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Benchmark Holdings Plc

Earnings Release Jun 12, 2025

6035_rns_2025-06-12_4ae5809c-e952-475f-9ac3-9e409cd47edb.pdf

Earnings Release

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12 June 2025

Benchmark Holdings plc

("Benchmark", the "Company" or the "Group")

Half year results for the six months ended 31 March 2025

Completion of sale of Genetics business resulting in £76m Group profit Continuing business performing in line with expectations

Benchmark (AIM: BMK, Euronext Growth Oslo: BMK), the aquaculture biotechnology company, announces its unaudited interim results for the six months ended 31 March 2025 (the "Period" or "H1 FY25").

Financial Highlights

Overview

  • Group profit after tax from continuing and discontinued operations of £76.0m driven by an £90.9m gain from the sale of the Genetics business, completed on 31 March 2025
  • Post period end the Company announced plans to return capital to shareholders and to delist the Company from AIM and Euronext Growth Oslo

Continuing business

  • H1 FY25 results for the continuing business reflect an improvement in Advanced Nutrition in the second quarter of the year and a continued solid performance in Health
  • Group revenues from continuing activities of £40.6m were 22% below H1 FY24 (-17% assuming constant exchange rates CER) primarily as result of a pause in sales of Ectosan® Vet and CleanTreat® since the second half of FY24 while the new land-based model is developed
    • o Advanced Nutrition revenues were £37.7m (H1 FY24: £40.4m), down 1% CER reflecting improved trading in Q2 FY25 partially offsetting weak Q1 FY25 performance
    • o Health revenues were £3.0m (H1 FY24: £11.5m) reflecting pause in Ectosan®Vet and CleanTreat® and lower Salmosan® Vet sales as a result of timing differences across financial periods
  • Adjusted EBITDA from continuing operations was £4.2m (H1 FY24: £9.6m) driven by lower revenues as above, whilst cost base is not yet fully reflective of corporate streamlining underway post Genetics sale
  • Group operating costs were £14.2m, 13% below H1 FY24:
    • o Advanced Nutrition and Health reported a reduction in operating costs following restructuring in the prior year
    • o Corporate costs include costs previously allocated to Genetics which will be eliminated as a result of streamlining underway
  • Operating loss from continuing operations was £8.4m (H1 FY24: loss of £7.2m)
  • Cash, liquidity and net debt:
    • o Cash and cash equivalents of £116.9m and liquidity (cash and available facility) of £131.6m at 10 June 2025
    • o Net cash of £125.9m at 31 March 2025, with borrowings fully repaid after the period end in April 2025

Strategic and Operational Highlights

  • Advanced Nutrition – Continued commercial and operational progress
    • o The Company's diversified portfolio of high performing products and solutions is performing well as producers seek to optimise performance and yield
    • o Products launched in the last two years including high performing fish diets are increasingly adopted by customers, resulting in increased sales
    • o Improved product mix compared to H2 FY24 and Q1 FY25 with increased availability of high quality Artemia
    • o Launched new algae product during the period which is generating good traction
    • o Strategy implemented in key Ecuadorian market to strengthen local presence to leverage our technical team is delivering results
    • o Conditions in shrimp market still challenging in Q2 FY25; post period end the new US tariff regime has caused some uncertainty
    • o Conditions in Mediterranean fish market are positive with improved end pricing and benefits of industry consolidation coming through
  • Health – Solid performance of core Salmosan® Vet business post restructuring in FY24
    • o Salmosan® Vet business performing well with sales in line with management expectations and continued cost discipline.
    • o Positioned for relaunch of Ectosan® Vet and CleanTreat® with new land-based configuration subject to customer interest in the new capital-light solution
  • Group – Genetics disposal complete. Repayment of Green Bond and RCF post period end. Proposals to return capital to shareholders and delist from AIM and Euronext Growth Oslo announced post period end
    • o Genetics disposal completed on 31 March 2025 realising gross cash proceeds of c. £194m
      • Streamlining of corporate structure resulting from disposal of Genetics business well advanced post period end
      • Obligations under transaction services agreement are substantially complete and expect to be fulfilled by 30 June 2025
    • o Repayment of Green Bond, revolving credit facilities and associated hedging instruments post period end which in total amounted to approximately £87m
    • o Proposals for return of capital and future of the continuing business announced on 23 May 2025*. Proposals include:
      • Cancellation of the admissions to trading of the Company's Ordinary Shares on AIM and Euronext Growth Oslo
      • Re-registration of the Company as a private limited company
      • Opportunity for Qualifying Shareholders to realise all or some of their investment in the Company by accepting a Tender Offer at a Tender Offer Price of 25 pence per Ordinary Share
      • A planned special dividend for Shareholders that do not participate in the Tender Offer to be paid following the successful implementation of the Tender Offer and the De-Listings
      • Implementation of the Tender Offer, the De-Listings and the Re-Registration, is conditional, inter alia, upon the applicable Resolutions being passed at the forthcoming General Meeting to be held at 12.00 noon on 18 June 2025 and on the Norwegian Approval

▪ Expected last day of dealings in the Ordinary Shares on AIM and Euronext Growth Oslo expected to be within 2 - 3 months of the date of the Norwegian Approval

* Unless otherwise defined, capitalised terms used in this announcement have the same meanings as ascribed to them in the circular found in this link http://www.rns-pdf.londonstockexchange.com/rns/9520J\_1-2025-5- 23.pdf

Current trading and outlook – trading in line with expectations for the full year

The Group is trading in line with expectations for the full year underpinned by improving performance in Advanced Nutrition since the latter part of Q1 FY25 albeit with some uncertainty caused by the new US tariff regime. Health is now a profitable, cash positive business focusing on Salmosan® Vet.

Financial Summary

£m H1 FY25 H1 FY24
Restated*
% AER % CER** FY24
(full year)
Revenue 40.6 51.8 -22% -17% 90.4
Adjusted
Adjusted EBITDA1 4.2 9.6 -56% -56% 11.9
Adjusted Operating profit2 2.4 1.6 57% 55% (16.6)
Statutory
Operating loss continuing operations (8.4) (7.2) -16% -17% (35.5)
Loss before tax continuing
operations
(12.6) (11.6) -9% -9% (45.9)
Loss for the period from continuing
operations
(13.1) (11.4) -15% -16% (44.3)
Profit from discontinued operations 89.1 2.6 5.2
Basic earnings per share (p)
(including discontinued operations)
10.33 (1.21) (5.34)
3
Net cash/(debt)
125.9 (72.7) (49.0)

* H1 2024 numbers were restated to reflect the results of the Genetics business being classified as a discontinued operation in FY24 in line with IFRS5 following the decision to sell the business area

**Constant exchange rate (CER) figures derived by retranslating current year figures using previous year's foreign exchange rates

(1) Adjusted EBITDA is EBITDA (earnings before interest, tax, depreciation and amortisation and impairment), before exceptional items – restructuring, acquisition and disposal related expenditure

(2) Adjusted Operating Profit is operating loss before exceptional items including acquisition related items and amortisation of intangible assets excluding development costs

(3) Net cash/(debt) is cash and cash equivalents less loans and borrowings

Business Area summary

£m H1 FY25 H1 FY24 % AER % CER* FY24
(full year)
Revenue
Advanced Nutrition 37.7 40.4 -7% -1% 75.9
Health 3.0 11.5 -74% -73% 14.5
Adjusted EBITDA1
Advanced Nutrition 6.5 9.9 -35% -35% 14.4
Health 0.5 2.2 -78% -77% 2.1

*Constant exchange rate (CER) figures derived by retranslating current year figures using previous year's foreign exchange rates (1) Adjusted EBITDA is EBITDA (earnings before interest, tax, depreciation and amortisation and impairment), before exceptional items – restructuring, acquisition and disposal related expenditure

Trond Williksen, CEO of Benchmark, commented:

"The streamlining of Benchmark following the sale of the Genetics business is well underway and the performance in the remaining business has developed positively and in line with our expectations in the last quarter.

"The announced decision to delist the Company from AIM and from Euronext Growth Oslo is driven by strong commercial rationale, reducing costs and rightsizing the remaining business for the next phase."

Webcast for analysts and institutional investors at 8.00 a.m. UK time (9.00 a.m. CET)

Trond Williksen, Chief Executive Officer and Septima Maguire, Chief Financial Officer will host a webcast for analysts and institutional investors today at 08.00 a.m. UK time (9.00 a.m. CET) available at https://channel.royalcast.com/hegnarmedia/#!/hegnarmedia/20250612\_2

Equity Development webcast for retail investors at 10.00 a.m. UK time (11.00 a.m. CET)

Trond Williksen, Chief Executive Officer and Septima Maguire, Chief Financial Officer will host a second webcast for retail investors and wealth managers today at 10.00 a.m. UK time (11.00 a.m. CET). The webcast is open to all existing and potential shareholders. To register please visit:

https://www.equitydevelopment.co.uk/news-and-events/benchmark-investor-presentation-12june2025

Enquiries

Trond Williksen, CEO Septima Maguire, CFO Ivonne Cantu, Investor Relations

Strand Hanson Limited (Nominated Adviser and Broker) Tel: 020 7409 3494 Christopher Raggett, James Dance, Rob Patrick

Benchmark Holdings plc [email protected]

MHP Group Tel: +44 7884 494112 Katie Hunt, Reg Hoare [email protected]

Management Report

Introduction

H1 FY25 was a milestone period for Benchmark with the completion of the sale of the Genetics business generating £193.7m gross proceeds and resulting in an £90.9m gain which drove Group profit after tax to £76.0m. Post period end, following completion of the sale, the Company paid down the Green Bond, revolving credit facilities and associated hedging instruments which in total amounted to approximately £87m. On 23 May 2025, the Company announced Proposals to cancel the Company's admission to trading on AIM and Euronext Growth Oslo and to return capital to shareholders via a Tender Offer and a special dividend to those shareholders remaining in the Company post the delistings. Full information on the Proposals including background and reasons for the Proposals which are subject to shareholder approval at a General Meeting on 18 June 2025 can be found in this link Delisting and Tender Offer - Benchmark Holdings plc (LON:BMK)

Continuing business performance

Revenues in H1 FY25 were £40.6m, 22% below H1 FY24 (-17% CER) reflecting an improved performance in Advanced Nutrition in Q2 2025, albeit with some forex headwinds, and the expected reduction in Health year on year having paused sales of Ectosan® Vet and CleanTreat® while a new land-based configuration is being developed, and refocusing the business on its Salmosan® Vet solution. Adjusted EBITDA was £4.2m (H1 FY24: £9.6m) as a result of lower revenues in both business areas and lower gross profit margin in Advanced Nutrition against the prior year, partially offset by lower operating costs.

By business area, Advanced Nutrition reported an improvement in Q2 FY25 partially offsetting a weak Q1 FY25 performance. First half revenues were £37.7m, 7% below H1 FY24, but -1% on a constant exchange rate basis. H1 FY25 Adjusted EBITDA was £6.5m, 35% below H1 FY24 (-35% CER) driven by lower revenues and a lower gross profit margin. The gross profit margin was 47% (H1 FY24: 53%) due to an unfavourable product mix against last year partially as a result of the mix of Artemia grades available in Q1. Q2 saw an improvement in the product mix which is expected to continue in the remainder of the year. Conditions in the shrimp market remained challenging in Q2 FY25 and post period end and the tariffs imposed by the US government on some of the key aquaculture producing countries have caused shrimp producers to take a more cautious approach. We are actively assessing potential steps to mitigate the impact of this development. Conditions in the Mediterranean fish market are positive with an increase in the gate price and benefits from industry consolidation in recent years creating a favourable environment for producers.

In Health, H1 FY25 revenues were £3.0m (H1 FY24: £11.5m) reflecting the pause in sales of Ectosan®Vet and CleanTreat® while a new land-based business model for the offering is developed. Sales of Salmosan®Vet were £3.0m (H1 FY24: £5.7m) with the drop driven primarily by lower revenues from Canada due to the timing of a significant sale which took place in Q2 in FY24 and which came through post period end in FY25. The gross profit margin was 62% (H1 FY24: 50%). Operating costs were significantly below the prior year at £1.3m (H1 FY24: £3.4m) as a result of the restructuring conducted in FY24. Adjusted EBITDA was £0.5m in the period (H1 FY24: £2.2m). The development has continued in the period towards a new land-based configuration and business model for Ectosan® Vet and CleanTreat®. We are working in partnership with a specialist solutions provider, Water AS, and are positioned to relaunch the solution subject to customer interest.

Group operating costs in H1 FY25 were £14.2m, 13% below H1 FY24 with a reduction across both business areas. Corporate costs were in line with the prior year at £4.0m (H1 FY24: £3.9m) and there were £1.4m of costs included within continuing activities relating to recharges to the discontinued Genetics business.

R&D expenses were £1.1m (H1 FY24: £1.3m) and total R&D investment including capitalised development costs was £1.1m (H1 FY24: £1.4m) with no costs capitalised in the period. Depreciation and amortisation were £8.5m (H1 FY24: £14.8m) with the reduction relating to right of use assets in the Health business area as the leases for the CleanTreat® vessels were terminated in the prior year.

The Group reported an operating loss for continuing operations of £8.4m (H1 FY24: £7.2m loss) as a result of lower revenues and a lower gross margin partially offset by a reduction in operating costs, depreciation and amortisation. Adjusted operating profit was £2.4m, 57% above H1 FY24 driven by a significant improvement in Health from a £4.6m loss to a £0.2m profit following the discontinuation of the leased infrastructure associated with CleanTreat®, partially offset by lower adjusted operating profit in Advanced Nutrition of £5.0m (H1 FY24: £8.6m).

Net finance costs for H1 FY25 were £4.3m in line with the prior year (H1 FY24: £4.4m) with a £0.6m increase in interest charges on higher borrowings in the period offset by foreign exchange movements. Post period end following completion of the Genetics disposal the Company paid down its debt including the Green Bond, revolving credit facilities and associated hedging instruments which totalled c.£87m.

Loss before tax from continuing operations in H1 FY25 was £12.6m (H1 FY24: £11.6m loss). This included the impact of significant exceptional costs in the period of £4.1m (H1 FY24: £2.0m), largely related to the strategic review and costs for liabilities assumed associated with the Genetics business following its disposal.

Total tax charge in H1 FY25 was £0.5m (H1 FY24: £0.2m credit). Loss after tax for continuing operations was £13.1m (H1 FY24: £11.4m loss). Profit from discontinued operations was £89.1m resulting from a profit of £90.9m from the sale of the Genetics business leading to a total group profit for the period from continuing and discontinued operations of £76.0m.

The Group reported a net increase in cash and cash equivalents of £184.3m in the six months. This large increase arose from the net proceeds (after disposal costs and cash disposed of) of £184.0m from the sale of the Genetics business which produced net cash inflow from investing activities of £181.8m after capital expenditure of £2.3m. This was supported by net cash inflow from operating activities of £2.9m (H1 FY24: £2.0m outflow) after tax payments of £3.5m (H1 FY24: £3.7m) in the period. The lower operational performance noted above was offset by favourable working capital movements of £3.5m largely due to an increase in payables for costs within the corporate business area associated with the disposal of Genetics, compared to an increase in working capital of £12.8m which largely arose in the now disposed of Genetics business in the prior year.

Net cash outflow from financing activities was £0.3m (H1 FY24: £11.4m outflow) reflecting additional drawing on our RCF in the period of £7.5m offset by finance charges and payment of lease liabilities. Cash and cash equivalents at the end of the period were £207.5m.

Outlook

The Company is trading in line with expectations for the full year in each of the two business areas. The tariffs imposed by the US government on some of the key shrimp aquaculture producing countries create some uncertainty in the near-term causing shrimp producers to take a more cautious approach, and the Company is proactively assessing potential steps to mitigate the impact of this development.

For the longer term and more fundamentally, Benchmark has two well-positioned businesses capable of delivering attractive margins and shareholder returns and the Group's anticipated cost savings will fully benefit it in FY26.

Consolidated Income Statement for the period ended 31 March 2025

Q2 2025 Q2 2024
Restated*
YTD Q2 2025
YTD Q2 2024
Restated*
FY 2024
All figures in £000's Notes (unaudited) (unaudited) (unaudited) (unaudited) (audited)
Revenue 4 22,905 26,522 40,628 51,835 90,365
Cost of sales (10,917) (12,119) (21,063) (24,682) (46,418)
Gross profit 11,988 14,403 19,565 27,153 43,947
Research and development costs (582) (584) (1,148) (1,272) (2,443)
Other operating costs (6,959) (7,762) (14,215) (16,329) (29,582)
Adjusted EBITDA² 4,447 6,057 4,202 9,552 11,922
Exceptional - restructuring, acquisition and
disposal related items 5 (2,517) (1,864) (4,090) (1,958) (5,581)
EBITDA¹ 1,930 4,193 112 7,594 6,341
Depreciation and impairment (830) (2,006) (1,670) (7,100) (10,949)
Amortisation and impairment (3,421) (3,819) (6,802) (7,683) (30,891)
Operating loss (2,321) (1,632) (8,360) (7,189) (35,499)
Finance cost 6 (5,020) (2,689) (6,151) (5,561) (14,209)
Finance income 6 1,781 1,809 1,887 1,149 3,783
Loss before taxation (5,560) (2,512) (12,624) (11,601) (45,925)
Tax on loss 7 (274) (418) (487) 204 1,646
Loss from continuing operations (5,834) (2,930) (13,111) (11,397) (44,279)
Discontinued operations
Profit from discontinued operations, net of
tax 8 92,018 1,783 89,096 2,626 5,159
86,184 (1,147) 75,985 (8,771) (39,120)
Profit/(loss) for the year attributable to:
- Owners of the parent 86,441 (1,321) 76,512 (8,948) (39,464)
- Non-controlling interest (257) 174 (527) 177 344
86,184 (1,147) 75,985 (8,771) (39,120)
Earnings per share
Basic loss per share (pence) 9 11.66 (0.18) 10.33 (1.21) (5.34)
Diluted loss per share (pence) 9 11.66 (0.18) 10.33 (1.21) (5.34)
Earnings per share - continuing operations
Basic loss per share (pence) 9 (0.79) (0.41) (1.77) (1.54) (5.99)
Diluted loss per share (pence)
9 (0.79) (0.41) (1.77) (1.54) (5.99)
Adjusted EBITDA from continuing
operations
4,447 6,057 4,202 9,552 11,922
Adjusted EBITDA from discontinued
operations 8 325 4,091 944 7,270 16,698
Total Adjusted EBITDA 4,772 10,148 5,146 16,822 28,620

1 EBITDA – Earnings before interest, tax, depreciation, amortisation, and impairment

2 Adjusted EBITDA – EBITDA before exceptional items – restructuring, acquisition and disposal related items

*Q2 2024 and YTD Q2 2024 numbers were restated to reflect the results of the Genetics business being classified as discontinued operations in FY24 in line with IFRS5 following the decision to sell the business area (see note 8).

The accompanying notes are an integral part of this consolidated financial information.

Consolidated Statement of Comprehensive Income for the period ended 31 March 2025

Q2 2024 YTD Q2 2024
Q2 2025 Restated* YTD Q2 2025 Restated* FY 2024
All figures in £000's (unaudited) (unaudited) (unaudited) (unaudited) (audited)
Loss for the period 86,184 (1,147) 75,985 (8,771) (39,120)
Other comprehensive income
Items that are or may be reclassified
subsequently to profit or loss
Foreign exchange translation differences (3,783) (3,579) 6,906 (10,992) (20,528)
Cash flow hedges - changes in fair value
Cash flow hedges - reclassified to profit or
1,297 (1,455) 1,204 (2,345) (3,505)
loss (1,337) 1,494 (1,068) 1,614 2,687
Other comprehensive income for the period (3,823) (3,540) 7,042 (11,723) (21,346)
Total comprehensive income for the period 82,361 (4,687) 83,027 (20,494) (60,466)
Total comprehensive income for the period
attributable to:
- Owners of the parent 82,459 (4,595) 83,432 (20,336) (60,259)
- Non-controlling interest (98) (92) (405) (158) (207)
82,361 (4,687) 83,027 (20,494) (60,466)
Total comprehensive income for the period
attributable to owners of the parent:
- Continuing operations (9,972) (3,258) (10,164) (16,067) (54,122)
- Discontinued operations** 92,431 (1,337) 93,596 (4,269) (6,137)
82,459 (4,595) 83,432 (20,336) (60,259)

* Q2 2024 and YTD Q2 2024 numbers were restated to reflect the results of the Genetics business being classified as discontinued operations in FY24 in line with IFRS5 following the decision to sell the business area (see note 8).

** Total comprehensive income for the period relating to discontinued operations for Q2 2025 includes the profit of £92,018,000 and Q2 YTD 2025 of £89,096,000 (Q2 2024: profit £1,783,000; Q2 YTD 2024: profit £2,626,000) and foreign exchange gain in Q2 of £413,000 and Q2 YTD of £4,500,000 (Q2 2024: loss £3,120,000; Q2 YTD 2024: £6,894,000). FY24 includes the profit of £5,159,000 and foreign exchange loss of £11,296,000.

The accompanying notes are an integral part of this consolidated financial information.

Consolidated Balance Sheet as at 31 March 2025

31 March
2025
31 March
2024
30 September
2024
All figures in £000's Notes (unaudited) (unaudited) (audited)
Assets
Property, plant and equipment 10,624 68,525 10,107
Right-of-use assets 3,232 16,717 4,052
Intangible assets 112,802 190,861 115,527
Equity-accounted investees 2,520 4,538 2,315
Other investments - 1 -
Biological and agricultural assets - 18,547 -
Non-current assets 129,178 299,189 132,001
Inventories 24,382 22,790 23,674
Biological and agricultural assets - 25,132 -
Corporation tax asset - - 347
Trade and other receivables 63,214 54,589 42,539
Cash and cash equivalents 207,511 20,759 23,088
295,107 123,270 89,648
Assets held for sale 10 - - 163,252
Current assets 295,107 123,270 252,900
Total assets 424,285 422,459 384,901
Liabilities
Trade and other payables (25,770) (30,325) (30,102)
Loans and borrowings 11 (79,337) (17,292) (69,233)
Corporation tax liability (496) (4,583) -
Provisions (654) (1,843) (233)
(106,257) (54,043) (99,568)
Liabilities directly associated with the assets held for sale 10 - - (46,697)
Current liabilities (106,257) (54,043) (146,265)
Loans and borrowings 11 (2,274) (76,212) (2,837)
Other payables (2,004) (7,986) (1,607)
Deferred tax (8,604) (21,291) (9,923)
Provisions (2,316) - -
Non-current liabilities (15,198) (105,489) (14,367)
Total liabilities (121,455) (159,532) (160,632)
Net assets 302,830 262,927 224,269
Issued capital and reserves attributable to owners of the
parent
Share capital 12 742 739 740
Additional paid-in share capital 12 37,490 37,428 37,490
Capital redemption reserve 5 5 5
Retained earnings 210,609 175,345 146,080
Hedging reserve (957) (934) (1,021)
Foreign exchange reserve 54,941 44,290 34,970
Equity attributable to owners of the parent 302,830 256,873 218,264
Non-controlling interest - 6,054 6,005
Total equity and reserves 302,830 262,927 224,269

The accompanying notes are an integral part of this consolidated financial information,

Consolidated Statement of Changes in Equity for the period ended 31 March 2025

All figures in £000's Share
capital
Additional
paid-in
share
capital
Other
reserves*
Hedging
reserve
Retained
earnings
Total
attributable
to equity
holders of
parent
Non
controlling
interest
Total
equity
As at 1 October 2024 (audited) 740 37,490 34,975 (1,021) 146,080 218,264 6,005 224,269
Comprehensive income/(loss) for the period
Loss for the year - - - - 76,512 76,512 (527) 75,985
Other comprehensive income - - 6,784 136 - 6,920 122 7,042
Total comprehensive income for the year - - 6,784 136 76,512 83,432 (405) 83,027
Contributions by and distributions to owners
Share issue 2 - - - - 2 - 2
Transfer of reserves - - 13,187 (13,187) - - -
Share-based payment - - - - 1,204 1,204 - 1,204
Total contributions by and distributions to owners 2 - 13,187 - (11,983) 1,206 - 1,206
Changes in ownership
Disposal of subsidiary - - - (72) - (72) (5,600) (5,672)
Total changes in ownership interests - - - (72) - (72) (5,600) (5,672)
Total transactions with owners of the Company 2 - 13,187 (72) (11,983) 1,134 (5,600) (4,466)
As at 31 March 2025 (unaudited) 742 37,490 54,946 (957) 210,609 302,830 - 302,830
As at 1 October 2023 (audited) 739 37,428 54,952 (203) 183,489 276,405 6,212 282,617
Comprehensive income/(loss)for the period
(Loss)/profit for the period - - - - (8,948) (8,948) 177 (8,771)
Other comprehensive income/(loss) - - (10,657) (731) - (11,388) (335) (11,723)
Total comprehensive income/(loss)for the period - - (10,657) (731) (8,948) (20,336) (158) (20,494)
Contributions by and distributions to owners
Share-based payment - - - - 804 804 - 804
Total contributions by and distributions to owners - - - - 804 804 - 804
Total transactions with owners of the Company - - - - 804 804 - 804
As at 31 March 2024 (unaudited) 739 37,428 44,295 (934) 175,345 256,873 6,054 262,927
As at 1 October 2023 (audited) 739 37,428 54,952 (203) 183,489 276,405 6,212 282,617
Comprehensive income for the period
(Loss)/profit for the year - - - - (39,464) (39,464) 344 (39,120)
Other comprehensive income - - (19,977) (818) - (20,795) (551) (21,346)
Total comprehensive income for the year - - (19,977) (818) (39,464) (60,259) (207) (60,466)
Contributions by and distributions to owners
Share issue 1 62 - - - 63 - 63
Share-based payment - - - - 2,055 2,055 - 2,055
Total contributions by and distributions to owners 1 62 - - 2,055 2,118 - 2,118
Total transactions with owners of the Company 1 62 - - 2,055 2,118 - 2,118
As at 30 September 2024 (audited) 740 37,490 34,975 (1,021) 146,080 218,264 6,005 224,269

*Other reserves in this statement is an aggregation of capital redemption reserve and foreign exchange reserve

The accompanying notes are an integral part of this consolidated financial information.

Consolidated Statement of Cash Flows for the period ended 31 March 2025

YTD Q2 YTD Q2
Q2 2025 Q2 2024 2025 2024 FY 2024
All figures in £000's (unaudited) (unaudited) (unaudited) (unaudited) (audited)
Cash flows from operating activities
Loss for the period 86,184 (1,148) 75,985 (8,772) (39,120)
Adjustments for:
Depreciation and impairment of property, plant and
equipment 478 2,098 2,679 5,068 9,319
Depreciation and impairment of right-of-use assets 352 1,220 716 4,500 7,001
Amortisation and impairment of intangible fixed assets 3,421 4,221 6,802 8,489 32,529
Gain on sale of subsidiaries (90,891) - (90,891) - -
Profit on sale of property, plant and equipment - (231) (77) (226) (416)
Finance income (112) (76) (159) (286) (430)
Finance costs 2,469 2,710 5,213 5,395 11,293
Profit on disposal of investments in joint ventures - - - (42) (42)
Share of profit of equity-accounted investees, net of tax (700) (667) (440) (984) (1,288)
Foreign exchange loss 874 (1,079) 1,078 (336) 1,179
Share-based payment expense 702 552 1,204 804 2,054
Tax expense 435 477 691 910 495
Decrease/(increase) in trade and other receivables 1 1,151 4,958 2,342 (1,136)
(Increase)/decrease in inventories (920) 1,177 (803) 1,747 89
(Increase)/decrease in biological and agricultural assets (1,432) (695) (4,279) 118 (718)
Increase/(decrease) in trade and other payables 10,018 (2,564) 898 (15,957) (9,974)
Increase/(decrease) in provisions 2,766 (1,010) 2,737 (1,003) (2,012)
13,645 6,136 6,312 1,767 8,823
Income taxes paid (2,672) (2,513) (3,454) (3,717) (6,819)
Net cash flows generated from/(used by) operating
activities 10,973 3,623 2,858 (1,950) 2,004
Investing activities
Proceeds from disposal of subsidiaries, net of costs and
cash disposed 183,971 - 183,971 - -
Purchase of investments in associates (112) (143) (112) (143) (209)
Receipts from disposal of subsidiaries, joint ventures,
and other investments - - - 37 37
Purchases of property, plant and equipment (1,229) (849) (2,047) (1,770) (3,509)
Proceeds from sales of intangible assets - - - - 32
Purchase of intangibles (239) (35) (307) (85) (268)
Capitalised research and development costs - (32) - (94) (149)
Proceeds from sale of fixed assets 1 253 108 271 804
Interest received 53 82 159 286 430
Net cash flows used in investing activities 182,445 (724) 181,772 (1,498) (2,832)
Financing activities
Proceeds from exercise of share options 2 - 2 - 63
Proceeds from bank or other borrowings, net of
borrowing fees 3,500 (259) 7,500 (259) 8,196
Repayment of bank or other borrowings (361) (860) (868) (1,246) (1,990)
Interest and finance charges paid (2,033) (2,257) (4,188) (4,507) (9,119)
Repayments of lease liabilities (627) (2,514) (2,789) (5,368) (8,121)
Net cash used in financing activities 481 (5,890) (343) (11,380) (10,971)
Net decrease in cash and cash equivalents 193,899 (2,991) 184,287 (14,828) (11,799)
Cash and cash equivalents at beginning of period 13,808 24,164 23,088 36,525 36,525
Effect of movements in exchange rate (196) (414) 136 (938) (1,638)
Cash and cash equivalents at end of period 207,511 20,759 207,511 20,759 23,088

The accompanying notes are an integral part of this consolidated financial information.

Unaudited notes to the quarterly financial statements for the period ended 31 March 2025

1. Basis of preparation

Benchmark Holdings plc (the 'Company') is a company incorporated and domiciled in the United Kingdom. These consolidated quarterly financial statements as at and for the six months ended 31 March 2025 comprise those of the Company and its subsidiaries (together referred to as the 'Group').

These consolidated quarterly financial statements do not comprise statutory accounts within the meaning of section 434 of the Companies Act 2006 and are unaudited. These financial statements do not include all the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and performance since the last annual financial statements. The Group's last annual statutory financial statements as at and for the year ended 30 September 2024 were prepared in accordance with (i) UK-adopted International Accounting Standards and (ii) IFRS adopted pursuant to Regulation (EC) No. 1606/2002 as it applied in the European Union ("Adopted IFRS") and are available from the Company's website at www.benchmarkplc.com.

The prior year comparatives are derived from audited financial information for Benchmark Holdings PLC Group as set out in the Annual Report and Accounts for the year ended 30 September 2024 and the unaudited financial information in the Quarterly Financial Report for the six months ended 31 March 2024. The comparative figures for the financial year ended 30 September 2024 are not the Company's statutory accounts for that financial year. Those accounts were approved by the Directors on 12 December 2024 and have been delivered to the Registrar of Companies. The audit report received on those accounts was (i) unqualified and (ii) did not contain a statement under section 498(2) or (3) of the Companies Act 2006 but did contain an emphasis of matter paragraph in relation to going concern.

Statement of Compliance

These consolidated quarterly financial statements have been prepared and approved by the Directors in accordance with UK and EU adopted IAS 34 'Interim Financial Reporting'. These financial statements do not include all of the information required for the full annual financial statements and should be read in conjunction with the Group's last annual consolidated financial statements as at and for the year ended 30 September 2024. These consolidated quarterly financial statements were approved by the Board of Directors on 12 June 2025.

Going concern

The Group's business activities, together with the factors likely to affect its future development, performance and position are set out in the Management Report.

As at 31 March 2025 the Group had net assets of £302.8m (30 September 2024: £224.3m), including cash of £207.5m (30 September 2024: £23.1m) as set out in the consolidated balance sheet. The Group made a total profit for the period of £76.0m (year ended 30 September 2024: loss £39.1m).

As noted in the Management Report, the business continues to experience tough trading conditions in the shrimp markets, but the best efforts of management have produced solid trading results against these challenges. Additionally, the Health business area is performing solidly after being derisked in its restructuring in the prior year, and the combined group following the disposal of Genetics is trading in line with expectations for the full year.

On 25 November 2024, an agreement was signed for the Group to sell the whole Genetics business for consideration of up to £260m, with gross proceeds of £230m received up front and up to £30m earnout receivable in three years. Completion of the deal took place on 31 March 2025 and the net proceeds received have been used to repay the Group's debt after the period end in April 2025. With sufficient cash resources, a replacement undrawn USD 19m RCF has been put in place to provide the Group with the flexibility to allow for working capital demands and provides additional headroom against the financial covenants in place under the new facility. The group therefore has adequate resource to allow it to continue to realise its assets and to discharge its liabilities in the normal course of business and operate as a going concern.

The Directors have reviewed forecasts and cash flow projections for a period of 12 months (the going concern assessment period), including downside sensitivity assumptions in relation to trading performance across the Group, to assess the impact on the Group's trading and cash flow forecasts and on the forecast compliance with the covenants included within its financing arrangements. In the downside analysis performed, the Directors considered severe but plausible scenarios on the Group's trading and cash flow forecasts. Key downside sensitivities modelled included assumptions on lower sales growth from a possible slower recovery in the shrimp market in Advanced Nutrition and have not included any sales from relaunching Ectosan®/CleanTreat® sales within Health.

The Directors are confident that following the disposal of the Genetics business, the Group is in a solid position and even under all of the above sensitivity analysis, the Group has sufficient liquidity and resources throughout the period under review whilst still maintaining adequate headroom against the borrowing covenants. They therefore remain confident that the Group has adequate

Unaudited notes to the quarterly financial statements for the period ended 31 March 2025

resources to continue to meet its liabilities as and when they fall due within the period of 12 months from the date of approval of these financial statements. Based on their assessment, the Directors believe it remains appropriate to prepare the financial statements on a going concern basis.

2. Accounting policies

The accounting policies adopted are consistent with those used in preparing the consolidated financial statements for the financial year ended 30 September 2024. Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total earnings.

Alternative performance measures ('APMs')

The Directors measure the performance of the Group based on a range of financial measures, including measures not recognised by UK or EU-adopted IFRS. These APMs may not be directly comparable with other companies' APMs, and the Directors do not intend these as a substitute for, or superior to, IFRS measures.

Directors have presented the performance measures Adjusted EBITDA, Adjusted Operating Profit and Adjusted Profit Before Tax because they monitor performance at a consolidated level using these and believe that these measures are relevant to an understanding of the Group's financial performance (see note 13). Furthermore, the Directors also refer to current period results using constant currency, which are derived by retranslating current period results using the prior year's foreign exchange rates.

Use of estimates and judgements

The preparation of quarterly financial information requires management to make certain judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual amounts may differ from these estimates. In preparing these quarterly financial statements the significant judgements made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those applied to the consolidated financial statements for the year ended 30 September 2024.

3. Segment information

Operating segments are reported in a manner consistent with the reports made to the chief operating decision maker. It is considered that the role of chief operating decision maker is performed by the Board of Directors.

The Group operates globally and for management purposes is organised into reportable segments based on the following business areas:

  • Advanced Nutrition - manufactures and provides technically advanced nutrition and health products to the global aquaculture industry and
  • Health the segment provides health products and services to the global aquaculture market.

Details have also been provided for the recently disposed of Genetics segment, which harnessed industry leading salmon breeding technologies combined with state-of-the-art production facilities to provide a range of year-round high genetic merit ova. Following management's decision and subsequent commitment to sell the Group's Genetics business, this was classified within discontinued operations in the income statement and consequently the figures for Q2 2024 and YTD Q2 2024 have been restated (see note 8).

In order to reconcile the segmental analysis to the consolidated income statement, corporate and inter-segment sales are also shown. Corporate sales represent revenues earned from recharging certain central costs to the operating business areas, together with unallocated central costs.

Measurement of operating segment profit or loss

Inter-segment sales are priced along the same lines as sales to external customers, with an appropriate discount being applied to encourage use of Group resources at a rate acceptable to local tax authorities. This policy was applied consistently throughout the current and prior period.

3. Segment information (continued)

Reconciliations of segmental information to IFRS measures

Segmental Revenue

YTD Q2 YTD Q2
Q2 2025 Q2 2024 2025 2024 FY 2024
All figures in £000's Notes (unaudited) (unaudited) (unaudited) (unaudited) (audited)
Genetics 10,763 13,231 21,825 28,395 57,385
Advanced Nutrition 21,598 21,130 37,715 40,413 75,918
Health 1,317 5,401 2,959 11,460 14,525
Corporate 1,329 1,349 2,659 2,698 4,040
Inter-segment sales (1,343) (1,360) (2,711) (2,742) (4,142)
Total 33,664 39,751 62,447 80,224 147,726
Discontinued operations 8 (10,759) (13,229) (21,819) (28,389) (57,361)
Continuing operations 22,905 26,522 40,628 51,835 90,365

Segmental Adjusted EBITDA

YTD Q2 YTD Q2
Q2 2025 Q2 2024 2025 2024 FY 2024
All figures in £000's Notes (unaudited) (unaudited) (unaudited) (unaudited) (audited)
Genetics (370) 3,425 (472) 5,923 14,828
Advanced Nutrition 5,618 5,276 6,456 9,876 14,373
Health 167 1,636 494 2,206 2,055
Corporate (643) (189) (1,332) (1,183) (2,636)
Total 4,772 10,148 5,146 16,822 28,620
Discontinued operations 8 (325) (4,091) (944) (7,270) (16,698)
Continuing operations 4,447 6,057 4,202 9,552 11,922

Reconciliation of Reportable Segments Adjusted EBITDA to Loss before taxation

YTD Q2
Q2 2025 Q2 2024 YTD Q2 2025 2024 FY 2024
All figures in £000's Notes (unaudited) (unaudited) (unaudited) (unaudited) (audited)
Total reportable segment Adjusted EBITDA 5,415 10,337 6,478 18,005 31,256
Corporate Adjusted EBITDA (643) (189) (1,332) (1,183) (2,636)
Adjusted EBITDA 4,772 10,148 5,146 16,822 28,620
Exceptional - restructuring, acquisition and
disposal related items 88,108 (1,962) 86,510 (2,479) (7,381)
Depreciation and impairment (830) (3,318) (3,395) (9,568) (16,320)
Amortisation and impairment (3,421) (4,221) (6,802) (8,489) (32,529)
Net finance costs (2,010) (1,317) (4,783) (4,148) (11,015)
Total loss before taxation 86,619 (670) 76,676 (7,862) (38,625)
Discontinued operations 8 (92,179) (1,842) (89,300) (3,739) (7,300)
Continuing operations (5,560) (2,512) (12,624) (11,601) (45,925)

4. Revenue

The Group's operations and main revenue streams are those described in its financial statements to 30 September 2024. The Group's revenue is derived from contracts with customers.

Disaggregation of revenue

In the following tables, revenue is disaggregated by primary geographical market and by sales of goods and services. The table includes a reconciliation of the disaggregated revenue with the Group's reportable segments (see note 3). Discontinued operations relate to Genetics following the decision to sell the division and the subsequent completion of the sale.

Sale of goods and provision of services

3 months ended 31 March 2025 (unaudited)
All figures in £000's Genetics Advanced
Nutrition
Health Corporate Inter
segment
sales
Total Discontinued Continuing
Sale of goods 10,453 21,588 1,317 - - 33,358 10,453 22,905
Provision of services 306 - - - - 306 306 -
Inter-segment sales 4 10 - 1,329 (1,343) - - -
10,763 21,598 1,317 1,329 (1,343) 33,664 10,759 22,905
3 months ended 31 March 2024 (unaudited)
All figures in £000's Genetics Advanced
Nutrition
Health Corporate Inter
segment
sales
Total Discontinued Continuing
Sale of goods 12,687 21,087 4,624 - - 38,398 12,687 25,711
Provision of services 542 34 777 - - 1,353 542 811
Inter-segment sales 2 9 - 1,349 (1,360) - - -
13,231 21,130 5,401 1,349 (1,360) 39,751 13,229 26,522
6 months ended 31 March 2025 (unaudited)
All figures in £000's Genetics Advanced
Nutrition
Health Corporate Inter
segment
sales
Total Discontinued Continuing
Sale of goods 20,871 37,663 2,959 - - 61,493 20,871 40,622
Provision of services 948 6 - - - 954 948 6
Inter-segment sales 6 46 - 2,659 (2,711) - - -
21,825 37,715 2,959 2,659 (2,711) 62,447 21,819 40,628
6 months ended 31 March 2024 (unaudited)
Inter
Advanced
segment
All figures in £000's Genetics Nutrition Health Corporate sales Total Discontinued Continuing
Sale of goods 27,529 40,341 9,083 - - 76,953 27,529 49,424
Provision of services 860 34 2,377 - - 3,271 860 2,411
Inter-segment sales 6 38 - 2,698 (2,742) - - -
28,395 40,413 11,460 2,698 (2,742) 80,224 28,389 51,835

Unaudited notes to the quarterly financial statements for the period ended 31 March 2025

4. Revenue (continued)

Sale of goods and provision of services (continued)

12 months ended 30 September 2024 (audited)
All figures in £000's Genetics Advanced
Nutrition
Health Corporate Inter
segment
sales
Total Discontinued Continuing
Sale of goods 55,131 75,806 11,703 - - 142,640 55,131 87,509
Provision of services 2,230 34 2,822 - - 5,086 2,230 2,856
Inter-segment sales 24 78 - 4,040 (4,142) - - -
57,385 75,918 14,525 4,040 (4,142) 147,726 57,361 90,365

Primary geographical markets

3 months ended 31 March 2025 (unaudited)
All figures in £000's Genetics Advanced
Nutrition
Health Corporate Inter
segment
sales
Total Discontinued Continuing
Norway 3,808 143 715 - - 4,666 3,808 858
Turkey 27 3,276 - - - 3,303 27 3,276
Vietnam 8 2,442 - - - 2,450 8 2,442
Greece - 2,387 - - - 2,387 - 2,387
Ecuador - 2,170 - - - 2,170 - 2,170
Iceland 2,010 - - - - 2,010 2,010 -
India 25 1,982 - - - 2,007 25 1,982
United Kingdom 1,533 17 63 - - 1,613 1,533 80
Chile 849 - 499 - - 1,348 849 499
Canada 18 - - - - 18 18 -
China 223 820 - - - 1,043 223 820
Indonesia 48 1,034 - - - 1,082 48 1,034
Faroe Islands 1,118 - 40 - - 1,158 1,118 40
Rest of Europe 518 1,512 - - - 2,030 518 1,512
Rest of World 574 5,805 - - - 6,379 574 5,805
Inter-segment sales 4 10 - 1,329 (1,343) - - -
10,763 21,598 1,317 1,329 (1,343) 33,664 10,759 22,905

Unaudited notes to the quarterly financial statements for the period ended 31 March 2025

4. Revenue (continued)

Primary geographical markets (continued)

3 months ended 31 March 2024 (unaudited)
All figures in £000's Genetics Advanced
Nutrition
Health Corporate Inter
segment
sales
Total Discontinued Continuing
Norway 6,873 138 2,348 - - 9,359 6,873 2,486
Turkey - 2,317 - - - 2,317 - 2,317
Vietnam - 3,071 - - - 3,071 - 3,071
Greece - 1,711 - - - 1,711 - 1,711
Ecuador 8 1,733 - - - 1,741 8 1,733
Iceland 1,478 - - - - 1,478 1,478 -
India - 2,572 - - - 2,572 - 2,572
United Kingdom 576 19 93 - - 688 576 112
Chile 2,009 - 420 - - 2,429 2,009 420
Canada 35 40 2,470 - - 2,545 35 2,510
China 92 743 - - - 835 92 743
Indonesia 66 853 - - - 919 66 853
Faroe Islands 1,238 - 70 - - 1,308 1,238 70
Rest of Europe 317 1,759 - - - 2,076 317 1,759
Rest of World 537 6,165 - - - 6,702 537 6,165
Inter-segment sales 2 9 - 1,349 (1,360) - - -
13,231 21,130 5,401 1,349 (1,360) 39,751 13,229 26,522

6 months ended 31 March 2025 (unaudited)

Inter
All figures in £000's Genetics Advanced
Nutrition
Health Corporate segment
sales
Total Discontinued Continuing
Norway 8,195 294 1,649 - - 10,138 8,195 1,943
Turkey 53 5,422 - - - 5,475 53 5,422
Vietnam 35 3,179 - - - 3,214 35 3,179
Greece - 4,747 - - - 4,747 - 4,747
Ecuador - 3,615 - - - 3,615 - 3,615
Iceland 3,148 - - - - 3,148 3,148 -
India 25 3,899 - - - 3,924 25 3,899
United Kingdom 3,161 18 90 - - 3,269 3,161 108
Chile 1,694 - 1,025 - - 2,719 1,694 1,025
Canada 101 - 56 - - 157 101 56
China 378 1,056 - - - 1,434 378 1,056
Indonesia 127 1,820 - - - 1,947 127 1,820
Faroe Islands 2,700 - 139 - - 2,839 2,700 139
Rest of Europe 1,098 3,184 - - - 4,282 1,098 3,184
Rest of World 1,104 10,435 - - - 11,539 1,104 10,435
Inter-segment sales 6 46 - 2,659 (2,711) - - -
21,825 37,715 2,959 2,659 (2,711) 62,447 21,819 40,628

Unaudited notes to the quarterly financial statements for the period ended 31 March 2025

4. Revenue (continued)

Primary geographical markets (continued)

6 months ended 31 March 2024 (unaudited)
Inter
All figures in £000's Genetics Advanced
Nutrition
Health Corporate segment
sales
Total Discontinued Continuing
Norway 16,430 449 7,157 - - 24,036 16,430 7,606
Turkey 9 4,215 - - - 4,224 9 4,215
Vietnam - 4,706 - - - 4,706 - 4,706
Greece - 3,659 - - - 3,659 - 3,659
Ecuador 40 3,222 - - - 3,262 40 3,222
Iceland 2,710 - - - - 2,710 2,710 -
India - 6,735 - - - 6,735 - 6,735
United Kingdom 1,350 26 146 - - 1,522 1,350 172
Chile 2,993 - 1,043 - - 4,036 2,993 1,043
Canada 95 62 2,612 - - 2,769 95 2,674
China 190 1,245 - - - 1,435 190 1,245
Indonesia 158 2,135 - - - 2,293 158 2,135
Faroe Islands 2,710 - 502 - - 3,212 2,710 502
Rest of Europe 699 3,415 - - - 4,114 699 3,415
Rest of World 1,004 10,506 - - - 11,510 1,004 10,506
Inter-segment sales 6 38 - 2,698 (2,742) - - -
28,395 40,413 11,460 2,698 (2,742) 80,224 28,389 51,835

12 months ended 30 September 2024 (audited)

Inter
All figures in £000's Genetics Advanced
Nutrition
Health Corporate segment
sales
Total Discontinued Continuing
Norway 31,803 1,058 8,742 - - 41,603 31,803 9,800
Turkey 107 7,197 - - - 7,304 107 7,197
Vietnam 14 10,536 - - - 10,550 14 10,536
Greece - 6,642 - - - 6,642 - 6,642
Ecuador 40 6,203 - - - 6,243 40 6,203
Iceland 7,118 - 113 - - 7,231 7,118 113
India 5 9,286 - - - 9,291 5 9,286
United Kingdom 3,436 59 316 - - 3,811 3,436 375
Chile 3,678 - 1,499 - - 5,177 3,678 1,499
Canada 1,553 69 2,828 - - 4,450 1,553 2,897
China 610 3,156 - - - 3,766 610 3,156
Indonesia 391 4,993 - - - 5,384 391 4,993
Faroe Islands 5,282 - 1,027 - - 6,309 5,282 1,027
Rest of Europe 1,595 5,108 (1) - - 6,702 1,595 5,107
Rest of World 1,729 21,533 1 - - 23,263 1,729 21,534
Inter-segment sales 24 78 - 4,040 (4,142) - - -
57,385 75,918 14,525 4,040 (4,142) 147,726 57,361 90,365

5. Exceptional items within continuing operations – restructuring, acquisition and disposal related items

Items that are material because of their size or nature, are non-recurring and whose significance is sufficient to warrant separate disclosure and identification within the consolidated financial statements are referred to as exceptional items. The separate reporting of exceptional items helps to provide an understanding of the Group's underlying performance.

Q2 2024 YTD Q2 2024
Q2 2025 Restated* YTD Q2 2025 Restated* FY 2024
All figures in £000's (unaudited) (unaudited) (unaudited) (unaudited) (audited)
Acquisition related items - - - - 158
Exceptional restructuring costs 2,517 2,041 4,090 2,135 5,682
Disposal related items - (177) - (177) (259)
Total exceptional items 2,517 1,864 4,090 1,958 5,581

*Q2 2024 and YTD Q2 2024 numbers were restated to reflect the results of the Genetics business being classified as discontinued operations in FY24 in line with IFRS5 following the decision to sell the business area (see note 8).

Exceptional restructuring costs for the YTD include costs relating to the completion of the project to formally review the Company's strategic options, including subsequent restructuring measures, which culminated in the disposal of the Genetics business which completed on 31 March 2025, together with costs for liabilities assumed associated with the Genetics business following that disposal. Costs in FY 2024 included charges relating to redundancies and dilapidations provisions arising from restructuring Health, Nutrition and Corporate business areas.

Disposal related items in FY 2024 relate to income from asset disposals from Health businesses discontinued in earlier years offset by some small costs incurred. Acquisition related items in FY 2024 relate to fees incurred on an aborted acquisition.

6. Net finance costs from continuing operations

All figures in £000's Q2 2025
(unaudited)
Q2 2024
Restated*
(unaudited)
YTD Q2 2025
(unaudited)
YTD Q2 2024
Restated*
(unaudited)
FY 2024
(audited)
Interest received on bank deposits 18 1 37 17 44
Foreign exchange gains on operating activities 1,704 1,808 1,850 1,132 3,739
Cash flow hedges - ineffective portion of changes
in fair value
59 - - -
Finance income 1,781 1,809 1,887 1,149 3,783
Leases interest (62) (155) (118) (350) (518)
Cash flow hedges - ineffective portion of changes
in fair value
- - (53) - (243)
Foreign exchange losses on operating activities (2,545) (467) (1,312) (1,107) (4,954)
Amortisation of capitalised borrowing fees
Interest expense on financial liabilities measured
(273) (221) (547) (432) (967)
at amortised cost (2,140) (1,846) (4,121) (3,672) (7,527)
Finance costs (5,020) (2,689) (6,151) (5,561) (14,209)
Net finance costs recognised in profit or loss (3,239) (880) (4,264) (4,412) (10,426)

* Q2 2024 and YTD Q2 2024 numbers were restated to reflect the results of the Genetics business being classified as discontinued operations in FY24 in line with IFRS5 following the decision to sell the business area (see note 8).

Q2 2024 YTD Q2 2024
Q2 2025 Restated* YTD Q2 2025 Restated* FY 2024
All figures in £000's (unaudited) (unaudited) (unaudited) (unaudited) (audited)
Analysis of charge in period
Current tax:
Current income tax expense on profits for the
period 1,115 1,266 2,191 1,497 1,948
Adjustment in respect of prior periods - - - - (339)
Total current tax charge on continuing activities 1,115 1,266 2,191 1,497 1,609
Deferred tax:
Origination and reversal of temporary
differences (841) (848) (1,704) (1,701) (3,255)
Total deferred tax credit on continuing activities (841) (848) (1,704) (1,701) (3,255)
Total tax charge/(credit) on continuing activities 274 418 487 (204) (1,646)

* Q2 2024 and YTD Q2 2024 numbers were restated to reflect the results of the Genetics business being classified as discontinued operations in FY24 in line with IFRS5 following the decision to sell the business area (see note 8).

The above excludes a tax expense in Q2 2025 of £0.2m and £0.2m in Q2 YTD 2025 (Q2 2024: £0.1m; Q2 YTD 2024: £1.1m; FY 2024 £2.1m) from discontinued operations, this has been included in loss from discontinued operations, net of tax (note 8).

8. Discontinued activities

The Company entered into a binding agreement in November 2024 to sell its Genetics business area by way of the disposal of Benchmark Genetics Limited and Benchmark Genetics Norway AS and their respective subsidiaries to Starfish Bidco AS, a wholly owned subsidiary of Novo Holdings A/S. The deal completed in the quarter on 31 March 2025, and included initial consideration of £230m on a debt-free cash-free basis, which after accounting for completion accounts adjustments based on the cash, debt and working capital position of the Genetics business at the time of sale, and certain other specified liabilities agreed between Starfish Bidco and the Company produced gross cash proceeds of £193.7m. Further contingent consideration of up to £30m is also receivable in three years' time based on trading performance of the core salmon subsegment in the period from 1 October 2024 to 30 September 2027 which, after discounting at the Company's incremental borrowing rate, is £25.3m. As the sale of the Genetics business was highly probable at the year end, the results of the business area were treated as discontinued operations and the assets and liabilities transferred into held for sale in September 2024. Following completion of the sale, there are no longer any assets or liabilities held for sale (see note 10).

Summary of restatement of Q2 FY24 results as reported in Q2 FY25 financial statements

Continuing operations Discontinued operations
All figures in £000's Revenue Adjusted
EBITDA
Loss from
continuing
operations
Loss from
discontinued
operations
As stated in Q2 FY24 financial statements 80,224 16,822 (8,771) -
Reclassified Q1 (15,160) (3,179) (843) 843
Reclassified Q2 (13,229) (4,091) (1,783) 1,783
Restated Q2 2025 financial statements 51,835 9,552 (11,397) 2,626

7. Taxation

8. Discontinued activities (continued)

Results from discontinued operations

Q2 2024 YTD Q2 2024
Q2 2025 Restated* YTD Q2 2025 Restated* FY 2024
All figures in £000's (unaudited) (unaudited) (unaudited) (unaudited) (audited)
Revenue 10,759 13,229 21,819 28,389 57,361
Cost of sales (8,063) (6,747) (15,436) (16,294) (30,931)
Gross profit 2,696 6,482 6,383 12,095 26,430
Research and development costs (880) (957) (1,751) (1,786) (3,276)
Other operating costs (2,191) (2,101) (4,128) (4,023) (7,744)
Share of profit of equity-accounted investees, net
of tax 700 667 440 984 1,288
Adjusted EBITDA 325 4,091 944 7,270 16,698
Exceptional - restructuring, acquisition and
disposal related items 90,625 (98) 90,600 (521) (1,800)
EBITDA 90,950 3,993 91,544 6,749 14,898
Depreciation and impairment - (1,312) (1,725) (2,468) (5,371)
Amortisation and impairment - (402) - (806) (1,638)
Operating loss / Loss before taxation 90,950 2,279 89,819 3,475 7,889
Net finance costs 1,229 (437) (519) 264 (589)
Loss before taxation 92,179 1,842 89,300 3,739 7,300
Tax on loss (161) (59) (204) (1,113) (2,141)
Loss from discontinued operations 92,018 1,783 89,096 2,626 5,159

*While all of the discontinued operations relate to the entire Genetics business area, the results above exclude intercompany transactions with the rest of the Benchmark group which are included within the Genetics segment in note 3, but which are eliminated within continuing activities. These total £0.7m in the quarter and £1.4m YTD (Q2 2024: £0.7m; Q2 YTD 2024: £1.3m; FY 2024: £1.9m).

Exceptional items within discontinued operations

Q2 2024 YTD Q2 2024
Q2 2025 Restated* YTD Q2 2025 Restated* FY 2024
All figures in £000's (unaudited) (unaudited) (unaudited) (unaudited) (audited)
Restructuring costs 266 98 291 521 965
Other costs - - - - 835
Profit on disposal of Genetics business net of costs (90,891) - (90,891) - -
Total exceptional recognised (90,625) 98 (90,600) 521 1,800

*Q2 2024 and YTD Q2 2024 numbers were restated to reflect the results of the Genetics business being classified as discontinued operations in FY24 in line with IFRS5 following the decision to sell the business area (see note 8).

Exceptional costs included in discontinued operations in Genetics in the six months to 31 March 2025 predominantly arose from the sale of the Genetics business which completed on 31 March 2025, with a profit on disposal of the business area of £90.9m net of disposal costs (YTD Q2 FY24: £nil; FY24: £nil). The restructuring costs in the period related to costs associated with the completion of the strategic review of £0.2m (YTD Q2 FY24: £nil; FY24: £nil). Other exceptional restructuring costs in FY 2024 include costs following the closure of the tilapia operations of £0.4m and restructuring of the shrimp genetics business of £0.5m. Additionally, other exceptional costs of £0.8m were incurred in FY 2024 in the uninsured culling of broodstock and clean-up costs after two separate isolated ISA incidents.

Cash flows from discontinued operations

Q2 2025
(unaudited)
Q2 2024
Restated*
(unaudited)
YTD Q2 2025
(unaudited)
YTD Q2 2024
Restated*
(unaudited)
FY 2024
(audited)
Net cash flow from operating activities 5,008 (2,453) 5,461 (1,019) 4,489
Net cash flow from investing activities 89,686 (561) 89,259 (970) (1,776)
Net cash flow from financing activities (99,572) (1,336) (101,784) (4,987) (5,838)
Net cash flow from discontinued operations (4,878) (4,350) (7,064) (6,976) (3,125)

8. Discontinued activities (continued)

Results from discontinued operations by segment

The results from discontinued operations relate solely to the Genetics operating segment.

Effect of disposals of subsidiaries on the financial position of the Group

All figures in £000's Genetics
Property, plant and equipment (including Right of use assets) 62,194
Intangible assets 44,918
Investments 2,833
Inventories and Biological assets 50,143
Trade and other receivables 13,547
Cash and cash equivalents 3,274
Trade and other payables (18,319)
Provisions (588)
Corporation tax liability (1,372)
Loans & borrowings (18,606)
Deferred tax (9,170)
Net assets derecognised 128,854
Less: Non-controlling interest (5,600)
Net assets attributable to the parent 123,254
Total consideration 219,002
Less: Fair value of contingent consideration (25,322)
Gross consideration received 193,680
Less: Disposal costs deducted from cash proceeds (6,435)
Net consideration received in cash 187,245
Cash and cash equivalents disposed of (3,274)
Net cash inflow 183,971

9. Loss per share

Basic loss per share is calculated by dividing the loss attributable to ordinary equity holders of the Company by the weighted average number of ordinary shares in issue during the period.

YTD Q2
Q2 2024 YTD Q2 2024
Q2 2025 Restated* 2025 Restated* FY 2024
(unaudited) (unaudited) (unaudited) (unaudited) (audited)
Loss attributable to equity holders of the parent (£000)
Continuing operations (5,834) (2,930) (13,111) (11,397) (44,279)
Discontinued operations 92,275 1,609 89,623 2,449 4,815
Total 86,441 (1,321) 76,512 (8,948) (39,464)
Weighted average number of shares in issue (thousands) 741,289 723,173 741,036 739,408 739,575
Basic loss per share (pence)
Continuing operations (0.79) (0.41) (1.77) (1.54) (5.99)
Discontinued operations 12.45 0.22 12.09 0.33 0.65
Total 11.66 (0.18) 10.33 (1.21) (5.34)

* Q2 2024 and YTD Q2 2024 numbers were restated to reflect the results of the Genetics business being classified as discontinued operations in FY24 in line with IFRS5 following the decision to sell the business area (see note 8).

Diluted loss per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. This is done by calculating the number of shares that could have been acquired at fair value (determined as the average market price of the Company's shares for the period) based on the monetary value of the subscription rights attached to outstanding share options and warrants. The number of shares calculated above is compared with the number of shares that would have been issued assuming the exercise of the share options and warrants.

Therefore, the Company is required to adjust the earnings per share calculation in relation to the share options that are in issue under the Company's share-based incentive schemes, and outstanding warrants. However, as any potential ordinary shares would be anti-dilutive due to losses being made there is no difference between basic loss per share and diluted loss per share for any of the periods being reported.

A total of 11,384,038 potential ordinary shares have not been included within the calculation of statutory diluted loss per share for the quarter end (31 March 2024: 14,056,643). These potential ordinary shares could dilute earnings/loss per share in the future.

10. Assets held for sale

The Company entered into a binding agreement in November 2024 to sell its Genetics business area by way of the disposal of Benchmark Genetics Limited and Benchmark Genetics Norway AS and their respective subsidiaries to Starfish Bidco AS, a wholly owned subsidiary of Novo Holdings A/S. The deal completed in the quarter on 31 March 2025, but the Genetics business has been treated as discontinued operations and the assets and liabilities transferred into held for sale since September 2024, as the sale at the year-end was considered highly probable. Following completion of the sale, there are no longer any assets or liabilities held for sale.

Assets held for sale

Q2 2025 Q2 2024 FY 2024
All figures in £000s (unaudited) (unaudited) (audited)
Property, plant and equipment - - 54,095
Right-of-use assets - - 7,843
Intangible assets - - 42,760
Equity-accounted investees - - 2,304
Biological and agricultural assets - - 43,107
Inventories - - 502
Trade and other receivables - - 12,641
Total Assets held for sale - - 163,252

Liabilities directly associated with the assets held for sale

All figures in £000s Q2 2025
(unaudited)
Q2 2024
(unaudited)
FY 2024
(audited)
Trade and other payables - - (11,754)
Loans and borrowings - - (22,314)
Corporation tax liability - - (3,147)
Provisions - - (568)
Deferred tax liability - - (8,914)
Total liabilities directly associated with the assets held for sale - - (46,697)

11. Loans and borrowings

Q2 2025 Q2 2024 FY 2024
All figures in £000's (unaudited) (unaudited) (audited)
Non-Current
2025 750m NOK Loan notes - 54,914 -
Bank borrowings - 14,808 -
Unamortised debt issue costs - (373) -
Lease liabilities 2,274 6,863 2,837
2,274 76,212 2,837
Current
2025 750m NOK Loan notes 54,905 - 53,125
Bank borrowings 23,750 9,257 16,250
Unamortised debt issue costs (384) (1,048) (931)
Lease liabilities 1,066 9,083 789
79,337 17,292 69,233
Total loans and borrowings 81,611 93,504 72,070

At 31 March 2025, the Group had an unsecured floating rate listed green bond of NOK 750m in issue which was to mature in September 2025. The coupon on the bond is three-month NIBOR + 6.50% p.a. with quarterly interest payments and is listed on the Oslo Stock Exchange.

Additionally at 31 March 2025, the Group had an extended secured GBP27.5m RCF provided by DNB Bank ASA, maturing on 27 June 2025. The margin on this facility was a minimum of 2.75% and a maximum of 3.25%, dependent upon the leverage of the Group above the relevant risk-free reference or IBOR rates depending on which currency is drawn. At 31 March 2025, £23.5m was drawn against this facility.

Subsequent to the period end, both of these facilities were settled from the sales proceeds from the disposal of the Genetics business as follows:

  • The extended RCF was repaid on 1 April 2025, with a new secured USD \$19m multicurrency RCF with DNB Bank ASA having been arranged on 31 March 2025. The new facility matures on 31 March 2028 and has a margin of a minimum of 2.50% and a maximum of 3.00%, dependent upon the leverage of the Group above the relevant risk-free reference or IBOR rates depending on which currency is drawn.
  • The unsecured floating rate listed green bond of NOK 750m was settled on 15 April 2025, along with the associated crosscurrency and interest rates swaps.

12. Share capital and additional paid-in share capital

Number Share Capital Additional
paid-in
share capital
Allotted, called up and fully paid £000 £000
Ordinary shares of 0.1 pence each
Balance at 30 September 2024 739,786,143 740 37,490
Exercise of share options 1,719,529 2 -
Balance at 31 March 2025 741,505,672 742 37,490

The holders of ordinary shares are entitled to one vote per share at meetings of the company, and to receive dividends from time to time as declared.

During the 6 months ended 31 March 2025, the Group issued a total 1,719,529 ordinary shares of 0.1p each to certain employees of the Group relating to share options, all 1,719,529 were exercised at 0.1p per share.

13. Alternative performance measures and other metrics

Management has presented the performance measures EBITDA, Adjusted EBITDA, Adjusted Operating Profit and Adjusted Profit Before Tax because it monitors performance at a consolidated level using these and believes that these measures are relevant to an understanding of the Group's financial performance.

Adjusted EBITDA which reflects underlying profitability, is earnings before interest, tax, depreciation, amortisation, impairment, and exceptional items and is shown on the Income Statement.

Adjusted Operating Profit is operating loss before exceptional items and amortisation and impairment of intangible assets excluding development costs as reconciled below.

Adjusted Profit Before Tax is earnings before tax, amortisation and impairment of intangibles assets excluding development costs, and exceptional items as reconciled below. These measures are not defined performance measures in IFRS. The Group's definition of these measures may not be comparable with similarly titled performance measures and disclosures by other entities.

Reconciliation of adjusted operating profit/(loss) to operating loss (continuing)

Q2 2024 YTD Q2 YTD Q2 2024 FY 2024
Q2 2025 Restated* 2025 Restated* Restated*
All figures in £000's (unaudited) (unaudited) (unaudited) (unaudited) (audited)
Revenue 22,905 26,522 40,628 51,835 90,365
Cost of sales (10,917) (12,119) (21,063) (24,682) (46,418)
Gross profit 11,988 14,403 19,565 27,153 43,947
Research and development costs (582) (584) (1,148) (1,272) (2,443)
Other operating costs (6,959) (7,762) (14,215) (16,329) (29,582)
Depreciation and impairment (830) (2,006) (1,670) (7,100) (10,949)
Amortisation and impairment of capitalised
development costs
(55) (442) (82) (896) (17,569)
Adjusted operating profit/(loss) 3,562 3,609 2,450 1,556 (16,596)
Exceptional including acquisition related
items
(2,517) (1,864) (4,090) (1,958) (5,581)
Amortisation and impairment of intangible
assets excluding development costs
(3,366) (3,377) (6,720) (6,787) (13,322)
Operating loss (2,321) (1,632) (8,360) (7,189) (35,499)

* Q2 2024 and YTD Q2 2024 numbers were restated to reflect the results of the Genetics business being classified as discontinued operations in FY24 in line with IFRS5 following the decision to sell the business area (see note 8).

Reconciliation of adjusted loss before taxation to adjusted operating loss (continuing)

All figures in £000's Q2 2025
(unaudited)
Q2 2024
Restated*
(unaudited)
YTD Q2
2025
(unaudited)
YTD Q2 2024
Restated*
(unaudited)
FY 2024
Restated*
(audited)
Loss before taxation (5,560) (2,512) (12,624) (11,601) (45,925)
Exceptional - restructuring, acquisition and
disposal related items
2,517 1,864 4,090 1,958 5,581
Amortisation and impairment of intangible
assets excluding development costs
3,366 3,377 6,720 6,787 13,322
Adjusted profit/(loss) before tax 323 2,729 (1,814) (2,856) (27,022)

* Q2 2024 and YTD Q2 2024 numbers were restated to reflect the results of the Genetics business being classified as discontinued operations in FY24 in line with IFRS5 following the decision to sell the business area (see note 8).

13. Alternative performance measures and other metrics (continued)

Other Metrics

All figures in £000's Q2 2025
(unaudited)
Q2 2024
Restated*
(unaudited)
YTD Q2
2025
(unaudited)
YTD Q2 2024
Restated*
(unaudited)
FY 2024
Restated*
(audited)
Total R&D Investment
Research and development costs
- Continuing operations 582 584 1,148 1,272 2,443
- Discontinued operations 880 957 1,751 1,786 3,276
Internal capitalised development costs - 32 - 94 149
Total R&D investment 1,462 1,573 2,899 3,152 5,868

Liquidity

A key financial covenant is a minimum liquidity of £10m, defined as cash plus undrawn facilities.

Q2 2025 Q2 2024 FY 2024
(unaudited) (unaudited) (audited)
207,511 20,759 23,088
3,750 19,750 11,250
211,261 40,509 34,338

The undrawn bank facility relates to the RCF facility which was increased from £20m to £27.5m in FY 2024. At 31 March 2025, £23.75m of the RCF was drawn (Q2 2024: £7.75m, FY 2024: £16.25m), leaving £3.75m undrawn (Q2 2024: £19.75, FY 2024: £11.25m). The RCF was fully repaid after the period end in April 2025.

14. Net debt

Net debt is cash and cash equivalents less loans and borrowings.

All figures in £000's Q2 2025
(unaudited)
Q2 2024
(unaudited)
FY 2024
(audited)
Cash and cash equivalents 207,511 20,759 23,088
Loans and borrowings (excluding lease liabilities) – current (78,271) (8,209) (68,444)
Loans and borrowings (excluding lease liabilities) – non-current - (69,349) -
Net cash/(debt) excluding lease liabilities 129,240 (56,799) (45,356)
Lease liabilities – current (1,066) (9,083) (789)
Lease liabilities – non-current (2,274) (6,863) (2,837)
Net cash/(debt) 125,900 (72,745) (48,982)

The above figures exclude loans and borrowings of £22,314,000 at 30 September 2024 relating to the Genetics business and included in liabilities held for sale in note 10.

15. Post Balance sheet event

Following the disposal of the Group's Genetics Business, which completed on 31 March 2025, the Company has been assessing how best to return excess capital to shareholders and position the remaining operating businesses for future growth. Accordingly, on 23 May 2025, the Company announced the intention to cancel its admission to trading of its ordinary shares on the AIM and Euronext Growth Oslo stock exchanges, re-register the Company as a private limited company, and return capital to shareholders from the sale of the Genetics business, together (the "Proposals"). The proposed return of capital involves a tender offer which provides qualifying shareholders with an opportunity to realise some or all of their investment in the Company at the tender offer price of 25p per ordinary share and providing shareholders that do not participate in the tender offer the opportunity to remain invested and receive a planned special dividend following the delistings. The Proposals are subject to shareholder approval at a general meeting on 18 June and to the approval of the cancellation to trading of the Company's ordinary shares on Euronext Growth Oslo by the Euronext Oslo.

Board's Approval

We hereby confirm that the financial statements for the period from 1 October 2024 to 31 March 2025, to the best of our knowledge, have been prepared in accordance with IAS 34 – Interim Financial Reporting – and that the information in the accounts gives a true and fair view of the Group and of the Group's assets, liabilities, financial position and overall results.

We also confirm that, to the best of our knowledge, the half-year report gives a true and fair view of the main events during the accounting period and their effect on the accounts for the second half year, as well as the principal risks and uncertainties, described below (which have remained unchanged from those disclosed in the Company Annual Report of FY24, acknowledging that the disposal of the discontinued Genetics business completed in the period on 31 March 2025), facing the Company and the Group in the next accounting period.

This Statement was approved by the board of directors and signed on its behalf by:

Trond Williksen

(Chief Executive Officer)

Date: 12 June 2025

Principal risks and uncertainties

The Group's principal risks are categorised as either strategic, operational, financial or emerging risks and are developed through the Audit Committee and Board's review of the Group's risk register, performance of our businesses and analysis of emerging global trends.

Strategic risks

Risks Risk commentary Risk mitigation and controls Business
Areas affected
Competition and loss of
competitive advantage

Falling behind competitors with the
development and commercialisation
of new, innovative products.

Threat to market share and revenues.

Innovative development focus and
strong pipeline of products.

Intellectual Property ("IP") protection
including patents.

Strong customer relationships with
key account structure.
Advanced
Nutrition,
Health and
Genetics
Reliance on continued
success of existing
products

The Group is currently exposed
to risk by limited diversity of revenue
streams.

Risks associated with legal costs of
protecting Group IP.

Group products require the holding of
certain licences, accreditations or
regulatory approvals that could be
withdrawn.

Failure to gain additional claims on
the labels for certain Group products
which could result in reduced revenue
from such products.

Failure to achieve the projected
customers growth/uptake for newly
launched products

Increasing number of products/
services from development pipeline
is diversifying revenues.

Strong Group legal team with
dedicated IP expertise.

Vigorous defence of own IP.

High levels of employee competency
and stringent processes related to
regulatory affairs.

Highly proficient and experienced
commercial team equipped with
extensive knowledge and with robust
customer relationships.
Advanced
Nutrition,
Health and
Genetics
Delivery of cross-Group
synergies

Risks associated with failure to fully
realise operational synergies and cost
benefits.

Lower profitability and cash
generation, and slower returns than
anticipated.

Risks on delivering the synergy within
the timeline set.

EMT continues tracking progress of
the Group strategy on a weekly basis.

Extended-EMT assists with planning
and managing
key projects.
Advanced
Nutrition,
Health and
Genetics
New product
and service
commercialisation

Risk that pipeline products may
be delayed or fail technically
before launch.

Risk inherent in timing and market
penetration of new products
and services.

Close dialogue with regulators.

The innovation board (which includes
the head of Group Innovation)
monitors the R&D projects across the
Group.

Experienced Group regulatory affairs
team, commercial team and
Marketing team.

Close dialogue with customers
regarding their product and service
satisfaction to enable efficient and
appropriate reaction to their
feedback and needs.
Advanced
Nutrition,
Health and
Genetics

Operational risks

Risks Risk commentary Risk mitigation and controls Business Areas
affected
Environmental risk and
crisis management

The nature of certain of the Group's
operating activities exposes us to
certain significant risks to the
environment, such as incidents
associated with releases of chemicals
or hazardous substances when
conducting our operations, which
could result in liability, fines, risk to
our product permissions and
reputational damage.

There is a risk that natural disasters
could lead to damage to
infrastructure, loss of resources,
products or containment of
hazardous substances.

Our business activities could be
disrupted if we do not respond, or are
perceived not to respond, in an
appropriate manner to any major
crisis or if we are not able to restore
or replace critical operational
capacity.

We have implemented standards and
requirements which govern key risk
management activities such as
inspection, maintenance, testing,
business continuity and crisis
response.
Advanced
Nutrition,
Health and
Genetics
Biological and climatic
risks

The Group is exposed to the risk of
disease within the Group's own
operations and disease in the market
resulting in possible border closures.

Sales of the Group's sea lice
medicines and other relevant
solutions such as CleanTreat® are
affected by the degree of sea lice
challenge in the environment, which
is driven by sea temperatures and
other biological factors.

The Group operates the highest
levels of biosecurity.

The Group holds genetic stock at
multiple sites; increasingly sources
from its own land-based salmon
breeding facilities.

The Group operates containment
zones which mitigates the risk of
border closures affecting its ability to
import or export.

The Group has placed increased
focus on insuring its biological stock.

The Group's product diversity across
business areas offers some
mitigation.
Advanced
Nutrition,
Health and
Genetics
Volatility of end markets
(salmon, sea bass and
shrimp markets) and
market and regulatory
trends

Market fluctuations in shrimp
production volumes and pricing, often
influenced by disease, drive customer
and food services demand for shrimp.

Market and regulatory trends for
tackling sea lice have an influence on
customer demand for the Group's sea
lice products.

The geographic diversity of the
business area's customer base offers
some mitigation.

The Group's product diversity across
business areas offers some
mitigation.
Advanced
Nutrition,
Health and
Genetics
Risks Risk commentary Risk mitigation and controls Business Areas
affected
Threats to the supply
chain

Benchmark is reliant on a small
number of key raw materials and
manufacturers and suppliers for
important products.

The Group has R&D and production
sites which are important to its
current revenues and future success
and which are leased.

Commissioning of new facilities could
be delayed leading to late product
deliveries.

Benchmark relies on third parties for
importation authorisations required
in certain jurisdictions for certain
products.

Dual supplies of raw materials where
possible.

Supplies secured with contractual
arrangements, and import
authorisations in the process of being
applied for where deemed material
for the Group.

Seek long-term tenure of sites.
Advanced
Nutrition,
Genetics, Health
Health and well-being of
employees

Poor health or well-being impacts
employees' lives and reduces
productivity.

Some aquaculture activities have
inherent operational risks.

Well-developed health and safety
management regime in place across
the Group.

Senior level commitment to ESG
programme Group-wide.
Advanced
Nutrition,
Genetics, Health
Recruitment
and
retention of high-calibre
people

To maintain market leadership, it is
essential that the Group has and
keeps people with key skills.

Centralised people team delivering
people strategy.

Succession planning process.

Remuneration policy designed to
encourage retention.
Advanced
Nutrition,
Genetics, Health
Loss of key IT system
The Group IT systems facilitate daily
work, collaboration and hold Group IP
and trade secrets.

Multiple risks of systems failure or
cyber attack.

Loss of access or key information
would be disruptive to the Group.

Internal experienced IT team.

Increasing integration of software
platforms to improve security and
reliability.

The Group increased the frequency
of phishing simulation exercises to
ensure staff awareness of cyber
security.
Advanced
Nutrition,
Genetics, Health
Geopolitical risk
The diverse locations of our
operations around the world expose
us to a wide range of political
developments and consequent
changes to the economic and
operating environment. Geopolitical
risk is inherent to many regions in
which we operate, and heightened
political or social tensions or changes

We seek to manage this risk through
development and maintenance of
relationships with governments and
stakeholders. We closely monitor
events and implement risk mitigation
plans where appropriate.
Advanced
Nutrition,
Genetics, Health

Principal risks and uncertainties

Risks Risk commentary Risk mitigation and controls Business Areas
affected
in key relationships could adversely
affect the Group.
Application
appropriate standards of
governance

of
As an international business, the
Group is required to comply with laws
and regulations in several
jurisdictions.
There is risk of non-compliance
leading to potential fines, penalties,

Experienced Group legal, finance,
people, regulatory affairs, investor
relations, health and safety and IT
teams work closely with the business
areas.
Training programme, whistleblowing
Advanced
Nutrition,
Genetics, Health
loss of revenues and damage to
reputation.
policy, and informal routes by which
concerns can be raised, are designed
to identify and address potential
non-compliance.

Financial and legal risks

Risks Risk
commentary
Risk
mitigation
and controls
Business
Areas
affected
Maintain liquidity and
manage leverage

Failure to identify and maintain
sufficient liquidity headroom.

Risk to funding of key growth
strategies.

Close control of cash flows with
regular update of short- and long
term projections.

The refinanced facilities provide
greater covenant flexibility and
headroom.

Group Treasury Manager oversees
cash flow management.

Group treasury policy introduced to
support how the Group manages
cash.
Advanced
Nutrition,
Genetics, Health
Growth in trading results
in higher investment in
working capital

Top-line growth through new
products and markets can drive
changing patterns of working capital.

Growth in some markets presents
increased risk of slow paying or bad
debts.

Business area management of pricing
and credit terms.

Close monitoring of investment in
working capital by the EMT and Plc
Board.

Key performance indicators include
working capital measures.
Advanced
Nutrition,
Genetics, Health
Currency exchange
The Group as a whole is also exposed
to fluctuations in currency exchange
rates. These impact sales volumes
where products are priced by
reference to USD but sold in local
currencies; and impacts reported
results when local results, assets and
liabilities are converted to GBP for
reporting purposes.

The Group reduces its exposure to its
principal foreign currency risks
through the use of hedging
instruments.

Group treasury policy explains how
the Group should manage FX risk.
Advanced
Nutrition,
Genetics, Health
Criminal activity, fraud,
bribery and compliance
risk

Some countries where the Group
operates may be exposed to high
levels of risk relating to criminal
activity, fraud, bribery and corruption.

There are a number of regulatory
requirements applicable to the Group
and its listing on the London and Oslo
Stock exchanges.

The Group provides compliance
training programmes to all its
employees through an online training
platform and provide face-to-face
and virtual training to higher risk
teams.

The Group has introduced a code of
conduct for its suppliers.

The CFO and Group Legal Counsel are
involved in mitigating fraudulent
activities in the Group.

The Group has access to competent
and experienced external counsel.

Fraud response policy introduced.
Advanced
Nutrition,
Genetics, Health

Principal risks and uncertainties

Emerging risks

Risks Risk
commentary
Risk mitigation
and controls
Business Areas
affected
Climate change
Climate change and the evolving
regulatory environment may expose
the Group to regulatory breaches,
significant disruption, reputational
risk or a reduction in supply for
biological raw materials, and demand
for products or services.

The Group's Sustainability
Committee reports to the Board
regularly and its mandate is to ensure
the Group's strategy and operations
are carried out within the framework
of caring for the environment,
people, and animals. Its work aligns
with major frameworks including the
London Stock Exchange Guidance for
Environmental, Social and
Governance reporting and the UN
Sustainable Development Goals.

New ESG strategy approved and
implemented by the Group.

Plan adopted for reduction in the
Group's carbon emissions and
progressing according to timetable
set.

The Group is exploring alternatives
solutions to decrease its reliance
on raw materials that could be
vulnerable to the impacts of climate
changes.
Advanced
Nutrition,
Genetics,
Health
Environmental, Social and
Governance
responsibilities

Increasingly our stakeholders are
requiring reassurance that we are
overseeing and responding to ethical
and environmental issues across the
Group's business.

Code of Conduct in place.

New ESG strategy approved and in
place.

Plan adopted for reduction in the
Group's carbon emissions.

Code of conduct and ABC policies in
place.

Green bond successfully launched
and subscribed.
Advanced
Nutrition,
Genetics,
Health

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