Origin Enterprises Plc — Earnings Release 2023

Mar 7, 2023

National Storage Mechanism | Additional information RNS Number : 0763S Origin Enterprises Plc 07 March 2023 Origin Enterprises plc INTERIM RESULTS STATEMENT Strong first half performance driven by LATAM contribution and favourable planting profile 7 March 2023: Origin Enterprises plc ('Origin' or 'the Group'), the international Agri-Services group, providing specialist agronomy advice, crop inputs and digital solutions to promote sustainable land use, today announces its interim results for the half year ended 31 January 2023 ('H1 2023'). Results Summary 31 Jan 2023 ���'m 31 Jan 2022 ���'m Change ���'m Constant Currency ���'m Group revenue 1,180.0 877.1 302.9 311.5 Operating profit1 20.3 11.1 9.2 6.1 Associates and joint venture2 1.6 1.3 0.3 0.3 Total Group operating profit1 21.9 12.4 9.5 6.4 Finance cost, net (8.6) (4.8) (3.8) (3.9) Profit before tax1 13.3 7.6 5.7 2.5 Adjusted diluted earnings per share (cent)3 8.70 4.99 3.71 1.67 Group net bank debt4 (130.9) (53.7) (77.2) Interim dividend per ordinary share (cent) 3.15 3.15 - Financial Highlights �� Revenue growth of 34.5% to ���1,180.0 million (H1 2022: ���877.1 million) primarily reflects the impact of commodity led price inflation of 40.2% combined with strong volume growth in LATAM and satisfactory early season seed and crop protection volumes �� Underlying business volumes, excluding crop marketing, reduced by 4.6% primarily as a result of reduced fertiliser demand and significantly lower activity in Ukraine �� Operating profit increase to ���20.3 million (H1 2022: ���11.1 million) driven by a strong contribution from LATAM and improved contribution from Continental Europe, offset by a lower contribution from Ireland/UK �� Adjusted diluted earnings per share of 8.70 cent (H1 2022: 4.99 cent) �� Net bank debt4 of ���130.9 million delivering Net Debt/EBITDA ratio of 1.03x (H1 2022: 0.61x) �� Increase in net finance costs to ���8.6 million, attributable to increased interest rates and a commodity inflation led increase in working capital �� ���20.0 million FY23 share buyback programme 80% complete �� Interim dividend of 3.15 cent per share (H1 2022: 3.15 cent per share) Strategic and Operational Highlights �� Integration of Keystone Environmental progressing to plan �� Announcement of acquisition of Agrigem Limited, the largest independent specialist supplier and advisor of ground care products throughout the UK and Ireland �� CDP rating upgrade to B, MSCI rating upgrade to A and emissions targets (Scope 1 - Scope 3) submitted to SBTi for validation �� Reasonable on-farm sentiment, with a favourable planting profile, solid early season winter crop establishment and global grain prices well above the longer-term average �� Ongoing investment in strategic capital expenditure for organic growth Commenting on the results, Origin Chief Executive Officer, Sean Coyle said: "The Group delivered a positive revenue, operating profit and EPS performance in the first half of the year, with improved performances in LATAM and Continental Europe offsetting a reduction in operating profit in Ireland and the UK. LATAM achieved a strong volume led result, delivering a 63.7% constant currency increase in operating profit to ���14.2 million. Group revenue was ���1,180.0 million for the first half, an increase of 34.5% on a reported basis and 35.5% at constant currency. Operating profit in H1 2023 was ���20.3 million compared to ���11.1 million in the same period last year, helped by favourable currency movements. On an underlying basis, the increase in operating profit year-on-year was ���6.2 million. In Ireland and the UK, a favourable planting profile resulted in solid early season volumes across our seed portfolio, while overall fertiliser demand reduced due to higher global raw material prices. In Continental Europe, Poland and Romania saw strong demand in the crop protection and seed portfolios, with an element of forward buying by growers, while LATAM delivered a strong underlying performance across its product portfolio. Net debt increased to ���130.9 million (31 January 2022: ���53.7 million) reflecting a commodity inflation led increase in working capital, cumulative share buyback spend of ���53.1 million and acquisition investment of ���12.7 million in the 12 month period. Net debt is 1.03 times EBITDA for the twelve months to 31 January 2023, well within our key covenant of 3.5 times. During the period, we progressed our M&A strategy with the acquisition of Keystone Environmental, the integration of which is progressing to plan. Today we also announce the acquisition of Agrigem Limited, the largest independent specialist supplier and advisor of ground care products throughout the UK and Ireland, which extends our product range and broadens our offering in the Amenity sector. We continue to accelerate our sustainability agenda, and progress on the delivery of our environmental objectives was recognised with upgrades of our CDP rating to B in December 2022 and more recently, an upgrade of our MSCI rating to A in February this year. During the period, we also formalised our climate transition plan to 2032, measured our Scope 3 emissions and submitted Scope 1 to Scope 3 emissions targets for validation by the Science Based Targets initiative. Outlook In the seasonally quieter H1 FY23, the Group delivered a strong start to the year, with good autumn/winter planting levels, generally favourable weather conditions experienced to date and a strong H1 contribution from LATAM, setting a solid foundation for the rest of the financial year. Origin is well positioned to deliver on the financial and strategic targets outlined in our Capital Markets Day in May 2022, and we will provide an update on full year guidance at the time of the Q3 Trading Update on 15 June 2023." ENDS 1 Before amortisation of non-ERP intangible assets and exceptional items 2 Profit after interest and tax 3 Before amortisation of non-ERP intangible assets, net of related deferred tax (2023: ���4.7 million, 2022: ���4.6 million) and exceptional items, net of tax (2023: charge of ���1.4 million, 2022: gain of ���2.8 million) 4 Net bank debt excludes IFRS16 Lease liabilities Conference Call and Webcast details: The management team will host a live conference call and webcast, for analysts and institutional investors today, 7 March 2023, at 08:30 (Irish/UK time). Registration details for the Conference Call and Webcast can be accessed at: www.originenterprises.com Alternatively, please contact FTI Consulting by email at originenterprises@fticonsulting.com Participants are requested to dial in 5 to 10 minutes prior to the scheduled start time. Enquiries Origin Enterprises plc TJ Kelly Chief Financial Officer Tel: +353 (0)1 563 4900 Brendan Corcoran Head of Investor Relations and Group Planning Tel: +353 (0)1 563 4900 Goodbody (Euronext Growth (Dublin) Adviser) Joe Gill Tel: +353 (0)1 641 9278 Davy (Nominated Adviser) Anthony Farrell Tel: +353 (0)1 614 9993 Numis Securities (Stockbroker) Stuart Skinner Tel: +44 (0)20 7260 1314 FTI Consulting (Financial Communications Advisers) Jonathan Neilan / Patrick Berkery / Jack White Tel: +353 (0)86 602 5988 About Origin Enterprises plc Origin Enterprises plc is an international Agronomy-Services group, providing specialist advice, inputs, services and digital solutions to promote sustainable land use. The Group has leading market positions in Ireland, the United Kingdom, Brazil, Poland, Romania and Ukraine. Origin is listed on the Euronext Growth (Dublin) and AIM markets of the Irish and London Stock Exchanges. Euronext Growth (Dublin) ticker symbol: OIZ AIM ticker symbol: OGN Website: www.originenterprises.com INTERIM RESULTS STATEMENT Financial Review - Summary 6 months ended 31 Jan 2023 ���'m 6 months ended 31 Jan 2022 ���'m Group revenue 1,180.0 877.1 Operating profit1 20.3 11.1 Associates and joint venture, net2 1.6 1.3 Adjusted Group operating profit1 21.9 12.4 Finance cost, net (8.6) (4.8) Pre-tax profit 13.3 7.6 Income tax charge (3.0) (1.2) Adjusted net profit 10.3 6.4 Adjusted diluted earnings per share (cent)3 8.70 4.99 Adjusted net profit reconciliation Reported net profit 4.2 4.6 Amortisation of non-ERP intangible assets 5.5 5.4 Tax on amortisation of non-ERP related intangible assets (0.8) (0.8) Exceptional items, net of tax 1.4 (2.8) Adjusted net profit 10.3 6.4 Adjusted diluted earnings per share (cent)3 8.70 4.99 Origin delivered an adjusted diluted earnings per share3 in H1 2023 of 8.70 cent compared to 4.99 cent in H1 2022. On a like-for-like basis (excluding the impact of currency movements and acquisitions) the underlying increase in adjusted diluted earnings per share3 was 1.75 cent. Group revenue Group revenue was ���1,180.0 million in H1 2023 compared to ���877.1 million in the corresponding period last year, an increase of 34.5%. On a constant currency basis, revenues increased by ���311.5 million (35.5%). The decrease in underlying business volumes, excluding crop marketing, was 4.6% in H1 2023 compared to H1 2022 (and 4.5% including crop marketing). Operating profit1 Operating profit1 in H1 2023 was ���20.3 million compared to ���11.1 million in H1 2022. On an underlying basis, the increase in operating profit year-on-year was ���6.2 million. Associates and joint venture2 Origin's share of the profit after interest and taxation from associates and joint venture amounted to ���1.6 million, a ���0.3 million increase on H1 2022. Net bank debt and financing costs Net bank debt5 at 31 January 2023 was ���130.9 million compared to ���53.7 million at 31 January 2022 and is 1.03 times EBITDA4 for the twelve months to 31 January 2023. The increase in net bank debt, for the 12 month period ended 31 January 2023, reflects a commodity inflation led increase in working capital, cumulative share buyback spend of ���53.1 million and acquisition investment of ���12.7 million. Net finance costs amounted to ���8.6 million compared to ���4.8 million in the corresponding period last year. The increase in net finance costs in the period was driven by a higher average net debt level combined with higher interest rates, across each of the markets in which the Group operates. At period end, the Group's key banking covenants are as follows: Banking Covenant H1 2023 Times H1 2022 Times FY 2022 Times Net debt to EBITDA Maximum 3.5 1.03 0.61 - EBITDA to net interest Minimum 3.0 9.91 11.10 13.83 Working capital Following the seasonal investment in working capital in the period, the net cash outflow from operating activities was ���131.5 million (H1 2022: ���41.5 million) and there was an increase in working capital at period end to ���138.3 million (H1 2022: ���58.9 million). The year-on-year net working capital movement primarily reflects commodity price inflation and targeted growth investment. The period end working capital position includes the net impact of trade payables which have been suspended in accordance with international sanctions imposed by authorities in response to the Russian invasion of Ukraine in 2022. We continue to closely monitor the situation with regard to sanctions and act accordingly. Sustainability The Group continues to accelerate its sustainability agenda through our 'Nurturing Growth' framework and to implement our Environmental Management System across our business units. Progress on the delivery of our environmental objectives was recognised with upgrades of Origin's CDP rating from C to B in December 2022 and more recently, an upgrade of our MSCI rating to A in February this year. During the period, the Group also formalised its climate transition plan to 2032, measured its Scope 3 emissions and submitted Scope 1 to Scope 3 emissions targets for validation by the Science Based Targets initiative. The Group continues to evaluate climate related risks and opportunities within our business model in line with Taskforce on Climate-related Financial Disclosures. In addition to ongoing work to reduce Origin's environmental footprint, management remains focused on developing a model for sustainable land use that underpins food security, tackles climate change, and restores biodiversity and ecosystems. Dividend We are pleased to announce that an interim dividend of 3.15 cent per share (H1 2022: 3.15 cent per share) will be paid on 23 June 2023 to shareholders on the register on 2 June 2023. Share Buyback Programme On 28 September 2022 the Group commenced a share buyback programme to repurchase up to ���20.0 million of ordinary shares. The programme is progressing to plan and is currently 80% complete. Corporate Development During H1 2023, the Group announced the acquisition of Keystone Environmental Limited ('Keystone'), a leading UK-based ecology solutions provider specialising in the design, planning and delivery of complete ecological solutions. The integration of Keystone is progressing to plan and the Keystone business is performing in line with expectations. Today we are announcing the acquisition of Agrigem Limited ('Agrigem'), the largest independent specialist supplier and advisor of ground care products throughout the UK and Ireland. Agrigem is an excellent strategic fit for Origin and extends our Amenity offering in a segment we expect will grow further in the coming years. 1 Operating profit and Group operating profit are stated before amortisation of non-ERP intangible assets and exceptional items 2 Profit after interest and tax 3 Before amortisation of non-ERP intangible assets, net of related deferred tax (2023: ���4.7 million, 2022: ���4.6 million) and exceptional items, net of tax (2023: charge of ���1.4 million, 2022: gain of ���2.8 million) 4 Net debt/EBITDA ratio as per the requirements of the Group's syndicated bank loan agreement 5 Net bank debt excludes IFRS16 Lease liabilities Review of Operations Group Overview Change on prior period H1 2023 ���'m H1 2022 ���'m Change ���'m Underlying4 ���'m Constant Currency5 ���'m Revenue 1,180.0 877.1 302.9 308.8 311.5 Operating profit1 20.3 11.1 9.2 6.2 6.1 Associates and joint venture2 1.6 1.3 0.3 0.3 0.3 Adjusted diluted EPS (cent)3 8.70 4.99 3.71 1.75 1.67 1 Before amortisation of non-ERP intangible assets and exceptional items 2 Profit after interest and tax 3 Before amortisation of non-ERP intangible assets, net of related deferred tax (2023: ���4.7 million, 2022: ���4.6 million) and exceptional items, net of tax (2023: charge of ���1.4 million, 2022: gain of ���2.8 million) 4 Excluding currency movements and the impact of acquisitions 5 Excluding currency movements Origin delivered a strong financial performance in H1 with improved performances in LATAM and Continental Europe set against a reduction in operating profit in Ireland and the UK. Group revenue increased by 34.5% to ���1,180.0 million on a reported basis and by 35.5% on a constant currency basis. Operating profit and adjusted fully diluted earnings per share grew to ���20.3 million and 8.70 cent, respectively. The reduction in underlying business volumes, excluding crop marketing, was 4.6% in H1 2023 compared to H1 2022 (and 4.5% including crop marketing). Ireland and the United Kingdom Change on prior period H1 2023 ���'m H1 2022 ���'m Change ���'m Underlying3 ���'m Constant Currency4 ���'m Revenue 754.0 561.7 192.3 204.5 207.1 Operating profit1 2.9 3.2 (0.3) - (0.1) Associates and joint venture2 1.6 1.3 0.3 0.3 0.3 1 Before amortisation of non-ERP intangible assets and exceptional items 2 Profit after interest and tax 3 Excluding currency movements and the impact of acquisitions 4 Excluding currency movements Ireland and the United Kingdom recorded an increase in revenues of ���192.3 million in the period. Operating profit reduced from ���3.2 million to ���2.9 million on a reported basis, and on an underlying basis operating profit was marginally lower than the prior period. A favourable planting profile resulted in good early season volumes across our seed portfolio, set against a reduction in overall fertiliser demand as a result of higher prices globally. There was a reduction in underlying business volumes of 4.5% in the period. Integrated On-Farm Agronomy Services Integrated On-Farm Agronomy Services recorded increased revenues and contribution in the period, supported by favourable in-field conditions and an encouraging level of winter plantings. On-farm sentiment is reasonable, with a favourable planting profile, good early season winter crop establishment and global grain prices well above the longer-term average. Total autumn and winter plantings for principal crops are estimated to be 0.6% ahead of last year at 2.6 million hectares. The expected area of winter wheat remains broadly unchanged at 1.8 million hectares. Planting conditions for oil seed rape have been largely favourable, with the expected planted area up 11.1% to 0.4 million hectares compared to FY22. Combined autumn/winter and spring plantings for the 2023 crop production year are expected to be in line with last year at 4.4 million hectares. Business-to-Business Agri-Inputs Our Business-to-Business Agri-Inputs division had a steady start to the financial year despite overall reduced demand as the global raw material price volatility encountered in FY22 continues into FY23. Fertiliser Although fertiliser market pricing volatility persists, on-farm affordability has improved relative to the period in the immediate aftermath of the war in Ukraine, when markets were significantly impacted by scarcity of supply and raw material led price inflation. While fertiliser had a satisfactory result in H1 2023, reductions in gas prices and softening grain markets are contributing to low levels of fertiliser trading activity over recent weeks. Consequently, as the application windows open, supply chain challenges are likely to persist into H2 2023. In addition to focusing on growing its speciality and bespoke nutrition product ranges, the Group continues to focus on navigating these complex and volatile supply chain challenges and pricing uncertainties into H2 2023. Amenity The Group's Amenity business had a good start to the year, recording increased revenues and contribution. The integration of Keystone Environmental Limited, a leading UK-based ecology solutions provider specialising in the design, planning and delivery of complete ecological solutions, is progressing to plan and performing in line with expectations. Feed Ingredients Feed Ingredients achieved a satisfactory performance in H1 2023, in line with expectation. The Group's animal feed manufacturing associate, John Thompson & Sons Limited, in which the Group has a 50% shareholding, delivered a satisfactory performance in the period. Lower fodder stocks as a result of dry weather and reduced fertiliser usage supported animal feed volumes in H1 2023. Continental Europe1 Change on prior period H1 2023 ���'m H1 2022 ���'m Change ���'m Underlying3 ���'m Constant Currency4 ���'m Revenue 222.9 182.1 40.8 44.9 44.9 Operating profit2 2.6 1.1 1.5 1.3 1.3 1 Excluding crop marketing. While crop marketing has a significant impact on revenue, its impact on operating profit is insignificant. An analysis of revenue and profit attributable to agronomy services and inputs more accurately reflects the underlying drivers of business performance 2 Before amortisation of non-ERP intangible assets and exceptional items 3 Excluding currency movements and the impact of acquisitions 4 Excluding currency movements Continental Europe recorded a ���1.3 million increase in underlying operating profit in the seasonally quieter first half. Excluding crop marketing volumes and Ukraine, underlying business volumes decreased by 3.8% in H1 2023, compared to H1 2022, primarily due to the impact of global fertiliser prices on overall volumes set against the effect of forward buying by growers. There was a good start to the year in Poland and Romania, with positive cropping profiles and favourable in-field conditions reported. Overall, across Poland and Romania, the autumn and winter planted area is expected to increase, however this is expected to be offset by a corresponding reduction in spring plantings. Poland Poland had a good start to the year with increased volumes and contribution across the business. The business continues to focus on working capital optimisation and margin enhancement initiatives. During the period the Group commenced construction of an expanded facility to enhance production capabilities of Agrii Poland's proprietary own-brand of liquid foliar fertiliser, 'Foliq'. Autumn and winter plantings are forecasted to be 0.9% ahead of FY22 at 5.5 million hectares. Crop establishment to date is generally good across Poland, with the total cropping area for the 2023 growing season expected to be broadly equivalent to last year at 8.9 million hectares. Romania Romania had a good start to the year, recording increased revenues and overall contribution compared to the prior period. Dry and mild weather across most of Romania resulted in good winter crop establishment and encouraging on-farm investment decisions, particularly in relation to seed and crop protection requirements. Autumn and winter plantings are expected to be 10.7% ahead of the prior year at 3.5 million hectares. Combined winter and spring plantings for the growing season are currently forecasted to be in line with last year at 8.4 million hectares. Ukraine In Ukraine, activity levels have further reduced as a result of the war with the planted area also likely to be significantly reduced on prior years. We continue to support limited localised operations where appropriate and are maintaining a reduced exposure, following the de-risking of the balance sheet through a sustained focus on working capital reduction and restricted trading to a back-to-back/cash basis. The Group's top priority continues to be the safety and wellbeing of our colleagues in the region and we are actively monitoring the situation on the ground, overseen by the local team. Latin America Change on prior period H1 2023 ���'m H1 2022 ���'m Change ���'m Underlying2 ���'m Constant Currency3 ���'m Revenue 89.6 44.5 45.1 31.7 31.7 Operating profit1 14.2 6.7 7.5 4.3 4.3 1 Before amortisation of non-ERP intangible assets and exceptional items 2 Excluding currency movements and the impact of acquisitions 3 Excluding currency movements Latin America delivered an excellent performance in the period, recording an increase in underlying business volumes of 35.2%. The volume development and underlying growth is driven by increases across our product range. During the period, the business continued to expand its own product capability with the establishment of First Agbiotech, a dedicated biological business unit supporting research and development of bio-solutions. In the coming months we will invest in increased capacity to facilitate organic growth in our liquid, dry and Controlled Release Fertiliser businesses. Operating profit increased to ���14.2 million from ���6.7 million in the comparative period last year, with an underlying increase of ���4.3 million. The total cropping area dedicated to soya, Brazil's principal crop, is expected to increase by 4.4% on the prior year to 43.4 million hectares, with the expected soya harvest increasing to 151.0 million tonnes from the 125.5 million tonnes in the prior year. ENDS Origin Enterprises plc Condensed Interim Consolidated Income Statement for the six months ended 31 January 2023 Six months Six months Six months Six months Year ended ended ended ended ended January January January January July 2023 2023 2023 2022 2022 Pre-exceptional Exceptional Total Total Total ���'000 ���'000 ���'000 ���'000 ���'000 Notes Note 6 Note 8 Note 8 Revenue 5 1,180,042 - 1,180,042 877,112 2,342,102 Cost of sales (1,030,438) - (1,030,438) (748,886) (1,972,937) Gross profit 149,604 - 149,604 128,226 369,165 Operating costs (134,845) (1,454) (136,299) (118,722) (260,742) Share of profit of associates and joint venture 1,615 - 1,615 1,300 6,845 Operating profit/(loss) 5 16,374 (1,454) 14,920 10,804 115,268 Finance income 1,544 - 1,544 664 1,127 Finance expense (10,171) - (10,171) (5,443) (12,184) Profit/(loss) before income tax 7,747 (1,454) 6,293 6,025 104,211 Income tax (expense)/credit (2,135) 26 (2,109) (1,400) (24,312) Profit/(loss) attributable to equity shareholders 5,612 (1,428) 4,184 4,625 79,899 Six months Six months Year ended ended ended January January July 2023 2022 2022 Basic earnings per share 7 3.65c 3.68c 65.40c Diluted earnings per share 7 3.52c 3.57c 63.49c Origin Enterprises plc Condensed Interim Consolidated Statement of Comprehensive Income for the six months ended 31 January 2023 Six months Six months Year ended ended ended January January July 2023 2022 2022 ���'000 ���'000 ���'000 Profit for the period 4,184 4,625 79,899 Other comprehensive income/(expense) Items that are not reclassified subsequently to the Group income statement: Group/Associate defined benefit pension obligations - remeasurements of Group's defined benefit pension schemes (4,334) 3,790 909 - deferred tax effect of remeasurements 1,075 (961) (176) - share of remeasurements on associate's defined benefit pension schemes - - (2,386) - share of deferred tax effect of remeasurements - associates - - 596 Items that may be reclassified subsequently to the Group income statement: Group foreign exchange translation details - exchange difference on translation of foreign operations (12,349) 4,335 9,588 Group/Associate cash flow hedges - effective portion of changes in fair value of cash flow hedges 7,570 3,125 9,186 - fair value of cash flow hedges transferred to operating costs (7,989) (200) (3,751) - deferred tax effect of cash flow hedges 455 (332) (840) - share of associates and joint venture cash flow hedges (2,193) 1,619 2,134 - deferred tax effect of share of associates and joint venture cash flow hedges 273 (202) (267) Other comprehensive (expense)/income for the period, net of tax (17,492) 11,174 14,993 Total comprehensive income for the period attributable to equity shareholders 13,308 15,799 94,892 Origin Enterprises plc Condensed Interim Consolidated Statement of Financial Position as at 31 January 2023 January January July 2023 2022 2022 Notes ���'000 ���'000 ���'000 ASSETS Non-current assets Property, plant and equipment 9 111,116 109,350 107,906 Right of use asset 46,040 46,403 47,705 Investment properties 2,270 2,270 2,270 Goodwill and intangible assets 10 256,735 251,216 251,999 Investments in associates and joint venture 11 45,296 43,141 47,053 Other financial assets 534 566 561 Derivative financial instruments 6,579 1,440 4,241 Deferred tax assets 6,407 6,010 6,363 Post employment benefit surplus 3,688 10,088 7,767 Total non-current assets 478,665 470,484 475,865 Current assets Properties held for sale 5,800 5,800 5,800 Inventory 431,355 366,441 380,412 Trade and other receivables 360,658 347,196 455,110 Derivative financial instruments 325 2,195 2,162 Cash and cash equivalents 14 77,033 143,278 193,059 Total current assets 875,171 864,910 1,036,543 TOTAL ASSETS 1,353,836 1,335,394 1,512,408 Origin Enterprises plc Condensed Interim Consolidated Statement of Financial Position (continued) as at 31 January 2023 January January July 2023 2022 2022 Notes ���'000 ���'000 ���'000 EQUITY Called up share capital presented as equity 15 1,253 1,264 1,253 Share premium 160,526 160,521 160,521 Retained earnings and other reserves 201,696 206,420 241,003 TOTAL EQUITY 363,475 368,205 402,777 LIABILITIES Non-current liabilities Interest-bearing borrowings 14 199,340 185,506 132,936 Lease liability 14 35,044 34,487 38,753 Deferred tax liabilities 18,516 22,315 20,854 Put option liability - 25,286 - Provision for liabilities 12 6,225 1,479 4,002 Derivative financial instruments - 2 - Total non-current liabilities 259,125 269,075 196,545 Current liabilities Interest-bearing borrowings 14 8,638 11,511 16,689 Lease liability 14 11,735 12,859 9,803 Trade and other payables 653,737 654,712 841,085 Corporation tax payable 7,031 5,256 12,290 Provision for liabilities 12 4,217 2,540 1,610 Put option liability 29,235 - 29,695 Dividend payable to shareholders 16 14,506 9,860 - Derivative financial instruments 2,137 1,376 1,914 Total current liabilities 731,236 698,114 913,086 TOTAL LIABILITIES 990,361 967,189 1,109,631 TOTAL EQUITY AND LIABILITIES 1,353,836 1,335,394 1,512,408 Origin Enterprises plc Condensed Interim Consolidated Statement of Changes in Equity for the six months ended 31 January 2023 Share- Foreign Capital Cashflow based currency Share Share Treasury redemption hedge Revaluation payment Re-organisation translation Retained capital premium shares reserve reserve reserve reserve reserve reserve earnings Total ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 At 1 August 2022 1,253 160,521 (36,005) 145 4,604 12,843 4,194 (196,884) (43,748) 495,854 402,777 Profit for the period - - - - - - - - - 4,184 4,184 Other comprehensive income for the period - - - - (1,884) - - - (12,349) (3,259) (17,492) Share buyback - - (13,135) - - - - - - - (13,135) Share-based payment charge - - - - - - 2,597 - - - 2,597 Change in fair value of put option - - - - - - - - - (955) (955) Shares issued - 5 - - - - - - - - 5 Dividend payable to shareholders (Note 16) - - - - - - - - - (14,506) (14,506) At 31 January 2023 1,253 160,526 (49,140) 145 2,720 12,843 6,791 (196,884) (56,097) 481,318 363,475 Origin Enterprises plc Condensed Interim Consolidated Statement of Changes in Equity for the six months ended 31 January 2023 Share- Foreign Capital Cashflow based currency Share Share Treasury redemption hedge Revaluation payment Re-organisation translation Retained capital premium shares reserve reserve reserve reserve reserve reserve earnings Total ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 At 1 August 2021 1,264 160,498 (8) 134 (1,858) 12,843 2,147 (196,884) (53,336) 436,205 361,005 Profit for the period - - - - - - - - - 4,625 4,625 Other comprehensive income for the period - - - - 4,010 - - - 4,335 2,829 11,174 Share-based payment charge - - - - - - 2,143 - - - 2,143 Change in fair value of put option - - - - - - - - - (905) (905) Shares issued - 23 - - - - - - - - 23 Dividend payable to shareholders - - - - - - - - - (9,860) (9,860) At 31 January 2022 1,264 160,521 (8) 134 2,152 12,843 4,290 (196,884) (49,001) 432,894 368,205 Origin Enterprises plc Condensed Interim Consolidated Statement of Cash Flows for the six months ended 31 January 2023 Six months Six months Year ended ended ended January 2023 January 2022 July 2022 ���'000 ���'000 ���'000 Cash flows from operating activities Profit before tax 6,293 6,025 104,211 Exceptional items 1,454 (3,794) (3,919) Finance income (1,544) (664) (1,127) Finance expense 10,171 5,443 12,184 Profit on disposal of property, plant and equipment (69) (140) 650 Share of profit of associates and joint venture (1,615) (1,300) (6,845) Depreciation of property, plant and equipment 4,425 4,474 10,696 Depreciation of right of use assets 5,738 5,305 11,482 Amortisation of intangible assets 5,922 6,085 17,112 Employee share-based payment charge 2,597 2,143 2,285 Pension contributions in excess of service costs (301) (224) (762) Payment of exceptional Ukraine related costs (1,189) - - Payment of exceptional disposal costs - - (206) Payment of exceptional acquisition costs (265) - - Operating cash flow before changes in working capital 31,617 23,353 145,761 (Increase) in inventory (62,330) (147,745) (161,914) Decrease/(increase) in trade and other receivables 81,692 90,311 (18,464) (Decrease)/increase in trade and other payables (169,012) 4,294 196,531 Cash (absorbed)/generated from operating activities (118,033) (29,787) 161,914 Interest paid (4,578) (2,995) (8,040) Income tax paid (8,870) (8,690) (26,213) Cash (outflow)/inflow from operating activities (131,481) (41,472) 127,661 Origin Enterprises plc Condensed Interim Consolidated Statement of Cash Flows (continued) for the six months ended 31 January 2023 Six months Six months Year ended ended ended January 2023 January 2022 July 2022 ���'000 ���'000 ���'000 Cash flows from investing activities Proceeds from sale of investment property - 19,500 19,500 Proceeds from sale of property, plant and equipment 164 209 1,083 Purchase of property, plant and equipment (10,190) (8,031) (13,128) Additions to intangible assets (5,470) (4,804) (10,998) Consideration relating to acquisition (11,162) - (1,457) Payment of contingent acquisition consideration (10) - (106) Repayment of loans - 2,700 2,898 Dividends received from associates 260 2,918 3,042 Cash (outflow)/inflow from investing activities (26,408) 12,492 834 Cash flows from financing activities Drawdown of bank loans 256,020 171,493 295,365 Repayment of bank loans (185,639) (161,187) (334,465) Lease liability payments (6,569) (5,882) (13,499) Share issued 5 23 - Share buyback (13,135) - (39,997) Payment of dividends to equity shareholders - - (13,449) Cash inflow/(outflow) from financing activities 50,682 4,447 (106,045) Net (decrease)/ increase in cash and cash equivalents (107,207) (24,533) 22,450 Translation adjustment (768) 522 (1,858) Cash and cash equivalents at start of period 176,370 155,778 155,778 Cash and cash equivalents at end of period (Note 14) 68,395 131,767 176,370 Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements for the six months ended 31 January 2023 1 Basis of preparation The Group condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting (IAS 34), as endorsed by the EU. The condensed interim consolidated financial statements have been prepared as information for the shareholders and do not include all the information and disclosures required in the annual financial statements. They should be read in conjunction with the Group's annual financial statements in respect of the year ended 31 July 2022, which have been prepared in accordance with IFRSs. The financial statements for the year ended 31 July 2022 are available on the company's website www.originenterprises.com. Those financial statements contained an unqualified audit report. The Group condensed interim consolidated financial statements for the six months ended 31 January 2023 and the comparative figures for the six months ended 31 January 2022 are unaudited and have not been reviewed by the Auditors. The summary financial statements for the year ended 31 July 2022 represent an abbreviated version of the Group's full accounts for that year. A comprehensive review of the Group's performance for the six months ended 31 January 2023 is included in the financial highlights included on pages 4 to 10. The group's business is seasonal and is heavily weighted towards the second half of the financial year. 2 Going concern The Group condensed interim financial statements have been prepared on the going concern basis of accounting. The Directors have considered the Group's business activities and how it generates value, together with the main trends and factors likely to affect future development, business performance and position of the Group. Having reassessed the principal risks facing the Group, the Directors believe that the Group is well placed to manage these risks successfully. There are no material uncertainties that cast a significant doubt on the Group's ability to continue as a going concern over a period of at least 12 months from the date of these financial statements. The Directors report that they have satisfied themselves that the Group is a going concern, having adequate resources to continue in operational existence for the foreseeable future. In forming this view, the Directors have reviewed the Group's forecast for a period not less than 12 months and the long-term plans, and have taken into account the cash flow implications, including capital expenditure, and compared these with the Group's borrowing facilities. 3 Accounting policies The Group condensed interim consolidated financial statements have been prepared on the basis of the accounting policies as set out on pages 111 to 119 of the Group's Annual Report for the year ended 31 July 2022. There are a number of new standards which are also effective from 1 August 2022. The following amendments, issued by the International Accounting Standards Board ('IASB') and the International Financial Reporting Interpretations Committee ('IFRIC'), are effective for the Group for the first time in the current financial period and where relevant have been adopted by the Group: �� Amendments to IAS 37: 'Provisions, Contingent Liabilities and Contingent Assets': Onerous Contracts - Cost of Fulfilling a Contract �� Amendments to IAS 16: 'Property, plant and equipment': Proceeds before intended use �� Amendments to IFRS 3: 'Business Combinations': Reference to the Conceptual Framework �� Annual Improvements to IFRS Standards 2018-2020 The amendments listed above have had no material impact on the Group condensed interim consolidated financial statements during the period. The Group has not applied early adoption of any standards for which the effective date is not yet required. Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements (continued) for the six months ended 31 January 2023 4 Reporting currency The Group condensed interim consolidated financial statements are presented in euro (denoted by the symbol '���') and rounded to the nearest thousand, which is the functional currency of the parent. Transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the period end date are translated to functional currency at the foreign exchange rate ruling at that date. Foreign exchange differences arising on translation are recognised in the Consolidated Income Statement. The principal exchange rates used for translation of results and balance sheets into euro were as follows: Average foreign exchange rate Closing foreign exchange rate Six months Six months Six months Six months ended ended Year ended ended ended Year ended Jan 2023 Jan 2022 July 2022 Jan 2023 Jan 2022 July 2022 EUR ���1= EUR ���1= EUR ���1= EUR ���1= EUR ���1= EUR ���1= Brazilian Real 5.35014 6.28886 5.85728 5.56463 5.99755 5.30634 British Pound Sterling 0.86810 0.84837 0.84661 0.88030 0.83140 0.83830 Polish Zloty 4.71946 4.59089 4.63031 4.71120 4.59630 4.74490 Romanian Leu 4.91117 4.94416 4.94529 4.92350 4.94910 4.93670 Ukrainian Hryvnia 37.74349 31.13084 31.62064 40.02843 31.91121 37.80297 5 Segment information IFRS 8, 'Operating Segments', requires operating segments to be identified on the basis of internal reports that are regularly reviewed by the Chief Operating Decision Maker ('CODM') in order to allocate resources to the segments and to assess their performance. Three operating segments have been identified: (1) Ireland and the United Kingdom, (2) Continental Europe and (3) Latin America. Ireland and the United Kingdom This segment includes the Group's wholly owned Irish and UK based Business-to-Business Agri-Inputs operations, Ecology Services, Integrated Agronomy and On-Farm Services operations and Digital Agricultural Services business. In addition, this segment includes the Group's associate and joint venture undertakings. Continental Europe This segment includes the Group's Business-to-Business Agri-Inputs operations, Integrated Agronomy and On-Farm Services operations in Poland, Romania and Ukraine. Latin America This segment includes the Group's 65 per cent controlling interest in the Brazilian based speciality nutrition and crop inputs business, Fortgreen Commercial Agricola Ltda. Information regarding the results of each reportable segment is included below. Performance is measured based on segment operating profit as included in the internal management reports that are reviewed by the Group's CODM, being the Origin Executive Directors. Segment operating profit is used to measure performance, as this information is the most relevant in evaluating the results of the Group's segments. Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements (continued) for the six months ended 31 January 2023 5 Segment information (continued) Ireland & UK Continental Europe Latin America Total Group Six months Six months Six months Six months Six months Six months Six months Six months ended ended ended ended ended ended ended ended Jan 2023 Jan 2022 Jan 2023 Jan 2022 Jan 2023 Jan 2022 Jan 2023 Jan 2022 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 Total revenue 1,011,059 764,083 336,506 270,900 89,560 44,492 1,437,125 1,079,475 Less revenue from associates and joint venture (257,083) (202,363) - - - - (257,083) (202,363) Revenue 753,976 561,720 336,506 270,900 89,560 44,492 1,180,042 877,112 Segment result 2,900 3,205 3,157 1,145 14,243 6,747 20,300 11,097 Profit from associates and joint venture 1,615 1,300 - - - - 1,615 1,300 Amortisation of non-ERP intangible assets (3,787) (3,742) (706) (753) (1,048) (892) (5,541) (5,387) Operating profit before exceptional items 728 763 2,451 392 13,195 5,855 16,374 7,010 Exceptional items (265) 3,794 (1,189) - - - (1,454) 3,794 Operating profit 463 4,557 1,262 392 13,195 5,855 14,920 10,804 Segment earnings before financing and tax 14,920 10,804 Finance income 1,544 664 Finance expense (10,171) (5,443) Reported profit before tax 6,293 6,025 Income tax expense (2,109) (1,400) Reported profit after tax 4,184 4,625 Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements (continued) for the six months ended 31 January 2023 5 Segment information (continued) (ii) Segment assets Ireland & UK Continental Europe Latin America Total Group Six months Six months Six months Six months Six months Six months Six months Six months ended ended ended ended ended ended ended ended Jan 2023 Jan 2022 Jan 2023 Jan 2022 Jan 2023 Jan 2022 Jan 2023 Jan 2022 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 Assets excluding investment in associates and joint venture 788,441 738,766 286,316 286,399 142,905 113,599 1,217,662 1,138,764 Investment in associates and joint venture (including other financial assets) 45,830 43,707 - - - - 45,830 43,707 Segment assets 834,271 782,473 286,316 286,399 142,905 113,599 1,263,492 1,182,471 Reconciliation to total assets as reported in Condensed Interim Consolidated Statement of Financial Position Cash and cash equivalents 77,033 143,278 Derivative financial instruments 6,904 3,635 Deferred tax assets 6,407 6,010 Total assets as reported in Condensed Interim Consolidated Statement of Financial Position 1,353,836 1,335,394 (iii) Segment liabilities Ireland & UK Continental Europe Latin America Total Group Six months Six months Six months Six months Six months Six months Six months Six months ended ended ended ended ended ended ended ended Jan 2023 Jan 2022 Jan 2023 Jan 2022 Jan 2023 Jan 2022 Jan 2023 Jan 2022 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 ���'000 Segment liabilities 472,112 470,583 206,202 212,276 61,879 48,504 740,193 731,363 Reconciliation of total liabilities as reported in Condensed Interim Consolidated Statement of Financial Position Interest-bearing loans 207,978 197,017 Derivative financial instruments 2,137 1,378 Dividend payable to shareholders 14,506 9,860 Current and deferred tax liabilities 25,547 27,571 Total liabilities as reported in Condensed Interim Consolidated Statement of Financial Position 990,361 967,189 Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements (continued) for the six months ended 31 January 2023 6 Exceptional items Exceptional items are those that, in management's judgement, should be separately presented and disclosed by virtue of their nature or amount. Such items are included within the consolidated income statement caption to which they relate. The following exceptional items arose during the year: Six months Six months ended ended January January 2023 2022 ���'000 ���'000 Acquisition and property related costs (i) (265) - Ukraine related costs (ii) (1,189) - Gain on disposal of held for sale properties (iii) - 3,794 Total exceptional (charge) / credit before tax (1,454) 3,794 Tax credit / (charge) on exceptional items 26 (1,041) Total exceptional (charge) / credit after tax (1,428) 2,753 (i) Acquisition and property related costs These costs principally comprised of costs incurred in relation to the acquisition completed during the period. The tax impact of this exceptional item in the period was a tax expense of ���33,000. (ii) Ukraine related costs Ukraine related costs comprise of rationalisation costs related to termination payments from restructuring programmes in Ukraine along with costs associated with international sanctions imposed by authorities in response to the Russian invasion of Ukraine. The tax impact of this exceptional item in the period was a tax credit of ���59,000. (iii) Gain on disposal of held for sale properties Following the disposal of held for sale properties held by the Group in the prior year, a pre-tax disposal gain of ���3.8 million was recorded. ���'000 Carrying value of investment properties 18,400 Disposal costs 306 18,706 Consideration received (19,500) Deposits received in advance (3,000) Gain on disposal of held for sale properties (3,794) The tax impact of this exceptional item in the prior year was a tax charge of ���1,041,000. Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements (continued) for the six months ended 31 January 2023 7 Earnings per share Basic earnings per share Six months Six months ended ended January January 2023 2022 ���'000 ���'000 Profit for the financial period attributable to equity shareholders 4,184 4,625 '000 '000 Weighted average number of ordinary shares for the period 114,485 125,602 Cent Cent Basic earnings per share 3.65 3.68 Diluted earnings per share Six months Six months ended ended January January 2023 2022 ���'000 ���'000 Profit for the financial period attributable to equity shareholders 4,184 4,625 '000 '000 Weighted average number of ordinary shares used in basic calculation 114,485 125,602 Potential impact of shares with dilutive effect 2,463 2,000 Potential impact of SAYE scheme with dilutive effect 1,759 1,929 Weighted average number of ordinary shares (diluted) for the period 118,707 129,531 Cent Cent Diluted earnings per share 3.52 3.57 Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements (continued) for the six months ended 31 January 2023 7 Earnings per share (continued) Adjusted basic earnings per share Six months Six months ended ended January January 2023 2022 ���'000 ���'000 Profit for the financial period attributable to equity shareholders 4,184 4,625 Amortisation of non-ERP related intangible assets 5,541 5,387 Tax on amortisation of non-ERP related intangible assets (824) (794) Exceptional items, net of tax 1,428 (2,753) Adjusted basic profit 10,329 6,465 Cent Cent Adjusted basic earnings per share 9.02 5.15 Total adjusted basic earnings - as above 10,329 6,465 Cent Cent Total adjusted diluted earnings per share 8.70 4.99 The calculation of basic adjusted earnings per share is based on the weighted average number of shares in issue during the period of 114,484,781 (31 January 2022: 125,602,332). The weighted average number of shares used in the calculation of adjusted diluted earnings per share is 118,707,841 (31 January 2022: 129,530,824). Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements (continued) for the six months ended 31 January 2023 8 Condensed Interim Consolidated Income Statements for the six months ended 31 January 2022 and year ended 31 July 2022 An analysis of the Condensed Interim Consolidated Income Statement (including exceptional items) for the six months ended 31 January 2022 and year ended 31 July 2022 is set out below. Six months ended 31 January 2022 Six months Six months Six months ended ended ended Jan 2022 Jan 2022 Jan 2022 Pre-Exceptional Exceptional Total ���'000 ���'000 ���'000 Revenue 877,112 - 877,112 Cost of sales (748,886) - (748,886) Gross profit 128,226 - 128,226 Operating costs (122,516) 3,794 (118,722) Share of profit of associates and joint venture 1,300 - 1,300 Operating profit 7,010 3,794 10,804 Finance income 664 - 664 Finance expense (5,443) - (5,443) Profit before income tax 2,231 3,794 6,025 Income tax expense (359) (1,041) (1,400) Profit attributable to equity shareholders 1,872 2,753 4,625 Year ended 31 July 2022 Year ended Year ended Year ended July 2022 July 2022 July 2022 Pre-Exceptional Exceptional Total ���'000 ���'000 ���'000 Revenue 2,342,102 - 2,342,102 Cost of sales (1,972,937) - (1,972,937) Gross profit 369,165 - 369,165 Operating costs (264,661) 3,919 (260,742) Share of profit of associates and joint venture 6,845 - 6,845 Operating profit 111,349 3,919 115,268 Finance income 1,127 - 1,127 Finance expense (12,184) - (12,184) Profit before income tax 100,292 3,919 104,211 Income tax expense (23,240) (1,072) (24,312) Profit for the year 77,052 2,847 79,899 Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements (continued) for the six months ended 31 January 2023 9 Property, plant and equipment January July 2023 2022 ���'000 ���'000 Net book value At beginning of period 107,906 104,528 Arising on acquisition (Note 13) 188 874 Additions 10,319 13,477 Disposals (95) (1,733) Depreciation charge (4,425) (10,696) Translation adjustments (2,777) 1,456 At end of period 111,116 107,906 10 Goodwill and intangible assets January July 2023 2022 ���'000 ���'000 Net book value At beginning of period 251,999 248,445 Arising on acquisition (Note 13) 14,703 2,314 Purchase adjustment (41) - Additions 5,470 10,998 Disposals - (848) Amortisation of non-ERP intangible assets (5,541) (15,236) ERP intangible amortisation (381) (1,876) Translation adjustments (9,474) 8,202 At end of period 256,735 251,999 Included in the total goodwill and intangible assets above is goodwill of ���182,386,000 (July 2022: ���178,320,000). There have been no indicators of impairment in the first half of the year therefore a full assessment of the carrying value of goodwill and intangibles will be carried out in the second half of the year. Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements (continued) for the six months ended 31 January 2023 11 Investments in associates and joint venture January July 2023 2022 ���'000 ���'000 At beginning of period 47,053 42,774 Share of profits after tax, before exceptional items 1,615 6,845 Dividends received (260) (3,042) Share of other comprehensive income (1,920) 77 Translation adjustments (1,192) 399 At end of period 45,296 47,053 12 Provision for liabilities The estimate of provisions is a key judgement in the preparation of the condensed interim consolidated condensed financial statements. January July 2023 2022 ���'000 ���'000 At beginning of period 5,612 3,459 Arising on acquisition (Note 13) Provided in period 2,995 2,132 1,460 1,045 Released in period (106) - Paid in period (10) (384) Translation adjustments (181) 32 At end of period 10,442 5,612 Provisions primarily relate to contingent acquisition consideration arising on a number of acquisitions completed during current year and prior years. Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements (continued) for the six months ended 31 January 2023 13 Acquisition of subsidiary undertakings On 6 October 2022, the Group acquired 100% of the share capital of Keystone Environmental Limited ('Keystone'). Keystone is a UK-based independent ecology solutions provider specialising in the design, planning and delivery of complete ecological solutions. Details of the net assets acquired and provisional goodwill arising from the business combinations are as follows: Fair Value (1) ���'000 Assets Non-current Property, plant & equipment 188 Intangible assets 3,821 Total non-current assets 4,009 Current assets Inventory 38 Trade receivables 1,203 Other receivables 77 Total current assets 1,318 Liabilities Trade and other payables (895) Corporation tax (156) Deferred tax liability (1,001) Total liabilities (2,052) Total identifiable net assets at fair value (excluding cash acquired) 3,275 Goodwill arising on acquisition 10,882 Total net assets acquired (excluding cash acquired) 14,157 Consideration satisfied by: Cash consideration 12,555 Cash acquired (1,393) Net cash outflow 11,162 Contingent consideration arising from acquisition 2,995 Total consideration related to acquisitions 14,157 (1) The fair values presented in this note are based on provisional valuations due to the close proximity of the transactions to the end of the half year period. Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements (continued) for the six months ended 31 January 2023 14 Analysis of net cash / (debt) 31 July Non-cash Translation 31 January 2022 Cashflow movements adjustment 2023 ���'000 ���'000 ���'000 ���'000 ���'000 Cash 193,059 (114,794) - (1,232) 77,033 Overdraft (16,689) 7,587 - 464 (8,638) Cash and cash equivalents 176,370 (107,207) - (768) 68,395 Loans (132,936) (70,381) (417) 4,394 (199,340) Net cash / (debt) 43,434 (177,588) (417) 3,626 (130,945) Lease liabilities (48,556) 6,569 (6,793) 2,001 (46,779) Net debt including lease liabilities (5,122) (171,019) (7,210) 5,627 (177,724) As at 31 January 2023, the Group had unsecured committed banking facilities of ���400.0 million (July 2022: ���400.0 million), of which ���33.8m will expire in June 2024 and ���366.2 million will expire in June 2026. As at 31 January 2023, the Group has an outstanding lease liability of ���46,779,000 (July 2022: ���48,556,000) and a corresponding right-of-use leased asset ���46,040,000 (July 2022: ���47,705,000) has been recognised. 15 Share capital January July 2023 2022 ���'000 ���'000 Authorised 250,000,000 ordinary shares of ���0.01 each (i) 2,500 2,500 Allotted, called up and fully paid 125,320,375 (2022: 125,317,865) ordinary shares of ���0.01 each (i) 1,253 1,253 (i) Ordinary shareholders are entitled to dividends as declared and each ordinary share carries equal voting rights at meetings of the Company. Origin Enterprises plc Notes to the Condensed Interim Consolidated Financial Statements (continued) for the six months ended 31 January 2023 16 Dividends On 6 February 2023 a dividend of 12.85 cent per ordinary share was paid in respect of the year ended 31 July 2022. The dividend was approved by shareholders at the Annual General Meeting on 22 November 2022. An interim dividend of 3.15 cent per share will be paid on 12 June 2023 to shareholders on the register on 2 June 2023. These condensed interim consolidated financial statements do not reflect this dividend payable. 17 Taxation The taxation charge for the interim period is an estimate based on the expected full year effective tax rate on full year profits. 18 Contingent liabilities The Group is not aware of any major changes with regard to contingent liabilities in comparison with the situation as of 31 July 2022. 19 Financial commitments The Group has a financial commitment of ���2.4million attributable to a strategic partnership with University College Dublin ('UCD'). The commitment was originally over a five year period and was extended to July 2023. 20 Related party transactions Related party transactions occurring in the period were similar in nature to those described in the 2022 Annual Report. 21 Subsequent events Subsequent to 31 January 2023, the Group announced the acquisition of Agrigem Limited ('Agrigem'), the largest independent specialist supplier and advisor of ground care products throughout the UK and Ireland. There have been no other material events that would require adjustment to or disclosure in this report. 22 Release of half yearly condensed interim consolidated financial statements The Group condensed interim consolidated financial information was approved for release by the Board on 6 March 2023. 23 Distribution of Interim Report This interim report is available on the Group's website (www.originenterprises.com). A printed copy is available to the public at the Company's registered office. 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