Mabion SaGPW: MAB

Financial statements for the financial year ended 31 December 2024

· Issued by Mabion SA


MABION S.A.

Financial statements for the financial year

ended 31 December 2024

Konstantynów Łódzki, 24 April 2025

The accompanying translation has not been reclassified or adjusted in any way to conform to the accounting principles generally accepted in countries other than Poland. In case of any discrepancies between Polish version and English translation, Polish version shall prevail.

STATEMENT OF COMPREHENSIVE INCOME

in PLN thousand, unless otherwise indicated

Note

2024

2023

Income from sales

8

65,426

140,289

Income from settling the purchase of materials

8

2,113

8,770

Lease income

8

1,480

2,619

Total income

69,019

151,678

Cost of sales

8, 9

(25,730)

(28,324)

Own cost of purchased materials

8, 9

(2,137)

(8,771)

Total costs

(27,867)

(37,094)

Gross profit on sales

41,152

114,584

Research and development costs

9, 10

(902)

(6,246)

General administration costs

9

(41,733)

(40,175)

Other operating income

11

558

500

Impairment allowance on property, plant and equipment

14.1

-

(12,233)

Other operating costs

11

(6,260)

(1,369)

Operating profit/(loss)

(7,185)

55,061

Financial income

12

8,685

854

Financial costs

12

(3,149)

(6,020)

Gross profit/(loss)

(1,649)

49,894

Income tax

13

(4,685)

(8,625)

NET PROFIT/(LOSS)

(6,334)

41,269

Other comprehensive income

-

-

TOTAL COMPREHENSIVE INCOME

(6,334)

41,269

Basic and diluted profit per one share (in PLN per 1 share)

(0.39)

2.55

The explanatory notes presented on pages 5 to 42 form an integral part of these interim financial statements.

STATEMENT OF FINANCIAL POSITION

in PLN thousand

Note

31 December 2024

31 December 2023

Intangible assets

14.2

264

493

Property, plant and equipment

14.1

111,196

112,358

Advances on fixed assets under construction

1,868

-

Long-term receivables

287

268

Deferred tax asset

13

-

4,685

Total fixed assets

113,615

117,804

Assets held for trading

14.1

109

-

Inventories

15

2,488

6,843

Trade receivables

16

1,079

25,518

Other receivables

16

2,002

7,141

Prepayments and accrued income

17

1,730

3,132

Cash and cash equivalents

18

38,448

47,817

Total current assets

45,857

90,450

TOTAL ASSETS

159,472

208,254

Share capital

19

1,616

1,616

Share premium

19

237,443

237,443

Supplementary capital

23,192

23,192

Accumulated losses

(150,809)

(144,474)

Total equity

111,442

117,776

Deferred income under grants

20.1

6,734

31,802

Loans and borrowings

23

66

225

Long-term liabilities

406

406

Lease

25

1,692

2,723

Total long-term liabilities

8,898

35,156

Repayable advances on distribution rights

22

1,662

1,691

Trade liabilities

26

4,379

7,941

Other liabilities

26

3,334

3,439

Accrued and prepaid costs

27

1,610

7,627

Loans and borrowings

23

159

31,303

Deferred income

20.1

25,148

280

Liabilities arising from the implementation of agreements

21

1,495

1,465

Lease

25

1,346

1,543

Lease prepayments

21

-

34

Total short-term liabilities

39,133

55,323

TOTAL LIABILITIES

48,031

90,478

TOTAL LIABILITIES AND EQUITY

159,472

208,254



The explanatory notes presented on pages 5 to 42 form an integral part of these interim financial statements.

CASH FLOW STATEMENT

in PLN thousand

Note

2024

2023

Net profit/(loss)

(6,334)

41,269

Adjustments for the following items:

Depreciation and amortisation

14

8,703

7,200

Interest income

12

(1,199)

(718)

Interest costs

12

3,074

1,038

Income from grants

20

(224)

(247)

Loss/(profit) from investing activities

(44)

(15)

Realised foreign exchange differences

236

(1,321)

Impairment allowance on tangible assets

14.1

-

12,233

Lease payment measurement

24

(594)

(520)

Loan measurement

24

274

(3,383)

Unrealised loan interest

24

3,143

3,093

Change in assets and liabilities:

Change in inventories

15

4,355

1,634

Change in trade and other receivables

16

29,577

(18,439)

Change in prepayments and accrued income

17

6,086

7,389

Change in assets held for trading

14.1

(109)

-

Change in trade and other liabilities

26

(5,820)

(51,506)

Change in deferred income

20

(21)

(14)

Change in repayable advances on distribution rights

22

(29)

(133)

Change in other financial liabilities

24, 25

620

(695)

Cash flows from operating activities

41,694

(3,135)

Proceeds from grants

20

44

874

Interest received

1,199

718

Interest paid

(3,074)

(790)

Net cash flows from operating activities

39,863

(2,333)

Disposal of property, plant and equipment

44

15

Acquisition of property, plant and equipment and intangible assets

(12,331)

(37,997)

Net cash flows from investing activities

(12,287)

(37,982)

Repayment of borrowings

(144)

(145)

Repayment of bank loans

(33,563)

(27,469)

Proceeds from loans

-

65,433

Interest paid

(1,248)

(1,538)

Repayment of lease principal

(1,990)

(1,787)

Net cash flows from financing activities

(36,945)

34,494

Net increase/(decrease) in cash and cash equivalents

(9,369)

(5,821)

Cash and cash equivalents - opening balance

47,817

53,638

Change in cash due to exchange rate differences

2,162

(3,582)

Cash and cash equivalents - closing balance

38,448

47,817

The explanatory notes presented on pages 5 to 42 form an integral part of these interim financial statements.

STATEMENT OF CHANGES IN EQUITY

premium in PLN thousand Note Share capital Share Supplementry capital Other reserves Cumulative losses Total equity

As at 01 January 2023

19

1,616

237,443

-

-

(162,552)

76,506

Net profit / Total comprehensive income

-

-

-

-

41,269

41,269

Transfer of prior period result to the supplementary capital

-

-

23,192

-

(23,192)

-

As at 31 December 2023

1,616

237,443

23,192

-

(144,474)

117,776

As at 1 January 2024

1,616

237,443

23,192

-

(144,474)

117,776

Net loss / Total comprehensive income

-

-

-

-

(6,334)

(6,334)

As at 31 December 2024

1,616

237,443

23,192

-

(150,809)

111,442



The explanatory notes presented on pages 5 to 42 form an integral part of these interim financial statements.

ADDITIONAL INFORMATION

  1. Company

    Mabion S.A. (Mabion or Company) was established on 30 May 2007 as a limited liability company. The legal form of the Company changed on 29 October 2009 as a result of the transformation of the limited liability company into a joint-stock company established in accordance with the law of the Republic of Poland. Currently, Mabion is entered on the Register of Entrepreneurs of the National Court Register kept by the District Court for Łódź-Śródmieście in Łódź, 20th Commercial Division of the National Court Register with KRS number 0000340462. The Company was assigned tax identification number NIP 7752561383 and statistical identification number REGON 100343056. The Company's registered office is Konstantynów Łódzki, ul. gen. Mariana Langiewicza 60.

    The Company's shares are listed on the Warsaw Stock Exchange.

    Mabion is a Polish biopharmaceutical company that provides services as a contract development and manufacturing organisation (CDMO) in the scope of process development, analytics, and manufacturing of biologic medicines.

    In accordance with the strategy adopted in 2023 and subsequently updated on 23 April 2025 (an event after the balance-sheet date), the Company intends to continue its development towards a CDMO with a biological profile and a fully integrated offer. The Company has updated its Strategic Plan for 2023-2027 - Outlook for 2025-2030, which provides for the alignment of the Company's business model and offer with the identified market needs. Detailed information on the assumptions of the Strategy for 2025-2030 is provided in section 2.2 of the Directors' Report for 2024.

  2. Basis for the preparation of the financial statements
    1. Basis of preparation

      The financial statements of Mabion S.A. for the year ended 31 December 2024 have been drawn up in accordance with International Financial Reporting Standards (IFRS) adopted by the European Union, effective as at 31 December 2023 ( jointly: 'Financial Statements').

      These financial statements of Mabion S.A. have been prepared in accordance with the going concern principle (further information on the assumptions concerning the Company's ability to continue operations is provided in Note 3).

      The material accounting policies that have been applied in these financial statements are presented in Note 4. The same policies were applied in each financial year, unless explicitly stated otherwise.

      The financial statements have been drawn up in accordance with the historical cost principle, except for certain assets and liabilities and equity measured at fair value pursuant to the IFRS.

      Significant accounting estimates and judgements of the management are presented in Note 4.3.

      These financial statements were authorised for publication by the Company's Management Board on 24 April 2025.

    2. Statement of compliance

      These financial statements have been drawn up in accordance with the International Financial Reporting Standards ("IFRS") approved by the EU. The financial statements present a true and fair view of the financial position of the Company as at 31 December 2024, the results of its operations and cash flows for the year ended 31 December 2024.

      The IFRS comprise standards and interpretations accepted by the International Accounting Standards Board.

      The scope of the financial statements is consistent with the Minister of Finance Regulation of 29 March 2018 on current and periodic reporting by issuers of securities and the rules of equal treatment of the information required by the laws of non-member states (consolidated text: Polish Journal of Laws of 2018, item 757) and covers the annual reporting period from 1 January to 31 December 2024 and the comparative period from 1 January to 31 December 2023 for the profit and loss account and the statement of comprehensive income, the statement of changes in equity and the statement of cash flows, respectively, and the balance-sheet data as at 31 December 2024 and comparative data as at

      31 December 2023.

  3. Going concern principle

    In the current reporting period, the Company continued its business in the following areas:

    • operating activities consisting in the implementation of:

      1. Master Contract Manufacturing Agreement (Manufacturing Agreement or MCMA) with Novavax Inc. under which it ensured manufacturing readiness, in compliance with GMP (Good Manufacturing Practice) standard, for Novavax's COVID-19 vaccine antigen under the name of Nuvaxovid®,

      2. an agreement entered into with an immunotherapy company with its registered office in the United Kingdom, for the execution of three orders covering the process transfer, and manufacturing and release of a product for clinical purposes; development and transfer, and validation of analytical methods, including stability testing, as well as filling of the finished product, and also its packaging, labelling, and storage.

    • intensification of sales activities to acquire new contracts and to continue the activities to position the Company as a fully

      integrated actor on the CDMO market, by expanding the Company's portfolio of competences and services,

    • development of the Company leading to increased competitiveness and attractiveness as a development and manufacturing partner with regard to biopharmaceutical products.

    Update of the status and plans for the operating activities consisting in the execution of manufacturing orders and the impact on the Company's liquidity:

    The assumption of securing production-related contracts forms the basis of the Company's financial plan. Outlined below are contracts entered into during the reporting period or subsequent to the reporting date, under which services are or will be performed beginning in 2024 (or in 2025 for contracts concluded after the reporting date) and continuing in subsequent periods.

    On 16 August 2024, the Company entered into three work orders with a UK-based immunotherapy company for the performance of specified services. The implementation of the contractual works commenced in September 2024, with completion scheduled for Q2 2025. The value of the services contracted under the current SOWs amounts to approximately PLN 5.5 million (with payments denominated in USD). Payments are made on a monthly basis over a period of ten consecutive months. The stated value excludes the cost of raw materials and consumables, which are accounted for separately.

    On 13 April 2025 (a post-balance sheet event), the Company concluded agreements with Instituto De Biologia Molecular Do Paraná - IBMP, based in Brazil, and with Sartorius Stedim Cellca GmbH, based in Germany, acting as a subcontractor. The subject of the statement of work placed by the IBMP is the provision of services in the following fields: mobile phone network development, process development, product manufacturing for preclinical and clinical trials, development and validation of analytical methods, and preparation of necessary dossier. The Company will provide selected services in cooperation with subcontractors. The total net order value is approx. PLN 18.3 million (calculated at the exchange rate of 11 April 2025), of which approx. 20-25% will go to subcontractors. Payments, denominated in USD, are scheduled to be made in regular instalments over a period of 14 months, with service commencement planned for Q2 2025. Completion of the contracted services is expected in Q1 2027.

    On 17 April 2025 (an event after the balance-sheet date), the Company entered into an agreement with WPD Pharmaceuticals Sp. z o.o. for the provision of services related to the development of analytical methods for a recombinant protein medicine candidate conjugated with a cytotoxic compound, as well as for the intermediate protein product. The scope of work includes process control, characterisation of the protein intermediate and conjugate, and release testing analytics. The agreement is scheduled for completion in Q1 of 2026. The total net consideration under the agreement amounts to approximately PLN 2.0 million, with 10% of the total fee payable upon delivery of the general project plan to the Contracting Party. The remaining amount will

    be invoiced progressively in line with the advancement of the project. The remuneration is subject to adjustment based on specific conditions stipulated in the agreement.

    The Management Board continues to actively pursue business development efforts aimed at securing additional contracts to maximise utilisation of the Company's manufacturing capacity.

    Although, as of the date of these financial statements, no contracts have been signed that would ensure sufficient cash inflows to support operations over the twelve-month period following the signing of these statements, the assumption of securing such contracts in the near term remains a key component of the Company's financial planning. As at the date of signing these financial statements, the Company maintains a broad pipeline of potential projects and clients. Ongoing negotiations are in progress, and the Company expects these discussions to result in signed CDMO contracts in subsequent periods.

    Based on the current forecasts of the Management Board, the proceeds from the implementation of already signed as well as potentially acquired contracts with new clients later this year are insufficient to maintain current liquidity for a one-year period as of the balance sheet date. Therefore, the Management Board has determined that in order to ensure an adequate level of financing for the Company's ongoing operations and further acquisition of production orders, an immediate capital injection is necessary. Company's liquidity management scenarios

    Following discussions with the Supervisory Board, the Management Board of the Company immediately initiated actions aimed at verifying available external sources of financing. As a result of offers received from selected advisors, as well as meetings held concerning consultancy and support in negotiations for the acquisition of new debt, equity, or mezzanine financing from local or international investors or financial institutions, the Company decided to commence a process aimed at developing an optimal financing structure, to be sourced from the following (alternatively or jointly):

    1. Acquisition of debt financing, primarily from Private Debt funds;

    2. Raising capital through a share issuance;

    3. Acquisition of a strategic or financial investor to recapitalise the Company.

    The preferred and currently implemented scenario is obtaining debt financing from Private Debt funds, which, in the opinion of the Management Board, would constitute the most optimal source of medium-term financing. The Management Board is actively undertaking steps to obtain such debt financing.



    Simultaneously, the Management Board is reviewing the potential for increasing capital through a share issuance, which, due to the high cost of capital, is considered a less preferred source of funding the estimated capital needs. The acquisition of a strategic or financial investor who could substantially

    recapitalise the Company is one of three scenarios that the Company has initiated in connection with the announcement of the updated Strategy for 2025-2030.

    Should the actions undertaken by the Management Board to secure sales contracts or obtain external financing prove insufficient, the Company, as of the date of publication of these statements, holds support letters from key shareholders (Twiti Investments Limited, Glatton Sp. z o. o., Polfarmex S.A.). These letters express their willingness and ability to continue financially supporting the Company's operational activities over at least the next 13 months from the date of signing these financial statements, in the event the Company's financial situation requires it. According to the Management Board, these letters ensure the continued financing of the Company during the implementation of the CDMO strategy.

    Securing financing constitutes the Company's baseline scenario, which is being pursued in parallel with further intensified market efforts aimed at ensuring an appropriate level of manufacturing orders. As part of these efforts, the Management Board is currently in discussions with a dozen or so entities interested in the Company's manufacturing capabilities. These discussions are at varying levels of engagement and their outcomes cannot be determined as of the date of these financial statements.

    A critical scenario, not currently being actively considered by the Management Board, but theoretically possible, would involve a significant reduction in operating costs, the largest components of which are salaries and the maintenance costs of the manufacturing facility. Such a scenario would allow the Company to maintain liquidity until sufficient production orders are secured. However, this is not currently being considered due to ongoing operational and manufacturing processes related to signed contracts and the acquisition of new contracts after the balance-sheet date, as announced in current reports of 14 April 2025 and 17 April 2025. In the opinion of the Management Board, implementation of all signed contracts is a higher priority than cost-cutting measures, as such actions could impair the Company's operational capabilities and, consequently, its ability to fulfil key contractual obligations.

    Material uncertainty related to going concern

    Based on the above information, the Management Board identifies the existence of material uncertainty regarding the level of acquisition and execution of production orders. Despite the Management Board's intensive market activities, there is substantial uncertainty as to whether a sufficient number of production orders can be secured and executed to provide the Company with the cash flows necessary to maintain liquidity beyond a seven-month period from the balance sheet date. Consequently, there is significant uncertainty that may cast serious doubt on the Company's ability to continue as a going concern, and the Company may be unable to derive benefits from its assets and discharge its liabilities in the normal course of business. Nevertheless, in the opinion of the Management Board, the currently undertaken market activities and the state of discussions with potential contractors provide grounds to assume continued operations and demonstrate demand for the services offered by the Company.

    Despite the material uncertainty described above, the Management Board has adopted the going concern basis of accounting in these statements. This decision is supported by the above-described market activities aimed at obtaining production orders and financial support during the transitional period, including the confirmed intent of support from major shareholders, who have expressed their commitment to supporting the Company's continued implementation of its business strategy.

    These financial statements have been drawn up in accordance with the going concern principle, which provides that the Company will continue to operate in the foreseeable future - not shorter than 12 months as of the balance-sheet date. Therefore, no adjustments have been made to the financial statements which might be necessary should the going concern assumption be unjustified.

  4. Key accounting principles
    1. Functional and presentation currency

      The functional currency and the presentation currency of the Company is Polish zloty. The financial statements are presented in thousands of Polish zloty, rounded to the nearest whole thousand, unless indicated otherwise.

      Transactions denominated in other currencies than PLN are converted at initial recognition into PLN at the exchange rate applicable at the transaction date.

      As at the balance-sheet date:

      • cash items are converted using the closing rate, i.e. the average rate set for the currency in question by the National Bank of Poland at that date,

      • non-cash items measured at historical cost in a foreign currency are converted using the exchange rate at the date of the original transaction,

      • non-cash items measured at fair value in a foreign currency are converted using the exchange rate at the date on which the fair value was determined.

      Foreign exchange gains and losses on the settlement of transactions in foreign currencies, as well as those resulting from the periodic conversion of cash assets and liabilities, are recognised in the financial result.

    2. Standards applied for the first time

      The material accounting principles applied by the Company in these individual financial statements were consistent with those described in the annual financial statements for 2024, except for new or revised standards and interpretations effective for annual periods beginning on or after 1 January 2024. New standards or amendments effective as of 01 January 2024 are as follows:

      • Amendments to IFRS 16 Leases - Sale and leaseback obligations

      • Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures;

      • Amendments to IAS 1: Presentation of financial statements: Classification of liabilities as current and non-current, additionally, the amendments clarify issues related to the fulfilment of contractual covenants after the balance-sheet date.

      The revised standards and interpretations which apply for the first time in 2024, have no material impact on these financial statements of the Company.

    3. Professional judgement and estimation

      Drawing up financial statements in accordance with IFRS involves estimates and assumptions that affect the amounts reported therein. While these assumptions and estimates are based on the best knowledge of the Company's management regarding current activities and events, the actual results may differ from those projected.

      Below, fundamental assumptions concerning the future and other key sources of uncertainty as at the balance-sheet date, involving a significant risk of a material adjustment to the carrying amounts of assets and liabilities in the next financial year. The Company has made assumptions and estimates regarding the future on the basis of its knowledge during the preparation of the separate financial statements. The assumptions and estimates made are subject to change as a result of future events due to market changes or changes beyond the Company's control. Such changes are reflected in the estimates or assumptions at the time of their occurrence.

      1. Impairment analysis for property, plant and equipment and determination of value in use based on projected cash flows

        The Company carried out impairment tests on its property, plant and equipment based on a long-term plan and an accompanying analysis using the discounted cash flow (DCF) model. This analysis demonstrated that the value in use of the assets covered the carrying amount recognised in these statements.

        The model incorporated various scenarios reflecting the probability of contract implementation affecting cash flows - from worst-case to optimal and intermediate outcomes - while the final result reflected an combination of those. The forecast period applied in the model covered 5 years, with a residual value determined for the period beyond. Key estimates in this model included:

        • The weighted average cost of capital (WACC), set at 15%, which accounts for the risk-free market rate, risk premia, specific business risks, as well as the structure and cost of financing;



        • Income growth throughout the forecast period, estimated at an average of 13% for the first year and between 63% and 11% for the subsequent years (with a compound annual

          growth rate [CAGR] of approximately 33%). Each income forecast contributing to the average expected income took into account key assumptions, particularly the market potential and available manufacturing capacity. The probability of materialisation of the different cash flow forecasts was set in accordance with a normal distribution;

        • The EBITDA margin during the forecast period did not exceed 31% (with an average EBITDA margin of 11%). The investment outlays and operating costs reflected the levels of operational activity assumed in the income scenarios; A growth rate of 2.5% was applied for the residual period, representing a standard rate typically adopted for such forecasts.

      2. Estimates regarding income recognition and classification of inventories under CDMO agreements

        Income from contractual manufacturing services relating to active substances of medicinal products was recognised by the Company over time based on the progress of the service. The Company has selected the progress measurement method as in its opinion it best represents the entity's performance in providing the service.

        The input-based method of measuring progress reflects the Company's performance to date in relation to the complete fulfilment of the performance obligation. Under the input-based method, the Company has excluded the effects of any inputs that, in accordance with the objective of measuring progress, do not reflect the Company's results in transferring control of the goods or services to the client. The progress measure adjustment was taken into account in the agreement value estimation model with the assumption that the cost incurred is not commensurate with the entity's progress in fulfilling its performance obligation.

        The Company has analysed whether in case of early termination for reasons other than non-performance it is entitled to receive a payment that at least compensates the Company for the performance to date.

        Following the input-based method, raw materials purchased by the Company were recognised in the profit and loss account immediately upon purchase rather than when actually used in production. Consequently, the Company did not recognise purchases of raw materials acquired for the purpose of contract manufacturing in the balance-sheet under inventories. As regards the cost of raw material used, income from materials purchase is recognised up to the cost of such raw materials if all of the following criteria are met, i.e.:

        • the raw material is not separate (i.e. a material service is needed for integration of the raw material with the manufacturing service provided by the Company);

        • The contracting party acquires control of raw materials well in advance of receiving services related to the raw materials;

        • the cost of the raw material transferred is significant in relation to the total expected cost of complete fulfilment of the performance obligation;

        • The Company procures the raw material from a third party and is not significantly involved in the design and manufacture of the raw material.

          Raw materials purchased by the Company for the purposes of contract manufacturing were immediately recognised in the profit and loss account as cost of sales because:

        • the raw materials had no alternative use (i.e. the Company did not have the right to use the raw materials for purposes other than contract manufacturing, and other circumstances also indicated that control over the raw materials is transferred to the Contracting Party by the Company),

        • contract manufacturing of an active substance met the criteria for income recognition over time, thus costs incurred in relation to the fulfilment of the Company's performance obligation were recognised in the profit and loss account when incurred, including the raw material purchased specifically for the purpose of the agreement.

          In the statement of financial position as at 31 December 2024, the Company did not capitalise the expenditure on the purchase of raw materials, but recognised this expenditure as a cost of meeting the performance obligation, due to the nature of the purchase and the nature of the agreement referred to above.

          Income recognised using the input-based method reflects:

        • the profit margin earned by the Company from the onset of manufacturing in line with the agreement in force and the incurring of manufacturing costs other than just the use of raw materials,

        • or activities conducted to confirm the effectiveness of the transfer of technology,

        • the profit margin realised from the management of materials and raw materials (logistics service).

      3. Deferred tax assets relating to income tax relief

        The Company has built a fully-equipped Scientific-Industrial Complex in the Łódź Special Economic Zone (LSEZ). According to the Act on Special Economic Zones, business activity conducted within the area of a special economic zone under the obtained permit is exempt from corporate income tax up to the amount resulting from the available level of public aid and eligible costs incurred. The basis for the exemption is the amount of incurred eligible costs, which may not exceed the maximum value specified in the permit granted by the LSEZ Board. Mabion is entitled to benefit from the relief until 31 December 2026, which is the last year of functioning of the LSEZ in accordance with the applicable law. To retain the right to the exemption, the Company had to meet the investment sustainability criterion and the employment

        volume criterion until 31 December 2021. The investments covered by the permits issued in 2010 and 2012 were completed, and the Company's fulfilment of the conditions entitling it to the tax relief was positively verified during audits conducted by the LSEZ.

        Deferred income tax assets for operations in the Special Economic Zone are recognised at initial value in the amount of the expected consumption of the public assistance pool, which is reduced by the relief utilised in the tax year. In the statement of comprehensive income as at the balance-sheet date, the Company did not recognise any deferred income tax assets due to insufficient probability of generating taxable income in the next financial year after the date of the financial statements.

        The Company has historically realised significant negative temporary differences, resulting mainly from ongoing research and development work that will reduce the income tax base in the future.

        Apart from 2024, the Company has generated deductible tax losses from non-zone activities in the last 5 years.

      4. Depreciation of property, plant and equipment

        Depreciation rates are based on the expected useful lives of property, plant and equipment. Each year, the Company revises the assumed useful lives using current estimates. The useful lives are determined by reference to the estimated periods over which the Company expects to derive future economic benefits from the use of the assets. If any, the Company also takes into account past experience with similar assets as well as anticipated future events that may affect the useful life of assets, such as changes in technology.

      5. Accounting of costs of research and development work

        The Company does not recognise any intangible asset arising from research work (or as a result of the research phase of an in-house project). Expenditure on research (or on the research phase of an in-house project) is recognised as costs as it is incurred. The Company does not meet the criteria for capitalisation of incurred expenses and therefore development outlays, as well as research expenditure, are recognised as an expense in profit or loss the moment they are incurred.

  5. Impact of new and amended standards and interpretations on the Company's financial statements

    The following standards and interpretations have been issued by the International Accounting Standards Board or the International Financial Reporting Interpretation Committee, but are not yet effective:

    • IFRS 18 Presentation and Disclosure in Financial Statements (issued on 9 April 2024) - not endorsed by the EU until the date of approval of these financial statements - effective for annual periods beginning on or after 1 January 2027;

    • IFRS 19 Subsidiaries without Public Accountability: Disclosures (issued on 09 May 2024) - not endorsed by the EU until the date of approval of these financial statements - effective for annual periods beginning on or after 1 January 2027;

    • Amendments to IFRS 9 "Financial Instruments" and IFRS 7 "Financial Instruments: Disclosures" (issued on 30 May 2024) - not yet endorsed by the EU as at the date of approval of these financial statements - effective for annual periods beginning on or after 1 January 2026.

    • Amendments to IFRS 9 and IFRS 7 concerning contracts for the supply of electricity from renewable energy sources (RES) - not endorsed by the EU as at the date of approval of these financial statements - effective for annual periods beginning on or after 1 January 2026.

    • Annual Improvements to IFRS - Volume 11 (issued on 18 July 2024) - amendments that clarify existing requirements without introducing new ones - applicable to annual periods beginning on or after 1 January 2026, with earlier application permitted.

    • Amendments to IAS 21 - The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability - introduce a requirement to disclose information enabling users of financial statements to understand the effects of a lack of currency exchangeability, and clarify how to assess exchangeability. IFRS 14 - Regulatory Deferral Accounts -This standard allows entities that draw up financial statements in accordance with IFRSs for the first time (on or after 1 January 2016) to recognise amounts arising from regulated price activities in accordance with their existing accounting policies. For the sake of comparability with entities that already apply IFRSs and do not report such amounts, amounts arising from regulated price activities should, in accordance with published IFRS 14, be presented in a separate item both in the statement of financial position as well as in the profit and loss account and the statement of other comprehensive income.

    • Amendments to IFRS 10 and IAS 28 on the sale or contribution of assets between an investor and its associates or joint ventures - The amendments resolve the existing inconsistency between IFRS 10 and IAS 28. Accounting treatment depends on whether the non-monetary assets sold or contributed to an associate or joint venture constitute a "business". In cases where non-monetary assets constitute a "business", the investor reports a full profit or loss on the transaction. Conversely, if the assets do not satisfy the definition of business, the investor recognises a profit or loss only to the extent of the portion representing the interests of other investors. The amendments were published on 11 September 2014.



    • Agreements relating to electricity dependent on natural factors: Amendments to IFRS 9 and IFRS 7 - In December 2024, the Board issued amendments to help companies better reflect the financial effects of contracts relating to electricity dependent on natural factors, which are often

    structured as power purchase agreements (PPAs). Existing guidance may not fully capture the impact of such agreements on a company's performance. To allow companies to more appropriately reflect these agreements in their financial statements, the Board introduced amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments: Disclosures. These amendments include: a) clarification of the application of the "own use" criterion; b) allowing hedge accounting when such contracts are used as hedging instruments; c) the addition of new disclosure requirements to enable stakeholders to understand the effects of these contracts on financial performance and cash flows.

    The effective dates result from the content of the standards announced by the International Financial Reporting Council. The application dates of the standards in the European Union may differ from the application dates resulting from the content of the standards and are announced at the time of endorsement for application by the European Union.

    Amendments to IFRS 7 Financial Instruments: Disclosures (effective from 1 January 2024) - endorsed on 15 May 2024 - these amendments introduced disclosure requirements regarding supplier finance arrangements.

    Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates (effective from 1 January 2025) - endorsed on 12 November 2024 - the amendments clarify when a currency is exchangeable into another currency and, where a currency is not exchangeable, how an entity determines the exchange rate to apply and what information must be disclosed in such cases.

    Amendments to IAS 1 Presentation of Financial Statements (effective as of 1 January 2024) - endorsed on 19 December 2023 - the amendments clarify the principles an entity must follow when classifying debt and other liabilities with uncertain settlement dates as either current or non-current.

    Amendments to IFRS 16 Leases (effective as of 1 January 2024) -endorsed on 20 November 2023 - the amendments specify how an enterprise should recognise, measure, present, and disclose lease information (lease liabilities in a sale and leaseback transactions).

    The revised standards and interpretations which apply for the first time in 2024, have no material impact on these financial statements of the Company.

  6. Operating segments

    In the period covered by these financial statements, the Company's business activities were conducted only in Poland. All assets of the Company are located in Poland. The results of operations are analysed by the Management Board, which is also the main body responsible for operational decision-making, at the Company level, and therefore no more than one operating segment has been defined.

  7. Seasonal nature of the Company's operations

    The Company's business is not seasonal or cyclical. The business and its intensity depend on the orders for CDMO services received by the Company.

  8. Income and cost of sales

    in PLN thousand

    2024

    2023

    Income under agreements with clients, including

    69,019

    151,678

    Income from manufacturing and services

    65,426

    140,289

    Income from settling the purchase of materials

    2,113

    8,770

    Lease income

    1,480

    2,619

    Cost of sales

    (25,730)

    (28,324)

    Own cost of purchased materials

    (2,137)

    (8,771)

    Gross profit on sales

    41,152

    114,584

    Income from agreements with clients is recognised by the Company at the amount of consideration expected in return for the performance of the promised scope of services or the delivery of specified goods.

    Income from the agreement with Novavax

    In 2024, the Company generated income from a long-term manufacturing agreement, including readiness for production and sales of an active substance under a CDMO arrangement. Income from this agreement was accounted for over time, using the input-based method.

    The transaction price which the Company could realise from the implementation of the agreement included variable elements stemming from, among other things, the expected level of the obligation to receive the performance, which was not guaranteed for the entire duration of the agreement.

    The contract manufacturing service was carried out using a process rendered available by the contracting party or developed on the contracting party's commission, which due to binding contractual provisions and issues related to intellectual property rights was also the only entity entitled to receive the manufactured batches of the active substance. The performance rendered by the Company created an asset with no alternative use and the Company was entitled to remuneration at each stage of the performance. Therefore, the conditions for recognising income from the performance of this agreement over time were considered to be met.

    In view of the homogeneity of all the batches (a series of similar performances), the total number of batches was considered by the Company to be a single performance obligation. Moreover, the aforementioned agreement in force contains elements of a

    lease, resulting from the fact that in order to fulfil the aforementioned obligation under the agreement, the Company allocated certain fixed assets (a set of interrelated assets constituting a production line) exclusively to the entity commissioning the production.

    Accordingly, the remuneration associated with the fulfilment of the aforementioned obligation under the agreement included the following components (lease and non-lease):

    • income from the production of the active substance of from manufacturing slots related to that service, which is accounted for over time using the input-based method, and

    • income from operating leases where the Company is the lessor, related to the implementation of this agreement.

      The total remuneration under the agreement with Novavax was allocated to the individual components on the basis of relative unit sales prices. The unit sale prices were determined on the basis of costs and the market margin (i.e. for the lease element, it is the amount of depreciation costs and the market margin for renting this type of fixed assets, while for the non-lease element, it is the amount of production costs and a reasonable expected margin).

      To settle the CDMO agreement, the Company recognised income using the progress measurement method based on inputs, which in the Company's opinion reflected in the best way the entity's results in fulfilling the identified performance obligation. The amount of remuneration allocated to this performance obligation was recognised as income in line with the performance stage in terms of cost. The income was based solely on the costs directly related to the performance of the obligation and did not include overhead costs, possible

      inefficiencies, excessive consumption, etc. Since the manufacturing cycle and the level of costs incurred (in particular if one of the cost items are material goods purchased from third parties for the purpose of implementing an agreement) for the performance of contractual obligations are not necessarily proportional to the level of fulfilment of the obligation, when costs are incurred that are not yet accompanied by the fulfilment of the performance obligation, income is only recognised to the extent of the costs incurred. Income from settling the purchase of materials included the value of raw materials purchased by the Company and used for the implementation of the CDMO agreement and was recognised in the profit and loss account at the time of purchase, and not at the time of actual use in production, as the raw materials had no alternative use (i.e. the raw materials are specifically identifiable and the Company does not have the right to use the raw materials for purposes other than contract manufacturing, and other circumstances also indicate that control over the raw materials is transferred to the contracting party by the Company upon purchase). Consequently, the Company did not recognise purchases of raw materials acquired for the purpose of contract manufacturing in the balance-sheet under inventories.

      Initially, the Manufacturing Agreement and SOW#1 were implemented and settled per batch of the product, at a specified unit price per batch. Then, in September 2022, the Company entered into annexes to the Manufacturing Agreement and SOW#1 with Novavax, under which the duration of the agreement was extended until the end of 2026 with a schedule agreed by the parties as part of which the Company either received remuneration for the Product batches manufactured or remuneration for the readiness to manufacture the Product based on the production capacity guaranteed to Novavax.

      On 31 May 2024, the period of the counterparty's unconditional obligation to accept the performance came to an end.

      In addition to the Manufacturing Agreement and SOW#1 mentioned above, the Company continues to provide the following services to Novavax:

    • peptide mapping analyses for the drug substance (DS) as well as the drug product (DP) of rS SARS-CoV-2 protein samples of Novavax products under SOW#9 signed in 2022;

    • logistics services, including transport and storage of materials under SOW#10.

      On 26 June 2024, the Company signed another extension to the scope of services under the Manufacturing Agreement with Novavax, in the form of SOW#11. Under SOW#11, the Company is to carry out work related to the development and validation of a new analytical method based on peptide mapping technology, followed by regular contract testing of samples using this method. SOW#11 relates to research associated with Novavax's new product, the COVID-influenza combination ('CIC') vaccine.



      SOW#11 stipulates the possibility of extending the tests to include new product variants.

      Income from a contract with a counterparty from the United Kingdom

      On 16 August 2024, the Company entered into three work orders with a UK-based immunotherapy company for the performance of specified services.

      The implementation of the contractual works commenced in September 2024, with completion scheduled for Q2 2025.The value of the services contracted under the current SOWs amounts to approximately PLN 5.5 million (with payments denominated in USD). Payments are to be made on a monthly basis over a period of ten consecutive months. The stated value excludes the cost of raw materials and consumables, which are accounted for separately.

      Income from this agreement was accounted for over time, using the input-based method, which in the Company's opinion reflected in the best way the entity's results in fulfilling the identified performance obligation.

      The contract manufacturing service is carried out using a general process rendered available by the contracting party, then developed and adjusted on the contracting party's commission, which due to binding contractual provisions and issues related to intellectual property rights is also the only entity entitled to receive the manufactured batches of the active substance. The performance rendered by the Company created an asset with no alternative use and the Company was entitled to remuneration at each stage of the performance. Therefore, the conditions for recognising income from the performance of this agreement over time were considered to be met.

      To settle the CDMO agreement, the Company recognised income using the progress measurement method based on inputs, which in the Company's opinion reflected in the best way the entity's results in fulfilling the identified performance obligation. The amount of remuneration allocated to this performance obligation was recognised as income in line with the performance stage in terms of cost. The income was based solely on the costs directly related to the performance of the obligation and did not include overhead costs, possible inefficiencies, excessive consumption, etc. Since the manufacturing cycle and the level of costs incurred (in particular if one of the cost items are material goods purchased from third parties for the purpose of implementing an agreement) for the performance of contractual obligations are not necessarily proportional to the level of fulfilment of the obligation, when costs are incurred that are not yet accompanied by the fulfilment of the performance obligation, income is only recognised to the extent of the costs incurred.

      Income from settling the purchase of materials included the value of raw materials purchased by the Company and used for the implementation of the CDMO agreement and was recognised in the profit and loss account at the time of purchase, and not at the time of actual use in production, as the raw materials had no alternative use (i.e. the raw materials are specifically identifiable and the Company does not have the right to use the raw

      materials for purposes other than contract manufacturing, and other circumstances also indicate that control over the raw materials is transferred to the contracting party by the Company upon purchase). Consequently, the Company did not recognise purchases of raw materials acquired for the purpose of contract manufacturing in the balance-sheet under inventories.

      In addition, during the reporting period of 2024, the Company provided the following services:

    • analytical and development services related to the characterisation of a biological investigational product intended for a clinical trial, under agreements signed in November 2023 with a biotech company;

    • analytical work focused on the characterisation of critical quality attributes for a client from the EU; qualification work related to the calibration of a measuring device, performed for a Polish company operating in the Life Science sector.

      Recognition and presentation of cost of sales

      In the reporting period, the Company recognised and presented cost of sales on an aggregated level, reflecting the costs necessary to maintain manufacturing capabilities and provide CDMO services. Due to the insufficient utilisation of production capacity for CDMO services and the termination, in May 2024, of the

      guaranteed period for providing CDMO services to Novavax, this led to a reduction in the realised sales margin. Given the above, in cases of downtime or the absence of active service contracts, significant fluctuations in profitability at the sales level should be expected. These do not reflect the actual individual profitability of the different projects.

      Within the costs included in the cost of sales recognised during the period, the Company accounted for the following incurred costs:

    • employee remunerations and benefits for operational and quality areas,

    • depreciation of equipment,

    • consumption of materials (controlled by the Company) and energy,

    • outsourced services,

    • bonuses related to contract acquisition

    directly related to the implementation of contracts or maintaining readiness to deliver services. The following Note presents the costs by nature for comparable periods, with a reconciliation to the costs classified by function.

  9. Costs by type

    The table below shows the categories of generic costs in the year ended 31 December 2024 and the comparable period:

    in PLN thousand

    2024

    2023

    Depreciation and amortisation

    8,703

    7,200

    Consumption of materials and energy, utilities

    6,974

    9,456

    Own cost of purchased materials

    2,137

    8,771

    Outsourced services, including:

    15,980

    17,035

    waste removal and disposal

    477

    552

    repair services

    2,898

    3,114

    renovation services

    104

    159

    analytical services

    7

    1,181

    research services

    1

    50

    advisory services and audit costs

    1,686

    4,391

    legal services

    319

    592

    telecommunications and IT services

    3,951

    1,500

    recruitment costs

    513

    229

    public relations costs

    -

    6

    marketing, sales and business development costs

    3,665

    2,209

    services for the acquisition of new distribution partners

    174

    517

    logistics services

    597

    717

    protection of property

    356

    318

    laundry services

    608

    586

    other

    624

    914

    Drug registration costs

    -

    4

    Taxes and charges

    968

    802

    Remuneration costs

    28,815

    31,455

    Employee benefits

    5,931

    7,880

    Other costs

    994

    914

    Total costs by type

    70,502

    83,515

    Cost of sales

    25,730

    28,324

    Own cost of purchased materials

    2,137

    8,771

    Research and development costs

    902

    6,246

    General administration costs

    41,733

    40,175

    Total costs by function

    70,502

    83,515

    The increase in marketing, sales, and business development costs mainly relates to the organisation of participation in the DCAT conference in New York in March 2024, the organisation of the BioInternational trade fair in San Diego in June 2024, and the organisation of an exhibition at the CPHI Milan conference in October 2024.



    The increase in IT services costs in 2024 compared to the previous reporting period results from the agreement signed with

    LabVantage Solutions Inc., USA, for the implementation of LIMS (Laboratory Information Management System) at Mabion. The implementation of the LIMS at Mabion will allow, among other things, to manage samples in Quality Control laboratories throughout the entire sample lifecycle - which includes admission, data collection, reporting of results, as well as to optimise equipment management, improve trend analyses, significantly reduce data risks - integrity, archiving, which is expected and appreciated by CDMO clients. The agreement was executed as

    part of the implementation of the Strategy for 2023-2027. The project to implement the LIMS at Mabion commenced in Q1 2024 and was planned to last several months; in 2024, its implementation costs exceeded PLN 1.9 million.

    In September 2023, the Company entered into an agreement with MasterControl Solutions, Inc., USA, to implement an electronic quality management system (eQMS) ensuring

    oversight of Pharmaceutical Quality System documentation, deviations, change control, training, OOS, and CAPA. The costs incurred for eQMS licences in 2024 amounted to PLN 378 thousand.

    The significant decrease in consulting costs is due to the costs incurred in 2023 related to cooperation with an external advisor on the preparation of the Company's development strategy. In 2024, no such costs were incurred.

  10. Research and development costs

in PLN thousand

2024

2023

MabionCD20

660

4,925

Other projects

242

1,321

Total research and development costs

902

6,246

Following the adoption of the Company's Strategy for 2023-2027 in April 2023, work on and development expenditure for MabionCD20 has been reduced to the minimum necessary to preserve the project's potential.

11. Other operating income and costs

in PLN thousand

2024

2023

Profit on liquidation of fixed assets

45

25

Grants

224

247

Value of current assets received free of charge

29

-

Other

260

228

Total other operating income

558

500

Loss on liquidation of fixed assets

6

277

Revaluation write-downs of current assets

6,091

981

Donations made

19

9

Damages

65

67

Other

79

35

Total other operating costs

6,260

1,369

Income from grants relates in particular to the part of grants received in previous years to purchase fixed assets in projects co-financed from EU funds, in the amount of PLN 224 thousand and PLN 247 thousand in 2024 and 2023, respectively, which was included in the financial result in particular periods in proportion to the value of depreciation of assets financed from grants.

The revaluation write-down on property, plant and equipment relates to those materials held in stock for which, in the judgement of the Company's management, no use is foreseen in the foreseeable future, or whose expiry date falls within 12 months from the balance sheet date.

The Company recognised a full write-down on inventories comprising reference medicines purchased for the purpose of the MabionCD20 project. The write-down, amounting to PLN 4,804 thousand, was recognised in Q4 2024 and was driven by the assessment, as at the balance-sheet date, that the asset was no longer capable of generating economic benefits in the foreseeable future.

12. Financial income and costs

in PLN thousand

2024

2023

Interest income

1,199

718

Net positive exchange rate differences

7,486

-

Other

-

136

Total financial income

8,685

854

Interest costs, of which:

3,074

1,037

on loans

2,250

296

on lease liabilities

791

731

on trade liabilities

33

11

Net negative exchange rate differences

-

4 801

Other financial costs

75

182

Total financial costs

3,149

6,020

The foreign exchange gains are mainly due to the settlement of advances for the provision of manufacturing slot services to Novavax. Interest income in 2024 and 2023 arises from accrued interest on cash held in bank deposits. In turn, financial costs consist mainly of interest on the loan from the EBRD and interest on lease liabilities. The interest on the loan granted to the Company by the European Bank for Reconstruction and

Development (EBRD) was partially capitalised to the initial value of fixed assets under construction. The value of interest to be capitalised in 2024 was PLN 944 thousand (it was decreased by income from temporary investment of the borrowed funds, in accordance with IAS 23).

  1. Income tax

    The Company has historically realised significant negative temporary differences to tax, resulting mainly from ongoing research and development work that can reduce the income tax base in the future. In addition, the Company holds three zone permits and the resulting gross subsidy equivalents and has generated deductible tax losses from non-zone activities in the last 5 years.

    The existing entitlements to exercise the deduction from the tax base and the right to benefit from public aid have been verified, considering the expected income from both the activities within the zone and outside it in a period most probable from the point of view of the estimates.

    As at 31 December 2024 and 31 December 2023, the tax asset was estimated at:

    in PLN thousand

    2024

    2023

    Tax asset from zone operations

    -

    4,647

    Tax asset of realised loss carry-forwards

    -

    38

    Total tax asset

    -

    4,685

    In 2024, the Company utilised PLN 6,036 thousand (PLN 8,625 thousand in the comparable period) of the available tax relief (tax exemptions). In relation to the remaining portion of the available tax relief, the Company has estimated the value of the realisable relief before the expiry of tax reliefs (i.e. 31 December 2026) taking into account the expected taxable income.



    In the current reporting period, the Company generated a tax result on non-zone activities which could give rise to income tax liability, but losses from non-zone activities in the previous years effectively offset this liability. In 2024 and in the comparative period, the Company recorded a positive tax financial result on its zone operations and was therefore able to benefit from the

    state aid granted under the permits. The discounted value of the aid provided amounted to over PLN 3 million in 2024 and approximately PLN 5 million in 2023.

    At the end of 2016, the Company obtained a third permit, no. 301, which relates to a new investment, i.e. the expansion of an existing medicine manufacturing facility. On 10 August 2021, the Company received a decision of the Minister of Development, Labour and Technology on the amendment of permit no. 301 to conduct activity in the Łódź Special Economic Zone. By virtue of the above mentioned decision, on the Company's request the deadline for incurring investment expenditure within the meaning of § 6.1 of the Regulation of the Council of Ministers of 10 December 2008

    on public aid granted to entrepreneurs operating on the basis of a permit to conduct business in special economic zones, in the amount of at least PLN 20 million, was extended from 30 June 2021 to 31 December 2024. The Company has requested the aforementioned deadlines to be changed in view of the need to

    update the schedule of planned investments, based on the Company's current needs. Under permit no. 301, in the period from the date of granting the permit until 31 December 2024, the Company incurred capital expenditure up to the maximum amount of eligible costs of PLN 26,000 thousand.

    in PLN thousand

    2024

    2023

    Current income tax

    -

    -

    Adjustments relating to previous years

    -

    -

    Deferred income tax

    (4,685)

    (8,625)

    Total income tax in the result

    (4,685)

    (8,625)

    The tax asset as at 31 December 2024 was not recognised after the asset from the previous period was used in the full amount of PLN 4,685 thousand. The Company has estimated that in the next tax year, 2025, there is a reasonable risk that it will not utilise the nominal value of the relief. This prudent approach to estimating the amount of a tax asset based on the expected level of taxable income in the next tax year after the balance-sheet date does not mean that the relief will not be further utilised in the years to come.

    The Management Board has examined the estimates of tax costs and income as part of zone operations for 2025 and confirmed the low probability of using the tax relief at the estimated amount; at the same time, tax losses incurred as part of out-of-zone operations were kept unactivated.

    As at each balance-sheet date, the Company performs a prudent measurement of the tax asset, taking into account market conditions and the expected tax result for the foreseeable future.

    The Company does not publish financial forecasts and it should be highlighted that the tax result may differ from the Company's result achieved in the different reporting periods.

    The table below presents the reconciliation of the effective tax rate:

    in PLN thousand

    2024

    2023

    Gross profit/(loss)

    (1,649)

    49,894

    Tax (burden)/benefit at 19%

    319

    (9,480)

    Non-deductible permanent differences, including:

    (249)

    (232)

    PFRON (State Fund for Rehabilitation of Disabled Persons)

    (83)

    (60)

    Operating costs for passenger cars

    (24)

    (36)

    Membership fees

    (1)

    (19)

    Donations made

    (5)

    -

    Other

    (134)

    (117)

    Non-taxable permanent differences, including:

    (44)

    (490)

    Grants and funding received

    43

    47

    Other

    (87)

    (537)

    Amounts increasing the tax base

    -

    -

    Amounts decreasing the tax base

    -

    -

    Temporary differences from which no deferred income tax asset*/income tax provision was created, including:

    (6,404)

    1,615

    Impairment allowance on property, plant and equipment

    -

    (2,324)

    Tax losses on which a deferred income tax asset was recognised - operations outside LSEZ**

    -

    (38)

    Deduction of previous years' losses

    348

    -

    Income tax attributable to non-zone operations

    (348)

    -

    Use of state aid in the period (+)/Tax losses from zone activities not deductible in future periods (-)

    6,036

    8,625

    Income tax attributable to zone operations

    (6,036)

    (8,625)

    Current income tax

    -

    -

    * This item covers in particular research and development outlays that are not yet deductible in the current period.

    ** Under applicable law, tax losses resulting from the operations in the LSEZ are not deductible in the future. Tax losses resulting from operations outside the zone may be deductible over the following five years. The balance of unused tax losses arising from operations outside the LSEZ is presented below.

    The Company has recognised a deferred tax provision which has been fully offset by the excess deferred tax asset. Both in the reporting period and historically, the Company generated deductible temporary differences on which no deferred tax asset was recognised. The differences mainly related to expenditure on research and development work which did not reduce the tax base in the current and previous reporting periods.



    With regard to the negative temporary difference arising from the revaluation write-down of fixed assets under construction

    recognised in previous periods and revaluation write-downs on inventories, no deferred income tax asset was identified due to the lack of reasonable assurance as at the balance-sheet date that sufficient taxable income would be generated to allow the temporary difference to be recovered and the related tax asset to be recognised. The principle of prudence was applied in the estimation of the tax asset due to the adoption of a restrictive approach and the lack of previous history in generating a tax base to account for state aid held, loss carryforwards, or temporary differences.

    The amounts of tax losses deductible in future periods are presented below. Acting in accordance with the principle of prudence, the Company did not recognise deferred tax assets in respect of losses from non-zone activities.

    in PLN thousand

    Expiry date:

    2024

    2023

    Tax loss to be settled for 2023

    end of 2028

    19

    19

    Tax loss to be settled for 2022

    end of 2027

    130

    130

    Tax loss to be settled for 2021

    end of 2026

    168

    168

    Tax loss to be settled for 2020

    end of 2025

    602

    950

    Tax loss to be settled for 2019

    end of 2024

    -

    950

    The table below presents the value of possible tax relief from zone activities which the Company may use until the end of 2026:

    in PLN thousand

    Expiry date:

    2024

    2023

    Tax relief (Note 4.3.2)

    end of 2026

    42,501

    41,238

    The evolution of the asset value in 2024 is shown in the table below:

    LSEZ business

    in PLN thousand Deferred tax asset in

    Tax asset of realised loss carry-forwards Total deferred tax asset

    As at 01 January 2024

    4,647

    38

    4,685

    Creation (+)

    -

    -

    -

    Utilisation (-)

    (4,647)

    (38)

    (4,685)

    Release (-)

    -

    -

    -

    As at 31 December 2024

    -

    -

    -

  2. Property, plant and equipment and intangible assets

    The Company carried out impairment tests on tangible assets, determining their value in use by applying the discounted cash flow method (DCF), based on the Gordon growth model.

    In the applied method, the forecast of cash flows is based on the future sales income plan, and all remaining components forming the free cash flows are calculated as a function of changes in sales value. The valuation was preceded by an analysis covering the last three years of operations. The sales forecast, which constitutes a key component in the measurement of value in use, took into account:

    • the business sector and the trends and changes occurring therein,

    • existing product lines and the offered range of products and services,

    • the nature of relationships with clients and suppliers, with particular attention to the existing sales pipeline,

    • the nature and intensity of competition based on the best available knowledge at the time of analysis.

    The sales income forecast was prepared so as to remain consistent with historical results in terms of income recognition policy and parameters related to commercial production (with particular attention to achieved margins), and aligned with the Company's internal and external situation as known at the date of the analysis.

    Assumptions for the measurement:
    1. The forecast period was set at 5 years, including the residual value.

    2. The forecasted sales income constituted the basis for all further assumptions.

    3. Asset liquidity was assumed to remain at an optimal, constant level throughout the forecast period.

    4. The asset financing structure was based on historical debt levels and anticipated levels over the forecast horizon. No capacity expansion of the manufacturing facility was assumed in the forecast.

    5. Capital expenditures were determined based on the projected sales income growth. Therefore, investments in tangible assets will be made in direct proportion to the increase in sales income and maintained at a constant level relative to that income. Replacement asset value was assumed not to fall below annual depreciation levels and was correlated with the actual sales value.

    6. The level of net working capital was assumed to remain consistent with historical proportions relative to net income from sales and to grow proportionally with net sales income growth. This is a conservative assumption reflecting the expected cash flows, especially regarding material prepayments or advance payments for the different orders.

    7. The weighted average cost of capital (WACC), used to discount expected cash flows, adequately reflected the required components relevant to the industry risks and the development stage of the Company. A level significantly above the market average was adopted.

    Based on a long-term financial plan prepared for strategy update purposes (the strategy was published on 23 April 2025), the Company developed a value in use analysis based on the planned cash flows, using the discounted cash flow (DCF) model. The model was developed based on different scenario assumptions, where each scenario's projected cash flows were assigned a respective probability of materialisation. These probabilities were assessed assuming a normal distribution.

    Cash flows were analysed and estimated for the following scenarios:

    1. The approved 2025 budget and planned sales for subsequent years based on the 2026 sales pipeline and available production capacity in the existing facility, including a buffer of unused production capacity. The analysis also considered required capital expenditure on fixed assets and operating costs adequate to the expected increase in income, particularly the necessary headcount increase for the purposes of the projected operating activity.

    2. An adjusted expected realisable sales level (verified against the budget assumptions after Q1 of the present year) for 2025-2026, including a reduction in income forecasts compared to the first scenario, based on actual production capacity and a decrease in achievable EBITDA margin. The scenario also included a corresponding adjustment of operating costs and necessary infrastructure investments beyond replacement costs. The costs of current business operations did not assume a reduction in relation to the current value of costs incurred or assumed for the following year.

    3. A significant reduction in expected sales volumes and achievable margins over the forecast period. Staffing was assumed to remain at current levels, and capital expenditures were limited solely to asset replacement. The costs of current business operations did not assume a reduction in relation to the current value of costs incurred or assumed for the following year.

      Key assumptions and estimates applied in the measurement model:

      • Weighted average cost of capital (WACC): 15%.

      • Income growth throughout the forecast period, estimated at an average of 13% for the first year and between 63% and 11% for the subsequent years (with a compound annual growth rate [CAGR] of approximately 33%). The probability of materialisation of the different cash flow forecasts was set in accordance with a normal distribution.

      • The EBITDA margin during the forecast period did not exceed 31% (with an average EBITDA margin of 11%).

      • The growth rate in the residual period: 2.5%.

      • The value of working capital in the forecast period was set at nearly 20% of income.

      • The estimated investment (replacement) expenditure ranging from PLN 7 million to PLN 28 million on average.



    Sensitivity analysis of significant assumptions used in the estimates:

    Sensitivity analysis

    Change of assumption

    Change of NPV

    Is there any impairment after the assumption change?

    WACC

    Increase by 1 pp

    (12%)

    NO

    WACC

    Decrease by 1 pp

    15%

    NO

    growth rate in the residual period

    Increase by 1 pp

    9%

    NO

    growth rate in the residual period

    Decrease by 1 pp

    (8%)

    NO

    weighted average % EBITDA margin

    Increase by 5 pp

    37%

    NO

    weighted average % EBITDA margin

    Decrease by 5 pp

    (37%)

    NO

    average income growth rate

    Increase by 10 pp

    53%

    NO

    average income growth rate

    Decrease by 10 pp

    (40%)

    NO

    Based on the best available knowledge, including the Management Board's approved financial plan, which excluded any estimated cash inflows or outflows of a non-recurring or extraordinary nature or those arising from an improvement in the performance of an asset, the projected discounted cash flows were assessed, and no impairment of the assets presented in the Company's balance sheet was identified.

    Furthermore, the Company conducted an impairment review of fixed assets and intangible assets of Mabion S.A. (Company) as

    of the balance-sheet date of 31 December 2024, verifying all indicators in accordance with applicable standards. The actual situation, taking into account the guidelines of IAS 36 and IFRS 5, confirms that in the opinion of the Management Board of the Company there are no grounds for recognising impairment of fixed assets and intangible assets.

    If the assumptions made do not materialise and, as a result, sufficient economic benefits are not generated from the fixed assets, their value may need a remeasurement.

    1. Property, plant and equipment

      in PLN thousand

      Land, buildings and structures

      Technical equipment and machinery

      Cars

      Tools and instruments not elsewhere classified

      Fixed assets under

      Total

      Gross value as at 01 January 2023

      50,430

      26,087

      2,473

      43,726

      36,919

      159,635

      Increases due to:

      10,104

      9,840

      211

      1,312

      41,838

      63,305

      Purchase and upgrade

      -

      -

      -

      -

      41,838

      41,838

      including increases due to capitalisation of financial costs

      -

      -

      -

      -

      2,634

      2,634

      Transfers from fixed assets under construction

      10,104

      9,840

      211

      1,312

      -

      21,467

      Decreases due to:

      -

      (4,681)

      (99)

      (82)

      (21,467)

      (26,329)

      Sales

      -

      -

      -

      -

      -

      -

      Liquidation

      -

      (4,681)

      (99)

      (82)

      -

      (4,862)

      Transfers from fixed assets under construction

      -

      -

      -

      -

      (21,467)

      (21,467)

      Gross value as at 31 December 2023

      60,534

      31,246

      2,585

      44,956

      57,290

      196,611

      Depreciation/amortisation as at 01 January 2023

      (11,947)

      (21,654)

      (1,061)

      (35,253)

      -

      (69,915)

      Increases due to:

      (1,623)

      (2,117)

      (464)

      (2,655)

      (12,233)

      (19,092)

      Depreciation/amortisation write-down for the reporting period

      (1,623)

      (2,117)

      (464)

      (2,655)

      -

      (6,859)

      Impairment loss on property, plant and equipment

      -

      -

      -

      -

      (12,233)

      (12,233)

      Decreases due to:

      -

      4,573

      99

      82

      -

      4,754

      Sales

      -

      -

      -

      -

      -

      -

      Liquidation

      -

      4,573

      99

      82

      -

      4,754

      Depreciation/amortisation as at 31 December 2023

      (13,570)

      (19,198)

      (1,426)

      (37,826)

      (12,233)

      (84,253)

      Net value as at 01 January 2023

      38,483

      4,433

      1,412

      8,473

      36,919

      89,720

      Net value as at 31 December 2023

      46,964

      12,048

      1,159

      7,130

      45,057

      112,358

      The table below presents the movement of fixed assets for the period from 1 January 2024 to 31 December 2024 and for the comparable period

      construction in PLN thousand buildings and equipment instruments under Total

      financial costs

      reporting period

      losses as at 31 December 2024

      Land, Technical

      Tools and Fixed assets

      structures and

      Cars

      not elsewhere construction

      machinery

      classified

      Gross value as at 01 January 2024 60,534

      31,246

      2,585

      44,956

      57,290

      196,611

      Increases due to: 136

      17,468

      657

      3,857

      7,408

      29,526

      Purchase and upgrade -

      -

      -

      -

      7,408

      7,408

      including increases due to capitalisation of -

      -

      -

      -

      586

      586

      Transfers from fixed assets under construction 136

      17,468

      657

      3,857

      -

      22,118

      Decreases due to: -

      (148)

      (352)

      (1,925)

      (22,119)

      (24,544)

      Sales -

      -

      -

      -

      -

      -

      Liquidation -

      (148)

      (352)

      (1,925)

      -

      (2,425)

      Transfers from fixed assets under construction -

      -

      -

      -

      (22,119)

      (22,119)

      Gross value as at 31 December 2024 60,670

      48,566

      2,890

      46,888

      42,579

      201,593

      Depreciation/amortisation as at 01 January 2024 (13,570)

      (19,198)

      (1,426)

      (37,826)

      (12,233)

      (84,253)

      Increases due to: (1,947)

      (3,454)

      (523)

      (2,528)

      -

      (8,452)

      Depreciation/amortisation write-down for the (1,947)

      (3,454)

      (523)

      (2,528)

      -

      (8,452)

      Impairment loss -

      -

      -

      -

      -

      -

      Decreases due to: -

      147

      242

      1,919

      -

      2,308

      Sales -

      -

      -

      -

      -

      -

      Liquidation -

      147

      242

      1,919

      -

      2,308

      Depreciation/amortisation and impairment (15,517)

      (22,505)

      (1,707)

      (38,435)

      (12,233)

      (90,397)

      Net value as at 01 January 2024 46,964

      12,048

      1,159

      7,130

      45,057

      112,358

      Net value as at 31 December 2024 45,153

      26,061

      1,183

      8,453

      30,346

      111,196

      As at the balance-sheet date, the Company does not recognise any property, plant and equipment provided under operating leases.

      Part of investments in property, plant and equipment in 2024 was financed under leases (note 25).



      The liquidated property, plant and equipment represented assets unsuitable for further use in the Company's activities. The majority of the Company's property, plant and equipment was purchased within the last nine years.

      As at the balance-sheet date, the net value of a fixed asset held for sale, disclosed in the Company's balance sheet as a current asset available for sale, was separated from fixed assets. The item in question consisted of a means of transport with a net value of PLN 109 thousand.

      The Company's Management has not identified any indication of impairment of property, plant and equipment as at the balance-sheet date.

    2. Intangible assets construction in PLN thousand IT systems Intangible assets under Total

      Gross value as at 01 January 2023

      2,029

      206

      2,235

      Increases due to:

      560

      -

      560

      Purchase and upgrade

      262

      -

      262

      Transfers from intangible assets under construction

      298

      -

      298

      Decreases due to:

      (468)

      -

      (468)

      Sales

      -

      -

      -

      Liquidation

      (170)

      -

      (170)

      Transfers from intangible assets under construction

      (298)

      -

      (298)

      Gross value as at 31 December 2023

      2,121

      206

      2,327

      Depreciation/amortisation as at 01 January 2023

      (1,494)

      -

      (1,494)

      Increases due to:

      (340)

      -

      (340)

      Depreciation/amortisation write-down for the reporting period

      (340)

      -

      (340)

      Decreases due to:

      -

      -

      -

      Sales

      -

      -

      -

      Liquidation

      -

      -

      -

      Depreciation/amortisation as at 31 December 2023

      (1,834)

      -

      (1,834)

      Net value as at 01 January 2023

      535

      206

      741

      Net value as at 31 December 2023

      287

      206

      493

      in PLN thousand

      IT systems Intangible assets under Total

      construction

      Gross value as at 01 January 2024

      2,121

      206

      2,327

      Increases due to:

      248

      -

      248

      Purchase and upgrade

      21

      -

      21

      Transfers from intangible assets under construction

      21

      -

      21

      Adjustments for previous years

      206

      -

      206

      Decreases due to:

      (21)

      (206)

      (227)

      Sales

      -

      -

      -

      Liquidation

      -

      -

      -

      Transfers from intangible assets under construction

      (21)

      -

      (21)

      Adjustments for previous years

      -

      (206)

      (206)

      Gross value as at 31 December 2024

      2,348

      -

      2,348

      Depreciation/amortisation as at 01 January 2024

      (1,834)

      -

      (1,834)

      Increases due to:

      (250)

      -

      (250)

      Depreciation/amortisation write-down for the reporting period

      (250)

      -

      (250)

      Decreases due to:

      -

      -

      -

      Sales

      -

      -

      -

      Liquidation

      -

      -

      -

      Depreciation/amortisation as at 31 December 2024

      (2,084)

      -

      (2,084)

      Net value as at 01 January 2024

      287

      206

      493

      Net value as at 31 December 2024

      264

      -

      264

      As at the balance-sheet date, the Company does not recognise any intangible assets provided under operating leases.

  3. Inventories

    The inventory balance comprises materials and amounted to PLN 2,488 thousand as at 31 December 2024 (as at 31 December

    2023: PLN 6,843 thousand).

    The change in the balance of inventories in the current reporting period results mainly from the write-down of PLN 4,804 thousand on the value of reference medicines (MabThera and Rituxan) as at the balance-sheet date. The value of used-up inventories disclosed in the costs of research and development in 2024 was PLN 123 thousand (PLN 1,589 thousand in 2023).

    Using the input-based method for recognising income from contracts with counterparties receiving CDMO services, raw materials purchased by the Company for the purposes of these contracts have been recognised in the profit and loss account upon purchase rather than when they are actually used in production due to the fact that these raw materials have no alternative use.

    Raw materials are specifically identified, and the agreement with a counterparty from the United Kingdom, effective as at the balance-sheet date, does not allow the Company to use these raw materials for purposes other than the implementation of the contract manufacturing agreement.

    Consequently, the Company does not recognise raw materials purchased for CDMO contracts as inventories, but - in the presented reporting period - the Company recognises purchased raw materials as cost of sales in the profit and loss account with income recognised at an amount equal to the raw material acquisition cost, and thus no profit margin is recognised.

    Under an agreement with the UK counterparty, the Company provides logistics services consisting of comprehensive handling of the raw material procurement process. The margin on this service is recognised together with the margin on basic services in accordance with the methodology described in Note 8.

  4. Trade and other receivables

Trade receivables are amounts due from clients for goods sold or services provided in the ordinary course of the Company's business. Usually, they fall due within 30 days. Trade receivables are recognised initially at the amount of unconditional payment to be made. The Company recognises trade receivables to realise the cash flows arising from its agreements with clients and then measures them at amortised cost using the effective interest rate method.

in PLN thousand

31 December 2024

31 December 2023

VAT receivables

1,559

6,127

Trade receivables

1,079

25,518

Advances on materials and services

216

905

Deposits

226

85

Other receivables

1

24

Trade and other receivables

3,081

32,658

Ageing of trade receivables is presented in the table below:

in PLN thousand

31 December 2024

31 December 2023

Current receivables

1,073

25,413

Overdue between 1 and 30 days

-

60

Overdue between 31 and 60 days

-

39

Overdue between 61 and 90 days

-

-

Overdue between 91 and 180 days

-

-

Overdue between 181 and 365 days

-

-

Overdue more than 365 days

6

6

Trade receivables

1,079

25,518



Trade receivables not overdue as at 31 December 2024 and those overdue between 1 and 60 days were paid after the balance-sheet date. Therefore, and based on historical data

regarding repayment of receivables by counterparties, the Company has not made any write-off for expected credit losses.

17. Accrued costs

in PLN thousand

31 December 2024

31 December 2023

Bonuses

-

1,205

Insurance

327

282

Training

49

6

Complaints

103

103

Licences

505

469

Services

7

-

Costs related to participation in trade fairs

527

273

Other

212

794

Total accrued costs

1,730

3,132

In 2021, the Company incurred costs related to the acquisition of the agreement with Novavax due to bonuses paid to the Company's employees in the amount of PLN 5,995 thousand.

These costs are presented in the statements under prepayments and were accounted for proportionally over the course of the agreement with Novavax in H1 2024.

The costs related to participation in trade fairs include, among others, fees incurred for a stand at the trade fair sponsored in March 2025 in San Francisco, fees for a stand at the BIO International trade fair to be held on 16-19 June 2025, and a fee for participation in the European Biomanufacturing Summit in October 2025, as well as in Basel and Rotterdam.

  1. Cash and cash equivalents

    in PLN thousand

    31 December 2024

    31 December 2023

    Cash in current accounts

    484

    1,600

    Deposits with a maturity of less than 3 months

    37,964

    46,218

    Total cash and cash equivalents

    38,448

    47,817

    Including restricted funds

    -

    34

  2. Capital management and equity
    1. Capital management

      The objective of the Company's capital management is to ensure its ability to continue as a going concern in order to generate a return on capital for shareholders, and to maintain an optimal capital structure to streamline the cost of capital.

      The Company is subject to the legal requirement on capital under the Commercial Companies Code (CCC) under which the Company is required to establish a supplementary capital to

      cover net losses, in the amount of at least 8% of the profit for a specific financial year on this capital, until the supplementary capital reaches a volume equal to at least one third of the share capital. As the Company generated losses in the preceding reporting periods, it has not been able so far to allocate profits to supplementary capital, and therefore the requirement to create supplementary capital equivalent to at least one third of the share capital is not met.

      By resolution of 17 June 2024, the Ordinary General Meeting decided to transfer the net profit for 2023 to cover losses from the previous years.

      The statement of movements in the share capital and the share premium is presented below:

      in PLN thousand, except for the number of shares Number of issued and fully paid-up shares Share capital (nominal value) Issued but unregistered share capital Share premium

      As at 31 December 2021

      16,161,326

      1,616

      -

      237,443

      S series share issue

      1,000

      -

      -

      -

      S series share issue costs

      -

      -

      -

      -

      As at 31 December 2022

      16,162,326

      1,616

      -

      237,443

      Changes in 2023

      -

      -

      -

      -

      As at 31 December 2023

      16,162,326

      1,616

      -

      237,443

      Changes in 2024

      -

      -

      -

      -

      As at 31 December 2024

      16,162,326

      1,616

      -

      237,443

    2. Shareholding structure

    As at 31 December 2024, the shareholder structure of Mabion S.A. was as follows:

    of shares Shareholder Registered office Number % in capital % of voting rights held

    Twiti Investments, Ltd.

    Nicosia, Cyprus

    2,674,617

    16.55%

    18.44%

    Maciej Wieczorek through: *

    1,717,485

    10.63%

    12.47%

    Glatton Sp. z o.o.

    Łomianki, Poland

    1,097,135

    6.79%

    6.19%

    Celon Pharma S.A.

    Łomianki, Poland

    620,350

    3.84%

    6.28%

    Polfarmex S.A.

    Kutno, Poland

    1,474,346

    9.12%

    11.04%

    Other

    n.a.

    10,295,878

    63.70%

    58.06%

    Total

    16,162,326

    100%

    100%

    * Mr Maciej Wieczorek holds 100% of the share capital of Glatton Sp. z o.o. and indirectly, through Glatton Sp. z o.o., 58.8 % of the share capital of Celon Pharma S.A. and 65.4 % of the total number of votes in Celon Pharma S.A. (based on information from the website: https://celonpharma.com/struktura-akcjonariatu/)

    Shareholders holding more than 5% are listed separately.

  3. Deferred income
    1. Deferred income from grants

      in PLN thousand

      31 December 2024

      31 December 2023

      Grants on property, plant and equipment

      6,031

      6,255

      Grants on research and development costs

      25,816

      25,771

      Deferred income, including:

      31,847

      32,026

      Short-term

      25,113

      224

      Long-term

      6,734

      31,802

      In the past, the Company financed part of its operations with grants from the European Regional Development Fund managed by the following government institutions in Poland: the Regional Development Agency of Łódź (ŁARR), the Polish Agency for Enterprise Development (PARP), the National Centre for Research

      and Development (NCBiR), and the Ministry of Development Funds and Regional Policy.



      As part of the project entitled "Development and scaling of the innovative process for manufacturing the therapeutic recombined

      monoclonal antibody to enable the industrial implementation of the first Polish biotechnological medicine for oncological and autoimmune therapies", the Company was granted co-financing of PLN 24,897 thousand. In May 2022, the project entered a three-year sustainability period. The Company is required to achieve, by the end of the project's duration (May 2025), the assumed result indicator, i.e. to implement the results of the R&D work completed as part of the project into its own activities (commercial manufacturing of MabionCD20) and to obtain income from the implemented R&D work (income from the sales of the medicine). Because of a number of force majeure factors, the Company has identified risks in meeting the above-mentioned indicators and immediately started a dialogue with the NCBiR. As of the date of these statements, in response to the Company's application, the NCBiR agreed to change the way of implementation from the use of the R&D results in the Applicant's own business activity through the commencement of production or provision of services based on the results to the granting of a licence (at market conditions) for the use of the Applicant's rights to the R&D results by another entrepreneur. Such a solution is considered by the Company as an opportunity to meet the indicator for the implementation of the project results and to generate income from the implementation of the R&D work. Considering the time horizon remaining until the end of the sustainability period, the Company is looking for a licensee. Nevertheless, despite the efforts made, it should be pointed out that there is a significant likelihood that no licensee will be found. In addition, in 2025 (after the balance-sheet date), it was found that the employment rate in 2024 was 82%, which is lower than assumed in the project. Should the result indicators not be achieved at the assumed levels during the project's sustainability period, after its completion and until the end of the project's sustainability period (i.e. after

      11 May 2025), the Company may be obliged by the NCBiR to refund part or all of the co-financing, together with interest, if the NCBiR does not accept the Implementation Report. The Company is not able to exclude such risks in the future (after the end of the project sustainability period). Any decisions regarding the repayment of funding due to partial or complete failure to achieve the result indicators are considered by the NCBiR on a case-by-case basis, taking into account the measures taken by the Beneficiary to mitigate the identified and reported risks.

      The Company is also a party to a co-financing agreement for the project entitled "Development of an analytical methods panel to characterise immunogenicity in a clinical trial targeting rheumatoid arthritis patients using rituximab as a therapeutic substance". The main objective of the project is to boost R&D activity through the development and implementation of a new Company-wide panel of analytical methods. The project will result in the implementation of an innovative solution in the form of a product,

      i.e. a commercial service consisting in running a panel of analytical methods for assessing the immunogenicity of biological products in clinical trials. The project was due to be completed by 31 December 2023, but due to the fact that the project was no longer profitable as planned, the Company decided to terminate the project earlier by the end of March 2023. The institution agreed to shorten the project implementation period and approved the final payment application, which it settled in December 2024 (PLN 45 thousand).

      Subsidies are disclosed in deferred income when the Company has sufficient certainty that it will be able to meet the conditions for using the grants and that it will receive them.

      The table below presents changes in the status of grants during the years covered by these financial statements:

      in PLN thousand Grants on property, plant and equipment Research and development grants Total grants

      As at 31 December 2022

      6,502

      24,897

      31,399

      Proceeds

      -

      874

      874

      Reimbursement

      -

      -

      -

      Recognised in the financial result

      (247)

      -

      (247)

      As at 31 December 2023

      6,255

      25,771

      32,026

      Proceeds

      -

      45

      45

      Recognised in the financial result

      (224)

      -

      (224)

      As at 31 December 2024

      6,031

      25,816

      31,847

      Fixed assets for which the grant was obtained were put into use in 2015 and their depreciation started at that date. Deferred income (grants) corresponding to costs was also recognised in the financial result, as other operating income, in parallel to the write-downs on these assets (PLN 224 thousand in 2024 and PLN 247 thousand in 2023 - see also Note 11).

    2. Other deferred income

In this item, the Company recognised, inter alia, a freezer received free of charge, worth PLN 78 thousand. The income will be recognised concurrently with the depreciation of the freezer. The amount of income remaining to be recognised in future periods as at 31 December 2024 was PLN 29 thousand.

21. Liabilities under contracts with clients

in PLN thousand

31 December 2024

31 December 2023

Liabilities arising from the implementation of agreements

1,495

1,465

Lease prepayments

-

34

Total

1,495

1,498

Liabilities under agreements with clients include payments received from the counterparty from the United Kingdom related to the performance of three orders for specific work. The Company commenced work for the Client in September 2024 and completion is planned for Q2 2025. The value of the services contracted under the current SOWs amounts to approximately PLN 5.5 million. Payments are to be made on a monthly basis over a period of ten consecutive months. The stated value excludes the cost of raw materials and consumables, which are

accounted for separately. Income from the foregoing payments is recognised by the Company over time, over the period of implementation of the agreement. The raw materials purchased for the purposes of the agreement represent the agreement cost at the time of purchase. In line with the accounting policy presented in these statements (Note 4), these raw materials, upon purchase by Mabion, are recognised as cost of sales and, at the same time, income is recognised in an amount equal to the acquisition cost of the raw material.

  1. Repayable advances on distribution rights

    The table below shows a list of all signed cooperation agreements, together with the amounts of advances received under these agreements and the target markets covered by each agreement:

    Partner Rynek 31 December 2024 31 December 2023

    FARMAK

    Ukraine, Armenia, Azerbaijan, Belarus, Georgia, Kazakhstan, Kyrgyzstan, Moldova, Tajikistan, Turkmenistan, Uzbekistan

    1,068

    1,087

    ONKO

    Turkey

    470

    478

    Sothema Laboratories

    Morocco, Algeria, Tunisia

    98

    100

    Lyfis

    Iceland

    26

    26

    Total

    1,662

    1,691

    The advances received by the Company are reimbursable should an event beyond the Company's control occur (i.e. failure to complete clinical trials as part of the development of a medicine and/or failure to obtain marketing authorisation in a specific market from a regulatory authority) and have therefore been classified as financial liabilities. As the moment of occurrence or non-occurrence of the aforementioned event is also beyond the Company's control, the liability is measured at the amount payable on demand and classified as a short-term liability. At the date of these financial statements, in accordance with the agreements in force, the advances disclosed has not become due.

    The changes in the value of repayable advances on distribution rights in the period of 12 months ended 31 December 2024 result from changes in exchange rates as all the advances were denominated in EUR.

    In accordance with the information provided in the financial statements of the Company for the financial year ended 31 December 2024, such advance payments may be repayable and are treated by the Company as current liabilities. In the period covered by these financial statements, there were no material changes to the terms and conditions of agreements with distribution partners.

  2. Loans and borrowings


    The structure of loans and borrowings is shown in the table below:

    in PLN thousand

    31 December 2024

    31 December 2023

    Loans and borrowings

    -

    31,159

    Loans secured on assets

    225

    369

    Total loans and borrowings

    225

    31,527

    1. Bank loans

On 6 February 2023, the Company entered into a loan agreement with the European Bank for Reconstruction and Development ("EBRD") for USD 15,000 thousand ("Loan Agreement"). The financing to the Company was approved by the credit committee of the EBRD on 18 October 2022. The loan provided by the EBRD was used to finance the expansion and upgrade of the Company's facility located in Konstantynów Łódzki and to deploy IT systems to support the implementation of commercial contract manufacturing performed under the Manufacturing Agreement entered into with Novavax, and the implementation of other possible CDMO projects (hereinafter referred to as "Project").

On 28 September 2023, in line with the payment request, the Company received the entire funding amount of USD 15,000 thousand. The loan was repaid in four instalments of varying amounts. The first, second, and third instalments were repaid on 29 September 2023, 28 December 2023, and 25 March 2024, respectively, in amounts of USD 3,300 thousand each, and on 26 June in the amount of USD 5,100 thousand, in accordance with the applicable terms and conditions of the agreement.

Consequently, as at the balance-sheet date, the loan was fully utilised and repaid.

As at the date of publication of the financial statements, all collateral related to the financing in question has been released and is at the Company's disposal.

23.2 Borrowings secured on assets

The Company is a party to leaseback agreements to finance the purchase of laboratory equipment, which are treated as loans due to the fact that the purchases of equipment financed in this way was first fully paid for by the Company, and the lease agreements contain irrevocable offers to buy back the equipment being the subject of the agreement at the end of the lease period. These agreements have been concluded for 4 to 5 years and are secured with blank promissory notes. The lessor has the right to fill in a promissory note up to the amount equivalent to all due but unpaid receivables to which the lessor is entitled under a given lease agreement, in particular receivables from lease payments, damages, contractual penalties or reimbursement of costs, including due interest, in case the Company fails to pay any of these receivables on the due date.

In the period of 12 months of 2024 ended 31 December 2024, the Company did not enter into any asset-backed borrowing agreements.

As at 31 December 2024, the total value of outstanding loans secured on assets was PLN 225 thousand.