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Agilyx Interim / Quarterly Report 2024

Oct 11, 2024

3523_rns_2024-10-11_94303525-c97d-4fc6-9c86-a11a35e3c3a0.pdf

Interim / Quarterly Report

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AGILYX ASA – 2024 HALF YEAR REPORT

In the first half of the 2024 financial year, Agilyx substantially completed the operational changes associated with the pivot of the Company's strategy from the licensing and delivery of proprietary pyrolysis conversion plants to a concentration on the sourcing and supply of post-use feedstock to the recycling industry through its affiliate Cyclyx. Successful development of the new strategy will enable Agilyx to become the leading global provider of plastic waste feedstock to the recycling industry.

The changes in the Agilyx business in the reporting period have involved a significant reduction of direct headcount in the conversion technology business and a curtailment of new project activity. At the same time, Cyclyx has continued a rapid expansion of its operating capacity, including the development of the plan for its second plant in the US Gulf Coast.

In keeping with the change in strategy, the reported results of Agilyx for the first half of the 2024 financial year show a material reduction in conversion project revenues and associated operating costs. Cyclyx activities have continued to grow rapidly over the same period, and Agilyx has today announced an underwritten fundraising totaling \$87 million to be invested in Agilyx and Cyclyx operations.

STRATEGIC SHIFT TO INVESTMENT HOLDING COMPANY AND FOCUS ON FEEDSTOCK MANAGEMENT

Since its founding in 2004, Agilyx has pioneered technologies for converting post-use plastic into reusable forms, securing 20 patents, and achieving a series of industry firsts. Through extensive R&D, the company developed a unique understanding of post-use plastic chemistry, the impacts of contamination and the great complexity and variability of wastestreams. In 2021, Agilyx formed Cyclyx to commercialize this proprietary feedstock knowledge and tackle the critical challenge of post-use plastic feedstock availability to the recycling industry.

With demand for high-grade recycled plastics surging, and substantial premiums paid for recycled vs virgin plastic, chemical recycling capacity is expected to grow ninefold to exceed 5 million tons per annum by 2030, as per BloombergNEF. Availability of post-use plastic feedstock at required specifications is widely recognized as the limiting factor for the scaling of recycling processes. Cyclyx has a unique offering and substantial lead in this fast-growing market. To take advantage of this market opportunity and achieve a leadership role in the sector, Agilyx has strategically shifted its priority from licensing its pyrolysis conversion technology to supporting the rapid expansion of Cyclyx.

RAPID DEVELOPMENT OF CYCLYX

In October 2023, Cyclyx received a \$135 million equity injection from ExxonMobil and LyondellBasell leading to the final investment decision ("FID") to build the first Cyclyx Circularity Center (CCC1), a 178,000 inbound tons per year facility with a long-term offtake from ExxonMobil and LyondellBasell.

With construction of CCC1 on track for mid-2025 commissioning, Cyclyx is advancing towards FID for CCC2, expected in late September 2024 with a total investment amount of \$143 million and commissioning planned for H1 2026. The facility's output will be sold to ExxonMobil and LyondellBasell under a long-term supply contract generating a 15% unlevered return on Agilyx's investment. At full capacity, CCC2 is expected to generate \$13.0 million of annual cash flow at the Agilyx level and \$3.5 million to Agilyx but retained at the Cyclyx level. Combined, the first 2 CCCs, are expected to generate \$18.4 million of cash flows annually with over 80% of this cash flowing directly to Agilyx.

The CCCs will enable industrial scale custom compounding and delivery of on-spec feedstock to plastic recyclers. In addition, Cyclyx continues to expand its sourcing capabilities through local take-back programs and with corporate partnerships, as evidenced by the quality of its consortium members ranging from global brands to petrochemical companies.

In the first half of 2024, Cyclyx significantly strengthened its team adding key positions, including a CFO, General Counsel, VP of Project Management, and VP of Government and Military Affairs. This expansion brought the total FTE count to 88, with 38 new hires in H1 2024, significantly bolstering capabilities in project execution and waste sourcing.

REDUCED AGILYX OPERATING COSTS AND NARROWED FOCUS OF CONVERSION BUSINESS

Agilyx has decreased its direct operating costs and headcount. The current complement of 26 FTEs in Agilyx itself represents a 64% reduction compared to January 2023. The impact of the most recent reductions will be reflected in the financials for the second half of FY24. Agilyx continues to fully support Cyclyx shared services, while retaining critical IP and engineering competency. Leveraging the success of the Toyo project, the Company is building a book of demand for recycled styrene monomer and has completed final engineering on a full-scale polystyrene system. We do not anticipate that Agilyx will invest in conversion systems but will instead identify a strategic partner to commercialize the technology.

INVESTOR RELATIONS AND CAPITAL MARKETS

As Cyclyx operations continue to roll out, Agilyx anticipates rapid growth of its investment and current returns from Cyclyx projects through 2026. Agilyx is therefore enhancing investor outreach and preparing for a dual U.S. listing in 2025. The announced private placement fully funds CCC2 and working capital needs through 2026.

The company has recently added to its executive ranks. Bertrand Laroche joined Agilyx in 2023 as SVP of Corporate Development and he will now move into the role of Chief Financial Officer. His expertise in principal investing, capital markets and corporate development has already proven invaluable. His promotion to CFO, along with Peter Norris's appointment as Board Chair, strengthens leadership as the company embarks on its next chapter. Peter is the current Chair of Virgin Group and brings deep capital markets and corporate development expertise to the Board.

OUTLOOK

As Agilyx shifts towards Cyclyx and feedstock management, our goals are to:

  • Solidify our leading position in feedstock management and capitalize on emerging opportunities to become the global provider of plastic waste feedstock to the petrochemical industry.
  • Achieve profitability by 2026 through Cyclyx CCCs, monetization of IP and R&D, and strategic partnerships.
  • Enhance our engagement with investors and capital markets.

The \$87 million financing announced today will accelerate this transition, driving cash flow generation and positioning Agilyx for sustained growth.

FIRST HALF OVERVIEW

Agilyx today released unaudited financial results for the first half ended June 30, 2024. The Company's consolidated financial statements are below.

  • Net sales were \$0.4 million for the first half, compared to \$4.6 million in the prior year's first half.
  • Total operating costs were \$6.0 million (\$5.1 net of one-time impairment charges), compared to \$7.8 million in the prior year's first half with salaries and related costs of \$2.9 million, down from \$4.6 million in the prior year's first half
  • Net loss was \$11.4 million for the first half, compared to a net loss of \$11.1 million for the prior year's first half.
  • Cash and equivalents totaled \$1.7 million at the close of the first half.
  • Cyclyx generated unconsolidated revenues of \$5.0 million primarily from post-use plastic feedstock sales.

UNAUDITED FINANCIAL STATEMENTS

The half year financial results have not been audited or reviewed by the auditors.

DIRECTORS RESPONSIBILITY STATEMENT

The Board of Directors and the Chief Executive Officer have reviewed and approved the interim management report and the unaudited consolidated interim financial statements for Agilyx ASA as of 30 June 2024. The consolidated financial statements have been prepared in accordance with IFRS and IFRIC as adopted by the EU and applicable additional disclosure requirements in the Norwegian Accounting Act.

To the best of our knowledge:

• The unaudited consolidated interim financial statements for 2024 have been prepared in accordance with applicable financial reporting standards;

• The unaudited consolidated interim financial statements give a true and fair view of the assets, liabilities, financial position and profit as a whole as of 30 June 2024 for the Group;

• The interim management report includes a fair review of the development and performance of the business and the financial position of the Group.

The Board of Directors

Peter Norris (Chair of the Board) Carolyn Clarke (Chair, Audit Committee) Steen Jakobsen (Chair, Compensation Committee) Catherine Keenan (Chair, ESG Committee)

Oslo, Norway

21 August 2024

GROUP INCOME STATEMENT

Agilyx ASA interim consolidated income statement for the six months ended 30 June

Unaudited Unaudited
Amounts in USD Note HY 2023 HY 2024
Operating revenue and operating expenses (restated*)
Revenues 2 4,635,633 448,476
Cost of revenues 3 (4,226,131) (758,858)
Gross margin 409,502 (310,382)
Research costs (1,732,421) (1,446,529)
Sales and marketing (712,107) (427,609)
General and administrative (5,379,524) (4,154,688)
Total operating expenses 3 & 4 (7,824,052) (6,028,826)
Operating loss (7,414,550) (6,339,208)
Financial income and financial expenses
Share of loss of equity accounted associates - (3,899,489)
Impairment of investment in associate 8 (1,095,819) (49,382)
Fair value gain on financial instruments 11 1,273,425 (1,218,026)
Interest income (expense) (18,728) 20,166
Other financial income 20,095 19,831
Other financial expense (320,867) (7,853)
Net financial items (141,894) (5,134,753)
Loss before tax (7,556,444) (11,473,961)
Income tax expense - -
Loss from continuing operations (7,556,444) (11,473,961)
Discontinued operation
Loss from discontinued operation, net of tax 16 (3,478,256) -
Loss for the period (11,034,700) (11,473,961)
Other comprehensive profit (loss) for the period (16,671) 99,256
Total comprehensive loss for the period (11,051,371) (11,374,705)
Total comprehensive loss for the period attributable to:
Equity holders of the parent (10,181,807) (11,374,705)
Non-controlling interest (869,564) -
(11,051,371) (11,374,705)
Loss per share from continuing operations, basic and diluted
Loss per share from continuing and discontinued operations,
(0.09) (0.12)
basic and diluted (0.13) (0.12)

* The comparative information has been restated due to the deconsolidation of Cyclyx following a loss of control in 2023. See Note 16.

GROUP BALANCE SHEET

Agilyx ASA interim Consolidated Balance Sheet

Audited Unaudited
Amounts in USD Note As at December 31, 2023 As at June 30, 2024
ASSETS
Non-current Assets
Intangible assets 6 3,586,680 2,763,177
Property, plant and equipment 7 1,336,219 931,712
Right of use asset 284,111 162,965
Investment in associate 113,002,939 109,103,450
Other non-current assets 35,802 35,802
Total non-current assets 118,245,751 112,997,106
Current assets
Accounts receivable 9 588,878 920,776
Deferred project costs 2,165,727 2,160,750
Prepaid expenses and other current assets 772,997 525,328
Cash and cash equivalents 8,527,632 1,674,213
Total current assets 12,055,234 5,281,067
TOTAL ASSETS 130,300,985 118,278,173
LIABILITIES AND STOCKHOLDERS' EQUITY
Equity
Share capital 13 162,269 162,269
Share premium 73,239,523 73,239,523
Additional paid-in capital 9,432,289 9,239,855
Total paid-in equity 82,834,081 82,641,647
Retained earnings 41,349,154 29,875,193
Foreign currency translation (223,858) (124,602)
Total equity 123,959,377 112,392,238
LIABILITIES
Non-current Liabilities
Long-term lease liability 60,441 -
Warrant liability 11 3,293,206 4,511,232
Total non-current Liabilities 3,353,647 4,511,232
Current liabilities
Accounts payable 1,830,507 455,153
Accrued expenses and other current liabilities 10 924,937 742,543
Current portion lease liability 232,517 177,007
Total current liabilities 2,987,961 1,374,703
TOTAL LIABILITIES 6,341,608 5,885,935
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY 130,300,985 118,278,173

OSLO, NORWAY

21 August 2024

Peter Norris Chairman

Ranjeet Bhatia CEO

Carolyn Clarke Board Member

Catherine C. Keenan Board Member

Steen Jakobsen Board Member

GROUP CASHFLOW STATEMENT

Agilyx ASA interim consolidated statements of cash flows for the six months ended 30 June

Unaudited Unaudited
Amounts in USD HY 2023 HY 2024
Profit (loss) for the period (11,051,371) (11,374,705)
Depreciation and intangible amortization 341,461 310,756
Amortization on ROU assets 65,812 109,326
Asset impairment - 927,538
Result from investment in Cyclyx - 3,899,489
Result from investment in Regenyx 1,095,819 49,382
Stock based compensation 822,998 (192,434)
Fair value (gain) loss on financial instruments (1,273,425) 1,218,026
Interest expense 28,264 10,231
Accounts receivable 887,178 (331,896)
Inventory (618,955) -
Accounts payable and accrued liabilities 2,563,686 (1,557,747)
Prepaid expenses and other assets (503,983) (631,554)
Contract liability (1,066,486) 884,199
Other timing differences (16,671) 1,587
Net cash from operations (8,725,673) (6,677,802)
Regenyx investment funding (1,095,819) (49,382)
Purchases of property and equipment (5,233,290) (10,284)
Net cash from investments (6,329,109) (59,666)
Proceeds from Cyclyx member contributions 9,280,000 -
Increases in share capital 237,910 -
Principal paid on lease liabilities (46,147) (105,720)
Interest paid on lease liabilities (28,264) (10,231)
Net cash from financing 9,443,499 (115,951)
Net decrease in cash and cash equivalents (5,611,283) (6,853,419)
Cash and cash equivalents at beginning of the period 13,671,319 8,527,632
Cash and cash equivalents at end of the period 8,060,036 1,674,213

INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)

Total
Additional Foreign attributable
to equity
Non
Share Share paid-in Retained currency holders of controlling
USD capital premium capital earnings translation the parent interest Total
Group equity
Balance, January 1, 2023
Proceeds from exercise of
143,040 53,854,378 8,591,495 (56,124,834) (101,111) 6,362,968 696,640 7,059,608
stock options and warrants
Equity settled share-based
461 237,449 257,500 - - 495,410 - 495,410
payment - - 822,998 - - 822,998 - 822,998
Payment made from non
controlling interest in Cyclyx
Int. LLC - - - - - - 9,280,000 9,280,000
Other comprehensive loss - - - - (16,671) (16,671) - (16,671)
Net result for the period - - - (10,181,807) - (10,181,807) (869,564) (11,051,371)
Balance, June 30, 2023 143,501 54,091,827 9,671,993 (66,306,641) (117,782) (2,517,102) 9,107,076 6,589,974
Balance, January 1, 2024
Equity settled share-based
162,269 73,239,523 9,432,289 41,349,154 (223,858) 123,959,377 - 123,959,377
payment - - (192,434) - - (192,434) - (192,434)
Other comprehensive loss - - - - 99,256 99,256 - 99,256
Net result for the period - - - (11,473,961) - (11,473,961) - (11,473,961)
Balance, June 30, 2024 162,269 73,239,523 9,239,855 29,875,193 (124,602) 112,392,238 - 112,392,238

NOTES TO THE ACCOUNTS

NOTE 1: ACCOUNTING POLICIES

Agilyx ASA is a Norwegian company, located in Oslo, Norway and the parent and ultimate parent company in the Agilyx Group. The Agilyx Group headquarters are located in Portsmouth, New Hampshire and Tigard, Oregon (USA).

Agilyx ASA was incorporated on November 22, 2019 as a shelf company and there was no activity in 2019. Agilyx ASA became the parent of the Agilyx Group through a reorganization in early January 2020. The Group was reorganized such that the shareholders of Agilyx Corporation contributed their shares in Agilyx Corporation for shares in Agilyx ASA resulting in Agilyx Corporation becoming a 100% owned subsidiary of Agilyx ASA. The transaction was accounted for as an inverse acquisition using continuity on Agilyx Corporation book values in the consolidated Group statements. However, the underlying business of the Agilyx Group has been in existence since 2004.

The Agilyx Group has developed comprehensive systems, proven technologies, and a unique chemistry knowledge base to give post-use plastics new purpose. We have the proprietary technology for identifying, managing and preprocessing waste into feedstock. Our integrated solutions can take waste polymers and produce discreet monomers that can be fully recycled back into virgin-equivalent products. Agilyx is committed to using innovative technology for good and helping solve the immense global problem of plastic waste.

These financial statements have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting ("IAS 34"). They do not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the 2023 annual report.

The interim consolidated financial statements have been prepared on a going concern basis, which assumes that the Group will be able to meet its cash flow requirements despite incurring losses in the half year ended June 30, 2024 and June 30, 2023. To ensure the Group will continue as a going concern, Management has secured USD 40 million of equity through a guarantee from its existing shareholders and a USD 40 million debt financing which is fully underwritten by DNB Markets. Therefore, despite the current limited cash balance, the directors have assurances that the Group has adequate resources to continue in operational existence for the foreseeable future and at least one year from 21 August 2024.

The first full annual report prepared in accordance with International Financial Reporting Standards and International Accounting Standards and Interpretations as approved by the European Union (collectively "IFRSs") were prepared for the year ended December 31, 2021.

The accounting policies, significant estimates and judgements for the six months ended June 30, 2024 are consistent with those disclosed in the December 31, 2023 financial statements, other

than any new amendments that became effective for periods beginning January 1, 2024, which are discussed below.

New standards interpretations and amendments adopted January 1, 2024

Of the amendments that were effective for the first time for periods beginning on or after January 1, 2024 none had a specific impact on the results of the Agilyx Group.

New standards interpretations and amendments not yet effective

There are a number of standards, amendments to standards, and interpretations which have been issued by the IASB that are effective in future accounting periods that the Group has decided not to adopt early. Agilyx Group is currently assessing the impact of these new accounting standards and amendments but does not expect any material impact at this stage.

NOTE 2: REVENUES

Geographical distribution of revenues HY 2023 HY 2024
Europe 155,925 -
USA 60,157 15,000
APAC 4,419,551 433,476
Total sales by customers location 4,635,633 448,476
Product category
Project development - 97,242
Services - 319,467
License, membership and royalty fees 264,581 -
Sale of goods 4,371,052 31,767
Total sales by category 4,635,633 448,476

NOTE 3: OPERATING EXPENSES BY NATURE

Agilyx presents the operating expenses by function in the profit and loss statement.

Below are the total operating expenses presented by nature.

Operating expenses classified by nature

HY 2023 HY 2024
Raw materials and consumables 62,820 5,292
Salaries and related costs (note 4) 4,590,183 2,888,246
Depreciation and amortization 407,273 420,082
Professional fees 5,940,394 2,221,511
Insurance 244,447 190,525
Office expenses 565,384 531,830
Other operating expenses 239,682 530,198
Total expenses 12,050,183 6,787,684

NOTE 4: SALARY AND SOCIAL COSTS

HY 2023 HY 2024
Salaries 2,998,319 2,200,156
Social security and payroll tax costs 356,729 327,993
Share based compensation (note 12) 822,998 (192,434)
Pension costs (21,114) 2,705
Benefits and other expenses 433,251 549,826
Total salaries 4,590,183 2,888,246

Agilyx ASA is required to provide an occupational pension scheme pursuant to the Act relating to Mandatory Occupational Pensions. The company's pension scheme complies with the requirements under that law.

Senior Officers and Members of the Executive Board remuneration – HY2024

Share based
Salary Other benefits compensation Total
Russell Main, CEO and CFO 165,681 59,951 14,479 240,111
Chris Faulkner, CTO 127,351 54,902 19,881 202,134
Mark Barranco, SVP Engineering &
Education 141,815 55,545 25,279 222,639
Joe Vaillancourt, Cyclyx CEO 203,300 196,517 329 400,146
Stephen Hamlet, VP of Human
Resources 98,012 45,983 8,293 152,288
1,217,318

Senior Officers and Members of the Executive Board remuneration - HY2023

Share based
Salary Other benefits compensation Total
Timothy Stedman, Group CEO 229,732 42,383 59,851 331,966
Chris Faulkner, CTO 126,585 13,776 35,619 175,980
Russell Main, CFO 138,256 47,121 24,195 209,572
Mark Barranco, SVP Engineering &
Education 141,010 10,644 50,597 202,251
Joe Vaillancourt, Cyclyx CEO 184,111 9,982 59,491 253,584
Louise Byrant, SVP Investor Relations 142,198 - 29,961 172,159
Isabel Charlotte Hacker, General
Council 178,042 51,559 50,232 279,833
Carsten Larsen, CCO 161,643 24,006 106,812 292,461
Stephen Hamlet, VP of Human
Resources 98,451 - 13,215 111,666
Kate Ringier, VP Communications &
Government Affairs 116,143 23,128 27,720 166,991
2,196,463

NOTE 5: SEGMENT INFORMATION

The below tables includes all relevant segment information as required by IFRS 8. There has been no change in the segments or basis of allocation from the basis described in the annual financial statements.

Profit and loss

HY 2023 HY 2024
Cyclyx Agilyx Adjustments
to remove
Cyclyx
Total Cyclyx Agilyx Adjustments to
remove Cyclyx
Total
Revenues from external
customers
3,508,952 4,635,632 (3,508,952) 4,635,632 5,016,973 448,476 (5,016,973) 448,476
Depreciation and amortization 29,922 377,351 (29,922) 377,351 33,791 420,082 (33,791) 420,082
Segment loss
Result from investment in
(3,457,987) (7,414,550) 3,457,987 (7,414,550) (9,155,188) (6,339,208) 9,155,188 (6,339,208)
Regenyx (1,095,819) (49,382)
Result from investment in Cyclyx
Fair value gain/(loss) on warrant
- (3,899,489)
agreements 1,273,425 (1,218,026)
Interest expense
Other financial income
(18,728) 20,166
(expense), net
Group net loss before tax and
(300,772) 11,978
discontinued operations (7,556,444) (11,473,961)

Balance sheet

FY 2023
Adjustments
to remove
HY 2024
Adjustments
to remove
Cyclyx Agilyx Cyclyx Total Cyclyx Agilyx Cyclyx Total
Non-current asset
additions
34,023,291 8,005,440 (34,023,291) 8,005,440 6,956,528 - (6,956,528) -
Reportable segment assets 76,502,783 17,298,046 (76,502,783) 17,298,046 124,999,906 9,174,723 (124,999,906) 9,174,723
Investment in associate 113,002,939 109,103,450
Total group assets 130,300,985 118,278,173
Reportable segment
liabilities
6,411,760 3,048,402 (6,411,760) 3,048,402 32,789,251 1,374,703 (32,789,251) 1,374,703
Derivative financial
liabilities
3,293,206 4,511,232
Total group liabilities 6,341,608 5,885,935

Revenue by geography - Revenue by geography is included in Note 2. The Cyclyx segment revenue is primarily derived from the US. Non-current assets by geography - All non-current assets reside in the US.

The Group has the following major customers, which each accounted for at least 10% of revenues in the six months ended June 30, 2023 and 2024.

HY 2023 HY 2024 Segment
Customer A 3,297,685 4,157,196 Cyclyx
Customer B 4,371,051 433,476 Agilyx

NOTE 6: INTANGIBLE ASSETS

Intangible assets include the following contracts Licensed technology Exclusivity license Total
(i) Cost
Balance at January 1, 2023 3,575,000 1,188,378 4,763,378
Additions - - -
Balance at December 31, 2023 3,575,000 1,188,378 4,763,378
Balance at January 1, 2024 3,575,000 1,188,378 4,763,378
Impairment - (1,188,378) (1,188,378)
Balance at June 30, 2024 3,575,000 - 3,575,000
(ii) Accumulated amortization
Balance at January 1, 2023 543,698 217,250 760,948
Amortization
charge
178,750 237,000 415,750
Balance at December 31, 2023 722,448 454,250 1,176,698
Balance at January 1, 2024 722,448 454,250 1,176,698
Amortization
charge
89,375 118,500 207,875
Impairment - (572,750) (572,750)
Balance at June 30, 2024 811,823 - 811,823
(iii) Net book value
Balance at
December 31, 2023
2,852,552 734,128 3,586,680
Balance at June 30, 2024 2,763,177 - 2,763,177

NOTE 7: PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment Leasehold
improvements
Machinery and
equipment
Total
Costs
At cost January 1, 2023 1,102,342 1,127,337 2,229,679
Additions 7,767,784 237,656 8,005,440
Deconsolidation due to loss of control of
subsidiary
(7,953,544) (193,731) (8,147,275)
At cost December 31, 2023 916,582 1,171,262 2,087,844
At cost January 1, 2024 916,582 1,171,262 2,087,844
Additions 380 9,904 10,284
Asset impairment (311,910) - (311,910)
At cost June 30, 2024 605,052 1,181,166 1,786,218
Depreciation
Accumulated depreciation January 1, 2023 249,320 360,371 609,691
Depreciation for the year
Deconsolidation due to loss of control of
46,761 211,489 258,250
subsidiary (30,960) (85,356) (116,316)
Accumulated depreciation December 31,
2023
265,121 486,504 751,625
Accumulated depreciation January 1, 2024 265,121 486,504 751,625
Depreciation for the year 12,545 90,336 102,881
Accumulated depreciation June 30, 2024 277,666 576,840 854,506
Net book value December 31, 2023 651,461 684,758 1,336,219
Net book value June 30, 2024 327,386 604,326 931,712

NOTE 8: INVESTMENT IN REGENYX

Agilyx holds a 50% interest in Regenyx. Regenyx was formed in April 2019 and shares its operation space with Agilyx and Cyclyx in Tigard, OR.

Despite holding a 50% interest, Agilyx has assessed that it does not have control or joint control of Regenyx. This is driven by the other 50% shareholder controlling the purchases and sales of Regenyx, via various mechanisms within the operating agreements. Agilyx does have the power to participate in the financial and operating policy decisions of the investee, via its board position. Agilyx has therefore determined that it has significant influence over Regenyx and its investment is therefore measured using the equity method as an investment in associate.

In the period between April 2021 and April 2024 under certain conditions Agilyx is subject to a contractual obligation to purchase all of AmSty's equity investment in Regenyx at the option of AmSty ("put option"). The purchase price is based on the fair market value of the membership units held by AmSty at the date of exercise. The strike price of the option is fair value. Hence, the value of consideration due upon exercise of the option and the asset acquired (shares), would be equal and therefore no value has been attributed to this put option. At the date of this report, no event has occurred that will initiate the purchase of AmSty's investment in Regenyx.

Impairment of investments

Agilyx Group is split into two CGU's for impairment analysis purposes, Agilyx and Cyclyx, which is in alignment with the segments disclosed in note 6. Regenyx is part of the Agilyx reportable segment. Furthermore, the investment in Regenyx is separately assessed for impairment because it is able to generate cashflows that are largely independent of the cash inflows from other assets or groups of assets.

Due to the projected negative cash flows and the unique nature of the underlying plant, it was determined that the recoverable amount was zero under both the value in use and fair value less cost to sell methodology therefore the investment in Regenyx has been fully impaired since January 1, 2021. As can be seen in the tables below, subsequent capital investments by Agilyx, led to impairments for both balance sheet periods presented, on the basis that the recoverable amount using the value in use and fair value less cost to sell methodologies would lead to a fully written off investment.

As announced in the annual report the Regenyx plant will be closing and winding up its operations.

Calculation of balance sheet value of investment in Regenyx

Balance sheet value January 1, 2023 -
Investment during 2023 2,032,078
Impairment charge – fully impair balance (2,032,078)
Balance sheet value December 31, 2023 -
Investment during 2024 49,382
Impairment charge – fully impair balance (49,382)
Balance sheet value June 30, 2024 -

NOTE 9: ACCOUNTS RECEIVABLE

FY 2023 HY 2024
Trade accounts receivable 89,359 163,738
Related party receivables (note 14) 499,519 757,038
Total accounts receivable 588,878 920,776

The carrying amount of accounts receivable is measured at amortized cost, which approximates fair value.

NOTE 10: ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

FY 2023 HY 2024
Payroll and related accruals 924,937 710,669
Products and Services accruals - 31,874
Total accrued expenses and other current liabilities 924,937 742,543

NOTE 11: WARRANTS

The Company has granted warrants in connection with various debt and equity issuances. The following table reflects the total of outstanding warrants as of June 30, 2024 that are exercisable into ordinary shares:

Number of
ordinary shares
Exercise price pr
share - USD
Expiration
Ordinary share warrants converted to
subscription rights
2,322,100 1.00 2025
FY 2023 HY 2024
Warrant liabilities 3,293,206 4,511,232

The ordinary share warrants and subscription rights are the only financial instruments measured at fair value through the profit and loss. This treatment is required for the Warrants because the terms of the Warrant include a cash less exercise option, which triggers derivative treatment in accordance with IFRS 9. This is because their values change in response to a specified financial instrument price (Agilyx Group stock price), they required no initial net investment and they will be settled at a future date.

All ordinary share warrants and subscription rights are measured using level 3 inputs on the fair value hierarchy.

There were no transfers between the levels of the fair value hierarchy during any of the periods presented.

The valuation of the Warrant liability was performed using the Black Scholes Model, the following inputs were significant in the computation of fair values at each reporting date:

FY 2023 HY 2024
Expected term 7-Aug-25 7-Aug-25
Equity volatility 35% 35%
Risk free rate 4.45% 4.99%

As the outstanding warrants for Agilyx are well in the money as of the June 30, 2024 and December 31, 2023 reporting dates, the valuations performed determined that the preponderance of the amount, for each of the respective dates, was intrinsic value in nature. Hence there was very little time value associated with the estimate of value calculated. As a result of this relationship, the change in the value of the instruments is going to be more closely correlated with the change in the underlying equity price as opposed to a change in volatility. This determination was corroborated with the sensitivity calculations completed.

During the six months ended June 30, 2024, no warrants were exercised.

The sensitivity analysis of a reasonably possible change in one significant unobservable input, being the underlying equity value, holding other inputs constant would be:

Equity value at expiration -5% Equity value at expiration + 5%
At December 31, 2023 (164,661) 164,660
At June 30, 2024 (225,561) 225,562

The reconciliation of the opening and closing fair value balance of level 3 financial instruments is provided below:

Warrant liability
At January 1, 2023 6,303,189
Loss on warrant value - presented as fair value gain through profit and loss (3,009,983)
At December 31, 2023 3,293,206
Gain on warrant value - presented as fair value gain through profit and loss 1,218,026
At June 30, 2024 4,511,232

NOTE 12: STOCK OPTION PLAN

Stock option activity
Number
of
shares
Weighted
average
exercise
price
Weighted
average
contractual
term (years)
Aggregate
Intrinsic value
Balance at January 1, 2023 12,289,216 \$ 1.40 7.71 26,343,495
Share authorized
Options granted 140,000 3.41
Options exercised (631,249) 0.19
Options forfeited/expired (1,104,814) 1.92
Balance at December 31, 2023 10,693,153 \$ 1.47 6.76 12,367,651
Share authorized
Options granted - -
Options exercised - -
Options forfeited/expired (508,680) 3.18
Balance at June 30, 2024 10,184,473 \$ 1.39 6.22 16,092,974
Options vested and expected to
vest at June 30, 2024 10,184,473 \$ 1.39 6.22 16,092,974
Options exercisable 9,530,305 \$ 1.17 6.19 15,908,094

The following information is relevant in the determination of the fair value of options granted during the year under the equity share-based remuneration schemes operated by the Group.

All employees Key management
personnel
FY 2023 HY 2024 FY 2023 HY 2024
Equity-settled
Black Black
Option pricing model used Black-Scholes Black-Scholes Scholes Scholes
Share price at grant date (weighted average) \$1.13 \$ - \$1.20 \$ -
Exercise price (weighted average) \$3.41 \$ - \$3.47 \$ -
Contractual life (weighted average) 10.99 0 11.00 0.00
Expected volatility (weighted average) 53% 0% 59% 0%
Expected dividend growth rate 0% 0% 0% 0%
Risk free interest rate (weighted average) 3.08% 0.00% 3.10% 0.00%

The options outstanding have a range of exercise prices from \$0.06 to \$3.89

NOTE 13: SHAREHOLDERS AS OF JUNE 30, 2024 AND SHARES HELD BY THE CEO AND BOARD MEMBERS

As at June 30, 2024
39,762,365 41.6 %
19,057,255 19.9 %
5,866,101 6.1 %
4,616,034 4.8 %
4,330,984 4.5 %
3,427,663 3.6 %
2,922,301 3.1 %
2,912,914 3.0 %
1,769,484 1.8 %
1,537,203 1.6 %
1,490,462 1.6 %
1,154,258 1.2 %
1,077,591 1.1 %
5,761,592 6.0 %
95,686,207 100.0 %

Ordinary shares include 95,686,207 shares at par value NOK 0.02, all issued and fully paid.

As at January 1, 2023, there were 84,529,958 Ordinary Shares. Within the statement of changes in equity the share capital column provides a reconciliation of the par value of the Ordinary shares for the six months ended June 30, 2024. The table above presents the period end balance in total. The movements can be computed using the share capital column and adjusting for the NOK exchange rate at the relevant transaction dates.

The total number of authorized shares was 95,686,207 at December 31, 2023 and June 30, 2024.

NOTE 14: RELATED PARTY TRANSACTIONS

Included within Related party receivables in note 9, is \$138k due from Regenyx as at June 30, 2024 (\$195k at December 31, 2023), \$600k due from Cyclyx International LLC (\$286k at December 31, 2023), and \$19k due from Exxon Mobil (\$19k at December 31, 2023).

Included within accruals in note 10, is \$147k due to board members at June 30, 2024 (December 31, 2023: \$104k).

NOTE 15: SUBSEQUENT EVENTS

After the close of the period the company secured commitments to a minimum \$40 million equity private placement, with expected closing date of August 21st 2024. The equity commitment triggers a binding bond underwriting of \$40 million from DNB Markets

NOTE 16: LOSS OF CONTROL OF CYCLYX AND DISCONTINUED OPERATIONS

Loss of control of Cyclyx

In October 2023, the Agilyx Group's ownership interest in Cyclyx was diluted from 75% down to 50%, via a small disposal of Equity Units and the issuance of new Equity Units (by Cyclyx) to Equistar Chemical, LP ("Equistar"). As part of the transaction, a Second Amended and Restated Limited Liability Company Agreement (the "Cycylx Operating Agreement") was entered into by the three investors, Agilyx, Equistar and EMCC. Amongst other things, the Cycylx Operating Agreement implemented a super majority rule which requires agreement from greater than 75% of unit holders in order for a number of decisions which affect the relevant activities of Cyclyx. Therefore, as a result of the reduced ownership interest and the execution of the Cyclyx Operating Agreement, Agilyx lost control of Cyclyx effective October 25, 2023. Subsequent to the loss of control, Cyclyx continues to meet the criteria to be disclosed as a reportable segment as outlined in Note 5.

Following the loss of control in 2023, the Cyclyx entity which represents a separate major line of business, met the criteria for classification as a discontinued operation. The results for the prior interim period have therefore been presented as a single line in the Consolidated Income Statement. The comparable Consolidated Income Statement has been re-presented to show the discontinued operation separately from a continuing operation in order to aid comparability. The post-tax loss from discontinued operations as presented on the consolidated Income Statement was determined as follows:

Results of Cyclyx (discontinued operation)

For the period ended June 30 2023
Revenue 3,508,952
Expenses other than finance costs (6,966,939)
Finance costs (20,269)
Loss from discontinued operation, net of tax (3,478,256)

Loss from Cyclyx (discontinued operation) attributable to:

Equity holders of the parent (2,608,692)
Non-controlling interest (869,564)
(3,478,256)
Earnings per share - from Cyclyx (discontinued operations) 2023
Earnings per share, basic (0.04)
Cash flows - from / (used in) Cyclyx (discontinued operations) 2023
Net cash used in operating activities (4,632,623)
Net cash used in investing activities (3,302,283)
Net cash from financing activities 9,767,273
Net cash from discontinued operations 1,832,367

DISCLAIMER

This report (the "Report") has been prepared by Agilyx ASA ("Agilyx" or the "Company", and together with its subsidiaries, the "Group") does not constitute an offer to sell or issue or a solicitation of an offer to buy or acquire any securities in the Company in any jurisdiction or any inducement to enter into investment activity. The contents of this Report have not been reviewed by or registered with any regulatory authority or stock exchange and does not constitute a prospectus. This Report should not be deemed to constitute investment advice by the Company or any of its directors, officers, agents, employees or advisers.

This Report contains certain statements that are, or may be deemed to be, forward-looking statements, which include all statements other than statements of historical fact. These statements involve known and unknown risks, uncertainties and other factors which may cause the involved Group's actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the forward-looking statements. These statements are only predictions. Actual events or results may differ materially. Although the Company believes that the expectations reflected in the forwardlooking statements are reasonable, it cannot guarantee future results, levels of activity, performance or achievement. Forward-looking statements are often identified by the words "believe", "budget", "potential", "expect", "anticipate", "intend", "plan" and other similar terms and phrases. The Company caution you not to place undue reliance on these forward-looking statements, which speak only as of the date of this report, and the Company undertake no obligation to update or revise any of this information.