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ArborGen Holdings Interim Results and Revised FY25 Guidance

Half Year Results26 November 2024ARBIndustrials

Page 1




ArborGen Interim Results and Revised FY25 Guidance

26 November 2024: ArborGen Holdings Limited (NZX: ARB) (ArborGen or the Company) has released

its unaudited results for the six months ended 30 September 2024. All dollar values are in US

currency unless otherwise stated.

The company has made good strategic progress, further expanding its nursery footprint and

improving operational processes in Brazil, and streamlining the US network as it positions itself for a

return in demand.

CEO Justin Birch said: “ArborGen continues to demonstrate resilience and deliver solid results despite

the challenging market, particularly in the US South which remains at the low end of the cycle. Our

long-term focus on advanced genetics is delivering superior prices and margin, even as the broader

market faces pressure. We are well-positioned to respond swiftly and capitalise on opportunities as

the market cycle turns upward.

“Brazil remains an exciting growth opportunity for ArborGen and we are continuing to expand our

production capacity and target higher margin sales. The steps we are taking now to strengthen our

processes and operations will support the business as it continues its growth trajectory.”

1H25 Financial Performance

Sales revenue for the half year was down 3% to $12.8m, following a record 78% year on year

increase in the corresponding prior half year period (pcp 1H24), but remains significantly ahead of

1H23. Revenue is predominantly from Brazil, with the majority of US sales recognised in the second

half of the year.

Cost of sales increased 15% compared to pcp, due to higher US seed cost as a result of the freeze

event in late 2022, as well as inventory losses from earlier flooding after planting; and following

operational adjustments in Brazil. Cost mitigation efforts remain a priority across both regions, with

significant operational savings being seen in the US from the sale of the in vitro business, the closure

of the Taylor Nursery and lease of the Ridgeville building.

The company has reported a net loss after tax of $(2.1)m (1H24: $(0.1)m). Excluding one-off and

unusual items of $2.0m, Adjusted US GAAP EBITDA

1

was $(2.7)m (1H24: $(0.5)m).



1

Adjusted US GAAP EBITDA is a non-GAAP financial measure and excludes one-off and unusual items which may include restructure costs,

impairments and write downs on assets, acquisition/sale transaction costs and other one-off items. In 1H25, one-off and unusual items

were $2m. Refer to page 8 in the Interim Report for reconciliation table. Management believes this measure provides useful information,

as it is used internally to evaluate performance, and it is also a measure that equity analysts focus on for comparative company

performance purpose.

Page 2


The sale of the in vitro business for $4.1m in July 2024 aided the reduction of debt, providing

increased headroom for investment in productivity and growth opportunities. This includes

investments in container capacity in the US, and the purchase of a further nursery in Brazil for $2.5m

which settled on 1 November 2024 and will be earnings accretive in FY25. Cash was $4.3m at 30

September 2024, with net debt of $19.9m compared to $14.4m as at 31 March 2024 (1H24: $16.7m),

with the increase mainly due to working capital timing and strategic capex projects.

The company commenced an on-market share buyback of up to US$500,000 in September 2024. This

was active for several weeks before being paused for the black out period prior to the release of the

half year results, and will recommence on 2 December 2024. The buyback reflects the Board’s

confidence in the long-term strategy and opportunities for the business. As at 30 September 2024,

286,029 shares had been purchased at an average price of $0.147 per share.

US South

Adverse economic and sector headwinds have continued and, alongside extreme weather events,

are having a compounding effect on the industry in the US South. Pulp prices remain at historical

lows, lumber demand and prices are down, sawmills are curtailing production, and weather has

impacted the ability for some customers to prepare for planting. Taken together, this has seen some

forestry owners defer harvesting and therefore planting of new seedlings until conditions improve.

When it occurs, a recovery in the residential construction market will drive demand for higher quality

lumber, for which ArborGen’s MCP® seedlings are ideally suited.

Hurricanes and drought conditions have had minimal effect on the FY25 crop, however, they have

had some impact on the seed inventory buffer for future years. ArborGen confirms it has sufficient

inventory to meet projected customer demand. The company continues to take steps to protect its

assets from extreme weather, with the investment in container planting playing a critical role in

minimising the damage from the recent hurricanes.

The long-term macro trends in the US are positive and ArborGen has the capacity and the resources

to leverage future demand. A recovery in demand for saw timber is projected to start in mid-2025 as

the US economy improves, although the timing remains uncertain.

Brazil

In Brazil, ArborGen is one of the largest commercial providers of pine and eucalyptus seedlings and is

well positioned to meet growing market demand for more resilient, higher yield clones. The

company is continuing to shift sales from licensed products to proprietary ArborGen genetic

seedlings which will deliver superior prices and higher margins. This transition is having some short-

term impact on operations and costs.

While revenue and average selling price were slightly higher in local currency, Brazil seedling sales

were down 5% on pcp, partly due to a severe drought in the last part of the half year which impacted

customers’ ability to plant. However, recent favourable weather conditions have seen sales volumes

start to normalise.

Page 3


Momentum is continuing and ArborGen is growing rapidly to expand production capacity and

capability, with the recent acquisition of the Eco Empreendimentos nursery. An operational reset has

been undertaken to strengthen the team and improve financial processes and systems, with one-off

adjustments impacting cost of sales in FY25. The steps we are taking now to strengthen our

processes and operations will support the business as it continues its growth trajectory.

FY25 Outlook and Revised Guidance

The company’s overall goal remains to drive sales of its advanced genetics seedlings in its target

markets in the US South and Brazil, both of which offer strong growth and commercial potential.

Growth momentum and higher volumes are expected in Brazil in 2H25 following the softer first half

year. Headwinds in the US South are expected to continue to impact across the industry, resulting in

lower demand and offsetting the growth in Brazil. Given this, ArborGen is expecting full year Group

sales volumes to be down on last year with a corresponding impact on earnings. Excluding one-off

and unusual items, Adjusted US GAAP EBITDA is therefore expected to be between $8.5m to $10m

(FY24: $12.8m).


ENDS


Authority for this announcement:

Justin Birch, President and CEO, ArborGen Holdings Limited

For more information, please contact:

Jackie Ellis, Ellis and Co e: jackie@ellisandco.co.nz, t: +64 27 2462505








ArborGen

ArborGen is the leading supplier of advanced seedling genetics to the global commercial forestry

industry. Employing state-of-the-art technology, ArborGen is developing high-value products that

significantly improve the productivity of a given acre of land by enabling our customers to grow trees

that yield more wood per acre with greater consistency and quality in a shorter period of time. For

more information, please visit ArborGen’s website at www.arborgen.com and

www.arborgenholdings.com.

---

1



The Board of ArborGen Holdings Limited is pleased to present the Interim Report for the six months ended

30 September 2024 (1H25). All dollar values are in US currency unless otherwise stated.


Table of Contents

Our Vision 2

Six Months at a Glance 3

Chairman and CEO’s report 5

Understanding our financials 7

Financial statements 9

Investor information 19




Disclaimer: This report may contain forward-looking statements with respect to the financial condition, results of operations and

business, and business strategy of ArborGen. Information about the future, by its nature, involves inherent risks and uncertainties.

Accordingly, nothing in this report is a promise or representation as to the future or a promise or representation that a transaction or

The Board of ArborGen Holdings Limited is pleased to present the Interim Report for the six months ended

INTERIM

REPORT

for the six months ended

30 September 2024


1




The Board of ArborGen Holdings Limited is pleased to present the Interim Report for the six months ended

30 September 2024 (1H25). All dollar values are in US currency unless otherwise stated.


Table of Contents

Our Vision 2

Six Months at a Glance 3

Chairman and CEO’s report 5

Understanding our financials 7

Financial statements 9

Investor information 18




Disclaimer: This report may contain forward-looking statements with respect to the financial condition, results of operations and

business, and business strategy of ArborGen. Information about the future, by its nature, involves inherent risks and uncertainties.

Accordingly, nothing in this report is a promise or representation as to the future or a promise or representation that a transaction or

outcome referred to in this presentation will proceed or occur on the basis described in this report. Statements or assumptions in

this report as to future matters may prove to be incorrect.



2



Our Vision

To be the world-leading provider of value-added, high-quality seedlings for the forestry industry,

creating thriving forests that benefit landowners, the environment, and future generations

through unmatched industry expertise.


DUAL PATHWAY STRATEGY

Driving growth and leveraging long-term demand trends


GO TO MARKET OPERATING STRENGTH

Grow demand and sales of higher value advanced

genetic seedlings

Enable a strong foundation for the future

• United States: expand market and increase MCP®

adoption

1


• Brazil: opportunistic and measured expansion

• Focus on market-driven genetics for the future

• Strengthen the organisation and develop a

performance culture

• Optimise total productivity




DELIVERING INCREASED VALUE FOR FOREST OWNERS


ArborGen’s advanced genetics seedlings deliver:


BETTER LOG

STRAIGHTNESS

& REDUCED

FORKING

40

%

+


HIGHER REVENUE

MORE

DISEASE

RESISTANCE

50

%

+


GREATER NET

PRESENT VALUE

60

%

+


MORE SAWTIMBER

AT FINAL HARVEST






1

MCP is Mass Control Pollinated advanced genetics seedlings


3




Six Months at a Glance

Commercial Highlights

• Clear growth strategy with defined pathways to future growth

• Established a new share buyback programme

• Continuing focus on efficiencies and cost management


United States: Margin Expansion and Measured Growth

• Challenging market conditions continuing for longer than anticipated, US South remains at the low end of

the cycle with soft demand

• Streamlining the business and delivering cost savings - sale of the in vitro business, closure of Taylor

Nursery and lease of Ridgeville building

• Continuing investment in container capacity proving beneficial during extreme weather events

• Some impact on seed inventory buffer from hurricane and drought conditions in the six-month period


Brazil: Accelerated Growth Opportunities

• Continuing to shift sales from licensed products to proprietary ArborGen genetic seedlings

• Operational reset resulting in a stronger team and improved financial processes and systems

• Continuing to expand production capacity with acquisition of further nursery, settled post-period end on

1 November 2024

• Remains an exciting growth opportunity for ArborGen



4



Financial Snapshot

For the six months ended 30 September 2024

All dollar values are in US currency unless otherwise stated. Percentage comparatives to prior comparative

period (pcp).

• Sales revenue down 3% to $12.8m, following a record 78% year-on-year increase in the corresponding prior

half year period (1H24), but remains significantly higher than 1H23

• Cost of sales increased 15% compared to pcp, due to higher US seed cost as a result of the freeze event in

late 2022, as well as inventory losses from earlier flooding after planting, and following operational

adjustments in Brazil

• Net loss after tax of $(2.1)m

• Adjusted US GAAP EBITDA of $(2.7)m, excluding one-off items totalling $2m


1H25 1H24 1H23

US$ millions

Revenue 12.8 13.2 7.4

Gross profit 3.1 4.8 1.8

Operating profit before financing costs and tax (2.5) 2.3 (0.6)

Net earnings/(loss) after tax (2.1) (0.1) (1.6)

Net debt 19.9 16.7 17.5

Adjusted US GAAP EBITDA

1

(2.7) (0.5) (2.9)



FY25 guidance for softer sales volumes as a result of market conditions, resulting in Adjusted US GAAP

EBITDA to be between $8.5m to $10m (FY24: $12.8m).



1

Adjusted US GAAP EBITDA is a non-GAAP financial measure and excludes one-off and unusual items which may include

restructure costs, impairments and write downs on assets, acquisition/sale transaction costs and other one-off items. In

1H25, one-off and unusual items were $2m. Refer to page 8 for reconciliation table. Management believes this measure

provides useful information, as it is used internally to evaluate performance, and it is also a measure that equity analysts

focus on for comparative company performance purpose.


5



Report from the Chair and CEO


Dear Shareholder

We have made good strategic progress in the first half of the 2025 financial year. In Brazil, we have further

expanded our nursery footprint and improved operational processes, while in the US, we have streamlined our

network and are positioning ourselves for a return in demand.

Soft market conditions in both markets, as well as adverse weather events, continue to hamper our sales.

Although revenue was lower compared to the very strong same period last year (1H24), it remains well ahead of

our 1H23 result. The majority of our revenue in the first half is from sales in Brazil, with our US sales recognised

in the second half of our financial year

1

.

We have a clear strategy in place, with defined pathways for growth. Our teams are focused on navigating the

current market conditions and delivering value to our customers and shareholders. Our long-term focus on

advanced genetics is delivering superior prices and margin, even as the broader market faces pressure. We are

well-positioned to respond swiftly and capitalise on opportunities as the market cycle turns upward.

US South: Margin Expansion and Measured Growth

Adverse economic and sector headwinds have continued and, alongside extreme weather events, are having a

compounding effect on the industry in the US South. Pulp prices remain at historical lows, lumber demand and

prices are down, sawmills are curtailing production, and weather has impacted the ability for some customers

to prepare for planting. Taken together, this has seen some forestry owners defer harvesting and therefore

planting of new seedlings until conditions improve. When it occurs, a recovery in the residential construction

market will drive demand for higher quality lumber, for which ArborGen’s MCP seedlings are ideally suited.

We are focused on retaining our market position, streamlining the business and delivering cost efficiencies.

Hurricanes and drought conditions have had minimal effect on the FY25 crop, and while there has been some

impact on the seed inventory buffer for future years, we continue to have sufficient inventory to meet projected

customer demand. We continue to take steps to protect our assets from extreme weather, with our investment

in container planting playing a critical role in minimising the damage from the recent hurricanes.

The long-term macro trends in the US are positive and we have the capacity and the resources to leverage future

demand. A recovery in demand for saw timber is projected to start in mid-2025 as the US economy improves,

although the timing remains uncertain.

Brazil: Accelerated Growth Opportunities

In Brazil, ArborGen is one of the largest commercial providers of pine and eucalyptus seedlings and is well

positioned to meet growing market demand for more resilient, higher yield clones. We are continuing to shift

sales from licensed products to proprietary ArborGen genetic seedlings which will deliver superior prices and

higher margins. This transition is having some short-term impact on operations and costs.

While revenue and average selling price were slightly higher in local currency, Brazil seedling sales were down

5% on pcp, partly due to a severe drought in the last part of the half year which impacted customers’ ability to

plant. However, recent favourable weather conditions have seen sales volumes start to normalise.

Brazil is an exciting growth opportunity for ArborGen and we are growing rapidly to expand production capacity

and capability, with the recent acquisition of the Eco Empreendimentos nursery. An operational reset has been

undertaken to strengthen the team and improve financial processes and systems, with one-off adjustments

impacting cost of sales in FY25. The steps we are taking now to strengthen our processes and operations will

support the business as it continues its growth trajectory.



1

Refer to pages 7 and 8 for more information on harvest, sales and revenue recognition timing.


6



1H25 Financial Performance

Sales revenue for the half year was down 3% to $12.8m, following a record 78% year-on-year increase in the

corresponding prior half year period (pcp 1H24), but remains significantly ahead of 1H23. Revenue is

predominantly from Brazil, with the majority of US sales recognised in the second half of the year.

Cost of sales increased 15% compared to pcp, due to higher US seed cost as a result of the freeze event in late

2022, as well as inventory losses from earlier flooding after planting, and following accounting adjustments in

Brazil. Cost mitigation efforts remain a priority across both regions, with significant operational savings to be

seen in the US from the sale of the in vitro business, the closure of the Taylor Nursery and lease of the Ridgeville

building.

ArborGen reported a net loss after tax of $(2.1)m (1H24: $(0.1)m). Excluding one-off and unusual items of $2m,

Adjusted US GAAP EBITDA was $(2.7)m (1H24: $(0.5)m).

The sale of the in vitro business for $4.1m in July 2024 aided the reduction of debt, providing increased

headroom for investment in productivity and growth opportunities. This includes investments in container

capacity in the US, and the purchase of a further nursery in Brazil for $2.5m which settled on 1 November 2024

and will be earnings accretive in FY25. Cash was $4.3m at 30 September 2024, with net debt of $19.9m

compared to $14.4m as at 31 March 2024 (1H24: $16.7m), with the increase mainly due to working capital

timing and strategic capex projects.

We were pleased to commence an on-market share buyback of up to US$500,000 in September 2024. This

buyback reflects your Board’s confidence in the long-term strategy and opportunities for our business. As at 30

September 2024, 286,029 shares had been purchased at an average price of $0.147 per share.

FY25 Outlook and Revised Guidance

Our overall goal remains to drive sales of our advanced genetics seedlings in our target markets in the US South

and Brazil, both of which offer strong growth and commercial potential.

Growth momentum and higher volumes are expected in Brazil in 2H25 following the softer first half year.

Headwinds in the US South are expected to continue to impact across the industry, resulting in lower demand

and offsetting the growth in Brazil. Given this, ArborGen is expecting full year Group sales volumes to be down

on last year with a corresponding impact on earnings. Excluding one-off and unusual items, Adjusted US GAAP

EBITDA is therefore expected to be between $8.5m to $10m (FY24: $12.8m).

We remain confident and optimistic about ArborGen’s future. Thank you to our shareholders for your continued

support.





Dave Knott

Chairman


Justin Birch

Chief Executive Officer






7



Understanding Our Financials

Key Reporting Measures

Historically, the majority of ArborGen’s operating business has been based in the US. Therefore, financial

statements are presented in US dollars.

As a New Zealand listed company, our financial statements are prepared in accordance with NZ International

Financial Reporting Standards. The Company uses US GAAP EBITDA and Adjusted US GAAP EBITDA when

discussing financial performance.

US GAAP EBITDA is a non-GAAP financial measure and is not recognised within IFRS. Non-GAAP financial

measures should not be viewed in isolation nor considered as a substitute for measures reported in accordance

with GAAP. Management believes that US GAAP EBITDA provides useful information, as it is used internally to

evaluate performance, and it is also a measure that equity analysts focus on for comparative company

performance purposes, as the measure removes distortions caused by differences in asset age, depreciation

policies and debt:equity structures.

Adjusted US GAAP EBITDA excludes transactions considered to be non-trading in their nature or size, and

one-off or unusual transactions, which can arise as the result of a specific event or circumstance or transaction

that is not expected to occur frequently. Excluding these items can assist users in forming a view on the

underlying performance of the group.

IFRS EBITDA vs US GAAP EBITDA: In contrast with US-GAAP, IFRS requires the capitalisation of ArborGen’s

development spend, the amortisation of intellectual property, the accrual of the change in fair value of biological

assets on the seedling crop each year prior to its sale, and the differences in accounting for leases. Because of

these differences, US GAAP results, and in particular ‘Adjusted US GAAP EBITDA’ cannot be easily derived from

reported IFRS numbers.

Harvest, Sales and Revenue Recognition Timeline

In the US, we recognise the majority of revenue in the second half of the financial year, however, harvesting and

production costs are incurred and recognised throughout the year.

• In year 1, we collect pollen from selected trees, bag flowers and pollinate. We then leave these for 18

months to mature.

• In year 2, between October and December we harvest the pinecones and extract the seeds, and then sow

the seeds from January to March. These seedlings take approximately nine months to grow and are

classified as ‘biological assets’ in our inventory. Each financial period, we adjust the fair value of these

biological assets, based on our expected sales price. This is a non-financial fair value adjustment.

• We pre-sell these seedlings to customers from March and throughout the planting season and then lift and

dispatch them to customers December through to March of the following year. We recognise the revenue at

the time of sale, that is, in the second half of our financial year.

In Brazil, the sales cycle is less cyclical with year-round sales. This is due to the more temperate climate and

growing conditions where seedlings can be grown and planted year-round, both for eucalyptus and pine.

Fair Value Adjustment of Biological Assets

ArborGen assess the value of seedlings in the US (the expected sales price) and adjusts the fair value of these

biological assets, as required under NZ IFRS. The impact of this is in the interim results, with most seedlings

lifted and sold by financial year end.

In 1H25, assessment of the fair value of biological assets resulted in a $(4.3)m adjustment in the financial

statements (1H24: $(6.8)m).


8



Foreign exchange

ArborGen operates in the United States and Brazil. The Brazil operations are to a large degree internally self-

sufficient from a funding perspective, which limits the effect of relative currency movements to the net earnings

and balance sheet translation impacts.


Adjusted US GAAP EBITDA Reconciliation

Financial year ending March 1H25 1H24

Revenue - US 0.6 0.3

Revenue - Brazil 12.2 12.9

Total Revenue 12.8 13.2

Gross Margin (excluding DDA

1

) 3.9 5.7

Less SG&A 5.7 4.5

Less R&D 1.6 1.9

Plus Other income (expense) (2.6) (2.9)

US GAAP EBITDA (0.7) (3.6)

Adjustments:

Restructuring and transition costs 0.4 1.3

Seed provision - 1.8

Value added taxation reversal (0.7) -

Sale of assets (2.3) -

Other 0.6 -

Adjusted US GAAP EBITDA (2.7) (0.5)







1

Depreciation, depletion and amortisation


9



Financial Statements


ArborGen Holdings Limited and Subsidiaries

CONSOLIDATED CONDENSED INCOME STATEMENT

F or the si x months e nde d 30 Se pte mbe r 2024

Unaudited

Audited

Unaudited

6 months

Y e a r e nde d

6 months

Se p 2024

Ma r 2024

Se p 2023

N ote s

US$m

US$m

US$m

Revenue

12.8



67.7



13.2



Cost of sales

5

(9.7)



(43.7)



(8.4)



Gross prof i t

3. 1



24. 0



4. 8



Change in fair value of biological assets

4

4.3



-



6.8



Intellectual property amortisation

5

(3.9)



(7.7)



(3.9)



Administration expense

(6.3)



(11.8)



(5.4)



Ope ra ti ng e a rni ngs e xc ludi ng i te ms be low

(2. 8)



4. 5



2. 3



CEO transition, seed review and other

5

0.3



(4.7)



(3.1)



Ope ra ti ng loss be f ore f i na nc i ng e xpe nse

(2. 5)



(0. 2)



(0. 8)



Financial income

0.1



0.4



0.2



Financing expense

(0.8)



(1.8)



(0.9)



Loss be f ore ta xa ti on

(3. 2)



(1. 6)



(1. 5)



Tax benefit

1.1



1.4



1.4



N e t loss a f te r ta x

(2. 1)



(0. 2)



(0. 1)



Weighted average number of shares outstanding (millions of shares)

Basic

526.6



505.8



510.7



Diluted

528.8



509.0



528.9





The accompanying notes form part of, and are to be read in conjunction with, these financial statements.





10



ArborGen Holdings Limited and Subsidiaries

CONSOLIDATED CONDENSED STATEMENT OF COMPREHENSIVE INCOME

F or the si x months e nde d 30 Se pte mbe r 2024

UnauditedAuditedUnaudited

6 monthsY e a r e nde d6 months

Se p 2024Ma r 2024Se p 2023

N ote sUS$mUS$mUS$m

N e t loss a f te r ta x(2. 1) (0. 2) (0. 1)

Items that may be reclassified to the Consolidated Income Statement:

Movement in currency translation reserve9(1.1) 0.2 0.3

Movement in hedge reserve9(0.3) (0.1) 0.1

Othe r c ompre he nsi ve e a rni ngs (loss) (ne t of ta x)(1. 4) 0. 1 0. 4

T ota l c ompre he nsi ve e a rni ngs (loss)(3. 5) (0. 1) 0. 3

ArborGen Holdings Limited and Subsidiaries

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

F or the si x months e nde d 30 Se pte mbe r 2024

UnauditedAuditedUnaudited

6 monthsY e a r e nde d6 months

Se p 2024Ma r 2024Se p 2023

N ote sUS$mUS$mUS$m

T ota l c ompre he nsi ve e a rni ngs (loss)(3. 5) (0. 1) 0. 3

Movement in ArborGen Holdings shareholders' equity:

Movement in issued capital80.3 0.4 0.3

Movement in share-based payment reserve9

- 0.5 0.1

Repurchase of warrants9

- (1.4) (1.4)

T ota l move me nt i n sha re holde r e qui ty(3. 2) (0. 6) (0. 7)

Opening Group equity148.7 149.3 149.3

C losi ng Group e qui ty145. 5 148. 7 148. 6



The accompanying notes form part of, and are to be read in conjunction with, these financial statements.




11



ArborGen Holdings Limited and Subsidiaries

CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS

F or the si x months e nde d 30 Se pte mbe r 2024

UnauditedAuditedUnaudited

6 monthsY e a r e nde d6 months

Se p 2024Ma r 2024Se p 2023

N ote sUS$mUS$mUS$m

Cash was provided from operating activities

Receipts from customers28.5 67.1 30.9

Cash provided from operating activities

28.5 67.1 30.9

Payments to suppliers, employees and other(31.2) (54.1) (28.0)

Tax paid(1.0) (1.3) (0.8)

Cash (used in) operating activities

(32.2) (55.4) (28.8)

N e t c a sh f rom (use d i n) ope ra ti ng a c ti vi ti e s

(3. 7) 11. 7 2. 1

Interest received0.1 0.4 0.2

Proceeds on sale of fixed assets114.1

- -

Investment in fixed assets(1.9) (2.9) (1.0)

Investment in intellectual property

(1.6) (3.7) (1.9)

N e t c a sh f rom (use d i n) i nve sti ng a c ti vi ti e s

0. 7 (6. 2) (2. 7)

Debt drawdowns13.2 13.2 0.6

Repayment of lease liabilities(1.0) (3.7) (0.8)

Debt repayment

(10.1) (18.9) (5.3)

Interest paid(0.1) (1.8) (0.9)

Repurchase of warrants- (1.4) (1.4)

N e t c a sh f rom (use d i n) f i na nc i ng a c ti vi ti e s

2. 0 (12. 6) (7. 8)

N e t move me nt i n c a sh

(1. 0) (7. 1) (8. 4)

Opening cash, liquid deposits and restricted cash

5.6 12.7 12.7

Effect of exchange rate changes on net cash

(0.3)

- -

C losi ng c a sh, li qui d de posi ts a nd re stri c te d c a sh4. 3 5. 6 4. 3

Net loss after taxation

(2.1) (0.2) (0.1)

Adjustment for:

Financial income(0.1) (0.4)

-

Financing expense

0.8 1.8 0.9

Depreciation and amortisation

7.3 11.6 5.7

Tax (benefit) / expense

(1.1) (1.4) (1.4)

Foreign exchange

(0.4) 0.1 0.2

Share-based payments

- -

0.4

Change in fair value of biological assets

(4.3)

-

(6.8)

Other non cash items

(0.2) 0.1

-

Cash flow from operations before net working capital movement(0.1) 11.6 (1.1)

Trade and other receivables7.4 1.4 7.1

Inventory(9.5) (3.5) (8.3)

Trade and other payables(0.5) 3.6 5.2

Net working capital movement(2.6) 1.5 4.0

Cash tax paid(1.0) (1.4) (0.8)

N e t c a sh f rom ope ra ti ng a c ti vi ti e s(3. 7) 11. 7 2. 1



The accompanying notes form part of, and are to be read in conjunction with, these financial statements.


12



ArborGen Holdings Limited and Subsidiaries

CONSOLIDATED CONDENSED BALANCE SHEET

A s a t 30 Se pte mbe r 2024

Unaudited

Audited

Unaudited

Se p 2024

Ma r 2024

Se p 2023

N ote s

US$m

US$m

US$m

C urre nt a sse ts

Cash and liquid deposits

4.3



5.6



4.3



Trade and other receivables

4.9



12.6



6.9



Inventory

4

48.8



35.1



46.7



T ota l c urre nt a sse ts

58. 0



53. 3



57. 9



N on- c urre nt a sse ts

Fixed assets

37.1



36.6



33.8



Derivative financial instruments

0.3



0.6



0.8



Right-of-use assets

7.3



7.1



7.4



Intellectual property

83.5



88.9



90.9



Deferred taxation asset

11.5



10.8



11.0



T ota l non- c urre nt a sse ts

139. 7



144. 0



143. 9



T ota l a sse ts

197. 7



197. 3



201. 8



C urre nt li a bi li ti e s

Trade, other payables and provisions

(15.2)



(14.3)



(16.3)



Current lease obligation

(1.6)



(1.5)



(3.9)



Current debt

6

(1.2)



(1.2)



(1.1)



Current taxation liability

(0.1)



(0.6)



(0.7)



T ota l c urre nt li a bi li ti e s

(18. 1)



(17. 6)



(22. 0)



T e rm li a bi li ti e s

Term debt

6

(23.0)



(18.8)



(19.9)



Lease obligation

(4.7)



(5.2)



(3.6)



Deferred taxation liability

(6.2)



(7.0)



(7.7)



Other

(0.2)



-



-



T ota l te rm li a bi li ti e s

(34. 1)



(31. 0)



(31. 2)



T ota l li a bi li ti e s

(52. 2)



(48. 6)



(53. 2)



N e t a sse ts

145. 5



148. 7



148. 6



Equi ty

Share capital

8

203.7



203.4



203.3



Reserves

9

(58.2)



(54.7)



(54.7)



T ota l Group e qui ty

145. 5



148. 7



148. 6







Dave Knott

Chairman of the Board


26 November 2024


Paul Smart

Audit Committee Chairman

Both of the above signatories certifies that these financial statements comply with New Zealand generally accepted

accounting standards and present a true and fair view of the financial affairs of the ArborGen Holdings Group.


The accompanying notes form part of, and are to be read in conjunction with, these financial statements.


13



ArborGen Holdings Limited and Subsidiaries

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

F or the si x months e nde d 30 Se pte mbe r 2024



1 Basis of Presentation

The unaudited interim consolidated condensed financial statements presented are those of ArborGen Holdings

Limited (the Company) and Subsidiaries (the Group) for the six months from 1 April 2024 to 30 September 2024.

The financial statements have been prepared in accordance with New Zealand International Accounting

Standard 34. Because they are condensed interim statements, they do not include all of the information required

to be disclosed for full annual financial statements.

These interim financial consolidated condensed statements should be read in conjunction with the audited

financial statements for the periods ended 31 March 2024 and 31 March 2023, which have been prepared in

accordance with New Zealand International Financial Reporting Standards (NZ IFRS) and International Financial

Reporting Standards (IFRS).

The Company is registered in New Zealand under the Companies Act 1993, is listed on the New Zealand Stock

Exchange, and is a FMC Reporting Entity under the Financial Markets Conduct Act 2013.

The presentation currency used in the preparation of these financial statements is United States dollars (US$),

rounded to the nearest hundred thousand dollars. Consequently, all financial numbers are in US$ unless

otherwise stated.

Changes in prior year disclosure comparatives have been made to align with the current year presentation.

Accounting Policies

The accounting policies applied are consistent with those applied in the annual financial statements for the

period ended 31 March 2024.

2 Approval of Accounts


These interim consolidated condensed financial statements have been prepared on a consolidated Group basis

and were approved for issue by the Board of Directors on 26 November 2024.

3 Use of Estimates and Judgement


The preparation of financial statements in conformity with NZ IFRS requires management to make estimates and

assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and

liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the

reporting period (refer to March 2024 statutory report, note 4, for greater detail). Actual results could differ from

those estimates.

4 Inventory and Fair Value Adjustment on Biological Asset


UnauditedAuditedUnaudited

6 monthsY e a r e nde d6 months

Se p 2024Ma r 2024Se p 2023

US$mUS$mUS$m

Opening balance continuing operations

- - -

Change in fair value of biological assets recognised in income statement

Fair value change for crop to be lifted in the coming period4.3

-

6.8

T ota l c ha nge i n f a i r va lue of bi ologi c a l a sse ts re c ogni se d i n the4. 3

-

6. 8

i nc ome sta te me nt

C losi ng f a i r va lue upli f t bi ologi c a l a sse t4. 3 - 6. 8




At 30 September, only the US crop (to be lifted prior to year end) is fair valued. This fair value uplift will reverse at

year end upon lifting of the crop.


14



ArborGen Holdings Limited and Subsidiaries

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

F or the si x months e nde d 30 Se pte mbe r 2024



5 Expenses Include


Unaudited

Audited

Unaudited

6 months

Y e a r e nde d

6 months

Se p 2024

Ma r 2024

Se p 2023

US$m

US$m

US$m

Depreciation and amortisation included in:

Cost of sales expense

(0.7)



(2.9)



(0.7)



Intellectual property amortisation

(3.9)



(7.7)



(3.9)



Administration expense: general and administration

(0.5)



(1.0)



(0.5)



Total depreciation and amortisations

(5.1)



(11.6)



(5.1)



Seed provision

(1)

-



(1.8)



(1.8)



Value added taxation - valuation allowance

(2)

0.7



(1.0)



-



CEO transition costs

(3)

(0.4)



(1.9)



(1.3)



C EO tra nsi ti on, se e d re vi e w a nd othe r

0. 3



(4. 7)



(3. 1)





(1) As a result of our education efforts, our customers have been shifting into higher genetic seedlings and away from the lower genetic

seedlings. This has led to our inventory of the lower genetic seed growing relative to the total seed inventory. We have reviewed our

seed inventory requirements against our six-year seed demand, taking into account seed age, genetics, customer demand and our

availability of alternative genetic seed by provenance. As a result of the review, we have expensed $1.8 million as a seed provision

which was netted against inventory, and represented approximately 10% of our finished goods seed cost. Most of the seed will be

retained as we attempt to find a use for it; however, the lowest quality seed will be destroyed.

(2) A valuation allowance of $1 million was applied to certain value added taxation credits at 31 March 2024 that, due to uncertainty,

might not be collectable. Upon further review of these value added tax requirements as of 30 September 2024, it was determined

that $0.7 million of this allowance should be reversed.

(3) CEO transition costs of $0.4 million were accrued for CEO Justin Birch's equity grant (March 2024: $1 million). March 2024 also

included Justin's sign-on and relocation costs of $0.3 million, legal and recruitments costs of $0.3 million, and $0.3 million of

severance for the former CEO.

6 Current Debt and Term Debt


At 30 September 2024, the Group had debt facilities with the following banks: Synovus Financial Corporation

(Synovus) and AgSouth Farm Credit (AgSouth) in the United States.


ArborGen has two non-revolving promissory notes issued to AgSouth. The first is for $7.4 million bearing interest at

4.95%, with a maturity date of 1 May 2036 and an annual principal repayment of $0.6 million due 1 May each year.

The second is a $2.4 million facility, bearing interest at 8.2%, with a maturity date of 1 March 2044 and an annual

principal repayment of $0.26 million due 1 March each year. Both facilities are secured against ArborGen's US real

estate properties. The credit agreement with AgSouth includes a covenant requiring ArborGen to maintain a net

worth of $25 million. ArborGen has a three-year revolving facility with Synovus (expiring August 2026), bearing

interest at the 30-day SOFR base rate plus 2.75%, with a minimum annual rate of 4.75%, an annual 60-day

(continuous) pay down maximum borrowing limit (between 1 March and 31 August) of $7 million, and with no

equity covenants.



15



ArborGen Holdings Limited and Subsidiaries

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

F or the si x months e nde d 30 Se pte mbe r 2024



6 Current Debt and Term Debt continued


Rubicon Industries USA LLC (RIUSA) has a $9.3 million mortgage from Synovus, which is secured by the

headquarter's land and buildings. The mortgage is a seven-year term facility that expires August 2026 and is based

on a 20-year amortising loan, incurring interest at the 30-day SOFR base rate plus 2% . The Group has entered into

a seven-year interest rate swap with Synovus, with terms that match that of the mortgage, at a fixed rate of 3.52%.

The mark-to-market valuation provided by Synovus resulted in an unrealised gain of $0.3 million for the six months

ended 30 September 2024 which is disclosed as a derivative financial instrument on the balance sheet and as a

cash flow hedge reserve (see Note 9). The mortgage requires RIUSA to maintain a debt service coverage ration of

not less than 1.25:1 for the trailing 12 months.


At 30 September 2024, the Group held cash and liquid deposits of $4.3 million (2023: $4.3 million) and had debt of

$24.2 million and lease liabilities of $6.3 million (2023: $21 million of debt and $7.5 million of lease obligations).

The increase in debt is due to the second promissory note issued to AgSouth.

7 Segmental Information Summary


The Group has only one reportable segment, being 'forestry genetics' and each of the primary statements reflects

the full segmental operations.


Unaudited

Audited

Unaudited

6 months

Y e a r e nde d

6 months

Se p 2024

Ma r 2024

Se p 2023

F ore stry ge ne ti c s

US$m

US$m

US$m

Operating revenue

12.8



67.7



13.2



Net income (loss) after tax

(2.0)



0.9



0.8



Total assets

197.6



197.3



201.7



Liabilities

(52.0)



(48.6)



(36.5)



Re c onc i li a ti on

Corporate

Net loss after tax

(0.1)



(1.1)



(0.9)



Total assets

0.1



-



0.1



Liabilities

(0.2)



-



(16.7)



T ota l Group

Operating revenue

12.8



67.7



13.2



Net loss after tax

(2.1)



(0.2)



(0.1)



Total assets

197.7



197.3



201.8



Liabilities

(52.2)



(48.6)



(53.2)






16



ArborGen Holdings Limited and Subsidiaries

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

F or the si x months e nde d 30 Se pte mbe r 2024



8 Capital


Unaudited

Audited

Unaudited

Se p 2024

Ma r 2024

Se p 2023

Sha re c a pi ta l

US$m

US$m

US$m

Share capital at the beginning of the period

203.4



203.0



203.0



Vesting of shares - share plans

(1)

0.3



0.4



0.3



Sha re c a pi ta l

203.7



203.4



203.3



N umbe r of sha re s

Se p 2024

Ma r 2024

Se p 2023

Opening shares on issue

526,957,789

502,772,082

502,772,082



Issue of shares

(1)

(200,622)



419,386



419,386

Issue of shares

(2)

(286,029)



3,514,844



3,514,844



Issue of shares

-



20,251,477



20,251,477



N umbe r of sha re s on i ssue

526,471,138

526,957,789

526,957,789

T re a sury stoc k

Se p 2024

Ma r 2024

Se p 2023

Opening shares on issue

20,251,477



-



-



Issue of shares

(1)

(3,375,246)



20,251,477



20,251,477



Vesting of shares

-



-



-



N umbe r of sha re s on i ssue

16,876,231



20,251,477



20,251,477





(1) Pursuant to Justin Birch's employment agreement an equity grant of restricted ordinary shares (Restricted Shares) equal to 4% of

ordinary shares in ArborGen Holdings was made. On 27 July 2023, 9,780,000 shares were issued to the Trustee. Following

shareholder approval at the ASM on 20 September 2023, a further 10,471,477 shares were issued to the Trustee. The total

20,251,477 restricted shares are split into two being; 50% time-based shares and 50% performance-based shares. The time-

based shares will vest one third on the first anniversary of the employment commencement date (16 June 2023); and two thirds on

the second anniversary, subject to completion of continuous service with the Group (refer to Note 5). The performance-based

shares will vest 50% on the 1 June 2024 and the other 50% on 1 June 2025, subject to satisfaction of applicable performance

criteria determined by the compensation committee and completion of continuous service with the Group until the applicable

vesting date. Pursuant to the above June 2024 vesting date 3,375,246 treasury shares and 200,622 shares were redeemed

respectively.

(2) In accordance with the resolution passed at ArborGen Holdings Board of Directors’ meeting held on 26 August 2024, a share

buyback program was approved for a US dollar total of $500,000. This would commence in 2024 September. Through September

to black out date commencing 1 October 2024, 286,029 shares were bought back.


17



ArborGen Holdings Limited and Subsidiaries

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

F or the si x months e nde d 30 Se pte mbe r 2024



9 Reserves


Unaudited

Audited

Unaudited

Se p 2024

Ma r 2024

Se p 2023

Re ta i ne d e a rni ngs

US$m

US$m

US$m

Opening balance

(55.7)



(54.1)



(54.1)



NPAT

(2.1)



(0.2)



(0.1)



Repurchase of warrants

(1)

-



(1.4)



(1.4)



C losi ng ba la nc e

(57.8)



(55.7)



(55.6)



C a sh f low he dge re se rve

(2)

Opening balance

0.6



0.7



0.7



Fair value gains (losses) for the year

(0.3)



(0.1)



0.1



C losi ng ba la nc e

0.3



0.6



0.8



Sha re ba se d pa yme nts re se rve

Opening balance

0.8



0.3



0.3



Executive share plan - shares vested

(3)

(0.3)



(0.4)



(0.3)



Executive share plan

(4)

0.3



0.9



0.4



C losi ng ba la nc e

0.8



0.8



0.4



C urre nc y tra nsla ti on re se rve

Opening balance

(0.4)



(0.6)



(0.6)



Translation of independent foreign operations

(1.1)



0.2



0.3



C losi ng ba la nc e

(1.5)



(0.4)



(0.3)



T ota l re se rve s

(58.2)



(54.7)



(54.7)





(1) In May 2023, ArborGen Inc repurchased all outstanding warrants (5% of the ArborGen Inc fully diluted shares) for $1.35 million.

Following the repurchase of the warrants, there are no more warrants, options or other rights to purchase ArborGen.

(2) The cash flow hedging reserve records the net movement of cash flow hedging instruments, being interest rate swaps. Refer to

Note 6.

(3) Pursuant to Justin Birch's employment agreement, an equity grant of Restricted Shares equal to 4% of ordinary shares in the

Company was made. The total 20,251,477 restricted shares are split into two being; 50% time-based shares and 50%

performance-based shares (refer to Note 10). In addition, Justin was guaranteed a short-term incentive of $425,000; 27% of

which was settled in the Company shares. The movement in the share based payment reserve represents the share based

payment portion of these accrued expenses.

(4) Pursuant to Justin Birch's employment agreement, the movement in the share based payment reserve represents an expense

accrual that will be subsequently settled by the issuance of shares (see item 3 above).

10 Related Party Transactions


Pursuant to Andrew Baum's employment cessation agreement, on 21 June 2023, Andrew was issued 3,514,844

new Company ordinary shares (refer to Notes 5, 8 and 9).


Pursuant to Justin Birch's employment agreement an equity grant of restricted ordinary shares (Restricted

Shares) was made, equal to 4% of ordinary shares in the Company. On 27 July, 9,780,000 shares were issued to

the Justin Birch Trust. Following shareholder approval at the ASM on 20 September 2023, a further 10,471,477

shares were issued to the Justin Birch Trust. The 20,251,477 restricted shares are split into two being; 50% time-

based shares and 50% performance-based shares. Pursuant to the July 2024 vesting date 3,375,246 shares

were redeemed.



18



ArborGen Holdings Limited and Subsidiaries

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

F or the si x months e nde d 30 Se pte mbe r 2024



11 Proceeds on Sale of Fixed Assets


The in vitro business and associated assets were sold May 2024. Intangible and fixed assets sold as part of this

transaction were netted in a nominal gain on sale.

12 Subsequent Events


As announced on 10 October 2024, the Company signed a memorandum of understanding to acquire the Eco

Empreendimentos nursery in Piauí, Brazil, for approximately USD$2.5 million, which will utilise seller financing

and cash. The contract was signed on 1 November 2024.



Investor Information


Investor Enquiries/Registered Office

Level 15, PwC Tower

15 Customs Street West,

Auckland 1010, New Zealand

PO Box 68 249, Victoria Street West,

Auckland 1141, New Zealand


Telephone: +64 9 356 9800

Email: info@arborgenholdings.com

Website: www.arborgenholdings.com

Stock Exchange Listing

The Company’s shares (ARB) are listed on the NZSX.

Shareholder Enquiries

Shareholders with enquiries about share

transactions or changes of address should contact

the Share Registrar:


Computershare Investor Services Limited

Level 2, 159 Hurstmere Road

Takapuna, Auckland

Private Bag 92 119,

Auckland 1142, New Zealand


Telephone: 64 9 488 8777

Facsimile: 64 9 488 8787

Email: enquiry@computershare.co.nz

Electronic Communications

You can elect to receive your shareholder

communications electronically.


To register, visit www.investorcentre.com/nz.

To initially access this website, you will need your

CSN or Holder Number and FIN. You will be guided

through a series of steps to register your account,

including setting up a new user ID and password for

on-going use of the website. Once logged in, click on

“My Profile”. In the Communication preferences

panel, click “update”.


Alternatively send your name, address and CSN or

holder number to ecomms@computershare.co.nz

advising you wish to receive your ArborGen Holdings

shareholder communications by email.



19










www.arborgenholdings.com

---

Results announcement




Results for announcement to the market

Name of issuer ArborGen Holdings Limited

Reporting Period 6 months to 30 September 2024

Previous Reporting Period 6 months to 30 September 2023

Currency US dollars

Amount (millions) Percentage change

Revenue from continuing

operations

$USD 12.8 -3%

Total Revenue $USD 12.8 -3%

Net profit/(loss) from

continuing operations

$USD (2.1) -2,000%

Total net profit/(loss) $USD (2.1) -2,000%

Interim/Final Dividend

Amount per Quoted Equity

Security

No dividend is proposed for the period

Imputed amount per Quoted

Equity Security

Not applicable

Record Date Not applicable

Dividend Payment Date Not applicable

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

US 12 cps US 11 cps

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Please refer to accompanying releases

Authority for this announcement

Name of person


authorised

to make this announcement

Christina M. Green

Contact person for this

announcement

Jackie Ellis

Contact phone number 027 246 2505

Contact email address jackie@ellisandco.co.nz

Date of release through MAP


26 November 2024


Unaudited financial statements accompany this announcement.

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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