluation rate CPI max 5% p.a.  n/a            2.45%

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

23.          Pension and other post-retirement benefit commitments
(continued)

 

Mortality rates

 

No pre-retirement mortality is assumed (2024: none). Post retirement mortality
is based on 100% of the SAPS 'S4' normal tables, based on the members' year of
birth, improving in line with CMI 2023 projections with a 1.00% long-term
trend rate (2024: 1.00%).

 

Under these mortality assumptions, the expected future lifetime for a member
retiring at age 65 at the year-end would be 20.9 years for males (2024: 21.0
years) and 23.4 years for females (2024: 23.2 years). For members retiring in
20 years' time, the expectation of life would be 21.9 years for males (2024:
22.0 years) and 24.6 years for females (2024: 24.4 years).

 

The weighted average term of the liabilities is 5 years (2024: 7 years).

 

The scheme is exposed to a number of risks including:

 

§  Interest rate risk: Movements in the discount rate used could affect the
present value of the defined benefit pension obligations.

§  Longevity risk: Changes in the estimated mortality rates of former
employees could affect the present value of the defined benefit pension
obligations.

§  Investment risk: Variations in the actual return from the scheme's
investments could affect the scheme's ability to meet its future pension
obligations

 

                                                                    2025     2024
                                                                    £000's   £000's
 Assets at start of year                                            1,202    1,135
 Defined benefit obligation at start of year                        (969)    (954)
 Net asset/(liability) at 1 April                                   233      181

 Return on assets                                                   54       55
 Interest cost                                                      (43)     (46)
                                                                    11       9

 Gain/(loss) on return on plan assets in excess of interest income  77       40
 Gain/(loss) on demographic assumptions                             23       4
 Gain/(loss) on financial assumptions                               26       (1)
 Gain/(loss) on experience adjustment                               (140)    -
 Statement of other comprehensive income                            (14)     43

 Employer contributions (gross)                                     -        -

 Net asset at 31 March                                              230      233

 Actual assets at end of year                                       1,213    1,202
 Actual defined benefit obligation at end of year                   (983)    (969)

 

 

 

Gain/(loss) on changes in assumptions was £23,000 gain (2024: £nil) relating
to changes in demographic assumptions and a gain of £26,000 (2024: £1,000
loss) relating to changes in financial assumptions.

 

The pension fund assets (principally made up of annuities for the benefit of
active pensioners) are all held within a policy managed by an insurance
company regulated by the Financial Conduct Authority of the United Kingdom and
the United Kingdom Pensions Regulator. By law, the trustees are required to
act in the best interests of participants to the schemes. Responsibility for
governance of the plans - including investment decisions and contribution
schedules - lies with trustees.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

23.          Pension and other post-retirement benefit commitments
(continued)

 

 Reconciliation of changes in the asset value during the year               2025     2024
                                                                            £000's   £000's
 Fair value of assets at 1 April                                            1,202    1,135
 Return on assets                                                           54       55
 Gain/(loss) on asset return                                                77       40
 Employer contributions (gross)                                             -        -
 (Decrease)/increase in secured pensioners' value due to scheme experience  -        (28)
 Benefits paid                                                              (120)    -
 Fair value of assets at 31 March                                           1,213    1,202

 Reconciliation of changes in the liability value during the year

 Defined benefit obligation at 1 April                                      969      954
 Interest cost                                                              43       46
 (Loss)/gain on demographic assumptions                                     (26)     1
 (Loss)/gain on financial assumptions                                       (23)     (4)
 (Loss)/gain on experience adjustment                                       140      -
 (Decrease)/increase in secured pensioners' value due to scheme experience  -        (28)
 Benefits paid                                                              (120)    -
 Defined benefit obligation at 31 March                                     983      969

 

No annual contribution to be paid by the employer is expected (2024: £nil).

 Year ended 31 March                            2025     2024     2,023    2,022    2,021
                                                £000's   £000's   £000's   £000's   £000's
 Fair value of plan assets                      1,213    1,202    1,135    1,648    1,795
 Present value of defined benefit obligation    983      969      954      1,569    1,799
 (Deficit)/surplus in plan                      230      233      181      79       (4)
 Experience (losses)/gains on plan liabilities  77       40       17       (5)      -

 

 Plan assets              2025     2024
                          £000's   £000's
 Assets under management  341      345
 Insured annuities        872      857
 Total                    1,213    1,202

 

 

Assets under management composition

                    2025    2024
 Corporate bonds    43.6%   42.6%
 Overseas equities  37.7%   37.1%
 UK equities        10.4%   12.5%
 Property           7.3%    7.0%
 Cash               1.0%    0.8%
                    100.0%  100.0%

 

 

 

 

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

23.          Pension and other post-retirement benefit commitments
(continued)

 

Defined benefit obligation - sensitivity analysis

 

The following amounts are the effect (on the defined benefit obligation) of
reasonably possible changes to the key actuarial assumptions, as required by
IAS 19.

 

 

                           Reasonably possible change  (Decrease)/increase in defined benefit obligation
                                                                      2025                          20
                                                                                                    24
 Actuarial assumptions                                 £000's         £000's         £000's         £000's
 Discount rate             +/- 0.1%                    (55)           61             (56)           64
 Members' life expectancy  +/- 1 year                  (72)           72             (73)           73

 

 

The above sensitivity analyses are based on a change in an assumption while
holding all other assumptions constant. In practice, this is unlikely to
occur, and changes in some of the assumptions may be correlated. When
calculating the sensitivity of the defined benefit obligation to significant
actuarial assumptions the same method (present value of the defined benefit
obligation calculated with the projected unit credit method at the end of the
reporting period) has been applied as when calculating the defined benefit
liability recognised in the statement of financial position.

 

The methods and types of assumptions used in preparing the sensitivity
analysis did not change compared to the prior period.

 

The Company has given a floating charge dated 1 December 2006 over all of its
assets to the trustees of the pension fund to secure all present and future
obligations and liabilities to the pension fund.

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

24.  Share-based payments

 

The expense recognised for share-based payments made during the year is shown
in the following table:

 

                                                                                     Group             Company
                                                                                     2025     2024     2025     2024
                                                                                     £000's   £000's   £000's   £000's
 Total expense arising from equity-settled share-based payments transactions         401      413      162      127

 

 

The share-based payment plans are described below:

Movements in issued share options during the year

The following table illustrates the number and weighted average exercise
prices (WAEP) of, and movements in, share options during the period:

 

                                                   Options             Options
                                                   2025     2025       2024     2024
                                                   000's    WAEP (£)   000's    WAEP (£)
 Outstanding at 1 April                            3,560    2.18       2,777    2.84
 Granted during the year - Employee scheme         128      0.12       485      0.95
 Granted during the year - LTIPs                   535      0.05       418      0.05
 Granted during the year - Deferred bonus          143      0.05       45       0.05
 Granted during the year - Restricted stock units  182      0.05       -        -
 Expired / cancelled during year                   (1,368)  3.54       (142)    4.47
 Exercised during year                             (15)     0.05       (23)     0.05
 Outstanding at 31 March                           3,165    0.95       3,560    2.18

 Granted < 3 years ago and not vested              (2,530)             (1,559)
 Exercisable at 31 March                           635      3.76       2,001    3.62

 

 

635,000 options were exercisable at 31 March 2025 (2024: 2,001,493). The WAEP
of exercisable options at 31 March 2025 was 376.0p (2024: 362.0p).

The average share price during the year was 89.1p (2024: 106.9p).

The maximum aggregate number of shares over which options may currently be
granted cannot exceed 10% of the nominal share capital of the Company on the
grant date. The options outstanding at 31 March 2025 had a weighted average
exercise price of £0.95 (2024: £2.18) and a weighted average remaining
contractual life of 7.6 years (2024: 5.4 years).

 

 

ECO Animal Health Group plc Executive Share Option Scheme

In accordance with the Executive Share Option Scheme, approved and unapproved
share options are granted to Directors and employees who devote at least 25
hours per week to the performance of duties or employment with the Group.

 

127,000 share options have been granted in the year under this scheme (2024:
484,900). In addition 535,260 options have been issued under the Group's Long
Term Incentive Plan (2024: 417,704), 182,225 options have been issued under
the Group's new Restricted Stock Units scheme (2024: nil) and 143,452 under
the Group's deferred bonus arrangements (2024: 44,562).

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

24.          Share-based payments (continued)

 

The exercise price of the options is equal to the market price of the shares
at the date of grant. The options vest three years from the date of grant and
if the option holder ceases to be a Director or employee of the Company due to
injury, disability, redundancy or retirement on reaching pensionable age or
any other age at which they are bound to retire at in accordance with the
terms of their contract of employment, the option may be exercised within a
period of six months after the option holders so ceasing, although the Board
may, at its discretion, extend this period by up to 36 months after the date
of cessation.

 

If the option holder ceases employment for any other reason, the option may
not be exercised unless the Board permits. The approved and unapproved options
will be forfeited where they remain unexercised at the end of their respective
contractual lives of ten and seven years respectively.

 

An analysis of the expiry dates of the outstanding options at 31 March 2025 is
given below:

 

 

 Date of grant      Unapproved                Approved                       Exercise price                   Expiry date
 26 August 2015                                         21,350               £            2.650               26 August 2025
 19 January 2016                                        10,200               £            3.150               19 January 2026
 17 February 2016                                       19,600               £            3.125               17 February 2026
 01 March 2016                                            9,600              £            3.125               01 March 2026
 12 September 2016                                      16,200               £            4.325               12 September 2026
 15 September 2016                                        2,000              £            4.350               15 September 2026
 21 September 2017                                      35,650               £            6.200               21 September 2027
 12 April 2018                                            3,900              £            5.450               12 April 2028
 23 October 2018                                        53,100               £            3.800               23 October 2028
 23 October 2018           205,900                                           £            3.800               23 October 2025
 19 December 2018                                         7,800              £            3.800               19 December 2028
 19 December 2018             2,200                                          £            3.800               19 December 2025
 28 April 2021                                        129,981                £            3.495               28 April 2031
 28 April 2021             117,519                                           £            3.495               28 April 2028
 12 December 2022            45,606                                          £            0.050               12 December 2032
 27 February 2023          550,953                                           £            0.050               27 February 2033
 25 April 2023                                        269,800                £            1.011               24 April 2033
 22 December 2023            44,562                                          £            0.050               22 December 2033
 22 March 2024             417,704                                           £            0.050               22 March 2034
 22 March 2024                                        213,600                £            0.880               22 March 2034
 28 August 2024            143,452                                           £            0.050               28 August 2034
 27 October 2024           535,260                                           £            0.050               27 October 2034
 27 October 2024           102,725                                           £            0.050               27 October 2034
 26 March 2025               79,500                                          £            0.050               26 March 2035
 26 March 2025                                        127,100                £            0.585               26 March 2035
                        2,245,381                     919,881

 

 

 

The market price of the shares at 31 March 2025 was 53.5p (2024: 85.5p) with a
range in the year of 58.0p to 131.5p (2024: 84.0p to 122.5p).

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

24.          Share-based payments (continued)

 

The Company uses a Black-Scholes model to value share-based payments for
options with service conditions and/or non-market performance conditions and
the following table lists the inputs to this model for the last five years.

 

                                      2025           2024           2023           2022           2021
 Vesting period (years)               3 - 4          3 - 4          3 - 4          3 - 4          n/a
 Option expiry (years)                10             10             10             7 - 10
 Dividends expected on the shares     0.00%          0.00%          0.00%          1.00%
 Risk free rate (average)             4.00% - 4.13%  3.74% - 4.13%  3.20% - 3.75%  0.18%
 Volatility of share price            40%            40%            40%            40%
 Weighted average fair value (pence)  21.5 -103.3    47.0 -106.2    84.0 -108.0    101.0 - 316.0

 

 

The risk-free rate has been based on the yield from UK Government Treasury
coupons. The volatility of the share price was estimated based on standard
deviation calculations on the historic share price.

 

Long Term Incentive Plan

Under this plan share options may be granted to certain Executive Directors
and members of the Company's Executive Leadership Team. The share options
awarded under the LTIP are subject to an exercise price of £0.05 per share
and performance conditions being achieved that have been set by the
Remuneration Committee and relate to total shareholder return (TSR) and
research and development targets.

Subject to the performance conditions being met, the share options will vest
after the end of a three-year vesting period. The proportion of share options
relating to each performance condition is: (i) 75% in relation to the TSR
conditions; and (ii) 25% in relation to the R&D targets.

The TSR conditions mean that the share options subject to these conditions
will vest subject to the following: (i) 25% of the share options will vest if
the annual compound TSR over the performance period equals 7.5%; (ii) 50% of
the share options will vest if the annual compound TSR over the performance
period equals 10%; and (iii) 100% of the share options will vest if the annual
compound TSR over the performance period equals 20%.

The R&D targets mean that the share options subject to these targets will
vest subject to the following: (i) 25% of the shares options will vest if
specified R&D targets agreed between Executive management and the
Remuneration Committee during the performance period are achieved; and (ii)
100% of the shares options will vest if specified R&D targets agreed
between Executive management and the Remuneration Committee during the
performance period are achieved. The R&D targets comprise a range of
identifiable and quantifiable criteria relating to the introduction of new
R&D projects, the progress of existing R&D projects to later stages of
the development cycle, the submission of projects for approval to relevant
regulators and for the approval of projects by the relevant regulators.

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

25.  Share capital

 

                                                                      2025     2024
                                                                      £000's   £000's

 Authorised
 68,100,000 ordinary shares of 5p each                                3,405    3,405
 10,790 deferred ordinary shares of 10p each                          1        1
 32,334 convertible preference shares of £1 each                      32       32
                                                                      3,438    3,438

 Allotted, called up and fully paid
 67,759,671 (2024: 67,744,889) ordinary shares of 5p each             3,388    3,387

 

 

 

During the year 14,782 shares were issued (2024: 22,973 shares were issued).
The options were issued following the exercise of share options.  The
exercise price was 5 pence per option and consideration of £1,000 was
received.

 

All share issued are non-redeemable and rank equally in terms of voting rights
(one vote per share); rights to participate in all approved dividend
distribution for that class of shares; and right to participate in any capital
distribution on winding up.

 

The shares in the original or any increased capital of the Company may be
issued with such preferred, deferred or other special rights or restrictions,
whether in regard to dividend, voting, return of capital as the Company may
from time to time determine.

 

 

26.  Non-controlling (minority) interests

 

                                                            2025     2024
                                                            £000's   £000's
 Balance as at 1 April                                      9,690    12,281

 Share of subsidiary's profit/(loss) for the year           948      960
 Share of foreign exchange gain/(loss) on net investment    (307)    (738)
                                                            641      222

 Share of dividend paid by subsidiary                       (1,065)  (2,813)

 Balance as at 31 March                                     9,266    9,690

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

27.  Other reserves

 

The Group held a revaluation reserve of £271,000 as at 31 March 2025 (2024:
£271,000) relating to the acquisition of ECO Animal Health Japan Inc in 2009
and corresponding to the carrying value of its assets.

 

The Group and Company held a capital redemption reserve of £106,000 as at
31 March 2025 (2024: £106,000).

 

The Group held a Treasury Shares reserve of £(204,000) as at 31 March 2025
(2024: £nil).

 

During the year the Group established an Employee Share Ownership Trust (the
'ESOT').  The assets, liabilities and returns of the ESOT are consolidated
within the results of the ESOT's sponsoring company, Eco Animal Health Group
plc.

 

During the year the ESOT acquired shares in Eco Animal Health Group plc. The
shares held by the ESOT are treated as treasury shares in the accounts of Eco
Animal Health Group plc, with a debit to the Treasury Shares reserve (see note
15).

 

Included in the Group's foreign exchange reserve are the following exchange
movements on consolidation of the subsidiaries and joint operations listed
below:

 

                                                                            At 31 March 2024  Movement in the year  At 31 March 2025
                                                                            £000's            £000's                £000's
 In respect of:
 Zhejiang ECO Biok Animal Health Products Limited                           331               (320)                 11
 Zhejiang ECO Animal Health Limited                                         115               (136)                 (21)
 ECO Animal Health do Brasil Comercio de Produtos Veterinarios Ltda         215               468                   683
 ECO Animal Health Japan Inc.                                               (184)             (5)                   (189)
 ECO Animal Health USA Corp.                                                (15)              (33)                  (48)
 ECO Animal Health de Mexico, S. de R. L. de C. V.                          370               (15)                  355
 ECO South Africa                                                           (49)              -                     (49)
 Pharmgate LLC                                                              5                 -                     5
 Foreign exchange reserve movements charged to consolidated statement of    788               (41)                  747
 comprehensive income

 

 

 

 

28.  Directors' emoluments

 

 

                                                          2025     2024
                                                          £000's   £000's
 Emoluments for qualifying services                       986      1,211
 Company pension contributions to money purchase schemes  31       25
 Share-based payments                                     108      108
 Benefits in kind                                         22       13
                                                          1,147    1,357

 

 

During the year no Directors exercised share options (2024: none) realising a
gain of £10,000 (2024: £nil).

 

The highest paid Director received £498,000 (2024: £619,000) including
£33,000 (2024: £33,000) of share-based payments and £nil (2024: £nil) of
pension contributions.

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

29.  Employees

 

Number of employees

The average number of employees (including Directors) during the year was:

 

                             2025    2024
                             Number  Number
 Directors                   5       5
 Production and development  89      91
 Administration              43      48
 Sales                       87      83
                             224     227

 

 

Employment costs (including amounts capitalised)

 

                        2025     2024
                        £000's   £000's
 Wages and salaries     12,354   14,393
 Share-based payments   401      413
 Social security costs  1,997    1,558
 Other pension costs    302      431
                        15,054   16,795

 

 

30.  Related party transactions

 

Dividends paid to related parties

 

During the year Mr P Lawrence (a significant shareholder) and his family
received no dividends (2024: £nil).

 

The other Directors and their families received dividends to the value of
£nil (2024: £nil).

 

Interest and management charges from parent to the other Group companies

 

During the year the Company made management charges on an arm's length basis
to ECO Animal Health Limited amounting to £1,230,000 (2024: £603,786) and
charged interest of £1,100,000 (2024: £1,707,579) to the subsidiary company.
Both of these transactions were made through the inter-company account and
were eliminated on consolidation.

 

During the year Zhejiang ECO Animal Health Ltd paid dividends to ECO Animal
Health Ltd of £1,860,759 (RMB 17,118,983).

 

During the year Zhejiang ECO Biok Animal Health Products Limited paid
dividends of £85,217 (RMB 784,000) to ECO Animal Health Group plc (2024:
£255,029) and £1,023,478 (RMB 9,416,000) to ECO Animal Health Limited (2024:
£2,702,641).

 

During the year ECO Animal Health do Brasil Comercio de Produtos Veterinarios
Ltda paid dividends to ECO Animal Health Ltd of £Nil (2024: £1,398,471).

 

Key management compensation

The Group regards the Board of Directors as its key management.

 

                                   2025     2024
                                   £000's   £000's
 Salaries and short-term benefits  1,008    1,224
 Retirement benefits               31       25
 Share-based payments              108      108
                                   1,147    1,357

 

 

The number of Directors for which retirement benefits were accruing was 1
(2024: 1).

 

The highest paid Director received £464,000 (2024: £619,000) including
£33,000 (2024: £33,000) of share-based payments and £nil (2024: £nil) of
pension contributions.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

31.  Financial instruments

 

The Group uses financial instruments comprising borrowings, cash and cash
equivalents and various items, such as trade receivables, trade payables etc.
that arise directly from its operations. The main purpose of these financial
instruments is to raise finance for the Group's operations. The Directors are
responsible for the overall risk management.

 

The main risks arising from the Group's use of financial instruments are
capital and liquidity risk, credit risk and foreign currency risk and they are
summarised below. The policies have remained unchanged throughout the year.

Capital and liquidity risk

The Group manages its capital to ensure continuity as a going concern whilst
maximising returns through the optimisation of debt and equity. As part of
this, the Board considers the cost and risk associated with each class of
capital. The capital structure of the Group consists of cash and cash
equivalents in note 19, borrowings in note 21 and equity attributable to
equity holders of the parent comprising issued capital, reserves and retained
earnings as disclosed in the Group's statement of changes in equity.

 

Liquidity risk is managed by maintaining adequate reserves and banking
facilities with continuous monitoring of the latest developments by
management.

The Group's objectives when maintaining capital are:

-       to safeguard the entity's ability to continue as a going
concern, so that it can continue to provide returns for shareholders and
benefits for other stakeholders; and

-       to provide an adequate return to shareholders by pricing
products and services commensurately with the level of risk.

 

The Group sets the amount of capital it requires in proportion to risk. The
Group manages its capital structure and makes adjustments to it in the light
of changes in economic conditions and the risk characteristics of the
underlying assets. In order to maintain or adjust the capital structure, the
Group may adjust the amount of dividends paid to shareholders, return capital
to shareholders, issue new shares, or sell assets to reduce debt.

As an AIM quoted company, our governance framework is underpinned by the AIM
Rules and the Quoted Companies Alliance (QCA) Corporate Governance Code 2023
(the 'QCA Code'). In addition to the QCA Code, we monitor developments and
guidance in the UK Corporate Governance Code, applicable to main market listed
companies, to keep abreast of matters which we feel could also be embedded as
best practice as part of a progressive approach. We also review the Investment
Association guidelines and seek to comply with these where applicable.

 

At 31 March 2025, the Group was contractually obliged to make repayments as
detailed below:

 

                                       2025     2024
 Within one year or on demand          £000's   £000's
 Trade payables                        9,794    10,119
 Other payables                        1,030    1,205
 Accruals                              3,541    6,026
                                       14,365   17,350

 

Credit risk

 

Credit risk is that of financial loss as a result of default by a counterparty
on its contractual obligations. The Group's exposure to credit risk arises
principally in relation to trade receivables from customers and on short-term
bank deposits. Customers' creditworthiness is wherever possible checked
against independent rating databases and filing authorities, or otherwise
assessed on the basis of trade knowledge and experience. Exposure and customer
credit limits are continually monitored both on specific debts and overall.

 

The credit risk in relation to short-term bank deposits is limited because the
counterparties are banks with good credit ratings.

The Group operates in certain geographical areas which are from time to time
subject to restrictions in the free movement of funds. The Board seeks to
minimise the Group's exposure to these markets but the nature of our business
makes it impossible to eliminate this exposure completely.

None of those receivables has been subject to a significant increase in credit
risk since initial recognition and, consequently, 12-month expected credit
losses have been recognised, and there are no non-current receivable balances
lifetime expected credit losses.

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

31.          Financial instruments (continued)

Foreign currency risk

The Group operates in overseas markets particularly through its subsidiaries
in China, Brazil, Mexico, the USA and Japan as well as its joint operation in
Canada and is therefore subject to currency exposure on transactions
undertaken during the year. The Group does some simple economic hedging of
receivables when the Board feels it is appropriate to do so and foreign
exchange differences on retranslation of foreign monetary items are recorded
in administrative expenses in the income statement.

The table below shows the extent to which the Group companies have monetary
assets and liabilities in currencies other than in Sterling.

                              US Dollar  Euros    Chinese RMB  Japanese Yen  Brazilian Real  Canadian Dollar  Mexican Peso  Other
 2025                         £000's     £000's   £000's       £000's        £000's          £000's           £000's        £000's
 Trade and other receivables  50,589     3,660    6,626        542           669             699              2,374         55
 Trade and other payables     (36,335)   (2,775)  (7,187)      (151)         (976)           (511)            (3,000)       (108)
 Cash and cash equivalents    6,008      369      15,702       511           988             223              110           40
 Total                        20,262     1,254    15,141       902           681             411              (516)         (13)

                              US Dollar  Euros    Chinese RMB  Japanese Yen  Brazilian Real  Canadian Dollar  Mexican Peso  Other
 2024                         £000's     £000's   £000's       £000's        £000's          £000's           £000's        £000's
 Trade and other receivables  30,924     2,961    6,753        134           677             759              2,699         125
 Trade and other payables     (13,115)   (681)    (7,312)      (1,074)       (656)           (494)            (3,387)       (80)
 Cash and cash equivalents    4,638      439      14,356       618           878             321              378           64
 Total                        22,447     2,719    13,797       (322)         899             586              (310)         109

 

 

At 31 March 2025 the Group was mainly exposed to the US Dollar, Euro, Chinese
RMB, Japanese Yen, Brazilian Real, Canadian Dollar and Mexican Peso. The
following table details the effect of a 10% movement in the exchange rate of
these currencies against Sterling when applied to outstanding monetary items
denominated in foreign currency as at 31 March 2025.

 

 

                        2025     2024
                        £000's   £000's
 U S Dollar             2,251    2,278
 Euro                   139      265
 Chinese RMB            1,682    1,450
 Japanese Yen           100      (39)
 Brazilian Real         76       100
 Canadian Dollar        46       65
 Mexican Peso           (57)     (41)

 

 

 

 

 

 

 

 

 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Continued)

FOR THE YEAR ENDED 31 MARCH 2025

31.          Financial instruments (continued)

 

Analysis of financial instruments by category

 Group                                          Financial assets  Financial liabilities  Total
 2025                                     £000's                  £000's                 £000's

 Trade and other receivables(1)                 28,516            -                      28,516
 Cash and cash equivalents                      25,006            -                      25,006
 Trade and other payables(2)                    -                 (14,365)               (14,365)
 Amounts due under leases                       -                 (3,784)                (3,784)
 Borrowings                                     -                 -                      -

 (1.) This includes prepayments and accrued income £864,000.
 (2.) This excludes contract liabilities but includes accruals and deferred
 income (£3,541,000).

 2024                                           £000's            £000's                 £000's

 Trade and other receivables(1)                 32,175            -                      32,175
 Cash and cash equivalents                      22,374            -                      22,374
 Trade and other payables(2)                    -                 (17,350)               (17,350)
 Amounts due under leases                       -                 (4,025)                (4,025)
 Borrowings                                     -                 -                      -

 (1.) This includes prepayments and accrued income £524,000.
 (2.) This excludes contract liabilities but includes accruals and deferred
 income (£6,026,000).

 

 Company                                      Financial assets  Financial liabilities  Total
 2025                                         £000's            £000's                 £000's
 Trade and other receivables(1)               1,664             -                      1,664
 Cash and cash equivalents                    1,515             -                      1,515
 Trade and other payables(2)                  -                 (673)                  (673)
 Amounts due under leases                     -                 (17)                   (17)
 Borrowings                                   -                 -                      -
 Amounts due from group undertakings          48,937            -                      48,937

 (1.) This includes prepayments and accrued income £271,000.
 (2.) This excludes contract liabilities but includes accruals and deferred
 income (£383,000).

 2024                                         £000's            £000's                 £000's
 Trade and other receivables(1)               1,698             -                      1,698
 Cash and cash equivalents                    363               -                      363
 Trade and other payables(2)                  -                 (804)                  (804)
 Amounts due under leases                     -                 (62)                   (62)
 Borrowings                                   -                 -                      -
 Amounts due from group undertakings          51,078            -                      51,078

 (1.) This includes prepayments and accrued income £254,000.
 (2.) This excludes contract liabilities but includes accruals and deferred
 income (£562,000).

 

 

All financial assets and liabilities in the Group's and Company's statements
of financial position are classified as held at amortised cost for both the
current and previous year.

 

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