Final Results and Notice of AGM

About this update from Agronomics Limited

[{"type":"text","content":"\n \n 24 December 2024 \n Agronomics Limited \n (\"Agronomics\" or the \"Company\") \n Annual audited results for the year ending 30 June 2024 \n Notice of AGM \n The Board of Agronomics, a leading listed investor in cellular agriculture, is pleased to announce its audited annual results for the year ending 30 June 2024. \n Copies of the 2024 Audited Report and Financial Statements are being posted to shareholders and will shortly be available from the Company's website, https://agronomics.im/investors/ , in the investor portal section, under the financial reports tab. \n The Company will post its Notice of Annual General Meeting (\"AGM\") to Shareholders at the same time. The AGM will be held at the Sanderson Suite, Claremont Hotel, Loch Promenade, Douglas, Isle of Man IM1 2LX at 10:00 a.m. on 7 February 2025. \n   \n The Board considers it important that all shareholders should have the opportunity to exercise their voting rights at the AGM. To this end, the Company invites shareholders to complete the voting proxy form as early as possible. Shareholders may also submit questions to the Company Secretary either in writing at the registered office or by email to [email protected] prior to the meeting and as early as possible. \n   \n Financial Highlights \n   \n -     Net Asset Value per share (NAV) at 30 June 2024 of 15.58 pence (2023: 16.94 pence), a decrease of 8%, \n -     Net operating loss of £10,989,608 (2023: net operating profit of £22,373,676), with no Shellbay fee being due for the year (2023: Shellbay fee of £3,372,672), \n -     Net unrealised investment losses of £8,342,317 (2023: net unrealised investment gains of £29,703,324), \n -     The carrying amount of invested assets is £145,143,166 (2023: £141,773,297), an increase of 2.4%, \n -     Cash and cash equivalents and cash deposits stood at £12,235,092 (2023: £28,093,984), \n -     Total assets of £157,435,237 (2023: £170,203,091), and \n -     Total liabilities of £166,167 (2023: £1,946,093). \n   \n The Board notes the c £10.9 million decline in the Company's NAV during the year which relates primarily to the following: \n -     An unrealised foreign exchange loss of £2.1 million across the portfolio companies where we hold our investments in EUR, USD and AUD, due to negative currency movements against the Company's reporting currency of Pound Sterling during the year. \n The USD, EUR and AUD rates had the following movements during the year, contributing to the unrealised foreign exchange loss noted above: \n \n \n \n \n \n \n \n 30 June 2024 \n \n \n 30 June 2023 \n \n \n % movement \n \n \n \n \n USD:GBP \n \n \n 1.270 \n \n \n 1.262 \n \n \n (0.6%) \n \n \n \n \n EUR:GBP \n \n \n 1.180 \n \n \n 1.165 \n \n \n (1.6%) \n \n \n \n \n AUD:GBP \n \n \n 1.913 \n \n \n 1.881 \n \n \n (1.7%) \n \n \n \n \n   \n -     A write-down of Agronomics position in Geltor Inc of £7.3 million. This adjustment was made in line with the new valuation that was set by the lead of the current round.   \n   \n -     A complete write-down of Agronomics' position in VitroLabs Inc of £7.8 million was undertaken as communicated previously ( see announcement dated28 November 2024 ; and \n -     Cash balance reduced by £2.4 million relating to ongoing operating costs. \n -     The decrease in NAV is counter-balanced by the following gains: \n o  An unrealised gain recognised on California Cultured of £2m, following the company's successful Series A raise; \n o  An unrealised gain recognised on Onego Bio of £3.8 million, following the company's successful Series A raise; \n o  An unrealised gain recognised on Clean Food Group of £0.7 million, following the company's successful Series A raise; and \n o  A write up of the position held in Shiok Meats for £0.4 million following the company's merger with Umami Bioworks. \n Operational Highlights \n   \n There have been several operational highlights throughout the period. D uring the financial year, the Company made two follow-on investments, had four positive revaluations and saw portfolio companies receive government support and form new strategic partnerships: \n ·      9 August, 2023 , Meatable raised €30 million in its Series B including a contribution of €4 million by Agronomics; \n ·      5 April 2024, Agronomics invested $10 million into Liberation Labs for the continued construction of its facility in Richmond Indiana. This was followed by an additional $2 million investment in October 2024; \n ·      14 February 2024, California Cultured announced a partnership with leading Japanese chocolate company Meiji for the production of cell based cocoa products. The partnership involves a 10-year long arrangement for the supply and integration of California Cultured's cell cultured flavanol cocoa powder into an array of products tailored for both the US and Japanese markets; \n ·      13 March 2024 , Agronomics announced its portfolio company Shiok Meats was acquired by UMAMI Bioworks Pte. Ltd. in a share-for-share transaction; \n ·      26 March 2024 , Clean Food Group received a further £2.5 million in funding from Clean Growth Fund Management LLP (\"Clean Growth Fund\"); \n ·      2 April 2024 , Onego Bio successfully raised €27 million in its Series A financing, led by NordicNinja VC with participation of Agronomics for €1.55 million. In addition, Onego Bio secured a further €9.5 million in non-dilutive funding from Business Finland ; \n ·      17 April 2024 , Mosa Meat, a cultivated beef production company, successfully raised €40 million to finance scaling of their production processes and market entry; \n ·      26 April 2024 , Solar Foods raised an additional €8 million in funding via Finnish investment organiser Springvest Oyj bringing its total Series B funding to €16 million; and \n ·      7 May 2024 , portfolio company Meatly achieved a significant milestone in developing a protein-free culture medium costing only one pound per litre. \n   \n Post-period End Highlights \n   \n ·      18 July 2024, Onego Bio Ltd secured €14 million in new funding from the European Innovation Council Accelerator Program and an additional Series A investor; \n ·      4 September 2024, Galy Co closed an oversubscribed $ 33 million Series B financing led by Breakthrough Energy Ventures LLC, with additional participation from new investors H&M Group Ventures and Industria de Diseño Textil, S.A. (through Mundi Ventures); \n ·      10 September 2024, Formo Bio GmbH secured $61 million in its Series B funding round, with participation from existing investors. Formo also welcomed new investors Sazaby League, Seven Ventures, Woodline Partners, The Nature Conservancy as well as the REWE Group, Europe's second-largest retailer; \n ·      24 September 2024, Meatable secured €7.6 million in funding under the Innovation Credit programme from the  Netherlands Enterprise Agency ; and \n ·      27 November 2024, All G announced it received regulatory approval for the sale of recombinant bovine lactoferrin in China. \n   \n Jim Mellon,       Chair of Agronomics Limited, commented: \n   \n \"We continue to have high conviction in the potential of the portfolio and has continued to achieve significant milestones during the financial year and beyond. Since August 2023, eleven of the portfolio companies (representing 51% of NAV) have raised substantial funding rounds, collectively accounting for a substantial proportion of fundraising in the sector during the period.   \n   \n We have seen a decline in net asset value, driven primarily by unrealised losses and a reduction in the valuations of portfolio companies' Geltor and VitroLabs. We have proactively re-evaluated these positions to be confident that the net asset value is a true reflection of the portfolio. We will continue to focus our efforts on supporting the portfolio and identifying the companies which are emerging as early successes. \n A number of our more mature portfolio companies are now turning their attention to scaling their production in order to supply the market with increased quantities of their products. Our focus will be on helping portfolio companies identify strategic partnerships, refine target markets and scale operations in order to capitalise on their commercial traction.  We are looking forward to the upcoming year and are optimistic on the overall outlook for our portfolio and the wider industry.\" \n \" \n This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014, as it forms part of UK Domestic Law by virtue of the European Union (Withdrawal) Act 2018. Upon the publication of this announcement, this inside information is now considered to be in the public domain. \n About Agronomics \n Agronomics is a leading London-listed company focusing on investment opportunities within the field of cellular agriculture. The Company has established a portfolio of over 20 companies in this rapidly advancing sector. It seeks to invest in companies owning technologies with defensible intellectual property that offer new ways of producing food and materials with a focus on products historically derived from animals. These technologies are driving a major disruption in agriculture, offering solutions to improve sustainability, as well as addressing human health, animal welfare and environmental damage. This disruption will decouple supply chains from the environment and animals and improve food security for the world's expanding population. A full list of Agronomics' portfolio companies is available at https://agronomics.im/ . \n For further information please contact: \n \n \n \n \n Agronomics \n Limited \n \n \n Beaumont \n Cornish Limited \n \n \n Canaccord Genuity Limited \n \n \n Cavendish Capital Markets Limited \n \n \n Peterhouse Capital \n Limited \n \n \n SEC Newgate \n \n \n \n \n The Company \n \n \n Nomad \n \n \n Joint Broker \n \n \n Joint Broker \n \n \n Joint Broker \n \n \n Public Relations \n \n \n \n \n Jim Mellon \n Denham Eke \n \n \n Roland Cornish \n James Biddle \n \n \n Andrew Potts \n Harry Pardoe \n   \n \n \n Giles Balleny \n Michael Johnson \n Charlie Combe \n \n \n Lucy Williams \n Charles Goodfellow \n \n \n Bob Huxford \n Anthony Hughes \n \n \n \n \n +44 (0) 1624 639396 \n [email protected] \n \n \n +44 (0) 207 628 3396 \n \n \n +44 (0) 207 523 8000 \n \n \n +44 (0) 207 397 8900 \n \n \n +44 (0) 207 469 0936 \n \n \n [email protected] \n \n \n \n \n   \n Nominated Adviser Statement \n Beaumont Cornish Limited (\" Beaumont Cornish \"), is the Company's Nominated Adviser and is authorised and regulated in the United Kingdom by the Financial Conduct Authority. Beaumont Cornish's responsibilities as the Company's Nominated Adviser, including a responsibility to advise and guide the Company on its responsibilities under the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont Cornish is not acting for and will not be responsible to any other persons for providing protections afforded to customers of Beaumont Cornish nor for advising them in relation to the proposed arrangements described in the announcement or any matter referred to in it. \n   \n   \n Chairman's statement \n I am pleased to present the Annual Report for Agronomics Limited (\"Agronomics\" or the \"Company\") for the year ended 30 June 2024. \n This financial year, Agronomics' portfolio has continued to show significant technological and commercial progress and has achieved some of the largest financings in the sector, raising over $300m since August last year. This is markedly impressive against the backdrop of a challenging macroeconomic environment as well as a period of negative media headlines around lay-offs and commercial difficulties associated with larger players in the industry. We believe this is a real testament to the strength of the technology platforms, IP and management teams within our portfolio which are leading the way to a range of commercial products helping to transform food production towards an industry that is both ethically and environmentally sustainable and economically competitive. \n We remain optimistic about the future of cellular agriculture, and our strategy has remained one of consolidation, continuing to support our portfolio of leading companies in the field through follow-on investments. We believe these technologies, including cell culture and precision fermentation, have the potential to address some of the world's most pressing challenges, including global food insecurity and environmental destruction. \n Recent global crises, including the COVID-19 pandemic, the war in Ukraine, and climate-related disasters have highlighted the fragility of our existing food systems. Following two years of pandemic-produced shocks that stressed supply chains, the FAO Food price index for staples like vegetable oils and cereals increased by 182% and 68% respectively [1] . This was immediately followed by Russia's invasion of Ukraine which further shocked the global food supply, as together, Russia and Ukraine export over 50% of the world's seed oils and between 20-30% of the world's corn, barley and wheat. [2] Additionally, similar price spikes have been experienced in other industries such as the cocoa market. In the year between March 2023 and March 2024, the price of cocoa increased over 232% due to inconsistent rainfall, longer dry spells and fluctuating temperatures, making it challenging and expensive to source [3] . \n As the demand for protein increases globally, it is critical that our food system adapts to be able to increase food production for the growing population in a sustainable way. By decoupling production from conventional methods, cellular agriculture offers an opportunity to meet the increasing demand without the associated environmental damage and a way of diversifying our current supply chains, thereby mitigating exposure to exogenous risks from geopolitical and climate-related events. \n Within the field of cellular agriculture, precision fermentation technology is currently the nearest-term opportunity to address the challenges associated with our food system. Precision fermentation is already used for the mass production of rennet, an enzyme used in cheese production, 97% of which is produced via precision fermentation. In addition, precision fermentation-produced ingredients can seamlessly slot into existing supply chains offering functionally identical replacements and price-stable supplies of animal proteins like eggs and dairy. Naturally, precision fermentation infrastructure which will enable the scale-up and commercialisation of biomanufactured proteins, is the nearest term cash generative opportunity. Precision fermentation infrastructure is not a bet on the success of any one company in the field but on the demand for precision fermentation as a means of production. In the last few years, this demand has been increasingly recognised by governments across the world, as they identify biomanufacturing as a strategic priority. \n Product-agnostic facilities such as the one being built by Liberation Labs will host a variety of end products from food ingredients to industrial chemicals and biomaterials, further derisking its model. We continue to maintain high conviction in Liberation Labs' management team and business model and invested a further $10 million during the financial year, and a further US$ 2 million post yearend, to support it in advance of its series A round. Liberation Labs currently has LOIs representing over 200% of the available capacity and is nearing the signing of offtake agreements with its first customers for production starting in H2 2025. \n In addition to this investment, Agronomics increased its exposure to precision fermentation via follow-on investments in Onego Bio and Clean Food Group, two strong companies in the precision fermentation space focusing on egg proteins and palm oil respectively. Onego Bio closed a €37m round in April, which was shortly followed by another €14m of both equity and non-dilutive funding. This will be used to continue scaling and optimising its production processes, finance its work with its contract manufacturing partners and prepare for FDA filing for regulatory approval in the United States. Agronomics also participated in Clean Food Group's £2.3m pre-series A round which was shortly followed by another £2.5m from Clean Growth Fund Management LLP, a climate-specific UK venture capital fund. \n Post yearend, we saw the first approval of cultivated meat in Europe from Agronomics portfolio company Meatly, which also represented the first approval of cultivated pet food globally. This approval was a major milestone not only for Meatly but for the broader industry, signalling the UK as a target market for the commercialisation of cultivated meat. In October of this year, the UK government awarded the Food Standards Agency £1.6m in funding to develop an efficient safety assessment process for novel foods, further supporting the UK's position as an attractive market for cultivated meat. [4] \n Financial Review \n The Company recorded a net operating loss of £10,989,608 for the year (2023: net operating profit of £22,373,676) prior to accounting for the fee due to Shellbay Investments Limited (\"Shellbay\"). During the year, no Shellbay fee was due (2023: £ 3,372,672). Our investment loss, including net unrealised losses on investment fair valuation, reflected a loss of £8,342,317 (2023: gain of £29,703,324). Unrealised foreign exchange losses of £2,143,477 (2023: losses of £3,364,673) have been recognised in profit and loss. The net operating loss for the year is a result of unrealised fair value investment losses and unrealised foreign exchange losses on investments held, which is detailed in the Investment Review section on page . \n   \n The carrying amount of invested assets is £145,143,166 (2023: £141,773,297), an increase of 2.4%, and cash and equivalents and bank deposits stood at £12,235,092 (2023: £28,093,984). Our total assets stood at £157,435,237 (2023: £170,203,091). Total liabilities stood at £166,167 (2023: £1,946,093). As a result, the net asset value per share at 30 June 2024 was 15.58 pence (2023: 16.94 pence), an decrease of 8%. \n Financing activity \n During the year, the Company received warrant exercise notices and issued a total of 5,702 Ordinary Shares, for cash proceeds of £1,680. \n Corporate Governance \n The Board of Agronomics is committed to best practice in corporate governance throughout the Company. The Directors have agreed to comply with the provisions of the Quoted Companies Alliance (\"QCA\") Corporate Governance Code for Small and Mid-Size Quoted Companies (2018) to the extent which is appropriate to its nature and scale of operations. Details of the Company's compliance with the QCA can be found on page 9. \n Investment Strategy and Outlook \n Looking forward, Agronomics' investment strategy will focus on continuing to strengthen our portfolio companies by assisting with expanding and supporting revenue generation opportunities as more companies receive regulatory approval for the commercial sale of their products in their respective target markets. Additionally, through the progress and development of Liberation Labs, we will continue to help expand manufacturing capabilities and off-take agreements to develop biomanufacturing capabilities that can help support the continued growth of the precision fermentation industry. \n Post yearend, the Company announced that Shellbay Investments Limited, the adviser to the Company providing portfolio management and investment services, has appointed Dr Philip Boigner as its interim Chief Executive Officer with immediate effect. Dr Boigner serves as Director at New Agrarian Company Limited, an active investor in cell agriculture and fermentation technologies (and an affiliate of Agronomics, having a number of portfolio companies in common). Dr Philip Boigner, together with the Board, will ensure investors understand the great value opportunity that exists currently, the enormous strides that have been made by companies in the portfolio recently, and the great potential of these technologies. \n Jim Mellon \n Executive Chairperson \n 23 December 2024 \n Investment Review \n During the year, the Company made two follow-on investments, had four positive revaluations and saw portfolio companies receive government support and form new strategic partnerships: \n ●      9 August 2023 , Agronomics co-led portfolio company Meatable's €30 million Series B round with a €4 million investment alongside New Agrarian Company Limited. \n ●      14 August 2023 , Agronomics invested £0.7 million in portfolio company Clean Food Group's £2.3 million pre-Series A financing round. The round was led by Alianza Team, a leading South American food company which has 75 years of experience and expertise in developing functional, value-add oils and fats products for the world's leading food manufacturers. \n ●      9 October 2023 , portfolio company BlueNalu closed a US$ 33.5 million Series B round led by NEOM with a US$ 20 million investment. The investment was accompanied by the signing of a Memorandum of Understanding (announced on the 1 st of November ) betwen BlueNalu for the commercialisation, marketing and distribution of BlueNalu's cultured seafood. \n ●      16 November 2023 , portfolio company Solar Foods closed an €8 million Series B financing round through the Finnish-based investment organiser Springvest. \n ●      1 December 2023 , portfolio company Liberation Labs secured a US$ 25 million loan for its biomanufacturing facility in Richmond, Indiana. The loan was awarded by Ameris Bank which received a loan guarantee from the USDA as part of its \"Business and Industry\" loan guarantee program. \n ●      5 December 2023 , portfolio company Clean Food Group was awarded government funding towards a £1 million project to accelerate novel low-emission food production systems. \n ●      14 February 2024 , portfolio company California Cultured announced a partnership with leading Japanese chocolate company Meiji for the production of cell based cocoa products. The partnership involves a 10-year long arrangement for the supply and integration of California Cultured's cell cultured flavanol cocoa powder into an array of products tailored for both the US and Japanese markets. \n ●      13 March 2024 , Agronomics announced its portfolio company Shiok Meats was acquired by UMAMI Bioworks Pte. Ltd. in a share-for-share transaction. As disclosed in the audited results for the year ending 30 June 2022 , Agronomics' position in Shiok Meats was fully written down. As a result of this transaction, Agronomics now holds an equity ownership of 0.71% in UMAMI Bioworks on a fully diluted basis. \n ●      26 March 2024 , portfolio company Clean Food Group received a further £2.5 million in funding from Clean Growth Fund Management LLP (\"Clean Growth Fund\"). \n ●      2 April 2024 , portfolio company Onego Bio successfully raised €27 million in its Series A financing, led by NordicNinja VC , a Japanese-Nordic VC backing companies in climate and deep tech. In addition, Onego Bio secured a further €9.5 million in non-dilutive funding from Business Finland , a government organisation offering grant funding for innovative Finnish companies that address significant global needs and challenges. Agronomics participated in the round with a €1.55 million investment. \n ●      5 April 2024 , Agronomics invested US$ 10 million in its portfolio company Liberation Labs as part of a wider US$ 12.5 million financing round with participation from existing investor Siddhi Capital. The investment was made in the form of a Secured Convertible Promissory Note (\"SCPN\"), a form of convertible debt, for the continued construction of its facility in Richmond, Indiana in advance of Liberation Labs' Series A round. \n ●      17 April 2024 , portfolio company Mosa Meat, a leader in cultivated beef production, successfully raised €40 million in new capital to help finance further scaling up of production processes and prepare its products for market entry. \n ●      26 April 2024, portfolio company Solar Foods raised an additional €8 million in funding via Finnish investment organiser Springvest Oyj bringing its total Series B funding to €16 million. \n ●      7 May 2024 , portfolio company Meatly achieved a significant milestone in developing a protein-free culture medium costing only one pound per litre. Medium costs account for a significant portion of the costs of producing cultivated meat and reducing them is a well-known hurdle the industry faces as it looks to scale up and achieve price parity with conventional meat products. \n A reconciliation of investment carrying amounts is as follows: \n \n \n \n \n Investment \n \n \n 30 June 2023 \n   \n £'000 \n \n \n Capital Invested \n £'000 \n \n \n Unrealised fair value gain/(loss) \n £'000 \n \n \n Unrealised foreign exchange gain/(loss) \n £'000 \n \n \n Accrued interest on loan note \n £'000 \n \n \n 30 June 2024 \n   \n £'000 \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n All G Foods \n \n \n 7,920 \n \n \n - \n \n \n - \n \n \n (9) \n \n \n - \n \n \n 7,911 \n \n \n \n \n Blue Nalu Inc \n \n \n 13,523 \n \n \n - \n \n \n - \n \n \n (734) \n \n \n 66 \n \n \n 12,855 \n \n \n \n \n Bond Pets \n \n \n 742 \n \n \n - \n \n \n - \n \n \n (4) \n \n \n - \n \n \n 738 \n \n \n \n \n California Cultured \n \n \n 1,752 \n \n \n - \n \n \n 1,953 \n \n \n (47) \n \n \n - \n \n \n 3,658 \n \n \n \n \n CellX Limited \n \n \n 2,020 \n \n \n - \n \n \n \n \n \n 17 \n \n \n - \n \n \n 2,037 \n \n \n \n \n Clean Food Group \n \n \n 5,636 \n \n \n 700 \n \n \n 648 \n \n \n - \n \n \n - \n \n \n 6,984 \n \n \n \n \n EVERY Company \n \n \n 6,415 \n \n \n - \n \n \n - \n \n \n (88) \n \n \n - \n \n \n 6,327 \n \n \n \n \n Formo \n \n \n 9,459 \n \n \n - \n \n \n - \n \n \n (151) \n \n \n - \n \n \n 9,308 \n \n \n \n \n Galy Co \n \n \n 2,822 \n \n \n - \n \n \n (167) \n \n \n (43) \n \n \n - \n \n \n 2,612 \n \n \n \n \n Geltor Inc \n \n \n 7,561 \n \n \n - \n \n \n (7,260) \n \n \n (48) \n \n \n - \n \n \n 253 \n \n \n \n \n Good Protein Fund \n \n \n 99 \n \n \n 39 \n \n \n - \n \n \n (19) \n \n \n - \n \n \n 119 \n \n \n \n \n HydGene Renewables \n \n \n 1,294 \n \n \n - \n \n \n - \n \n \n 24 \n \n \n - \n \n \n 1,318 \n \n \n \n \n Laverock Therapeutics \n \n \n - \n \n \n - \n \n \n 48 \n \n \n - \n \n \n - \n \n \n 48 \n \n \n \n \n Liberation Labs Holdings \n \n \n 17,752 \n \n \n 7,960 \n \n \n - \n \n \n (77) \n \n \n 235 \n \n \n 25,870 \n \n \n \n \n Livekindley Inc \n \n \n 4,401 \n \n \n - \n \n \n - \n \n \n (12) \n \n \n - \n \n \n 4,389 \n \n \n \n \n Meatable BV \n \n \n 8,376 \n \n \n 3,436 \n \n \n - \n \n \n 9 \n \n \n - \n \n \n 11,821 \n \n \n \n \n Meatly \n \n \n 4,959 \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n 4,959 \n \n \n \n \n Mosa Meat B.V. \n \n \n 3,000 \n \n \n - \n \n \n - \n \n \n 99 \n \n \n - \n \n \n 3,099 \n \n \n \n \n Onego Bio \n \n \n 5,970 \n \n \n 1,337 \n \n \n 3,829 \n \n \n (172) \n \n \n - \n \n \n 10,964 \n \n \n \n \n Seattle Food Tech, Inc. \n \n \n 346 \n \n \n - \n \n \n - \n \n \n 2 \n \n \n - \n \n \n 348 \n \n \n \n \n Solar Foods Oy \n \n \n 11,336 \n \n \n - \n \n \n - \n \n \n (96) \n \n \n 21 \n \n \n 11,261 \n \n \n \n \n SuperMeat \n \n \n 15,584 \n \n \n - \n \n \n - \n \n \n (517) \n \n \n - \n \n \n 15,067 \n \n \n \n \n Tropic Biosciences Limited \n \n \n 2,379 \n \n \n - \n \n \n - \n \n \n (6) \n \n \n - \n \n \n 2,373 \n \n \n \n \n Umami Bioworks \n \n \n - \n \n \n - \n \n \n 380 \n \n \n 2 \n \n \n - \n \n \n 382 \n \n \n \n \n Vitrolabs \n \n \n 7,798 \n \n \n - \n \n \n (7,584) \n \n \n (214) \n \n \n - \n \n \n - \n \n \n \n \n Wild Microbes \n \n \n 392 \n \n \n - \n \n \n - \n \n \n 2 \n \n \n - \n \n \n 394 \n \n \n \n \n Legacy Investments \n \n \n 237 \n \n \n - \n \n \n (189) \n \n \n - \n \n \n - \n \n \n 48 \n \n \n \n \n \n \n \n ──────── \n \n \n ──────── \n \n \n ──────── \n \n \n ──────── \n \n \n ──────── \n \n \n ──────── \n \n \n \n \n Total \n \n \n 141,773 \n \n \n 13,472 \n \n \n (8,342) \n \n \n (2,082) \n \n \n 322 \n \n \n 145,143 \n \n \n \n \n \n \n \n ════════ \n \n \n ════════ \n \n \n ════════ \n \n \n ════════ \n \n \n ════════ \n \n \n ════════ \n \n \n \n \n Post Yearend Highlights: \n ●      17 July 2024 , portfolio company Meatly became the first company in the world to receive regulatory clearance for cultivated meat to be sold as pet food, following approval from UK regulators including the Food Standards Authority and the Department for Environment, Food and Rural Affairs. Meatly's cultivated chicken for pet food can now be sold in the UK. \n ●      18 July 2024 , portfolio company Onego Bio secured EUR 14 million in new funding from the European Innovation Council Accelerator Program and an additional Series A investor. In April 2024, Onego Bio announced it closed EUR 37 million in its series A round which, including this new capital, brings Onego Bio's total funding to date to EUR 65 million. \n ●      3 September 2024 , portfolio company Solar Foods announced that it has obtained self-affirmed Generally Recognized as Safe (\"GRAS\") status in the US for the sale of its single-cell protein, Solein®. Achieving GRAS status is a major step towards Solein's commercialisation and entry into the US market. This is the second approval Solar Foods has secured after the sale of food products containing Solein was approved in Singapore in September 2022. \n   \n ●      4 September 2024 , portfolio company Galy closed an oversubscribed US$ 33 million Series B financing led by Breakthrough Energy Ventures LLC, with additional participation from new investors H&M Group Ventures and Industria de Diseño Textil, S.A. (through Mundi Ventures). \n   \n ●      10 September 2024 , portfolio company Formo announced it secured US$ 61 million in its Series B funding round to scale its operations. In addition to the raise, Formo's first two products Frischhain and Camembritz, two pioneering products are now available at over 2000 REWE, BILLA and METRO stores across Germany and Austria. \n   \n ●      10 September 2024 , portfolio company Solar Foods began trading on the Nasdaq First North Growth Exchange today under the ticker \"SFOODS\". \n   \n At 30 June 2024, the following investments are held by the Company: \n \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n   \n Richard Reed \n Chairperson Investment Committee \n 23 December 2024 \n \n \n   \n Directors' report \n   \n The Directors of Agronomics Limited (the \"Company\") take pleasure in presenting the Directors' report and financial statements for the year ended 30 June 2024. \n   \n Principal activity \n   \n Agronomics Limited is a Company domiciled in the Isle of Man. The Company's strategy is to create value for Shareholders through investing in companies that operate in the nascent industry of cellular agriculture, which are environmentally friendly alternatives to the traditional production of meat and plant-based sources. \n   \n Further details of the investing policy can be found on the Company's website at www.agronomics.im . \n   \n Results and transfer to reserves \n   \n The results and transfers to reserves for the year are set out on pages 22 and 24. \n   \n The Company recorded a net operating loss of £10,989,608 for the year (2023: net operating profit of £22,373,676) prior to accounting for the fee due to Shellbay Investments Limited (\"Shellbay\"). During the year, as no Shellbay fee was due, net operating loss remains at £10,989,608 (2023: net operating profit, after accounting for the Shellbay Fee, of £22,373,676). \n   \n The net asset value per share at 30 June 2024 was 15.58 pence (2023: 16.94 pence). \n   \n Dividend \n   \n The Directors do not propose the payment of a dividend (2023: £nil). \n   \n Policy and practice on payment of creditors \n   \n It is the policy of the Company to agree appropriate terms and conditions for its transactions with suppliers by means of standard written terms to individually negotiated contracts. The Company seeks to ensure that payments are always made in accordance with these terms and conditions. \n   \n Financial risks \n   \n Details relating to the financial risk management are set out in note 8 to the financial statements. \n   \n Directors \n   \n The Directors who served during the year and to date were: \n   \n \n \n \n \n Jim Mellon \n \n \n Executive Chairperson (appointed as Chairperson on 14 December 2023) \n \n \n \n \n Denham Eke \n \n \n Executive Finance Director \n \n \n \n \n Richard Reed \n \n \n Independent Non-Executive (resigned as Chairperson on 14 December 2023) \n \n \n \n \n David Giampaolo \n \n \n Independent Non-Executive \n \n \n \n \n Marisa Drew \n \n \n Independent Non-Executive \n \n \n \n \n   \n Directors' interests \n   \n As at 30 June 2024, the interests of the Directors and their families (as such term is defined in the AIM Rules for Companies) in the share capital of the Company are as follows: \n \n \n \n \n \n \n \n Ordinary shares \n \n \n \n \n \n \n \n 30 June 2024 \n \n \n 30 June 2023 \n \n \n \n \n \n \n Jim Mellon 1 \n \n \n 152,287,421 \n \n \n 154,553,366 \n \n \n \n \n Denham Eke 2 \n \n \n 1,551,824 \n \n \n 739,390 \n \n \n \n \n Richard Reed \n \n \n 6,354,412 \n \n \n 6,354,412 \n \n \n \n \n David Giampaolo \n \n \n 2,434,783 \n \n \n 2,434,783 \n \n \n \n \n   \n 1 - Galloway Limited, a company where Jim Mellon is considered to be the ultimate beneficial owner, holds 147,591,813 shares and 2,313,647 are held by Shellbay Investments Limited, companies which are both indirectly wholly owned by Jim Mellon, and 2,381,961 ordinary shares are held directly by Mr Mellon. \n 2 - Denham Eke is Managing Director of Galloway Limited . \n   \n Significant shareholdings \n   \n Except for the interests disclosed in this note, the Directors are not aware of any holding of ordinary shares as at 30 June 2024 representing 3% or more of the issued share capital of the Company: \n   \n \n \n \n \n \n \n \n Number of \n ordinary shares \n   \n \n \n Percentage of total \n issued capital \n   \n \n \n \n \n Jim Mellon 1 \n \n \n 152,287,421 \n \n \n 15.09% \n \n \n \n \n Hargreaves Lansdown (Nominees) \n \n \n 102,332,851 \n \n \n 10.14% \n \n \n \n \n Interactive Investor \n \n \n 58,201,536 \n \n \n 5.77% \n \n \n \n \n BlackRock \n \n \n 52,173,346 \n \n \n 5.17% \n \n \n \n \n Canaccord Genuity Wealth Management \n \n \n 39,500,000 \n \n \n 3.91% \n \n \n \n \n JPMorgan Chase Bank \n \n \n 37,989,575 \n \n \n 3.76% \n \n \n \n \n   \n Note: \n 1 - Galloway Limited, a company where Jim Mellon is considered to be the ultimate beneficial owner, holds 147,591,813 shares and 2,313,647 are held by Shellbay Investments Limited, companies which are both indirectly wholly owned by Jim Mellon, and 2,381,961 ordinary shares are held directly by Mr Mellon. \n   \n Auditors \n   \n KPMG Audit LLC, being eligible, have expressed their willingness to continue in office. \n   \n On behalf of the Board \n   \n   \n   \n Denham Eke \n Finance Director                                                                                                                                                                     \n 23 December 2024 \n   \n 1st Floor, Viking House \n St Paul's Square \n Ramsey, Isle of Man \n IM8 1GB \n \n \n   \n Corporate Governance Statement \n   \n Corporate Governance Report \n   \n The Board of Agronomics (the \"Board\") is committed to best practice in corporate governance throughout the Company. The Directors have agreed to comply with the provisions of the Quoted Companies Alliance (\"QCA\") Corporate Governance Code for Small and Mid-Size Quoted Companies (2018) to the extent which is appropriate to its nature and scale of operations. This report illustrates how the Company complies with those principles. \n QCA Principle 1: Establish a strategy and business model which promotes long-term value for shareholders \n The strategy and business operations of the Company are set out in the Chairman's Statement on pages 2 to 3. \n The Company's strategy and business model and amendments thereto are developed by the Chairperson and their senior management team and approved by the Board. The management team is responsible for implementing the strategy and managing the business at an operational level. \n The Company's overall strategic objective is to develop a profitable and sustainable platform for investing in the nascent industry of modern foods which are environmentally friendly alternatives to the traditional production of meat and plant-based sources of nutrition. \n In executing the Company's strategy and operational plans, management will typically confront a range of day-to-day challenges associated with these key risks and uncertainties and will seek to deploy the identified mitigation steps to manage these risks as they manifest themselves. \n QCA Principle 2: Seek to understand and meet shareholder needs and expectations \n The Company via the Chairperson seeks to maintain a regular dialogue with both existing and potential new shareholders in order to communicate the Company's strategy and progress and to understand the needs and expectations of shareholders. \n Beyond the Annual General Meeting, the Chairperson and, where appropriate, other members of the senior management team or Board will meet with investors and analysts to provide them with updates on the Company's business and to obtain feedback regarding the market's expectations of the Company. \n The Company's investor relations activities encompass dialogue with both institutional and private investors. From time to time, the Company attends private investor events, providing an opportunity for those investors to meet with representatives from the Company in a more informal setting. \n QCA Principle 3: Take into account wider stakeholder and social responsibilities and their implications for long-term success \n The Company is aware of its corporate social responsibilities and the need to maintain effective working relationships across a range of stakeholders. These include the Company's advisors, suppliers, and investee companies. The Company's operations and working methodologies take account of the need to balance the needs of all these stakeholders while maintaining focus on the Board's primary responsibility to promote the success of the Company for the benefit of its members as a whole. The Company endeavours to take account of feedback received from stakeholders, and where appropriate, ensures any amendments are consistent with the Company's longer-term strategy. \n The Company takes due account of any impact that its activities may have on the environment and seeks to minimise this impact wherever possible. \n   \n QCA Principle 4: Embed effective risk management, considering both opportunities and threats, throughout the organisation \n The Board is responsible for the systems of risk management and internal control and for reviewing their effectiveness. Internal controls are designed to manage rather than eliminate risk and provide reasonable but not absolute assurance against material misstatement or loss. Through the activities of the Company Audit, Risk and Compliance Committee, the effectiveness of these internal controls is reviewed annually. \n A comprehensive budgeting process is completed once a year and is reviewed and approved by the Board. The Company's results, compared with the budget, are reported to the Board on a monthly basis. \n The Company maintains appropriate insurance cover in respect of actions taken against the Directors because of their roles, as well as against material loss or claims against the Company. The insured values and type of cover are comprehensively reviewed on a periodic basis. \n The senior management team meets at least monthly to consider new risks and opportunities presented to the Company, making recommendations to the Board and/or Company Audit, Risk and Compliance Committee as appropriate. \n QCA Principle 5: Maintain the board as a well-functioning, balanced team led by the chair \n The Company's Board currently comprises three Non-executive Directors and two Executive Directors. \n All of the Directors are subject to election by shareholders at the first Annual General Meeting after their appointment to the Board and will continue to seek re-election at least once every three years. \n The Board is responsible to the shareholders for the proper management of the Company and intends to meet at least four times a year to set the overall direction and strategy of the Company, to review operational and financial performance and to advise on management appointments. All key operational decisions are subject to Board approval. \n Richard Reed, David Giampaolo and Marisa Drew, all Non-executive Directors, are considered to be independent. The QCA Code suggests that a board should have at least two independent Non-executive Directors. The Board considers that the current composition and structure of the Board of Directors is appropriate to maintain effective oversight of the Company's activities for the time being. \n Non-executive Directors receive their fees in the form of a basic cash emolument. The current remuneration structure for the Board's Executive and Non-executive Directors is deemed to be proportionate. \n   \n QCA Principle 6: Ensure that between them the Directors have the necessary up-to-date experience, skills, and capabilities \n The Board considers that the Executive Directors and Non-executive Directors are of sufficient competence and calibre to add strength and objectivity to its activities and bring considerable experience in the operational and financial development of the Company. \n The Directors' biographies are detailed on the Company's website www.agronomics.im . \n The Board regularly reviews the composition of the Board to ensure that it has the necessary breadth and depth of skills to support the ongoing development of the Company. \n The Chairperson, in conjunction with the Finance Director, ensures that the Directors' knowledge is kept up to date on key issues and developments pertaining to the Company, its operational environment and to the Directors' responsibilities as members of the Board. During the course of the year, Directors received updates from the Finance Director and various external advisers on a number of corporate governance matters. \n Directors' service contracts or appointment letters make provision for a Director to seek professional advice in furtherance of his or her duties and responsibilities, normally via the Company Secretary. \n QCA Principle 7: Evaluate board performance based on clear and relevant objectives, seeking continuous improvement \n Internal evaluation of the Board, the Committees and individual Directors is undertaken on an annual basis in the form of peer appraisal and discussions to determine their effectiveness and performance as well as the Directors' continued independence. \n The results and recommendations that come out of the appraisals for the Directors shall identify the key corporate and financial targets that are relevant to each Director and their personal targets in terms of career development and training. Progress against previous targets is also assessed where relevant. \n QCA Principle 8: Promote a corporate culture that is based on ethical values and behaviours \n The Board seeks to maintain the highest standards of integrity and probity in the conduct of the Company's operations. With the Company being a vehicle for holding investment, it has no employees and limited capacity to effect changes in culture in companies it is affiliated with. However, the Board will strive to ensure that the Company's in which it has an interest in, act in an ethical manner. \n The Board ensures that all portfolio companies have policies in place to comply with applicable governance laws and regulations, such as anti-bribery and modern-day slavery. \n The Board has a zero-tolerance approach to breaches of these laws and regulations. The Board promotes ethical behaviour throughout the portfolio, through directions to the Company's investment advisors in relation to the ethical management of the portfolio. \n   \n QCA Principle 9: Maintain governance structures and processes that are fit for purpose and support good decision- making by the board \n The Role of the Board \n The Board is collectively responsible for the long-term success of the organisation. Its principal function is to determine the strategy and policies of the Company within an effective control framework which enables risk to be assessed and managed. \n The Board ensures that the necessary financial and human resources are in place for the Company to meet its objectives and that business and management performance is reviewed. Furthermore, the Board ensures that the Company operates within its constitution, relevant legislation and regulation and that proper accounting records and effective systems of business control are established, maintained, documented, and audited. \n There are at least four formal Board meetings each year. All Board members have the benefit, at the Company's expense, of liability insurance in respect of their responsibilities as Directors and have access to independent legal or other professional advice if required. The Board has a formal schedule of matters which are reserved for its consideration, and it has established three committees to consider specific issues in greater detail, being the Company Audit, Risk and Compliance, Remuneration and Nomination Committees. The Terms of Reference for each of these Committees are published on the Company's website. \n The Chairperson \n The Chairperson is responsible for leading the Board, ensuring its effectiveness in all aspects of its role, promoting a culture of openness of debate, and communicating with the Company's members on behalf of the Board. The Chairperson sets the direction of the Board and promotes a culture of openness and debate by facilitating the effective contribution of Non-executive Directors and ensuring constructive relations between Executive and Non-executive Directors. The Chairperson also ensures that Directors receive accurate, timely and clear information. In doing so, this fosters a positive corporate governance culture throughout the Company. \n The Chief Executive Officer \n At present, the Company does not have a Chief Executive Officer. Instead, the responsibility for managing the Company's business and operations within the parameters set by the Board is held by the Finance Director. \n Non-executive Directors \n The Non-executive Directors are responsible for bringing independent judgement to the discussions held by the Board, using their breadth of experience and understanding of the business. Their key responsibilities are to constructively challenge and contribute to strategic proposals, and to monitor performance, resources, and standards of conduct, compliance and control, whilst providing support to executive management in developing the Company. \n   \n The Board has established a Company Audit, Risk and Compliance Committee (\"ARCC\"), a Remuneration Committee and a Nominations Committee with formally delegated duties and responsibilities. Richard Reed chairs the ARCC, Jim Mellon chairs the Remuneration Committee, and the Nominations Committee is chaired by Richard Reed and comprised of the whole board. \n Company Audit, Risk and Compliance Committee \n The Company Audit, Risk and Compliance Committee meets at least two times each year is chaired by Richard Reed. The external auditors attend by invitation. Its role is to be responsible for reviewing the integrity of the financial statements and the balance of information disclosed in the accompanying Directors' Report, to review the effectiveness of internal controls and risk management systems and recommend to the Board (for approval by the members) the appointment or re-appointment of the external auditor. The ARCC reviews and monitors the external auditor's objectivity, competence, effectiveness and independence, ensuring that if it or its associates are invited to undertake non-audit work it will not compromise auditor objectivity and independence. \n   \n Further information can be found within the Company Audit, Risk and Compliance Report contained within this Annual Report. \n   \n Remuneration Committee \n The Remuneration Committee intends to meet at least once a year and comprises of two Non-executive Directors and one Executive Director. It is chaired by Jim Mellon and is responsible for determining the remuneration of the Executive Director, the Company Secretary and other members of the management. Committee members do not take part in discussions concerning their own remuneration. \n Further information can be found within the Remuneration Report contained within this Annual Report. \n   \n Nomination Committee \n The Nomination Committee is comprised of the whole Board. It is chaired by the Chairperson of the Board and is responsible for making recommendations to the Board on matters relating to the composition of the Board, including Executive and Non-executive Director succession planning, the appointment of new Directors and the election and re-election of Directors. The Nomination Committee only meets as matters arise. \n Appointments to the Board \n The principal purpose of the Nomination Committee is to undertake the assessment of the balance of skills, experience, independence and knowledge on the Board against the requirements of the business, with a view to determining whether any shortages exist. Having completed the assessment, the Committee makes recommendations to the Board accordingly. Appointments to the Board are made on merit, with due regard to the benefits of diversity. Within this context, the paramount objective is the selection of the best candidate, irrespective of background, and it is the view of the Board that establishing quotas or targets for the diversity of the Board is not appropriate. \n All Director appointments must be approved by the Company's Nominated Adviser, as required under the AIM Rules, before they are appointed to the Board. \n Prior to appointment, Non-executive Directors are required to demonstrate that they are able to allocate sufficient time to undertake their duties. \n   \n Re-election \n The Company's Rules require that all Directors are submitted for election at the AGM following their first appointment to the Board. Thereafter all directors will submit themselves for re-election at least once every three years, irrespective of performance. \n   \n Board and committee attendance \n The number of formal scheduled Board and committee meetings held and attended by Directors during the year was as follows: - \n   \n \n \n \n \n   \n \n \n Board \n \n \n ARCC \n \n \n Nomination \n \n \n Remuneration \n \n \n \n \n Richard Reed \n \n \n 15/16 \n \n \n 2/2 \n \n \n - \n \n \n - \n \n \n \n \n David Giampaolo \n \n \n 16/16 \n \n \n 2/2 \n \n \n - \n \n \n - \n \n \n \n \n Jim Mellon \n \n \n 16/16 \n \n \n - \n \n \n - \n \n \n - \n \n \n \n \n Denham Eke \n \n \n 16/16 \n \n \n 2/2 \n \n \n - \n \n \n - \n \n \n \n \n Marisa Drew* \n \n \n 15/16 \n \n \n - \n \n \n - \n \n \n - \n \n \n \n \n   \n QCA Principle 10: Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders \n The Company places a high priority on regular communications with its various stakeholders and aims to ensure that all communications concerning the Company's activities are clear, fair, and accurate. The Company's website is regularly updated, and users can register to be alerted when announcements or details of presentations and events are posted onto the website. \n Notices of General Meetings of the Company can be found here: https://agronomics.im/latest-news/ . \n The results of voting on all resolutions in general meetings are posted to the Company's website, including any actions to be taken as a result of resolutions for which votes against have been received from at least 20 per cent of independent shareholders. \n   \n Approval \n   \n This report was approved by the Board of Directors on 23 December 2024 and signed on its behalf by: \n   \n   \n Denham Eke \n Finance Director \n   \n Audit, Risk and Compliance Committee Report \n   \n The Directors ensure the Company complies with the provisions of the Quoted Companies Alliance (\"QCA\") Corporate Governance Code for Small and Mid-Size Quoted Companies (2018) to the extent which is appropriate to its nature and scale of operations. \n This report illustrates how the Company complies with those principles in relation to its Audit, Risk and Compliance Committee (the \"ARCC\"). \n Membership \n The Committee comprises of two Non-Executive Directors, being Richard Reed and David Giampaolo, and one Executive Director, being Denham Eke. The composition of the Committee has been reviewed during the year and the Board is satisfied that the Committee members have the relevant financial experience and the expertise to resource and fulfil its responsibilities effectively, including those relating to risk and controls. \n Meetings \n The Committee meets two times a year, including the review of the interim and full year results. Other Directors and representatives from the external auditors attend by invitation. \n Duties \n The Committee carries out the duties below for the Company, as appropriate: \n §  Monitors the integrity of the financial statements of the Company, including annual and half-yearly reports, interim management statements, and any other formal announcement relating to financial performance, reviewing significant financial reporting issues and judgements which they contain. \n   \n §  Reviews and challenges the consistency of the information presented within the financial statements, compliance with stock exchange or other legal requirements, accounting policies and the methods used to account for significant or unusual transactions. \n   \n §  Keeps under review the effectiveness of the Company's internal controls and risk management systems. \n   \n §  KPMG Audit LLC was appointed as auditor in 2011 and the ARCC will oversee the relationship with them including meetings when considered appropriate to discuss their remit and review the findings and any issues with the annual audit. It will also review their terms of appointment and plans to meet them once a year independent of management and will consider and make recommendations to the Board, to be put to the Company for approval at the Annual General Meeting, in relation to the appointment, re-appointment and removal of the Company's external auditor. There are no contractual restrictions in place in respect of the auditor choice. \n   \n §  The Committee is governed by a Terms of Reference and a copy of this is available on the Company's website. \n 2024 Annual Report \n During the year, ARCC confirms that it has received sufficient, reliable and timely information from management and the external auditors to enable it to fulfil its responsibilities. \n The Committee has satisfied itself that there are no relationships between the auditor and the Company which could adversely affect the auditor's independence and objectivity. \n All internal control and risk issues that have been brought to the attention of ARCC by the external auditors have been considered and the Committee confirms that it is satisfied that management has addressed the issues or has plans to do so. \n The Company has a number of policies and procedures in place as part of its internal controls and these are subject to continuous review and as a minimum are reviewed by ARCC on an annual basis. \n ARCC has reviewed and discussed together with management and the external auditor the Company's financial statements for the year ended 30 June 2024 and reports from the external auditor on the planning for and outcome of their reviews and audit. The key accounting issues and judgements considered relating to the Company's financial statements and disclosures were as follows: \n   \n §  Valuation of unquoted investments £145,099,814; \n §  Going concern - ARCC reviewed the going concern position of the Company, taking into account the 12-month cash flow forecasts. ARCC is satisfied that preparing the financial statements on a going concern basis is appropriate. \n   \n   \n   \n Richard Reed \n Chairperson ARCC \n 23 December 2024 \n \n Report of the Remuneration Committee \n   \n As an Isle of Man registered company there is no requirement to produce a Directors' Remuneration Report. However, the Board follows best practice and therefore has prepared such a report. \n The Directors have agreed to comply with the provisions of the Quoted Companies Alliance (\"QCA\") Corporate Governance Code for Small and Mid-Size Quoted Companies (2018) to the extent which is appropriate to its nature and scale of operations. \n This report illustrates how the Company complies with those principles in relation to directors' remuneration. \n The Level and Components of Non-Executive Directors Remuneration \n The Remuneration Policy reflects the Company's business strategy and objectives as well as sustained and long-term value creation for shareholders. In addition, the policy aims to be fair and provide equality of opportunity, ensuring that: \n §  the Company is able to attract, develop and retain high-performing and motivated people in the competitive local and wider markets; \n §  The Company offers a competitive remuneration package to encourage enhanced performance and rewards individual contributions to the success of the Company, in a fair and responsible manner; \n §  it reflects the Company's culture and values; and \n §  there is full transparency of the Remuneration Policy. \n In line with the Board's approach, which reflects that adopted within other comparable organisations, the Remuneration Policy provides for the reward of the Non-Executive Directors through fees and other benefits. \n Non-Executive Directors Emoluments \n The remuneration for the Non-Executive Directors reflects their responsibilities. It comprises fees and may include eligibility to participate in an annual bonus scheme, private healthcare and share option incentives, when any of these are considered appropriate. \n Annual bonus scheme payments are not pensionable and are not contracted. \n Non-executive Directors' Remuneration \n Non-executive Directors do not receive any benefits other than their fees and travelling expenses for which they are reimbursed. The level of fees payable to Non-executive Directors is assessed using benchmarks from a group of comparable organisations. \n Executive Directors Remuneration \n Executive Directors do not receive any benefits other than their fees and travelling expenses for which they are reimbursed. The level of fees payable to Executive Directors is assessed using benchmarks from a group of comparable organisations. \n The Committee believes that share ownership by executives strengthens the link between their personal interests and those of shareholders. Options will be granted to executives periodically at the discretion of the Remuneration Committee. The grant of share options is not subject to fixed performance criteria. This is deemed to be appropriate as it allows the Committee to consider the performance of the executives and the contribution of the individual executives and, as with annual bonus payments, illustrates the relative importance placed on performance-related remuneration. \n   \n Except when required by statute, the Company does not intend to contribute to the personal pension plans of Directors in the forthcoming year. \n   \n Executive Directors' Contractual Terms \n The service contract of the Executive Directors provides for a notice period of six months. \n   \n \n \n   \n The Procedure for Determining Remuneration \n The Remuneration Committee, comprising two Non-executive Directors and one Executive Director, is responsible for setting the remuneration of the Executive Directors and is chaired by Jim Mellon. Committee members do not take part in discussions concerning their own remuneration. The basic Non-executive Director fee is set by the Chairperson. The Chairperson of the Committee reports at the Board meeting following a Committee meeting. \n It is the view of the Committee that Directors' remuneration awarded across the Company for the year has been in accordance with the Company's stated Remuneration Policy and, on behalf of the Committee I recommend that you endorse this report. An analysis of Directors' emoluments is as follows: \n   \n \n \n \n \n \n \n \n \n \n \n 2024 \n  £ \n \n \n 2023 \n  £ \n \n \n \n \n \n \n Emoluments \n \n \n  - salaries, bonuses, and taxable benefits \n \n \n - \n \n \n - \n \n \n \n \n \n \n \n - fees \n \n \n 153,750 \n \n \n 117,709 \n \n \n \n \n \n \n \n \n \n \n 153,750 \n \n \n 117,709 \n \n \n \n \n   \n Directors' Emoluments \n \n \n \n \n \n \n \n   \n Fees \n  £ \n \n \n Bonus \n  £ \n \n \n Termination \n payments \n £ \n \n \n   \n Benefits \n £ \n \n \n 2024 \n Total \n  £ \n \n \n 2023 \n Total \n  £ \n \n \n \n \n Executive - salary \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Denham Eke ** \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n - \n \n \n \n \n Jim Mellon* \n \n \n 38,750 \n \n \n - \n \n \n - \n \n \n - \n \n \n 38,750 \n \n \n 30,000 \n \n \n \n \n Non-executive - fees \n \n \n \n \n \n - \n \n \n - \n \n \n - \n \n \n \n \n \n \n \n \n \n \n Richard Reed \n \n \n 35,000 \n \n \n - \n \n \n - \n \n \n - \n \n \n 35,000 \n \n \n 40,000 \n \n \n \n \n David Giampaolo \n \n \n 30,000 \n \n \n - \n \n \n - \n \n \n - \n \n \n 30,000 \n \n \n 30,000 \n \n \n \n \n Marisa Drew \n \n \n 50,000 \n \n \n - \n \n \n - \n \n \n - \n \n \n 50,000 \n \n \n 17,709 \n \n \n \n \n Aggregate emoluments \n \n \n 153,750 \n \n \n - \n \n \n - \n \n \n - \n \n \n 153,750 \n \n \n 117,709 \n \n \n \n \n   \n * In addition to director fees, further emoluments are subject to an agreement with Shellbay Investments Limited (\"Shellbay\"), whereby Shellbay shall be entitled to an annual fee equal to the value of 15% of any increase between the Company's net asset value (\"NAV\") on a per issued share basis at the start of a reporting period and 30 June each year during the term of the New Shellbay Agreement (please see Note 2 to the Accounts). \n ** Denham Eke was appointed as a Director on 30 May 2012 and currently receives no remuneration for providing his services (refer note 11). \n   \n   \n Approval \n The report was approved by the Board of directors and signed on behalf of the Board. \n   \n   \n   \n Jim Mellon \n Chairperson of Remuneration Committee     \n 23 December 2024 \n \n Statement of Directors' Responsibilities in Respect of the Directors' Report and the Financial Statements \n   \n The Directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations. \n Company law requires the Directors to prepare financial statements for each financial year. Under that law they have elected to prepare the financial statements in accordance with International Financial Reporting Standards as applicable to an Isle of Man company and applicable law. \n Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of its profit or loss for that period. In preparing the financial statements, the Directors are required to: \n ·      select suitable accounting policies and then apply them consistently; \n ·      make judgements and estimates that are reasonable, relevant and reliable; \n ·      state whether they have been prepared in accordance with IFRSs; \n ·      assess the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and \n ·      use the going concern basis of accounting unless they either intend to liquidate the Company or to cease operations or have no realistic alternative but to do so. \n The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that its financial statements comply with the Isle of Man Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities. \n The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the Isle of Man governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. \n   \n   \n \n \n \n Our opinion is unmodified \n We have audited the financial statements of Agronomics Limited (the \"Company\"), which comprise the statement of financial position as at 30 June 2024, the statements of comprehensive income, changes in equity and cash flows for the year then ended, and notes, comprising material accounting policies and other explanatory information. \n In our opinion, the accompanying financial statements: \n ·      give a true and fair view of the state of the Company's affairs as at 30 June 2024 and of the Company's loss for the year then ended; \n ·      have been properly prepared in accordance with International Financial Reporting Standards; and \n ·    have been properly prepared in accordance with the requirements of the Companies Act 2006. \n Basis for opinion \n We conducted our audit in accordance with International Standards on Auditing (UK) (\"ISAs (UK)\") and applicable law. Our responsibilities are described below. We have fulfilled our ethical responsibilities under, and are independent of the Company in accordance with, UK ethical requirements including the FRC Ethical Standard as applied to listed entities. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion. \n Key audit matters: our assessment of the risks of material misstatement \n Key audit matters are those matters that, in our professional judgment, were of most significance in the audit of the financial statements and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by us, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.  In arriving at our audit opinion above, the key audit matter was as follows (unchanged from 2023): \n \n \n \n \n \n The risk \n \n \n Our response \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Valuation of unquoted investments (including investment in subsidiary and other unquoted investments held) \n 2024: £145,099,814 (2023: £141,595,967) \n Refer to Page 13 for Audit, Risk and Compliance Committee Report, note 1(b) (use of estimates and judgement), 1(d) (accounting policy for financial instruments) and note 9 (fair value of financial instruments) disclosures \n   \n \n \n Subjective Valuation: \n The Company's investment in subsidiary is stated at fair value of £136,953,040 (2023: £134,178,896). The underlying portfolio of investments held by the subsidiary comprises the entirety of its net assets. The Company also holds unquoted investments directly amounting to £8,146,774 (2023: £7,417,071). \n 92% (2023: 83%) of the Company's total assets (by value) are held in investments where no quoted market price is available. Unquoted investments held directly by the Company, and indirectly through the underlying portfolio in its subsidiary, are measured at fair value, which is established in accordance with the International Private Equity and Venture Capital Valuation Guidelines by using measurements of value such as comparison with prices of recent orderly transactions, where available, requires the use of significant judgments and subjective assumptions. \n \n \n Our audit procedures included: \n Internal Controls: Assessing the design and implementation of the investment valuation controls. \n Test of Detail: Auditing the accounts of the subsidiary as part of the audit of the Company, including assessing the accounting policies adopted by the subsidiary to ensure these are consistent with the Company's accounting policies. In particular, ensuring that the portfolio of investments held by the subsidiary is stated at fair value and ensuring net asset value of the subsidiary represents fair value. \n Use of KPMG Specialists: Involving our own valuation specialists to challenge management assumptions used to support the fair value prices. \n   \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n The risk \n \n \n Our response \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n The preparation of the fair value estimate for the unquoted investments and related disclosures is a significant area of our audit given that it represents a significant portion of the Company's total assets and involves the use of significant judgments and subjective assumptions. \n The effect of these matters is that as part of our risk assessment, we determined that the valuation of unquoted investments has a high degree of estimation uncertainty, with a potential range of reasonable outcomes greater than our materiality for the financial statements as a whole and possibly many times that amount. \n \n \n Challenging managements' assumptions and inputs: Challenging the directors on key judgments affecting investee company valuations, such as the achievement of key milestones or potential dilution impacts of recent transactions.  Our work included consideration of events which occurred subsequent to the year end up until the date of this report. \n Assessing observable inputs: Where a recent transaction has been used as a basis to value a holding, we obtained an understanding of the circumstances surrounding the transaction such as whether it was considered to be on an arms-length basis and suitable as an input into a valuation. \n Methodology choice: In the context of observed industry best practice and the provisions of the International Private Equity and Venture Capital Valuation Guidelines, we challenged the appropriateness of the valuation basis selected. \n Assessing disclosures: Consideration of the appropriateness, in accordance with relevant accounting standards, of the disclosures in respect of unquoted investments and the significant inherent uncertainty associated with valuing such investments. \n \n \n \n \n   \n \n \n   \n Our application of materiality and an overview of the scope of our audit \n Materiality for the financial statements as a whole was set at £1,320,000 (2023: £1,260,000), determined with reference to a benchmark of total assets of £165,880,000, of which it represents approximately 0.8% (2023: 0.8%). \n In line with our audit methodology, our procedures on individual account balances and disclosures were performed to a lower threshold, performance materiality, so as to reduce to an acceptable level the risk that individually immaterial misstatements in individual account balances add up to a material amount across the financial statements as a whole. Performance materiality for the Company was set at 65% (2023: 65%) of materiality for the financial statements as a whole, which equates to £858,000 (2023: £819,000). We applied this percentage in our determination of performance materiality because we did not identify any factors indicating an elevated level of risk. \n We reported to the Audit Committee any corrected or uncorrected identified misstatements exceeding £66,000 (2023: £63,000), in addition to other identified misstatements that warranted reporting on qualitative grounds.  \n Our audit of the Company was undertaken to the materiality level specified above, which has informed our identification of significant risks of material misstatement and the associated audit procedures performed in those areas as detailed above.  \n Going concern \n The directors have prepared the financial statements on the going concern basis as they do not intend to liquidate the Company or to cease its operations, and as they have concluded that the Company's financial position means that this is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over its ability to continue as a going concern for at least a year from the date of approval of the financial statements (the \"going concern period\"). \n In our evaluation of the directors' conclusions, we considered the inherent risks to the Company's business model and analysed how those risks might affect the Company's financial resources or ability to continue operations over the going concern period. The risks that we considered most likely to affect the Company's financial resources or ability to continue operations over this period were: \n ·    Availability of capital to meet operating costs and other financial commitments; and \n ·    The recoverability of financial assets subject to credit risk; \n We considered whether these risks could plausibly affect the liquidity in the going concern period by comparing severe, but plausible downside scenarios that could arise from these risks individually and collectively against the level of available financial resources indicated by the Company's financial forecasts. \n We considered whether the going concern disclosure in note 1 (b) to the financial statements gives a full and accurate description of the directors' assessment of going concern. \n Our conclusions based on this work: \n ·      we consider that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate; \n ·    we have not identified, and concur with the directors' assessment that there is not, a material uncertainty related to events or conditions that, individually or collectively, may cast significant doubt on the Company's ability to continue as a going concern for the going concern period; and \n ·    we found the going concern disclosure in the notes to the financial statements to be acceptable. \n However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time they were made, the above conclusions are not a guarantee that the Company will continue in operation. \n \n \n   \n Fraud and breaches of laws and regulations - ability to detect \n Identifying and responding to risks of material misstatement due to fraud \n To identify risks of material misstatement due to fraud (\"fraud risks\") we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included: \n ·      enquiring of management as to the Company's policies and procedures to prevent and detect fraud as well as enquiring whether management have knowledge of any actual, suspected or alleged fraud; \n ·    reading minutes of meetings of those charged with governance; and \n ·    using analytical procedures to identify any unusual or unexpected relationships. \n As required by auditing standards, and taking into account possible incentives or pressures to misstate performance and our overall knowledge of the control environment, we perform procedures to address the risk of management override of controls, in particular the risk that management may be in a position to make inappropriate accounting entries, and the risk of bias in accounting estimates such as valuation of unquoted investments. On this audit we do not believe there is a fraud risk related to revenue recognition because the Company's revenue streams are simple in nature with respect to accounting policy choice, and are easily verifiable to external data sources or agreements with little or no requirement for estimation from management. We did not identify any additional fraud risks. \n We performed procedures including: \n ·      identifying journal entries and other adjustments to test based on risk criteria and comparing any identified entries to supporting documentation; \n ·    incorporating an element of unpredictability in our audit procedures; and \n ·    assessing significant accounting estimates for bias. \n Further detail in respect of valuation of unquoted investments is set out in the key audit matter section of this report. \n Identifying and responding to risks of material misstatement due to non-compliance with laws and regulations \n We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our sector experience and through discussion with management (as required by auditing standards), and from inspection of the Company's regulatory and legal correspondence, if any, and discussed with management the policies and procedures regarding compliance with laws and regulations. As the Company is regulated, our assessment of risks involved gaining an understanding of the control environment including the entity's procedures for complying with regulatory requirements. \n The Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. \n The Company is subject to other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the financial statements, for instance through the imposition of fines or litigation or impacts on the Company's ability to operate. We identified financial services regulation as being the area most likely to have such an effect, recognising the regulated nature of the Company's activities and its legal form. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of management and inspection of regulatory and legal correspondence, if any. Therefore if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach. \n Context of the ability of the audit to detect fraud or breaches of law or regulation \n Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it.  \n In addition, as with any audit, there remains a higher risk of non-detection of fraud, as this may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations. \n Other information \n The directors are responsible for the other information. The other information comprises the information included in the annual report but does not include the financial statements and our auditor's report thereon. Our opinion on the financial statements does not cover the other information and we do not express an audit opinion or any form of assurance conclusion thereon. \n In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. \n Respective responsibilities \n Directors' responsibilities \n As explained more fully in their statement set out on page 16, the directors are responsible for: the preparation of the financial statements including being satisfied that they give a true and fair view; such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error; assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and using the going concern basis of accounting unless they either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.  \n Auditor's responsibilities \n Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue our opinion in an auditor's report. Reasonable assurance is a high level of assurance, but does not guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements.  \n \nA fuller description of our responsibilities is provided on the FRC's website at www.frc.org.uk/auditorsresponsibilities . \n The purpose of this report and restrictions on its use by persons other than the Company's members, as a body \n This report is made solely to the Company's members, as a body, in accordance with section 80(C) of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed. \n   \n   \n KPMG Audit LLC \n Chartered Accountants \n Heritage Court \n 41 Athol Street \n Douglas \n Isle of Man IM1 1LA    \n 24 December 2024 \n \n \n \n Statement of comprehensive income \n for the year ended 30 June 2024 \n   \n \n \n \n \n \n \n \n   \n Note \n \n \n 2024 \n £ \n \n \n 2023 \n £ \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Income \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Net (loss)/income from financial instruments at fair value through profit and loss \n \n \n 3 \n \n \n (8,342,317) \n \n \n 29,703,324 \n \n \n \n \n \n \n \n   \n \n \n ──────── \n \n \n ──────── \n \n \n \n \n   \n \n \n   \n \n \n (8,342,317) \n \n \n 29,703,324 \n \n \n \n \n Operating expenses \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Directors' fees \n \n \n 2 \n \n \n (153,750) \n \n \n (117,709) \n \n \n \n \n Other operating costs \n \n \n 4 \n \n \n (1,524,949) \n \n \n (1,648,101) \n \n \n \n \n Foreign exchange losses \n \n \n   \n \n \n (2,143,477) \n \n \n (3,364,673) \n \n \n \n \n \n \n \n   \n \n \n ──────── \n \n \n ──────── \n \n \n \n \n (Loss)/profit from operating activities \n \n \n 5 \n \n \n (12,164,493) \n \n \n 24,572,841 \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Other costs \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Consulting fee \n \n \n 2 \n \n \n - \n \n \n (3,372,672) \n \n \n \n \n \n \n \n   \n \n \n ──────── \n \n \n ──────── \n \n \n \n \n (Loss)/profit before other income \n \n \n   \n \n \n (12,164,493) \n \n \n 21,200,169 \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Other income \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n Interest received \n \n \n   \n \n \n 1,174,885 \n \n \n 1,173,507 \n \n \n \n \n \n \n \n   \n \n \n ──────── \n \n \n ──────── \n \n \n \n \n (Loss)/profit before taxation \n \n \n   \n \n \n (10,989,608) \n \n \n 22,373,676 \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Taxation \n \n \n 1(h) \n \n \n - \n \n \n - \n \n \n \n \n   \n \n \n   \n \n \n ──────── \n \n \n ──────── \n \n \n \n \n (Loss)/profit for the year \n \n \n   \n \n \n (10,989,608) \n \n \n 22,373,676 \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Other comprehensive income \n \n \n   \n \n \n - \n \n \n - \n \n \n \n \n \n \n \n   \n \n \n ──────── \n \n \n ──────── \n \n \n \n \n Total comprehensive (loss)/profit for the year \n \n \n   \n \n \n (10,989,608) \n \n \n 22,373,676 \n \n \n \n \n \n \n \n   \n \n \n ════════ \n \n \n ════════ \n \n \n \n \n   \n \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Basic (loss)/profit per share (pence) \n \n \n 12 \n \n \n (1.10) \n \n \n 2.27 \n \n \n \n \n Diluted (loss)/profit per share (pence) \n \n \n 12 \n \n \n (1.10) \n \n \n 2.20 \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n   \n The Directors consider that the Company's activities are continuing. \n   \n   \n The notes on pages 26 to 40 form an integral part of these financial statements. \n   \n   \n \n \n Statement of financial position \n as at 30 June 2024 \n   \n \n \n \n \n \n \n \n   \n   \n \n \n   \n \n \n   \n 2024 \n \n \n   \n \n \n   \n 2023 \n \n \n \n \n \n \n \n Note \n   \n \n \n   \n \n \n £ \n \n \n   \n \n \n £ \n \n \n \n \n Assets \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Financial assets at fair value through profit or loss \n \n \n 7,8, 9 \n \n \n   \n \n \n 145,143,166 \n \n \n   \n \n \n 141,773,297 \n \n \n \n \n Bank deposits \n \n \n   \n \n \n   \n \n \n 9,107,996 \n \n \n   \n \n \n 10,000,000 \n \n \n \n \n Trade and other receivables \n \n \n   \n \n \n   \n \n \n 56,979 \n \n \n   \n \n \n 335,810 \n \n \n \n \n Cash and cash equivalents \n \n \n   \n \n \n   \n \n \n 3,127,096 \n \n \n   \n \n \n 18,093,984 \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n ──────── \n \n \n   \n \n \n ──────── \n \n \n \n \n Total assets \n \n \n   \n \n \n   \n \n \n 157,435,237 \n \n \n   \n \n \n 170,203,091 \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n ════════ \n \n \n   \n \n \n ════════ \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Equity and liabilities \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Capital and reserves \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Share capital \n \n \n 6 \n \n \n   \n \n \n 1,008 \n \n \n   \n \n \n 992 \n \n \n \n \n Share premium \n \n \n 6 \n \n \n   \n \n \n 136,169,365 \n \n \n   \n \n \n 134,481,365 \n \n \n \n \n Share reserve \n \n \n 6 \n \n \n   \n \n \n - \n \n \n   \n \n \n 1,686,336 \n \n \n \n \n Accumulated earnings \n \n \n   \n \n \n   \n \n \n 21,098,697 \n \n \n   \n \n \n 32,088,305 \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n ──────── \n \n \n   \n \n \n ──────── \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n 157,269,070 \n \n \n   \n \n \n 168,256,998 \n \n \n \n \n Liabilities \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Trade and other payables \n \n \n 10 \n \n \n   \n \n \n 166,167 \n \n \n   \n \n \n 1,946,093 \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n ──────── \n \n \n   \n \n \n ──────── \n \n \n \n \n Total liabilities \n \n \n   \n \n \n   \n \n \n 166,167 \n \n \n   \n \n \n 1,946,093 \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n ──────── \n \n \n   \n \n \n ──────── \n \n \n \n \n Total equity and liabilities \n \n \n   \n \n \n   \n \n \n 157,435,237 \n \n \n   \n \n \n 170,203,091 \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n ════════ \n \n \n   \n \n \n ════════ \n \n \n \n \n   \n The notes on pages 26 to 40 form an integral part of these financial statements. \n   \n These financial statements were approved by the Board of Directors on 23 December 2024 and were signed on their behalf by: \n   \n   \n   \n Denham Eke \n Finance Director \n \n \n Statement of changes in equity \n for the year ended 30 June 2024 \n   \n   \n   \n \n \n \n \n \n \n \n Note \n   \n \n \n Share \n capital \n \n \n Share \n premium \n \n \n Share \n reserve \n \n \n Accumulated \n earnings \n \n \n   \n Total \n \n \n \n \n \n \n \n \n \n \n £ \n \n \n £ \n \n \n £ \n \n \n £ \n \n \n £ \n \n \n \n \n   \n \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n Balance at 30 June 2022 \n \n \n 6 \n \n \n 968 \n \n \n 129,855,667 \n \n \n 4,341,639 \n \n \n 9,714,629 \n \n \n 143,912,903 \n \n \n \n \n \n \n \n   \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Total comprehensive profit for the year \n \n \n   \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Profit for the year \n \n \n   \n \n \n - \n \n \n - \n \n \n - \n \n \n 22,373,676 \n \n \n 22,373,676 \n \n \n \n \n \n \n \n   \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Transactions with owners of the company \n \n \n   \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n \n Shares issued during the year \n \n \n 6 \n \n \n 24 \n \n \n 4,625,698 \n \n \n (4,341,639) \n \n \n - \n \n \n 284,083 \n \n \n \n \n Recognition of share reserve \n \n \n 6 \n \n \n - \n \n \n - \n \n \n 1,686,336 \n \n \n - \n \n \n 1,686,336 \n \n \n \n \n \n \n \n \n \n \n ──────── \n \n \n ──────── \n \n \n ──────── \n \n \n ──────── \n \n \n ──────── \n \n \n \n \n Balance at 30 June 2023 \n \n \n \n \n \n 992 \n \n \n 134,481,365 \n \n \n 1,686,336 \n \n \n 32,088,305 \n \n \n 168,256,998 \n \n \n \n \n   \n \n \n \n \n \n ════════ \n \n \n ════════ \n \n \n ════════ \n \n \n ════════ \n \n \n ════════ \n \n \n \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Note \n   \n \n \n Share \n capital \n \n \n Share \n premium \n \n \n Share \n reserve \n \n \n Accumulated \n earnings \n \n \n   \n Total \n \n \n \n \n \n \n \n \n \n \n £ \n \n \n £ \n \n \n £ \n \n \n £ \n \n \n £ \n \n \n \n \n   \n \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n Balance at 30 June 2023 \n \n \n 6 \n \n \n 992 \n \n \n 134,481,365 \n \n \n 1,686,336 \n \n \n 32,088,305 \n \n \n 168,256,998 \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n Total comprehensive loss for the year \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n Loss for the year \n \n \n   \n \n \n - \n \n \n - \n \n \n - \n \n \n (10,989,608) \n \n \n (10,989,608) \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n Transactions with owners of the company \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n Shares issued during the year \n \n \n 6 \n \n \n 16 \n \n \n 1,688,000 \n \n \n (1,686,336) \n \n \n - \n \n \n 1,680 \n \n \n \n \n \n \n \n   \n \n \n ──────── \n \n \n ──────── \n \n \n ──────── \n \n \n ──────── \n \n \n ──────── \n \n \n \n \n Balance at 30 June 2024 \n \n \n 6 \n \n \n 1,008 \n \n \n 136,169,365 \n \n \n - \n \n \n 21,098,697 \n \n \n 157,269,070 \n \n \n \n \n \n \n \n \n \n \n ════════ \n \n \n ════════ \n \n \n ════════ \n \n \n ════════ \n \n \n ════════ \n \n \n \n \n   \n \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n   \n \n \n \n \n   \n   \n The notes on pages 26 to 40 form an integral part of these financial statements. \n \n \n Statement of cash flows \n for the year ended 30 June 2024 \n   \n \n \n \n \n \n \n \n   \n   \n \n \n   \n 2024 \n \n \n   \n 2023 \n \n \n \n \n \n \n \n Note \n \n \n £ \n \n \n £ \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Cash flows from operating activities \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Operating (loss)/profit for the year \n \n \n   \n \n \n (10,989,608) \n \n \n 22,373,676 \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Purchase of investments \n \n \n 8 \n \n \n (13,472,336) \n \n \n (19,542,137) \n \n \n \n \n Interest income \n \n \n   \n \n \n (1,174,885) \n \n \n (1,173,507) \n \n \n \n \n Realised and unrealised gains on investments \n \n \n 3 \n \n \n 8,342,317 \n \n \n (29,703,324) \n \n \n \n \n Unrealised foreign exchange losses on investments \n \n \n 8 \n \n \n 2,082,826 \n \n \n 2,729,121 \n \n \n \n \n Consulting fee to be settled in shares \n \n \n 2 \n \n \n - \n \n \n 1,686,336 \n \n \n \n \n Cash interest received * \n \n \n   \n \n \n 852,208 \n \n \n 729,639 \n \n \n \n \n \n \n \n   \n \n \n ─────── \n \n \n ─────── \n \n \n \n \n Operating cashflows before changes in working capital \n \n \n   \n \n \n (14,359,478) \n \n \n (22,900,196) \n \n \n \n \n \n \n \n   \n \n \n   \n \n \n \n \n \n \n \n Change in trade and other receivables \n \n \n   \n \n \n 278,832 \n \n \n (233,152) \n \n \n \n \n Change in trade and other payables \n \n \n 10 \n \n \n (1,779,926) \n \n \n (539,252) \n \n \n \n \n \n \n \n...

View stock analysis, news, and events for Agronomics Limited