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RLF AGTECH LTD Annual Report 2025

Aug 28, 2025

65711_rns_2025-08-28_fdee391b-bc72-4789-b604-73653f57a148.pdf

Annual Report

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RLF AgTech Ltd ACN 622 055 216 Suite A, 65 Kurnall Road Welshpool, WA 6106

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29 August 2025

ASX Announcement

Appendix 4E – Preliminary Final Report for the financial year ended 30 June 2025

In accordance with ASX Listing Rule 4.3A, RLF AgTech Ltd. (ASX: RLF) ( RLF or the Company ) reports its Preliminary Final Report for the financial year ended 30 June 2025 ( FY25 ) for the Company and its controlled entities ( Group ).

For FY25, the Group delivered $23.1 million in revenue (FY24: Revenue $9.8 million) and a loss of $1.8 million (FY24: Loss of $8.0 million), a result that reflects the new business activities and corporate strategies implemented during the FY25 financial year. The highlights of the Group’s financial results are:

Sales Revenue
Gross profit
Profit/(Loss) before income tax
EBITDA
Cash receipts from customers
Net cash from operating activities
Cash balance as of Balance Date
Consolidated
Financialyear ended
30/6/2025
30/6/2024
Change
Change
$’000
$’000
$’000
%
23,127
9,753
13,374
137%
8,403
4,182
4,221
101%
(1,847)
(8,026)
6,179
77%
(715)
(7,429)
6,714
90%
24,630
14,820
9,810
66%
1,240
220
1,020
464%
6,537
4,525
2,012
44%

During FY25, the Group incurred costs of $1.0 million in relation to the set-up and running of its RLF Australia Business Unit. As this was an investment phase, sales contribution was minimal during the period. The initiative forms a core element of the Company’s forward growth strategy, with revenue generation expected to commence from FY26.

In addition, during the Year, the Group made cash payments totalling $1.5 million, to settle non-recurring or long outstanding debts; and instead of paying cash, the Group issued shares and options to pay for service provided by its suppliers and to partially settle a loan and unpaid fees and salaries to the Directors of the Company that constituted a value of circa $1.0 million, which greatly improved the cash flow and allowed the Group to allocate the saved cash to other parts of the Group’s operations.

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Page 1 of 10

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A Transformational Year in Review

RLF completed a full operating reset during FY25 while rebuilding market channels and execution systems across Australia, China and South-East Asia.

Australia — in-house model, national channel, and field capability

In Australia, the Group re-established direct control of sales and manufacturing through RLF Australia, creating the base for a scalable, retail-driven model. A curated 16-product starter portfolio was launched, supported by national trading agreements covering 1,200+ outlets. The field team was recruited and trained, delivering in-store activations, paddock demonstrations and seasonal engagement. Operations focused on pricing integrity, manufacturing capabilities and service levels. These activities progressed Australia from “re-entry” to a repeatable operating rhythm ready to scale in FY26.

LiquaForce — integrated manufacturing and service hub

LiquaForce was embedded as the Queensland manufacturing and services platform under an updated transparent cost model. Priorities included tightening procurement and scheduling, improving dispatch, and expanding on-farm storage to smooth seasonal demand. The site supported RLF-branded production, toll manufacturing and contract services, re-engaging cane and mixed-farming customers and positioning as a scalable hub for the Group.

China — disciplined commercial execution

China delivered quality growth through reliable supply, strong distributor engagement and region-specific crop fit. The team refined the value proposition, expanded demonstrations and farmer meetings, and equipped distributors with tools to convert interest into orders. Sales tracking improved funnel conversion and retention, building a platform for sustainable growth, amplified by digital technical content.

South-East Asia — registrations, distributors and early market build

The Asia unit advanced registrations, distributor enablement and trials in Vietnam and neighbouring markets, with commercial orders supported by agronomy and localised collateral. In India, RLF began partner selection, regulatory scoping and trial program design. With its vast market and dual summer/winter cropping seasons, India represents a major long-term opportunity. The groundwork creates an FY26 pipeline centred on commercialisation, proof-ofperformance and distributor roll-out and training.

Carbon — partnership model and project validation

RLF Carbon completed its inaugural project report from the Hillston pilot, demonstrating that changes in agronomic practice can deliver measurable improvements in soil-carbon levels and reductions in emissions intensity. The trial also validated the ACSS methodology, confirming that its baseline, sampling and verification protocols are practical, repeatable, and suitable for broadacre application.

Corporate achievements — foundation for FY26 execution

FY25 marked a full operating reset. Management was restructured with business unit accountability and tighter controls, while governance was strengthened with board renewal and aligned incentives. The balance sheet was reset through debt reduction of $2.2m, interest waivers and extended terms, underpinning a $1.2m operating cash surplus (vs $0.2m in FY24) and year-end cash balance of $6.5m. Subsequent to the FY25 year end, the Company undertook a $4.5m placement to fund raw materials, people and capex. These actions restored financial stability and leadership alignment, positioning RLF to scale across its core markets in FY26.

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Page 2 of 10

The announcement has been authorised for release by the Board of Directors.

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For further information, please contact:

Gavin Ball

Acting Managing Director E: [email protected] M: +61 433 333 300

About RLF AgTech Ltd (ASX: RLF)

RLF AgTech Ltd (ASX: RLF) is an Australian-based plant nutrition company that formulates and manufactures advanced crop nutrition products designed to improve agricultural productivity, crop quality, and soil health.

With more than 30 years of technical and agronomic expertise, RLF delivers high-performance liquid fertilisers and seed treatments that support more efficient nutrient uptake, stronger early plant development, and improved yield outcomes. The Company’s science-led formulations are backed by extensive field research and are suited to a wide range of broadacre and horticultural crops.

RLF has a growing footprint across Australia, where it now supplies products through a national network of over 1220 retail and wholesale distribution locations, providing broad coverage of key agricultural regions. The inclusion of the LiquaForce business in Queensland forms a significant part of RLF’s domestic operations, enhancing its manufacturing and on-farm service capabilities.

Internationally, RLF has long-standing operations in China, including wholly owned manufacturing and distribution facilities, and continues to expand its presence across other parts of Asia, where demand for advanced crop nutrition solutions is increasing.

RLF’s crop nutrition technologies are aligned with the future of sustainable agriculture, supporting improved fertiliser efficiency and regenerative farming practices. Through its Accumulating Carbon in Soil System (ACSS), RLF aims to help farmers reduce reliance on traditional fertilisers while increasing organic matter in the soil — contributing to better outcomes for carbon sequestration, improved soil health, and more resilient farming systems.

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Page 3 of 10

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Appendix 4E

for the financial year ended 30 June 2025

Presented in accordance with ASX Listing Rule 4.3A

Reporting Period: Prior Corresponding Period:

Financial year ended 30 June 2025 ( FY25 ) Financial year ended 30 June 2024 ( FY24 )

Results for announcement to the market

esults for announcement to the market
Total revenue from ordinary activities
Profit/(Loss) from ordinary activities after tax attributable to members
Net profit/(loss) for the period attributable to members
%
Change
12 months to
30/06/2025
$’000
Up
137
to
23,127
Up
77
to
(1,847)
Up
77
to
(1,847)

Dividends

No dividends were paid during the current or previous financial years and no dividends have been declared subsequent to the financial year end and up to the date of this report. There are no dividend or distribution reinvestment plans in operation.

Net tangible assets per share

Net tangible assets per share Net tangible assets per share
Net tangible (liability)/asset per share
Entities gained or lost control over the period
30/06/2025
30/06/2024
Cents
Cents
(0.33)
(1.67)
Name of the Entity Nature of Change Date of Change
RLF Australia Pty Ltd Newly registered 12 September 2024

Details of associates and joint ventures

RLF owns 49% of Rural Liquid Fertilisers (Thailand) Co., Ltd.

Independent Audit

The accounts outlined in the Appendix 4E are in the process of being audited by the Group’s auditors Moore Australia Audit (WA).

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Page 4 of 10

Commentary on results for the period

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Operating Result

The Group’s revenue for FY25 was $23.1 million, representing a 137% increase comparing to FY24 ($9.8 million) and the Group’s cash receipts from its customers for FY25 was $24.6 million, representing an increase of 66% from FY24 ($14.8 million) and more importantly, the net cash flow from operating activities increased by 464% to $1.2 million for FY25, comparing to $0.2 million for FY24.

The Group’s FY25 EBITDA was -$0.7million (FY24: -$7.4 million), representing an improvement of 90% YoY.

These improved financial results are driven by growth in all three business regions as well as the successful integration of the RLF LiquaForce business and the recent establishment of RLF Australia during the Year.

The loss from continuing operations for the financial year ended 30 June 2025 after providing for income tax amounted to $1.8 million (FY24: Loss $8.0 million), representing a reduction of 77%. The reduction has two main contributing factors. First, the YoY gross profit increased by $4.2m to $8.4 million in FY25 and second, during FY25, the Group reached an agreement in relation to a historical payable that has been deferred since FY19; as a result of the agreement, $2.2 million was forgiven, which was recorded as Other Income (refer to Note 1 for more information).

During the Year, instead of paying in cash, the Group issued shares and options to pay for service provided by its suppliers to partially settle a loan and unpaid fees and salaries to the Directors of the Company that constituted a value of c. $1.0 million, which greatly improved the Group’s cash flow situation, allowing the Group to allocate the saved cash to fund other parts of the business.

In addition, FY25, the Group made cash payments totalling $1.5 million, to settle non-recurring or long outstanding debts and they are:

  • 2[nd] tranche payment of LiquaForce acquisition: $0.75 million;

  • Loan payment: $0.30 million

  • Payments for Deferred Payables and long outstanding payables: $0.47 million

At 30 June 2025, the Group’s cash balance was $6.5 million, a 44% increase comparing to the cash balance at 30 June 2024 of $4.5 million.

Establishing RLF Australia Business Unit

Following the Group regaining the Australian distribution rights of its products in August 2025, the Group established a standalone business unit for its Australian business. During FY25, RLF upgraded the LiquaForce manufacturing facility in Ingham, QLD and set up a manufacturing facility in Welshpool, WA to produce RLF products in Australia. The Group also recruited and trained a dedicated sales and service team to promote its products and service its distributors across 1220 stores nationwide.

During FY25, the Group incurred a total expense of $1.0 million in relation to its RLF Australia Business Unit.

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Page 5 of 10

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Consolidated statement of profit or loss and other comprehensive income

for the financial year ended 30 June 2025

Note
Sales
Cost of sale of goods
Gross profit
Other income
1
Sales and marketing expenses
Corporate expenses
R&D expenses
Depreciation and amortisation expenses
Finance costs
Impairment expenses
Profit/(Loss) before income tax
Income Tax expense
Profit/(Loss) for the year from continuing operations
Other comprehensive income for the year
Items that may be classified to profit or loss
Foreign exchange differences on translation of foreign operations
Total comprehensive income/(loss) for the year
Profit/(Loss) for the year attributable to:
-
Owners of the parent company
-
Non-controlling interests
Total comprehensive income/(loss) attributable to:
-
Owners of the parent company
-
Non-controlling interests
Earnings/(Loss) per share
Basic loss per share in cents
Diluted loss per share in cents
Consolidated
Financial year ended
30/06/2025
$’000
30/06/2024
$’000
23,127
9,753
(14,724)
(5,571)
8,403
4,182
3,132
214
(5,875)
(4,384)
(5,766)
(5,547)
(592)
(635)
(700)
(384)
(432)
(213)
(17)
(1,259)
(1,847)
(8,026)
-
6
(1,847)
(8,020)
(138)
567
(1,985)
(7,453)
(1,847)
(8,020)
-
-
(1,847)
(8,020)
(1,985)
(7,453)
-
-
(1,985)
(7,453)
(0.55)
(4.18)
(0.55)
(4.18)

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Page 6 of 10

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Consolidated statement of financial position

as at 30 June 2025

Note
Current Assets
Cash and cash equivalents
Trade and other receivables
Inventories
Other current assets
Total Current Assets
Non-Current Assets
Trade and other receivables
Right-of-use assets
Intangible assets
Property, plant and equipment
2
Total Non-Current Assets
Total Assets
Current Liabilities
Trade and other payables
Contract liabilities
Convertible note
Borrowings
Lease liabilities
Provisions
Income tax payable
Total Current Liabilities
Non-Current Liabilities
Trade and other payables
Borrowings
Lease liabilities
Provisions
Total Non-Current Liabilities
Total Liabilities
Net Assets
Equity
Share capital
Reserves
Accumulated losses
Total Equity
Consolidated
30/06/2025
$’000
30/06/2024
$’000
6,537
4,525
1,550
1,480
3,281
3,437
312
367
11,680
9,809
51
62
1,890
1,536
7,315
7,314
3,752
3,981
13,008
12,893
24,688
22,702
3,732
3,689
6,397
4,892
693
-
1,439
2,208
898
647
341
386
-
-
13,500
11,822
2,651
4,048
1,774
2,354
643
942
17
8
5,085
7,352
18,585
19,174
6,103
3,528
24,358
19,804
5,122
5,254
(23,377)
(21,530)
6,103
3,528

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Page 7 of 10

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Consolidated statement of cash flows

for the financial year ended 30 June 2025

Consolidated
Financialyear ended
30/06/2025
$’000
30/06/2024
$’000
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Income tax paid
Government grants and tax incentives received
Net cash (used in)/from operating activities
Cash flows from investing activities
Payments for property, plant and equipment
Payments for Carbon related costs
Payments for LiquaForce Acquisition
Net cash (used in)/from investing activities
Cash flows from financing activities
Proceeds from equity raising
Equity raising costs
Proceeds from loans and borrowings
Proceeds from convertible notes
Repayments of loans and borrowings
Interest received
Interest and other finance costs paid
Lease Payments
Net cash (used in)/from financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the period
Effects of exchange rate changes
Cash and cash equivalents at the end of the period
24,630
14,820
(23,823)
(14,986)
-
-
433
386
1,240
220
(332)
(294)
-
(957)
(750)
(3,424)
(1,082)
(4,675)
3,628
1,837
(138)
(133)
423
4,068
700
-
(1,600)
(416)
8
-
(430)
(241)
(668)
(317)
1,923
4,798
2,081
343
4,525
4,259
(69)
(77)
6,537
4,525

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Page 8 of 10

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Consolidated statement of changes in equity

for the financial year ended 30 June 2025

Consolidated
Balance as at 1 July 2023
Profit/(Loss) after income tax for the year
Other comprehensive income/(loss)
Total comprehensive income/(loss) for the year
Issue of ordinary shares
Cost of issue of ordinary shares
Issue of performance rights
Equity settled share-based payments
Total transactions with owners and other transfers
Balance as at 30 June 2024
Balance as at 1 July 2024
Profit/(Loss) after income tax for the year
Other comprehensive income/(loss)
Total comprehensive income/(loss) for the year
Issue of ordinary shares
Cost of issue of ordinary shares
Issue of Convertible Notes
Equity settled share-based payments
Total transactions with owners and other transfers
Balance as at 30 June 2025
Share capital
Convertible
Note Reserve
Share Based
Payments
Reserve
Group
Reorganisation
Reserve
Foreign
Currency
Translation
Reserve
Accumulated
losses
Total
$’000
$'000
$’000
$’000
$’000
$’000
$’000
17,197
-
1,904
4,969
(2,094)
(13,510)
8,466
-
-
-
-
-
(8,020)
(8,020)
-
-
-
-
567
-
567
-
-
-
-
567
(8,020)
(7,453)
2,587
-
-
-
-
-
2,587
(133)
-
-
-
-
-
(133)
-
-
22
-
-
-
22
153
-
(114)
-
-
-
39
2,607
-
(92)
-
-
-
2,515
19,804
-
1,812
4,969
(1,527)
(21,530)
3,528
19,804
-
1,812
4,969
(1,527)
(21,530)
3,528
-
-
-
-
-
(1,847)
(1,847)
-
-
-
-
(138)
-
(138)
-
-
-
(138)
(1,847)
(1,985)
4,692
-
-
-
-
-
4,692
(138)
-
-
-
-
-
(138)
-
6
-
-
-
-
6
-
-
-
-
-
-
-
4,554
6
-
-
-
-
4,561
24,358
6
1,812
4,969
(1,665)
(23,377)
6,103

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Page 9 of 10

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Selected Notes to the consolidated financial statements

Note 1: Other Income

Other income comprises the following:

Debt forgiveness
Government grants and tax incentives
Interest income
Non-operating income
Realised FX gain/(loss)
Unrealised FX gain/(loss)
Total
Financialyear ended
30/06/2025
30/06/2024
$’000
$’000
2,203
-
433
189
18
7
138
18
14
326
-
3,132
214

Debt forgiveness

On 17 December 2024 and 2 April 2025, RLF announced that it had reached an agreement with Rural Liquid Fertilisers Pty Ltd (In Liquidation) ( RLFPL ) and RLF Global Pty Ltd ( RLF Global ) to reduce and defer the outstanding Deferred Payables owed by the Group to RLFPL and RLF Global ( Agreement ). The Agreement also converted all outstanding Deferred Payables into Australian dollars at an agreed exchange rate.

As a result of the Agreement, a total amount of $2.2 million was forgiven and booked as Other Income.

Note 2: Property, Plant and Equipment

Balance as at 1 July 2024
Additions
Disposals
Depreciation expense
Foreign currency translation difference
Balance as at 30 June 2025
Motor
vehicles
Office
equipment
Plant &
equipment
Electronic
equipment
Total
$’000
$’000
$’000
$’000
$’000
226
18
3,735
2
3981
3
11
246
3
263
-
-
(5)
-
(5)
(45)
(6)
(436)
-
(487)
-
-
-
-
-
184
23
3,540
5
3,752
Balance as at 1 July 2023
Additions
Disposals
Depreciation expense
Foreign currency translation difference
Balance as at 30 June 2024
Motor
vehicles
Office
equipment
Plant &
equipment
Electronic
equipment
Total
$’000
$’000
$’000
$’000
$’000
27
8
467
3
505
217
14
3,424
-
3,655
(4)
-
-
-
(4)
(13)
(4)
(157)
(1)
(175)
(1)
-
1
-
-
226
18
3,735
2
3,981

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