31 May 2024

Plant Health Care plc

("Plant Health Care" or the "Company")

Full Year Results

Plant Health Care® (AIM: PHC.L), a leading provider of novel patent-protected biological products to help farmers feed the world sustainably, is pleased to announce its results for the year ended 31 December 2023 ("FY23").

Financial highlights:

•      Revenue in FY23 was $11.2m (2022: $11.8m)

•      In the first four months of 2024, revenue was approximately $4.3m, up 72% versus the same period in 2023 (2023: $2.5m), boosted by sales to US distributors.

•      Gross margin remained consistent with the prior year at 60.4% (2022: 60.9%) and has improved materially in the first four months of 2024, due to increased sales of high margin Harpinαβ and PREtec products.

•      Adjusted LBITDA* improved to $2.8m (2022 $3.7m), with further improvement expected during 2024.

•      Working capital utilised in the year was $5.1m (2022: $3.1m)

•      At 31st December 2023, cash was $2.1m, increasing to $2.3m at 3rd May 2024. Cash burn for the same period in 2023 was $4.4m.

•      Operating loss improved to $4.6m (2022: $9.2m)

*Adjusted LBITDA: loss before interest, tax, depreciation, amortisation, share-based payments and foreign exchange loss

Operational highlights:

Harpinαβ

•      In the US, distributors went through a massive destocking of all products in 2023.  On-ground sales of PHC products held up well in 2023 and have started 2024 strongly, with sales of Employ® (Harpinαβ) through Wilbur-Ellis currently up more than 75% against the same period in 2023; distributor inventory now appears to be rebalancing and to be well matched to on-ground sales.

•      Sales of Harpinαβ outside the US grew by 36% led by increased sales in Brazil and Mexico of 45% and 55%, respectively.  That trend continues in 2024.

•      Compounded Annual Growth rate of Harpinαβ between 2020 and 2023 is 20%; that growth trend is set to be maintained in 2024.

PREtec

•      Sales of the Company's novel PREtec peptides in 2023 increased 153% to $2.0m (2022: $0.8m), reaching 18% of sales, driven by sales to new and existing customers following new product registrations.

•      The Company successfully launched Obrona^TM in the US for foliar use on fruits, nuts, vegetables and row crops. With the launch of Obrona, we sell our PREtec proprietary products on three continents.

•      In Brazil, the peptide nematicide PHC68949 was granted registration for commercial sale; launches under the brand name Teikko^® will take place over the coming months. Some 10 distributors have expressed interest in selling Teikko in the upcoming growing season.  Due to strong field trials results and expected high grower ROI, multiple distributors are expressing interest in selling Teikko.

•      Signed an agreement with Agrii UK to support commercial sales of a combination of our PREtec technology and Agrii's novel foliar micronutrient.  The combination is designed to help growers improve crop quality and yield as part of an integrated and environmentally responsible management program.

•      The Company's biochemical fungicide, PHC279, for the control of sugar cane and coffee diseases received federal approval in Brazil.

Outlook:

•      New registrations and distribution agreements in 2023 and 2024 point to significant revenue growth in 2024, in line with market forecasts.

•      Our business model is now more relevant than ever as the issue of food security continues to grow, and the farming world looks for technological solutions to achieve a sustainable future with better crops delivering higher yields and reducing environmental effects to help meet global sustainability targets.

-       H2 2024 is expected to see significant commercial progress across a number of fronts, including:

•       The launch of Teikko and Moshy which are expected to deliver significant revenues in Brazil following launch.

•       Expansion of Innocul8 sales in the UK, leading to further revenue expansion in the EMEAA region.

•       The entry into India and now China, is expected to drive substantial sales over time.

•      With increased sales in the first four months of 2024, the Group continues to assess potential non-dilutive short-term financing options to ensure it can maintain sufficient working capital and financial flexibility through its typical order cycle.

Annual Report

The Annual Report will be available on the Company's website today (https://www.planthealthcare.com/investors/financial- reports-and-investor-presentations) and hard copies are expected to be posted to Shareholders in due course.

For further information, please contact:

Dr. Christopher Richards, Chairman comments:

Sustainability in a volatile market. The move towards sustainable agriculture is unstoppable. In 2023, we fell short of expectations, due to exceptionally volatile conditions in the US market. We are confident of resuming growth better than the biologicals market of 10 - 15%, over the coming years.

The move to sustainable agriculture is unstoppable

Demand for Plant Health Care's products is driven by the growth in sustainable agriculture. In 2023, sales outside the USA grew by 23%, with particularly strong growth in Brazil (42%), as the Group rides that wave.

Volatility in the US market

The US market has been hit by volatility in the price and availability of fertilisers and agrochemicals, which has led to large swings in demand. Exacerbated by high interest rates, distributors and farmers unwound inventories of all products, to stabilise their working capital. While demand for Plant Health Care's products remained robust, distributors delayed purchasing, resulting in sales being down by 45%.

Harpinαβ products

Demand for Plant Health Care's established Harpinαβ product continues to grow; outside the US by 36% in 2023. For example, on-ground sales of H2Copla in Brazil grew by 27%. For the first time, larger sugar cane growers have started to use the product. This illustrates the time it takes to drive product adoption of these novel products.

PREtec products delivering their promise - strong pipeline to come

The first launches of the Group's novel PREtec peptide products are vindicating the more than $30m invested over the last decade. Sales of PHC279 (Saori in Brazil, Obrona in the US), reached $2m, an increase of 153% compared to 2022. With launches in the US and now in Europe, prospects for growth are very strong. The next PREtec product, PHC949 is now registered in Brazil as Teikko and will be launched into the huge soybean market in 2024. With further registrations expected in 2024, the growth of PREtec is only just starting.

Outstanding cost position

The best technology will not succeed without a cost position which allows customers and channel partners to achieve a good return on their investment. New toll manufacturing arrangements in the EU, which guarantee access to high quality product at low cost, are critical for PHC as evidenced by the gross margins we are achieving on both Harpinαβ and our PREtec products.

Sustainability in our products

The Group's products are recognised as contributing to the sustainability of agriculture. Not only are the products themselves environmentally friendly, but they also help farmers to reduce their reliance on traditional fertilisers and pesticides, with substantial benefits to the sustainability of agriculture.

Risk management

Covid-19, war in Ukraine, increased inflation and supply chain challenges combine to create a much riskier world than in recent years. Given the nature of the agriculture sector and the Group's business, inflation and supply chain issues are those risks on which we focus most attention. At present, we are able to recover inflation in price. Managing volatility in our revenue will be a focus over the coming years.

The group is committed to playing its part to mitigate the environmental impacts of our activities and to enhance our

resilience to the uncertainties posed by climate change. Severe climate change could adversely affect the Group's distribution channel. However, our proprietary products help crops thrive under severe drought and flooding conditions, which the Group believes will help farmers and our distribution partners diminish the effects of climate change.

Market leading management team

I have every confidence in the management team of Plant Health Care, under the leadership of Jeffrey Tweedy (CEO), ably supported by Jeff Hovey (CFO) and a strong Executive Committee. I would like to take this opportunity to thank James Ede-Golightly for his contribution to the Board. James stepped down as part of our cost savings programme at the end of 2023. I am confident that we have a balanced and experienced Board to challenge and guide management.

Dr Christopher Richards Non-executive Chairman 31 May 2024

crichards@planthealthcare.com

Chief Executive Officer's Statement

Jeffrey Tweedy, Chief Executive Officer

Overview

Plant Health Care fell short of revenue expectations in 2023, mainly driven by poor market conditions in the US market. As a result, global Harpinαβ sales were down 19% versus 2022. Revenue outside the US grew 23%, driven by strong Harpinαβ and PREtec sales. Sales of the Group's new PREtec technology grew 153% driven by increased sales of Saori in Brazil and product launches in the US, UK, and Portugal markets. PREtec now accounts for 18% of the Group's revenue in only 2 years after first registrations and will deliver revenue growth over the next 2 - 3 years. The Group added three new distributors in 2023 which will provide increased market access for growth in 2024 and in subsequent years. The Group's focus on scaling the commercial business has helped increase revenue by 42% in South America and 41% in the EMEAA region. Gross margin remained steady at 60% and adjusted LBITDA improved 31% to $2.9m reflecting the strong focus of management in controlling operating costs in 2023.

The Group's investment in the PREtec technology is rapidly delivering revenue and will be the key driver for continued market expansion. We expect Saori, Moshy, Teikko, Obrona and Innocul8 to be the drivers of future growth to help us reach our revenue aspirations.

Cash and cash equivalents as of 31 December 2023 is $2.1m (2022: $5.7m), increasing to $2.5m as of 31 January 2024, following receipt of a delayed customer payment post period end.

Plant Health Care has continued to expand into new markets around the world including South America, Europe, and India. We have grown our relationships with major distribution partners to deliver our products into these new markets.

Products

Our proprietary products derived from natural proteins help protect crops from diseases, nematodes and stress leading to increased crop yield, quality and financial return for growers globally. The rise to the top of the global agenda of climate change, food security and sustainability is driving increased demand for our products.

PREtec

Derived from natural proteins, PREtec is an environmentally friendly technology which stimulates crop growth and ability to withstand a variety of abiotic stresses as well as improve disease control, plant health and yield. PREtec is compatible with mainstream agricultural practices. Our aim is to launch one new PREtec product every year.

The Company's PREtec technology platform (Vaccines for Plants™) continues to build on the success of the launch of our first PREtec product, Saori used in Brazil for the prevention and treatment of soybean diseases. Revenues from PREtec now account for 18% of the Group's revenue and were up 153% versus 2022.

In the US, the novel peptide fungicide PHC279 was registered and has now been launched by Wilbur Ellis for sales as Obrona^TM.

In Brazil, registration of PHC 279, under the brand name Moshy, was received in 2023 for sales into the coffee and sugar cane markets. Also in Brazil, the peptide nematicide PHC949 was registered and will be launched under the brand name Teikko for the 2024 soybean growing season.

First PREtec sales in Europe occurred in 2023 with the launch of PREzym in Portugal and the company signed an agreement with Agrii to launch PREtec technology under the brand name Innocul8, for launch in 2024. The Group is now selling our PREtec products on three continents.

Harpinαβ

The Compound Annual Growth Rate of Harpinαβ between 2020 and 2023 is 20%, which is a good indicator of the continued growth of Harpinαβ. Harpin is a recombinant protein which acts as a powerful biostimulant to improve the quality, nutrient use, tolerance to abiotic stress and yield of crops. Harpinαβ sales decreased by 19% to $6.7m (2022: $8.2m) driven by a decline in sales in the US caused by distributor destocking. Harpinαβ sales grew in every other region with Brazil leading the way with a 45% increase in sales. Harpinαβ sales increased in the EMEAA and Mexico regions by 16% and 55%, respectively.

Distribution Partnerships

We distribute our products through partnerships with influential distributors, which enables us to access a large number of farmers. We work with our distribution partners to drive product adoption and our partners also provide valued technical advice on the best use of our products.

We now work with six of the world's largest distributors of agricultural products which account for over 150 million acres in soybeans, corn and sugar cane. We continue to look for new distribution partners who will help the Group continue to scale our commercial operations.

Geographic growth

The Group continues to invest in the commercial business in all regions across the world, focusing on the largest agricultural producers.

North America

Total revenue in the US was down 45% to $2.6m (2022: $4.8m). The decline was primarily due to impact of an exceptional destocking by US distributors to reduce the impact of price volatility in an uncertain market. Higher interest rates prompted distributors and farmers to lower their inventories to manage their working capital.

Distributor inventories are the lowest they have been in years. Due to this, recovery of Harpinαβ revenue in the US is expected, driven by healthy on-ground sales. 2024 will be the first full season of sales for Obrona and we expect Obrona to provide significant revenue over the coming years.

South America

Total revenue in South America was up 42% to $3.2m (2022: $2.2m) driven by the continued growth of Saori up 36% and Harpinαβ up 45%.

Prospects for 2024 are very positive with the launch of Teikko in H2 2024, continued growth of Saori and continued adoption of Harpinαβ in sugar cane and soybeans.

EMEAA

Sales in EMEAA were up 41% to $1.9m in 2023 ($1.3m in 2022). The increase in sales was driven by the growth of Harpinαβ across all countries and the launch of PREzym in Portugal.

Prospects for 2024 are positive with the planned expansion of Harpinαβ in the EU with the France registration and the expected launch of Harpinαβ in India for use on sugar cane. The launch of Innocul8 in the UK will bring substantial revenue growth over the coming years.

Mexico

Plant Health Care Mexico has a broad biological product line for farmers in Mexico which includes the Groups' proprietary and third-party products. Sales in Mexico were up slightly to $3.5m (2022: $3.4m). The sales increase was driven by increased sales of Harpinαβ into specialty crop acres and new market growth coming from sales into agave and avocado.

In the next couple of years Mexico is expecting continued growth with sales of Harpinαβ into sugar cane and continued growth in agave and avocado. With the recent registration approval of PHC279 for disease control and PHC949 for nematode control we expect a significant shift in revenue to the Group's proprietary products resulting in greater revenue and higher margins.

Environmental Sustainability

Food security is the top priority in 2024, and will continue to be a growing concern, with global events driving the world's ever-increasing need for more access to vital crops. Sustainable agriculture lies at the heart of meeting this need, and our biological products will play a fundamental role in providing better-quality crops that can deliver higher yields.

Farmers face many challenges, including the impacts of climate change, such as drought and the need to work more sustainably. Plant Health Care products provide an environmentally suitable solution to increase regular yields through our pipeline of products for farmers and food/crop suppliers across various markets.

Outlook

Looking ahead, the Group has plans to launch Teikko and Moshy which are projected for H2 2024 and are expected to drive significant revenue growth in 2024 in Brazil. With distributor inventories now lower than previous years, recovery of Harpinαβ revenue in the US is expected, driven by healthy on-ground sales. Expansion of PREtec in the UK will provide for significant revenue in 2024.

Our business model is now more relevant than ever as the issue of food security continues to grow, and the farming world looks for technological solutions to achieve a sustainable future with better crops delivering higher yields and reducing environmental effects to help meet global sustainability targets.

Financial summary

Jeffrey Hovey, Chief Financial Officer

A summary of the financial results for the year ended 31 December 2023 with comparatives for the previous financial year is set out below:

Revenues

Revenues in 2023 decreased by 5% to $11.2 million (2022: $11.8 million). On a constant currency basis revenue decreased 9%. Revenue excluding North America increased 23% to $8.6 million (2022: $7.0 million). North America revenue decreased 45% to $2.6 million (2022: $4.8 million). Gross margin remained steady declined 1% to 60% (2022: 61%) due to decreased Harpinαβ sales into the corn market in North America offset by increased sales of Saori in Brazil. Harpinαβ sales decreased 19% to $6.6 million (2022: $8.2 million). Third-party revenue decreased 6% to $2.7 million (2022: $2.8 million due to weather challenges in the northwest portion of Mexico and lower commodity prices in vegetables.

The Group has three separate reporting segments as set out below.

In 2023, the Group's revenue, gross margin and LBITDA was weighted evenly throughout the year with both first and second half equalling 50%. The Group' goal is to diversify our revenue regionally and distribute its revenue evenly throughout the year.

Americas

This segment includes activities in both North and South America but excludes Mexico.

North America

North America revenue decreased 45% to $2.6 million (2022: $4.8 million). The decline was due to delays in distributor purchases of Harpinαβ to manage their inventory levels to reduce the impact of price volatility in an uncertain market and the affects of interest rate levels. Harpinαβ sales for North America decreased 58% to $2.0 million ($4.8 million). Obrona® was launched in June of 2023 as a foliar fungicide for fruits, nuts, vegetables, and row crops which generated $0.6 million (2022: nil).

South America

Revenue in South America increased 42% to $3.2 million (2022: $2.2 million). Sales of H2Copla® for use on sugar cane increased 45% to $2.1 million (2022: $1.5 million) due to continued adoption of H2Copla by sugar mills and processors. Sales of Saori for use on soybeans increased 36% to $1.1 million. The increase was due to continued adoption of Saori by soybean farmers.

Revenue in the Americas is predominantly from Harpinαβ and Saori sales.

EMEAA

Revenue in the Rest of World segment increased 41% to $1.9 million (2022: $1.3 million). The increase was primarily due to the launch of PREzym for use in fruit, vegetable and cereals crop production in Portugal, Spain and first sales of Innocul8 into the potato market and a wide range of crops in the United Kingdom. PREzym and Innocul8 generated $0.1 million and $0.2 million of sales in 2023, respectively. Sales of Harpinαβ increased 16% to $1.5 million due to further adoption of the technology in Southern Europe and larger consumption of inventories in the channel in Southern Africa driven by a favourable rainy season and "boots on the ground" support from the PHC technical team.

Revenue in the Rest of World segment is predominantly from Harpinαβ sales.

Mexico

Revenue from the Mexico segment increased 4% to $3.5 million (2022: $3.4 million). This was primarily due to increased sales into specialty crop market and continued expansion into the agave and avocado markets.

Revenue in Mexico includes sales of Harpinαβ and third-party products. The gross margin in Mexico for Harpinαβ and third-party products are 68%+ and 39%+, respectively. Sales of Harpinαβ increased by 55% in 2023 from 2022.

Gross margin

Gross margin remained steady at 60% (2022: 61%). The margins for Harpinαβ and PREtec products remained strong at 69% and 77%, respectively. Improvement in the overall margin was held back by a decrease of 5% to 39% in the third-party margin products sold in Mexico.

Operating expenses

The Group's operating expenses decreased 13% or $1.3 million to $9.6 million (2022: $10.9 million).

Beginning in 2023, the Group began to capitalize some of its research costs which amounted to $0.4 million. Including the amount that was capitalized, operating costs decreased 8% or $0.9 million. The main contributors were decreased sales and marketing spend of $4.2 million (2022: $4.6 million) globally and decreased administration costs to $2.9 million (2022: $3.4 million).

Non-cash unallocated corporate expenses decreased $3.8 million to nil (2022: $3.8 million). The decrease was attributable to the Group's decision to classify its Sterling loans from our UK subsidiary as a hedge of net investments in a foreign subsidiary. All gains and losses directly related to this loan relationship is recognized in other comprehensive income.

Adjusted LBITDA, a non-GAAP measure, decreased by $0.9 million to $2.8 million (2022: $3.7 million). Including the effects of the capitalization of research costs, adjusted LBITDA decreased $0.5 million. The decrease is due to decreased operating expenses of $0.9 million offset by lower gross profit of $0.4 million.

* Adjusted LBITDA: loss before interest, tax, depreciation, amortisation, share-based payments and losses from foreign exchange

Balance Sheet

At 31 December 2023 and 2022, investments and cash and cash equivalents were $2.1 million and $5.7 million respectively.

Cash remains a primary focus for the Group.

Inventory ($3.0 million) decreased $0.4 million due to reduced Harpinαβ purchases in 2023 and the effect of a lower per unit cost of Harpin achieved through our European supplier. Trade receivables ($3.4 million) increased $1.9 million due to delayed collections from North American customers. Most of the delayed collections were received in January of 2024. Trade payables ($1.3 million) were comparable to the prior year ($1.6 million).

Translation of the results of foreign subsidiaries for inclusion within the consolidated Group results resulted in an exchange gain of $0.2 million (2022: gain of $3.7 million) recorded within other comprehensive income and foreign exchange reserves.

Cash Flow and Liquidity

Net cash used in operations was $5.8 million (2022: $2.7 million). The increase is due to a decrease in working capital cash flow primarily due to increased receivables, which resulted in reduced collections year over year and increased payments to several suppliers offset by lower inventory supplier payments. The lower inventory payments were a direct result of moving our manufacturing from China to a European supplier.

Net cash used in investing activities was $0.6 million (2022: $8.0 million provided from investing activities). The Group holds surplus cash in several bond and money market funds. The movement in these funds was used to further invest in the PREtec business and fund the Commercial business.

Net cash provided by financing activities was $2.9 million (2022: $0.6 million). The increase was primarily due to the completion of the June 2023 fundraise.

Going Concern

The Company is a holding entity and as such their going concern is dependent on the Group therefore the going concern assessment was performed as part of the Group's assessment.

In assessing whether the going concern basis is an appropriate basis for preparing the 2023 Annual Report, the Directors have used actual results for the first four months of 2024 and its detailed forecasts which take into account its current and expected business activities, its cash and cash equivalents balance and investments of $2.1 million as shown in its balance sheet at 31 December 2023, the principal risks and uncertainties the Group faces and other factors impacting the Group's future performance.

The Directors have prepared a base case cash forecast that shows we will be able to operate within our existing facilities (including the financing secured after the year-end) for the foreseeable future of at least a year from the date of the approval of these financial statements.  The Directors have modeled a variety of possible cash flow forecasts for the twelve months from the date of the approval of the financial statements.

The Group's revenue projections are based on detailed budgets built up by customer from each of the Group's operating segments, and specifically includes growth assumptions in the U.S. to reverse the decline experienced in 2023. The Group's base case shows a revenue increase of 39% in 2024 and 55% in the first half of 2025, which is an increase from the overall decline in 2023 of 5% (which was caused by the distributors managing their inventory levels in the U.S. market). The base case growth rates projected for 2024 and 2025 are comparable to the 40% and 28% overall growth rates achieved in 2022 and 2021 respectively, and the growth rates achieved in 2023 in the South America and EMEAA regions during 2023 of 29% and 41%.

Experience has shown in the first four months of 2024 that projected revenue has started to occur and growth on 2023 has been achieved at a rate which has exceeded the Directors budget, however this trend needs to continue through the rest of 2024 and 2025, in line with the above to prevent any liquidity issues. While the Group believes the projections are achievable, there is inherent uncertainty in achieving budgeted projections of growth which means the projections may not be achieved.

In addition, the Group is dependent on the debt due from its customers being settled in line with forecasts. Further, the timing of cash inflows and outflows is important and heightened in the 4^th quarter of 2024 when some large payments become due to working capital needs that could lead to short-term liquidity issues in that period.  Cost savings are also projected in the model and may be difficult to deliver in the current climate.

The Directors have identified further cost savings, if necessary, to help mitigate the impact of the above on cash outflows.  Some of the costs saving measures include further product cost reductions with its toll manufacturer, scaling back the Group's PREtec program and reducing personnel in all regions.

In the event of a need, the Group may also be required to seek additional funding beyond the facilities that are currently available to it through a placement of shares or source other non-dilutive short-term funding, making significant reductions in its fixed cost expenses or the potential sale of the Group to secure the injection of funds into the business.

In the reasonable and plausible downturn scenario where revenue growth is 25% or below, the Group's ability to fund its operations within current resources will be impacted and further funding will be required which is not guaranteed, this will have a direct impact on the Company's going concern and as a result a material uncertainty exists, which may cast significant doubt about the Group and Company's ability to continue as going concern and therefore they may be unable to realise their assets and discharge their liabilities in the normal course of business.

However, the Directors consider that the Group and Company will trade in a positive scenario and therefore deem it to be appropriate to prepare the financial statements on a going concern basis and the financial statements do not include the adjustments that would be required if the Group and Company were unable to continue as a going concern.

Consolidated statement of comprehensive income

for the year ended 31 December 2023

The accompanying notes are an integral part of these condensed consolidated financial statements

Consolidated statement of financial position

at 31 December 2023

The accompanying notes are an integral part of these condensed consolidated financial statements

Consolidated statement of changes in equity

for the year ended 31 December 2023

The accompanying notes are an integral part of these condensed consolidated financial statements

Consolidated statement of cash flows

for the year ended 31 December 2023

The accompanying notes are an integral part of these condensed consolidated financial statements

Notes forming part of the Group financial statements

for the year ended 31 December 2023

1. Basis of preparation

These consolidated financial statements have been prepared in accordance with UK adopted international accounting standards and the provisions of the Companies Act 2006. The financial information has been prepared on the historical cost basis except that financial instruments are stated at the fair value.

Amounts are rounded to the nearest thousand, unless otherwise stated.

A number of other new standards, amendments and interpretations to existing standards have been adopted by the Group, but have not been listed, since they have no material impact on the financial statements. None of the other new standards, amendments and interpretations in issue but not yet effective are expected to have a material effect on the financial statements.

Reporting currency

While the functional currency of the parent company is Sterling, the Group's financial statements have been presented in US Dollars. The Directors believe this better reflects the underlying nature of the business, primarily due to the USA being the country whose competitive forces and regulations impact this business. The exchange rates used for translation are as reported below:

Going concern

The Company is a holding entity and as such their going concern is dependent on the Group therefore the going concern assessment was performed as part of the Group's assessment.

In assessing whether the going concern basis is an appropriate basis for preparing the 2023 Annual Report, the Directors have used actual results for the first four months of 2024 and its detailed forecasts which take into account its current and expected business activities, its cash and cash equivalents balance and investments of $2.1 million as shown in its balance sheet at 31 December 2023, the principal risks and uncertainties the Group faces and other factors impacting the Group's future performance.

The Directors have prepared a base case cash forecast that shows we will be able to operate within our existing facilities (including the financing secured after the year-end) for the foreseeable future of at least a year from the date of the approval of these financial statements.  The Directors have modeled a variety of possible cash flow forecasts for the twelve months from the date of the approval of the financial statements.

The Group's revenue projections are based on detailed budgets built up by customer from each of the Group's operating segments, and specifically includes growth assumptions in the U.S. to reverse the decline experienced in 2023. The Group's base case shows a revenue increase of 39% in 2024 and 55% in the first half of 2025, which is an increase from the overall decline in 2023 of 5% (which was caused by the distributors managing their inventory levels in the U.S. market). The base case growth rates projected for 2024 and 2025 are comparable to the 40% and 28% overall growth rates achieved in 2022 and 2021 respectively, and the growth rates achieved in 2023 in the South America and EMEAA regions during 2023 of 29% and 41%.

Experience has shown in the first four months of 2024 that projected revenue has started to occur and growth on 2023 has been achieved at a rate which has exceeded the Directors budget, however this trend needs to continue through the rest of 2024 and 2025, in line with the above to prevent any liquidity issues. While the Group believes the projections are achievable, there is inherent uncertainty in achieving budgeted projections of growth which means the projections may not be achieved.

In addition, the Group is dependent on the debt due from its customers being settled in line with forecasts. Further, the timing of cash inflows and outflows is important and heightened in the 4^th quarter of 2024 when some large payments become due to working capital needs that could lead to short-term liquidity issues in that period.  Cost savings are also projected in the model and may be difficult to deliver in the current climate.

The Directors have identified further cost savings, if necessary, to help mitigate the impact of the above on cash outflows.  Some of the costs saving measures include further product cost reductions with its toll manufacturer, scaling back the Group's PREtec program and reducing personnel in all regions.

In the event of a need, the Group may also be required to seek additional funding beyond the facilities that are currently available to it through a placement of shares or source other non-dilutive short-term funding, making significant reductions in its fixed cost expenses or the potential sale of the Group to secure the injection of funds into the business.

In the reasonable and plausible downturn scenario where revenue growth is 25% or below, the Group's ability to fund its operations within current resources will be impacted and further funding will be required which is not guaranteed, this will have a direct impact on the Company's going concern and as a result a material uncertainty exists, which may cast significant doubt about the Group and Company's ability to continue as going concern and therefore they may be unable to realise their assets and discharge their liabilities in the normal course of business.

However, the Directors consider that the Group and Company will trade in a positive scenario and therefore deem it to be appropriate to prepare the financial statements on a going concern basis and the financial statements do not include the adjustments that would be required if the Group and Company were unable to continue as a going concern.

2. Critical accounting estimates and judgements

In preparing its financial statements, the Group makes certain estimates and judgements regarding the future. Estimates and judgements are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from estimates and assumptions. The estimates and judgements that have a risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

Going concern

The directors have adopted the going concern basis in preparing the consolidated financial statements, having carried out a going concern review. Given the nature of the Group and the way in which business is managed, cash flow forecasts have been prepared for the Group's three cash generating segments and the PREtec research function. These forecasts are considered by the directors to satisfy themselves that the going concern assumptions are appropriate.

Impairment of goodwill

The Group tests whether goodwill has suffered any impairment on an annual basis. The recoverable amount is determined based on value-in-use calculations. The use of this method requires the estimation of future cash flows and the choice of a discount rate in order to calculate the present value of the cash flows. Actual outcomes may vary.

Impairment of intangible assets (excluding goodwill)

At the end of the financial period, the Group reviews the carrying amounts of its definite lived intangible assets to determine whether there is any indication that those assets have suffered any impairment loss. If any such indication exists, the recoverable amount of the asset is estimated to determine the extent of the impairment loss (if any).

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing the value in use, the estimated future cash flows are discounted to their net present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately within administrative expenses in the consolidated statement of comprehensive income.

Revenue

The Group recognises revenue at the fair value of consideration received or receivable. Sales of goods to external customers are at invoiced amounts less value-added tax or local tax on sales. The Group currently generates revenue solely within its Commercial business through the sale of its proprietary and third-party products. When the Group makes product sales under contracts/agreements these will frequently be inclusive of rebate/support payments or a financing component where judgement can be required in the assessment of the transaction price.

Recoverability of trade receivables

The Group applies both the simplified and general approaches under IFRS 9 to measure expected credit losses using a lifetime expected credit loss provision for trade receivables. Under the simplified approach, expected credit losses on a collective basis, trade receivables are grouped based on credit risk and ageing. Given the Group has a low history of default, limited judgement is required for trade receivables in this grouping.

The Group then separately reviews those receivables with payment terms over 180 days using the general approach. Under this approach judgements are required in the assessment of the risk and probability of credit losses and the quantum of the loss in the event of a default.

The receivable balance at year-end was higher than prior years due to amounts owed by two customers in the Americas segment. The majority of this balance was paid by the end of January 2024.

3. Revenue

The following table gives an analysis of revenue according to sales with payment terms of less than or more than 180 days.

Year to 31 December 2023

Year to 31 December 2022

4. Operating loss

5. Segment information

The Group's CODM views, manages and operates the Group's business segments according to its strategic business focuses - Commercial and PREtec. The CODM further analyses the results and operations of the Group's Commercial business on a geographical basis; therefore the Group has presented separate geographic segments within its Commercial business as follows: Commercial - Americas (North and South America, other than Mexico); Commercial - Mexico; and Commercial - Rest of World. The Rest of World segment includes the results of the United Kingdom and Spanish subsidiaries, which together operate across Europe and South Africa. The Group's Commercial segments are focused on the sale of biological products and are the Group's only revenue generating segments. The Group's PREtec segment is focused on the research and development of the Group's PREtec platform.

Below is information regarding the Group's segment loss information for the year ended:

* Revenue from one customer within the Americas segment totalled $1,395,000 or 12% of Group revenues.

Revenue from one customer within the Americas segment totalled $2,075,000 or 19% of Group revenues.

Revenue from one customer within Mexico segment totalled $1,366,000 or 12% of Group revenues.

** These amounts represent public company expenses for which there is no reasonable basis by which to allocate the amounts across the Group's segments.

*** Includes net share-based payment expense of $342,000 attributed to corporate employees who are not directly affiliated with any of the Commercial or PREtec segments.

The PREtec segment relates to research and development activities only.

* Revenue from one customer within the Americas segment totalled $3,165,000, or 27% of Group revenues.

Revenue from one customer within the Americas segment totalled $1,420,000, or 12% of Group revenues.

Revenue from one customer within the Americas segment totalled $1,225,000, or 10% of Group revenues.

** These amounts represent public company expenses for which there is no reasonable basis by which to allocate the amounts across the Group's segments.

*** Includes net share-based payment expense of $327,000 attributed to corporate employees who are not directly affiliated with any of the Commercial or PREtec segments.

Geographic information

The Group operates in five principal countries - the United Kingdom (country of domicile), the USA, Mexico, Spain and Brazil.

The Group's revenues from customers by location of operation are detailed below:

The Group's non-current assets by location of assets are detailed below:

6. Loss per share

Basic loss per ordinary share has been calculated on the basis of the loss for the year of $4,000,000 (2022: loss of $9,483,000) and the weighted average number of shares in issue during the period of 325,587,344 (2022: 305,148,646).

Equity instruments of 39,496,053 (2022: 36,006,306), which include share options, and the 2017 Employee Share Option Plan, could potentially dilute basic earnings per share in the future have been considered but not included in the calculation of diluted earnings per share because they are anti-dilutive for the periods presented. This is due to the Group incurring a loss on operations for the year.

7. Intangible assets

The intangible asset balances have been tested for impairment using discounted budgeted cash flows of the relevant cash generating units. For the years ended 31 December 2022 and 2023, cash flows are projected over a five-year period with a residual growth rate assumed at 0%. For the years ended 31 December 2022 and 2023, a pre-tax discount factor of 15.2% and 15.2% has been used over the forecast period.

Capitalised Development Costs

Internally generated costs includes personnel, field trials and study costs relating to products that have been, or are being developed by the Group.

$711,000 (2022: nil) of development costs relate to assets under development for which no amortisation has been charged in 2023 or 2022.

Goodwill

Goodwill comprises of a net book value of $1,432,000 related to the 2007 acquisition of the assets of Eden Bioscience and $188,000 related to an acquisition of VAMTech LLC in 2004. The entire amount is allocated to Harpinαβ, a cash generating unit within the Commercial - Americas segment. No impairment charge is considered necessary, and no reasonable possible change in key assumptions used would lead to an impairment in the carrying value of goodwill.

An annual impairment review is undertaken by the Board of Directors. The Directors have considered the progress of the business in the current year, including a review of the potential market for its products, the progress the Group has made in registering its products and the key commercial factors to assess the review.

The Directors have estimated the recoverable amount of the CGU using a value-in-use calculation, which assumes a turnaround in the performance of Harpinαβ in North America and continued growth of the product in other regions.

Licences and registrations

These amounts represent the cost of licences and registrations acquired in order to market and sell the Group's products internationally across a wide geography. These amounts are amortised evenly according to the straight-line method over the term of the licence or registration. Impairment is reviewed and tested according to the method expressed above. Licences and registrations have a weighted average remaining amortisation period of nil. No impairment charge is considered necessary, and no reasonable possible change in key assumptions used would lead to an impairment in the carrying value of licences and registrations.

8. Property, plant and equipment

9. Trade and other receivables

The trade receivable current balance represents trade receivables with a due date for collection within a one-year period.  The other receivable non-current balance represents lease deposits.

The Group applies the IFRS 9 simplified approach to measuring expected credit losses for sales contracts with 180 days or fewer payment terms. To measure expected credit losses on a collective basis, trade receivables and contract assets are grouped based on similar credit risk and ageing. The expected loss rates are based on the ageing of the receivable, past experience of credit losses with customers and forward-looking information. An allowance for a receivable's estimated lifetime expected credit losses is first recorded when the receivable is initially recognised, and subsequently adjusted to reflect changes in credit risk until the balance is collected. In the event that management considers that a receivable cannot be collected, the balance is written off.

Sales contract receivables provided on terms greater than 180 days are at first discounted to recognise the financing component of the transaction and then assessed using the "general approach". Under this approach, the Group models and probability weights a number of scenarios based on their assessment of the credit risk and historical expected losses.

The receivables considered under the general approach relate to one customer in the Americas segment and one customer in the Rest of World segment. The key considerations in the assessment of the provision were the probability of default, expected loss in the event of default and the exposure at the point of default.

The maximum exposure to credit risk at the reporting date is the fair value of each class of receivables set out above.

Movements on the provision for impairment of trade receivables are as follows:

The net value of trade receivables for which a provision for impairment has been made is $0.6 million (2022: $0.1 million).

The following is an analysis of the Group's trade receivables, both current and past due, identifying the totals of trade receivables which are not yet due and those which are past due but not impaired.

10. Cautionary statement

This document contains certain forward-looking statements relating to Plant Health Care plc (the "Group"). The Group considers any statements that are not historical facts as "forward-looking statements". They relate to events and trends that are subject to risk and uncertainty that may cause actual results and the financial performance of the Group to differ materially from those contained in any forward-looking statement. These statements are made by the Directors in good faith based on information available to them and such statements should be treated with caution due to the inherent uncertainties, including both economic and business risk factors, underlying any such forward-looking information.