Rua Releases Annual Report for Year Ended 30 June 2025
FOR PUBLIC RELEASE
NZX Limited
Wellington
Monday, 29 September 2025
Rua Bioscience releases Annual Report for the Year Ended 30 June 2025
Highlights: FY25 revenue increased to $1.90m (up from $0.32m in FY24) with strong
momentum expected to continue into FY26.
Tairawhiti, New Zealand – Rua Bioscience (NZX: RUA) has today released its Annual
Report for the 12 months ended 30 June 2025 (FY25).
The Annual Report is attached and available on Rua’s website: www.ruabio.com/annual-
report.
The Annual Report provides an overview of Rua’s year, focused on the execution of its
highly scalable strategy, anchored in genetics and distribution, which is now translating
into tangible commercial results.
Rua’s financial performance was previously highlighted with the release of our unaudited
financial statements on 1 September 2025. Rua reported a marked increase in revenue
and a significantly reduced loss before tax of $3.46m (FY25: $13.72m). Revenue rose to
$1.90m (FY24: $0.32m), with revenue from customers reaching $1.51m (FY24: $86K).
It should be noted that although Rua have increased revenue and received $1.5m from
shareholders during the financial year,
forecasts for the next 12 months indicate that the
Group will not have sufficient cash to meet its minimum expenditure commitments and
support its current levels of activity without undertaking additional action. For further
information and context please refer to the Going Concern Disclosure (Note 2(f) in the
Financial Statements).
MARKET ANNOUNCEMENT
The Directors continue to believe Rua is well positioned for growth, supported by
shareholder backing and expanding sales pipelines in key global markets.
Subsequent operational and Financial Update
Rua has entered FY26 with strong momentum, underpinned by continued shareholder
support and record sales across multiple markets.
Following the balance date of 30 June 2025, the company secured a further $1.26m
through a combination of equity and debt, primarily used to purchase inventory to
accelerate growth in key markets.
Operational highlights since 30 June 2025 include:
• Australia: Record monthly sales as a result of expanding portfolio and key clinic
relationships.
• New Zealand: Record monthly sales were achieved in July in line with new
product launches.
• Germany: Launch of Rua’s first New Zealand grown product, leveraging legacy
genetics and delivering on the strategy to take New Zealand genetics to key
export markets.
• United Kingdom: Growing sales in this early-stage market, with increasing
engagement with key clinics and prescribers.
• Czechia: Market entry achieved with the first product launched, securing
valuable first-mover advantage and a pipeline for expansion.
Further capital requirements
To support its ongoing growth, Rua will require additional capital to support growing
sales demand. The Board is working with its key shareholders and advisors on further
capital raise options.
“Rua has achieved significant commercial milestones and is now generating revenue in
five key markets”, said Paul Nake, Chief Executive Officer. “We are extremely well
placed to build on this momentum and further capital will provide the runway we need
to accelerate growth and deliver on our strategy”.
Outlook
Rua is expecting sales momentum to continue throughout FY26 with revenue growth
anticipated from both established and emerging markets.
The company remains focused on accelerating commercial performance, strengthening
international partnerships and delivering on its highly scalable strategy. Alongside this,
Rua will continue to uphold its kaupapa by delivering social impact in Tairawhiti and
beyond.
“Rua’s waka is set on a clear course”, said Paul Naske, Chief Executive Officer. “We are
confident in the opportunities ahead and committed to building long-term, sustainable
value for our shareholders and our people”.
ENDS
For more information, please visit www.ruabio.com
or contact
Paul Naske
Chief Executive Officer
+64 (21) 445 154
www.ruabio.com
---
Rua Bioscience
Annual Report 2025
Te Ripoata a Ta u
2
Maori founded and based in Tairawhiti, Rua Bioscience
Limited strengthened its position as a leader in the
global medicinal cannabis market.
We made significant gains at both ends of the value
chain - advancing R&D and genetic discovery in
Ruatorea, while expanding distribution partnerships in
key international markets.
In FY25, we executed on our strategy and converted
innovation into measurable results that delivered value
for patients, communities, and shareholders.
Rua Bioscience Limited, he kaupapa i timatahia e te
Maori, i whakapumau i te Tairawhiti, kei te whakapakari
i ta matou tunga hei kaiarahi i nga makete Rautini i te
ao whanui.
He pono matou ki nga ture, e toia ana matou i nga taha
e rua o te taura whai hua. Kei te kokiri i nga rangahau,
te whakahura i nga momo ira ki Ruatorea, me te
whakawhanui i nga hononga i nga makete o te ao.
I te tau piuta FY25 i tutuki nga ahuatanga o ta matou
rautaki, a, kei te kite i nga hua o a matou mahi auaha hei
painga ma nga turoro, iwi whanui, me nga kaipupuri hea.
―
Front Cover Koru Design from Rau Hiwa Brand Identity.
Designed by Maia Gibbs.
―
Tolaga Bay - Aotearoa
―
Germany
3
Local
Global
4
Nau mai haere mai e nga Iwi
katoa, anei nga korero mo
Rua Bioscience
Welcome to Rua Bioscience
We are proud to share Rua Bioscience’s
FY25 Annual Report.
Within this report, we provide a
progress update on the key milestones
achieved over the past 12 months,
outline our financial performance and
highlight the developments within our
key global markets.
We demonstrate how we are delivering
on our strategy and creating tangible
commercial results as we continue
to work towards sustainable revenue
under our highly scalable, export-led
approach.
We will also provide insight into our
local initiatives, including our impact
and sustainability programmes,
showing how we continue to prioritise
our people and our rohe (region).
Rua is committed to reporting openly
and honestly on our performance,
providing information that is clear
and easily understood. If you have
any feedback on this Annual Report,
please email info@ruabio.com
5Rua Bioscience ― Annual Report 2025
―
Sunrise over Mangaoporo
Photo credit: Eruera Walker
6
Anna Stove
Chair
Tony Barclay
Chair Audit, Finance and Risk
Nga korero a nga Ringatohu
Directors’ statement
The Directors are pleased to present Rua Bioscience Limited’s
Annual Report and consolidated financial statements for the
year ended 30 June 2025.
The Directors are not aware of any circumstances since the end of
the year that have significantly affected or may significantly affect
the operations of Rua Bioscience. This Annual Report is dated
29 September 2025 and is signed on behalf of the Board by:
―
Sunrise over Hikurangi
Photo credit: Josie McClutchie
7Rua Bioscience ― Annual Report 2025
Rarangi korero
Table of contents
Directors’ statement6
Achievements at a glance8
Board of Directors12
Results at a glance9
Chair & CEO’s report10
Our people15
Senior management14
Rua’s unique growth strategy20
Financial commentary23
Global progress24
Rua's key markets26
Impact programmes30
Towards sustainability36
Financial statements38
Shareholder information76
Who we are16
Our values18
Contact directory88
8
Mawhiti mai ki nga whakatutukitanga
Achievements at a glance
Subsequent activity
Entry into the Czech market in early FY26 with the
launch of Rua’s first product.
Expanded the German product portfolio
at a pivotal point in the market.
Delivered strong revenue growth across three
key markets.
Secured alignment with leading clinic chains
in Australia to drive revenue.
Launched a new product in Australia leveraging
New Zealand legacy genetics.
Successfully raise $1.5m from shareholders
to accelerate growth.
Broadened the approved product range
in Aotearoa, New Zealand.
Established a new UK sales pipeline
in partnership with Target Healthcare.
9Rua Bioscience ― Annual Report 2025
Mawhiti mai ki nga hua nui
Results at a glance
Revenue from customers
$1.5m ↑ 1,661% on FY24
Cash and investments
$241K
Total revenue and other income
$1.9m ↑ 492% on FY24
Loss before tax
$3.5m ↓ 75% on FY24
Net assets
$4.9m
10
Te ripoata a te Heamana
Chair & CEO’s Report
Ka mau te wehi o te autaia! He kōrero
ēnei e whakaatu ana i te māia, i te
kaha, me te werawera kua heke i te
tau kua hipa mō tā tātou kamupene.
Kua puta te ihu o te waka ki ngā wai
mārino, kei te pupuhi te hau kia hiki i
ngā rā o tō tātou waka.
The extraordinary is in our grasp –
the prow of the waka has entered
calm waters and the wind is
blowing, filling the sails
of our waka.
To our shareholders, partners,
patients, and whānau – tena
koutou katoa.
Delivering on our strategy
FY25 marked a pivotal shift for Rua Bioscience.
With focus, determination and the unwavering
support of our people, we moved from setting the
right strategy to executing it: growing revenues,
expanding into new markets and staying true to
our unique purpose.
Our highly scalable operating model, which is
anchored in genetics and distribution, translated
into tangible results. Customer revenue rose to
$1.51m (FY24: $86,000) and total revenue and other
income reached $1.9m (FY24: $322,000). For the
first time, Rua generated meaningful sales across
Germany, Australia and Aotearoa New Zealand,
and established distribution pipelines in the
United Kingdom.
At the same time, our financial performance
strengthened. Loss before tax was reduced
significantly to $3.46m (FY24: $13.72m), driven
by increasing revenue and disciplined cost
management. These results demonstrate the
effectiveness of our strategy and a sharp focus
on commercial delivery.
Strengthening our Commercial Momentum
To sustain our growth trajectory, we successfully
raised $1.5m from shareholders and approved
a debt facility, of which $304,000 was drawn at
balance date. These capital initiatives were strongly
supported by both existing and new investors,
reinforcing confidence in Rua’s direction and
leadership.
In response to cash challenges, the Board and
management applied disciplined cost control
and proactively managed capital needs. Our
capital-raising approach was deliberate, directing
funds to areas with the greatest commercial
impact. With strong oversight and a clear focus on
revenue-generating activity, the funds raised are
now accelerating sales and supporting sustained
momentum in market.
11Rua Bioscience ― Annual Report 2025
FY25 also marked a year of expanded product
offerings across all our key markets:
• Germany: Regulatory changes reclassified
medicinal cannabis, broadening access for
prescribers and patients. Rua responded by
expanding its product portfolio in partnership
with Nimbus Health.
• Australia: We launched a new product,
leveraging legacy genetics, which has seen
strong uptake. We also partnered with major
clinic chains to secure robust market pathways.
• Aotearoa New Zealand: We now have three
approved medicinal cannabis products and
continue to broaden patient access. While
smaller in scale, our domestic market remains
central to Rua’s identity and purpose.
• United Kingdom: We established a sales
pipeline in partnership with Target Healthcare
and launched three products, laying the
foundation for future revenue growth.
• Czechia: We capitalised on regulatory reform,
launching our first product in early FY26 via
distribution partner Motagon.
These milestones highlight the strength of our
partnerships, regulatory expertise, execution
and team capability.
Commitment to Impact
Rua is more than a commercial enterprise.
We remain one of the few companies in our
sector with an authentic founding story and an
unwavering focus on intergenerational impact.
In FY25, Rua’s Compassionate Access Programme
supported 52 patients per month (up from 30),
with dedicated places for palliative care. The
Scholarship Programme continued to expand,
with 53 rangatahi supported since inception
and $80,150 awarded in collaboration with Trust
Tairawhiti and external partners. Our Internship
Programme is also building capability and creating
employment pathways in this emerging industry.
These initiatives reflect Rua’s long-term
commitment to equity, opportunity and wellbeing
for the people and communities of our rohe.
Looking Ahead
FY25 has laid a strong foundation for what we believe
will be a transformative period. With established sales
in Germany, Australia and Aotearoa New Zealand –
and early entry into the United Kingdom and Czechia
– Rua is focused on accelerating revenue growth,
broadening its product portfolio and international
footprint and strengthening its position as a leading
global medicinal cannabis company.
Rua’s waka is built for the journey ahead. With the
team, partnerships and strategy in place, we are ready
to navigate with confidence.
To our shareholders - thank you for your continued
belief in our vision. To our team - thank you for your
dedication, adaptability and mahi. The path ahead is
rich with opportunity.
Ka tere te waka o Rua ki ngā taumata whakahirahira,
he mārakerake te kite i ngā hua kei mua i a mātou,
ko tā mātou, kia kapo i aua hua hei painga mā tātou
katoa.
Rua’s waka will aim for the greatest heights; it is clear
to see the abundance before us, and our job is to grasp
it to benefit us all.
Nga manaakitanga,
Anna Stove
Chair
Paul Naske
Chief Executive
12
Te Poari Ringatohu
Board of Directors
Rua Bioscience’s Board of
Directors are deeply invested
in the Rua kaupapa. They
possess a wealth of domestic
and international business,
pharmaceutical and strategic
expertise.
Co-founder of Rua, Panapa
established New Zealand’s
first tertiary training course
for cannabis cultivation
via the Eastern Institute of
Technology. From Ruatorea,
with a degree in management,
Panapa is a co-founder of
numerous social enterprises
and holds governance
roles across a wide range
of for-profit and charitable
organisations. Panapa lives
in Tairawhiti and focuses
on developing economic
opportunities alongside
his people. He has been
a Director of Rua since its
inception in October 2017.
Panapa Ehau
Executive Director,
Co-Founder
Kaiwhakau / Ringatohu
Ngati Uepohatu, Ngati Porou
Anna Stove
Chair
Heamana
Anna has been a Director
of Rua since 2019 and was
elected Board Chair in April
2023. She began her career as
a Registered Nurse and built
a successful 25+ year career
leading transformational change
within Healthcare, both in New
Zealand and internationally.
Anna’s executive background
includes senior leadership roles
across Asia Pacific and Europe,
culminating in her position as
New Zealand General Manager
for GlaxoSmithKline. Anna is an
experienced Director bringing
a disciplined, independent and
inquisitive mindset to the Board
table, along with high energy and
clear strategic focus. Anna is also
a Director of Pacific Edge Ltd.
Her previous governance roles
include Chair of TAB NZ, Chair
of Global Women NZ, Director
of Medicines NZ, Vice-Chair of
Pukekohe Park and Vice Chair of
Shooting Star Children's Hospice
London, UK.
13Rua Bioscience ― Annual Report 2025
Teresa brings extensive
governance and senior
management experience across
listed companies, state-owned
entities, family enterprises
and privately held businesses,
spanning consumer packaged
goods, agriculture, horticulture,
IT, regulatory bodies and
agri-research. Teresa's prior
boards inlcude Zespri, Food
Standards Australia and New
Zealand, Firstlight Foods and
AgResearch. On the boards she
serves, Teresa is recognised for
her role in elevating business
strategy, marketing and the
consumer as a driver of business
transformation, refreshing
innovation pipelines and
embedding high standards of
compliance and governance.
She has chaired People &
Remuneration Committees as
well as Audit & Risk Committees,
served as a member of
Innovation Committees,
contributed to CEO succession
and worked collaboratively with
colleagues to sharpen strategic
clarity and prioritise major
initiatives. Teresa joined the
Board in August 2022.
Tony brings over 30 years’
experience in business and 22
years of healthcare experience.
Tony was CFO at medical
device company Fisher &
Paykel Healthcare from the
time of separation from Fisher
& Paykel Appliances in 2001
until retiring from full-time
employment in 2018. Prior to
Fisher & Paykel Healthcare,
Tony worked for Price
Waterhouse and Arnott &
Biscuits in finance roles. Tony
holds a number of Directorships
in private companies, all in
MedTech. Tony holds a BCom
from the University of Otago
and is a Chartered Accountant
and a member of the New
Zealand Institute of Directors
and INFINZ. Tony joined the
Board in May 2023.
Kale is the managing director
of K&J Growth and Rugby
Bricks. K&J Growth operates
out of US and NZ-based
offices, working from Los
Angeles and Dunedin. They
have built scalable ROI-focused
digital marketing campaigns
for over 100+ companies
globally from TikTok to the
New Zealand government.
Kale was the 2022 winner of
the Matariki Waitā Business &
Innovation Award, the winner
of the 2023 Matahiko Whiua
ki te Ao & Pakihi awards
and is the only New Zealand
member of the Forbes Agency
Council. Kale sponsors multiple
programmes that are focused
on helping more Māori into
entrepreneurship.
Teresa Ciprian
Non-Executive Director
Ringatohu Whakatu Pu
Tony Barclay
Non-Executive Director
Ringatohu Whakatu Pu
Kale Panoho
Board Observer
Kaimatakitaki Poari
Ngāpuhi
14
Liam Walker
Virtual Chief
Financial Officer
Apiha Kaiwhakahaere Putea
Mai Tawhiti
Our Senior Management Team is charged with delivering
operational excellence, executing Rua’s strategy, and leading
Rua’s expansion into global medicinal cannabis markets.
Nga pou Matua
Senior Management
Paul has held a range of
leadership positions in business
strategy and development,
including roles as General
Manager of Corson Grain and
as a Business Unit Manager
at Fletcher Building. Paul has
been overseeing Rua’s topline
business operations since the
beginning of 2019 and has
been vital to the design and
efficient execution of Rua’s
global strategy. His knowledge
of the commercial environment
ensures Rua’s alignment with
the business needs of our global
clients. Paul was promoted
to the role of Chief Executive
Officer in February 2023.
Liam is a BDO Partner based
in Auckland. He joined BDO in
2007. Liam provides proactive
financial advice to a wide range
of clients in the healthcare,
construction, freight and logistics
industries. He delivers a blend
of commercial, financial and
strategic knowledge to identify
a business’ impediments, and
solutions to help them grow. A
strong believer in innovation, he
aims to help clients spend more
time on their business, rather
than in it. Liam plays an active
role as vCFO with a number of
his clients, including Rua.
Emma has been with Rua
since October 2019 and was
instrumental in establishing the
GMP standards and agreements
necessary for Rua to operate.
Emma holds a Masters of
Science (MSc) in Forensic
Chemistry from the University
of Strathclyde, Scotland as well
as a Bachelor of Science (BSc)
majoring in Medicinal Chemistry
from the University of Auckland.
Emma came to Rua from ESR
where she was part of the
Forensic Drug Chemistry Team.
Paul Naske
Chief Executive Officer
Kaiwhakahaere Matua
Emma McIldowie
Quality and
Corporate Affairs
Kaiwhakahaere Kounga Me Nga
Take Rangatopu
15Rua Bioscience ― Annual Report 2025
We’re a unique collection of dual
forces; science and nature, land and
people, commerce and community,
modern innovation and ancestral
wisdom. These connections bring
balance and integrity to our team
and business.
Our vision, to create cannabis-based
medicines that make a difference,
inspires and guides the work of our
team every day.
Te tira o Rua
Our people
16
Te pakihi o Rua
Who we are
Rua is a pioneering medicinal cannabis business
with global ambitions. Maori-founded in Ruatorea,
we provide medicinal cannabis products for local
and export markets. We remain focused on creating
intergenerational social impact in Te Tairawhiti.
Our purpose
To deliver cannabis-based medicines that change people’s lives.
How we will achieve our purpose
Build a financially sustainable business that inspires the next
generation, creates intergenerational social impact for our people,
and supplies cannabis-based medicines around the world.
―
Pete Sollitt - Ngati Porou
Grower Technician
17Rua Bioscience ― Annual Report 2025
18
Nga uara
Our values
Since the beginning, Rua has been guided by
our four key values that shape our identity and
purpose. They are the foundation of of how
we operate, the measure of our integrity and
the compass that guides us for our people,
communities and the world.
Ponotanga
We respect diversity. We have integrity in all relationships.
Whakawhanaungatanga
We collaborate for success.
Mauitanga
We do “business as unusual”. We celebrate learning and curiosity, innovation
and courage. We have hope for the future.
Oranga
We work for healthy whanau and healthy whenua. We prioritise the
wellbeing of our customers, staff, family and the wider industry.
19Rua Bioscience ― Annual Report 2025
―
Kevin Pewhairangi
Pharmacist
20
Te rautaki o Rua hei
whakaaweawe i te ao
Rua’s Strategy for Global Impact
Rua is doing medicinal cannabis differently.
With the right differentiated, capital-light strategy
secured in FY24, Rua has spent FY25 proving
that the model works. We are now delivering on
our plan and building a sustainable medicinal
cannabis business that is resilient and capable of
creating long-term value for our shareholders, our
community and our people.
Rua’s high-value, low-cost model is strategic and
sustainable. By removing capital-intensive activities,
we have focused our resources on genetics and
distribution. Cultivation and manufacturing are
outsourced to trusted, best-in-class partners close
to key markets, allowing Rua to scale without
significant capital requirements.
In FY25, this strategy translated into tangible
outcomes. Rua now has products available in four
key markets - New Zealand, Australia, Germany,
and the United Kingdom - while also actively
assessing entry into further emerging markets.
We are one of the only medicinal cannabis
companies in New Zealand operating at this scale
internationally, providing significant opportunity for
continued growth and commercial success.
1. Genetics
2. Cultivation
3. Manufacturing
4. Distribution
21
―
Rau Hiwa
Premium Export Product
Sourced under New Zealand's unique regulatory framework, which permits the
inclusion of legacy genetics in the medicinal cannabis sector, Rau Hiwa T23 pays
homage to the safekeepers of distinctive cannabis genetics in our community
and Aotearoa New Zealand.
22
22
―
Rua Flower
23Rua Bioscience ― Annual Report 2025
23
Nga korero mo nga putea
FY25 financial commentary
In FY25 Rua achieved significant growth,
demonstrating clear momentum toward
building a sustainable business.
Income
Revenue was recorded as $1.90m (FY24 $0.32m). Revenue from
customers grew significantly to $1.51m (FY24 $86k), reflecting sales
momentum in Germany, Australia and Aotearoa New Zealand. The
increase highlights Rua’s ability to convert its strategy into tangible
commercial outcomes and build a diversified revenue base across
multiple markets. Other income was $0.39m (FY24 $0.24m).
Loss for the year
Rua’s loss before tax for the year to 30 June 2025 was $3.46m (FY24
$13.72m). This result is in line with expectations and demonstrates a
marked improvement from the prior year. The reduction is primarily due
to significant revenue growth and lower impairment charges. Excluding
impairments, the loss reduced from $4.50m in FY24 to $3.42m in FY25,
reflecting both operational progress and disciplined cost control.
Balance sheet
At the end of FY25, the business reported continued improvement in its
financial position. Rua successfully completed a capital raise of $1.50m
from shareholders to accelerate growth and strengthen working capital.
This support has underpinned sales growth across core markets and
provides flexibility as the business scales further. Rua’s balance sheet
remains aligned with its capital-light model, and the company is well
positioned to pursue additional market opportunities in FY26.
Following the balance date of June 30 2025 Rua has raised an
additional $1.26m in a combination of debt and equity to further
support our market growth.
24
Kokiri ki te ao
Global progress
From the beginning, Rua has
believed that global growth is
essential to creating local impact.
FY25 marked a pivotal shift in
our journey – moving from early-
stage expansion to established
sales pipelines across four key
international markets. Over the year,
we turned strategy into execution by
strengthening distribution channels,
launching products leveraging
legacy genetics and expanding our
product portfolio in each market.
These milestones create powerful
momentum as we enter FY26,
focused on continued expansion
and sustainable growth.
United
Kingdom
Czechia
Germany
25Rua Bioscience ― Annual Report 2025
United KingdomLaunched three products and established a sales pipeline with
Target Healthcare.
GermanyExpanded product portfolio and extended distribution agreement
with Nimbus Health, capitalising on regulatory reform.
CzechiaSecured early market entry through agreement with Motagon;
first products launched in early FY26.
AustraliaStrengthened presence with new distributor and clinic partnerships.
Launched first product leveraging New Zealand legacy genetics.
Aotearoa New ZealandBroadened domestic product range to three approved products.
Australia
Aotearoa
New Zealand
26
Australia
Australia remains one of the world’s
largest medicinal cannabis markets, with
an estimated value of A$650 million and
an active base of over 300 prescribers.
The country prescribed 4.5 million units of
medicinal cannabis in 2024, with market
growth continuing at pace in FY25.
Rua solidified its presence in FY25 by
strengthening partnerships with key
distributors and aligning with leading clinic
chains to drive revenue. Its comprehensive
product portfolio has been strongly received
by prescribers and patients, offering clear
differentiation in a very competitive market.
The launch of Rua Rau Hiwa T23, a dried
flower product derived from legacy New
Zealand genetics, marked a strategic
milestone and was the first step in Rua’s
vision to commercialise unique New
Zealand genetics internationally. The
successful uptake of this product has
validated Rua’s strategy to introduce these
products to other international markets.
Rua also announced a positive resolution
in its legal proceedings with Cann Group
in June 2025. The companies executed
new supply agreements to support their
respective operations across both the
Australian and New Zealand markets.
―
Sydney Harbour
Nga makete
Rua’s key markets
Germany
Germany retained its position as Europe’s largest medicinal cannabis market,
with FY25 estimates exceeding €500 million. Regulatory reform in April 2024
removed medicinal cannabis from narcotic scheduling, significantly expanding
prescribing freedoms, especially with the recent development allowing doctors
to prescribe cannabis without prior health insurer approval.
Rua capitalised on this environment by expanding its product profiolio, with
the launch of two new products, and extending its distribution agreement with
partner Nimbus Health for another three years. Sales grew strongly throughout
FY25, supported by consistent repeat orders, and demand remains strong.
The consignment delivered to Germany in December 2024 was the company’s
largest to date, reinforcing the strong growth in this key market.
Germany remains a central pillar of Rua’s international strategy, with further
product launches - including New Zealand grown products - planned for FY26
to support increasing demand.
―
Brandenburg Gate in Berlin, Germany
27Rua Bioscience ― Annual Report 2025
28
United Kingdom
The United Kingdom is now one of
Europe’s fastest growing medicinal
cannabis markets, valued at around £50
million (NZD $110 million) and growing
at over 100% per year. With over 50,000
patients currently accessing treatment,
the UK represents a key opportunity for
Rua’s differentiated product range.
In December 2024, Rua launched three
medicinal cannabis oil products into the
UK market via exclusive distributor
Target Healthcare.
Rua has actively engaged with clinics
and healthcare providers ahead of
the launch and will continue to build
brand recognition throughout FY26.
The expansion into the UK market is a
targeted execution of Rua's strategy.
Czechia
Rua retained its exclusive distribution
agreement with Motagon for the Czech
and Polish markets.
In April 2025, Czechia allowed medicinal
cannabis to be prescribed by general
practitioners, which is expected to
significantly expand prescriptions. Rua is
well positioned as an early entrant in this
market, with its first products becoming
available for sale in September 2025.
While progress in Poland remains
slower due to regulatory clarification, Rua
continues to pursue this as a longer-term
opportunity within its broader European
strategy.
―
Prague
29Rua Bioscience ― Annual Report 2025
Aotearoa New Zealand
Aotearoa New Zealand remains Rua’s home market and a vital
part of our long-term strategy and identity. As the first Maori-
founded medicinal cannabis company in the country, Rua’s
connection to its rohe continues to shape both purpose and
practice. While our commercial growth is accelerating offshore,
our roots in Tairawhiti ground us – making the wellbeing of our
people and our community a priority.
Rua achieved significant momentum in Aotearoa New Zealand,
securing approval for a new medicinal cannabis product and
broadening our domestic portfolio to three approved products.
This expansion strengthens patient choice and contributes to a
growing share of our revenue. With prescriptions rising sharply
since the launch of the Medicinal Cannabis Scheme in 2020 and
industry forecasts pointing to strong growth through to 2030, Rua
is well positioned to meet increasing local demand.
―
East Cape Lighthouse
30
Nga hotaka whakaawe
Impact programmes
31Rua Bioscience ― Annual Report 2025
Impact areas Target
EnvironmentalIdentify ways to mitigate our emissions, with a particular focus on
travel emissions.
Set emissions reduction targets and work towards achieving them.
Complete our fourth annual GHG emissions report.
Continue to improve the quality of data captured for GHG emsissions
reporting while simplyfying data collection.
Investigation into renewable energy utilisation.
SocialContinue providing scholarships, further education and training
opportunities to local rangatahi, aligned with Rua's kaupapa
Expand Rua’s Compassionate Access Programme, which provides fully
funded medicinal cannabis products to those in Te Tairawhiti who are
most in need.
Monitor worker health and wellbeing, and support staff in managing
their health and wellness.
Continue to contribute to cannabis law and regulations reform.
Continue developing opportunities for NZ cannabis genetics.
GovernanceConduct an annual review of the Board to ensure alignment of
capabilities with the skills matrix.
Further strengthen the Board’s approach to ethical governance and
set objectives for diversity in the management team and Board.
Continue commitment to Aspiring Maori Directors Development
Programme.
Global Growth, Local Impact
For Rua, creating intergenerational impact is
more than a commitment, it is the heart of who
we are. Through our Compassionate Access
Programme, scholarships for rangatahi, and
pathways into employment, we ensure equitable
access and future opportunity. Guided by our
ESG and sustainability commitments, Rua is
growing responsibly - competing on a global
scale while delivering meaningful outcomes for
our people, our rohe and the environment.
―
Photo credit: Josie McClutchie
32
Scholarships
Investing in the next generation
The Rua Scholarship Programme is a grassroots
initiative that invests in the education of young
people - to inspire hope and ambition, empower
personal growth and encourage the return of
talent to the region. The programme remains
steadfast in its dedication to enhancing economic
development, building community capability and
fostering skill diversity across our rohe.
Nga toa whiwhi karahipi o te tau
FY25 Rua Bioscience Scholarship Recipients
The programme supports study across a
wide range of fields, including health, science,
education, commerce and the creative arts.
Each scholarship represents more than
financial support, it is an investment in the
future leadership, innovation and resilience
of the next generation in Tairawhiti.
Since its inception in 2020, and in collaboration
with Trust Tairāwhiti and external partners, the
programme has awarded more than $80,150 in
scholarship funding to 53 recipients.
Maumahara Walker Paringatai – Otago University | TKKM o Kawakawa mai
Tawhiti – Pursuing a future in surveying, contributing to the shaping and mapping
of Aotearoa’s landscapes.
Hunta Collins – EIT | TKKM o Te Waiu o Ngati Porou – Studying nursing to support the
health and wellbeing of others.
Manaia Mill – Otago University | Lytton High School – Engaged in sports science with
a focus on performance and human wellbeing.
Phoebe Cook – University of Auckland | GGHS – Studying biomedical science with
aspirations in health and medical innovation.
Kyra Langford – University of Canterbury | GGHS – Exploring the sciences with a drive
to expand understanding and discovery.
Lena Keenan – University of Auckland | Tolaga Bay Area School / Kuranui – Studying
health science with a focus on community wellbeing.
Saint Morgan – AUT | Tolaga Bay Area School / Kuranui – Pursuing a Bachelor of Design,
bringing creativity and innovation to the fore.
Phillip Du Preez – Otago University | Campion College – Focusing on ecology
and genetics through a science degree.
Alice Sparks – University of Waikato | Campion College – Majoring in accounting,
building expertise in commerce and finance.
Arohea Pewhairangi – University of Waikato | TKKM o Horouta Wananga – Combining
business and Indigenous studies to support entrepreneurship and cultural identity.
Ethan Wong – University of Canterbury | GBHS – Studying mechanical engineering,
bridging innovation with practical application.
Aidan Watson – University of Waikato | GBHS – Focused on social science
and environmental planning for sustainable futures.
Maraea Harding – Victoria University | TKKM Nga Uri a Maui – Studying communication
and te reo Maori to strengthen language and storytelling.
E tautoko, e whakaawe ana i nga tauira
Supporting and inspiring students
Rua Bioscience ― Annual Report 202533
External Industry Exposure
Broadening Horizons for Rangatahi
The External Industry Exposure Programme,
supported by Trust Tairawhiti, provides secondary
students with first-hand experience of career
pathways across health, science, environmental,
and creative industries. By connecting students
directly with scientists, professionals and
universities, the programme aims to spark curiosity,
build aspirations, and inspire rangatahi to return to
Tairāwhiti equipped with knowledge and skills to
support their communities.
In June 2024, Rua supported ten students
from Ngata Memorial College on a trip to Te
Whanganui-a-Tara (Wellington). The group visited
institutions including GNS Science, where they
explored environmental research, nanotechnology,
and earthquake and volcanic monitoring;
Parliament, hosted by local MP Cushla Tangaere-
Manuel; Te Papa for a Māori-informed tour;
Zealandia for ecological restoration education;
and Victoria University of Wellington, Te Herenga
Waka, for a broad overview of tertiary study
options.
In November 2024, Rua partnered with Te Kura
Kaupapa Māori o Te Waiu o Ngati Porou to
support a further 15 students on an industry
exposure trip designed for those with strengths
in practical, creative or sporting fields. Highlights
included the “All Blacks Experience” a creative
design workshop at Weta Workshop; an aviation
and hospitality day at Auckland Airport hosted by
Flying Natis, a collective of Ngati Porou-affiliated
flight attendants; and a visit to an engineering
firm led by Waipiro Bay’s Sean Rasmussen, who
shared insights into trades, engineering, and
manufacturing careers.
Internship Programme
Cultivating Knowledge, Fostering Growth
The Internship Programme, supported by Trust
Tairāwhiti, continues to provide valuable industry
experience to emerging talent from the region. In
September 2024, Rua welcomed its second intern,
Mahuta Morice of Ruatorea. Mahuta demonstrated
exceptional commitment and potential throughout
his internship, and upon completion was invited to
join Rua’s Capability and Advancement Programme
— a pathway designed to further deepen learning
and build industry expertise.
Rua remains committed to this programme and
is actively planning for further exposure trips
throughout FY26.
Community Engagement Programme
Fostering Connection, Inspiring Futures
The Community Engagement Programme
provides local students, community members, and
stakeholders with direct exposure to the medicinal
cannabis industry. Since its inception in 2021,
Rua has hosted more than 80 students and 180
community members through guided tours of the
Ruatorea facility and information sessions, offering
insights into the science, technology and operations
that drive Rua’s business.
In 2025, multiple groups visited the Ruatorea facility
gaining first-hand knowledge of local innovation
and the opportunities the industry presents. Rua
also participated in the Ngata Memorial College
Careers Expo, introducing rangatahi from across
the East Coast to potential career pathways within
Rua and the wider medicinal cannabis sector.
34
He Putanga Aroha
Compassionate Access Programme
Closing Equity Gaps, Transforming Lives
Rua’s Compassionate Access Programme is focused on closing equity
gaps and transforming lives by offering accessible medicinal cannabis
options to individuals in Tairawhiti facing financial challenges. This
initiative reflects our commitment to healing and equality, striving
to eliminate health disparities and create a more inclusive and
compassionate healthcare environment.
Since May 2022, Rua has supported 30 patients each month who
would otherwise be unable to afford medicinal cannabis prescriptions.
This year, with the generous support of Trust Tairawhiti, an anonymous
donor, and our supply partner’s Alphafarma and Schroll Medical, we
are proud to have expanded the programme's capacity to support up
to 52 patients.
In addition, this year we introduced designated places in the
programme for patients receiving palliative care, ensuring that we can
extend our support to the most vulnerable members of our community.
Our ultimate goal is to
support 300 patients
per month, and we are
determined to achieve
this as we continue to
advocate for accessible
and equitable healthcare
for all.
35Rua Bioscience ― Annual Report 2025
―
Karanga Te Ataahaea Marsh
Compassionate Access Recipient
Te ripoata GHG o Rua mo FY25
Rua’s FY25 GHG report
GHG emissions are a key contributor to climate
change. The New Zealand Government has set a
2050 target of net zero emissions of all GHGs other
than biogenic methane.
The first step in taking impactful climate action is to
understand the amount and type of GHG emissions
a business generates. Informed decisions can then
be made to implement effective reductions.
For this purpose, we measured our emissions
inventory for FY25, and have committed to
managing and reducing our GHGs.
Scope ➀ and ➁ emissions reduced by 2.4%
Rua's core emissions have reduced 2.4% year on year
which is a slight improvement as we consolidate and
streamline operations in New Zealand. The slightly higher
energy consumption in Ruatorea due to our genetics
discovery program has been offset by our mobile fleet
reduction.
Additional Scope ➂ emissions measured
Rua continues to expand its operations and business
internationally and this is the main reason for the
signficant contribution of Scope 3 emissions to
our business.
FY24 was the first year we measured Purchased
Goods and Services and we have continued this for FY25.
We have improved the level of accuracy in FY25 as we use
more recent GHG emissions research data.
During FY26 we will work towards unit reporting of our
emissions and also work with suppliers to obtain more
accurate data.
Scope
➀
Direct GHG emissions from sources owned or
controlled by Rua, or emissions released into the
atmosphere as the direct result of the business’s
activities.
Scope
➁
Indirect GHG emissions from the generation of
purchased electricity, heat and steam.
Scope
➂
Indirect GHG emissions that occur as a consequence
of Rua’s activities but from sources not owned or
controlled by the business, such as air travel. This
year, Scope 3 emissions include Purchased Goods
and Services.
36
Whai hua mo apopo
Towards sustainability
As a business with a deep sense of
kaitiakitanga, we believe Rua has a
responsibility to protect and nurture
the environment, and share the
benefits of a successful business
with our community.
We have developed a bespoke
Rua Sustainability Framework that
aligns with the United Nations Global
Compact Sustainable Development
Goals. It underpins our dedication
to being an ethical and sustainable
medicinal cannabis business.
This Framework informs business
strategy, shapes how we engage with
stakeholders, supports sustainable
decision-making processes and
creates value.
Since FY22 we have now undertaken
four years of carbon audits to set
an underlying knowledge base from
which to continue to improve.
In FY25, our fourth year of GHG
measuring and reporting, we have
further improved our reporting by
obtaining more precise data on GHG
emissions from Purchased Goods
and Services.
Whilst our total reported emissions
have increased from FY24 in line with
increased sales, our emissions from
internal activities has reduced year
on year.
This is another important step for us in
our journey to become a sustainable
business.
Total GHG emissions tCO2-e
Total GHG emissions by scope tCO2-e
GHG emissions by source (%) FY25
Scope
➀
142312415332017254278806*2040
Scope
➁
Scope
➂
217129 2079847*
Purchased Goods and Services
Business Travel
Electricity
Other
■ FY22 | ■ FY23 | ■ FY24 | ■ FY25
■ FY22 | ■ FY23 | ■ FY24 | ■ FY25
One off
refrigerant
leak
Purchased
Goods and
Services
Purchased
Goods and
Services
Purchased
Goods and
Services
Purchased
Goods and
Services
* Scope 3 Purchased Goods and Services has been re-evaluated using more accurate data.
37Rua Bioscience ― Annual Report 2025
97%
1.2%
0.8%
1%
38
38
Nga ripoata putea
Financial statements
39Rua Bioscience ― Annual Report 2025
Rarangi purongo putea
Index to the consolidated financial statements
Independent Auditor’s Report
Consolidated Statement of Profit or Loss and Other Comprehensive Income
Consolidated Statement of Changes in Equity
Consolidated Statement of Financial Position
Consolidated Statement of Cash Flows
Notes Forming Part of the Consolidated Financial Statements
Shareholder Information
Contact Directory
39
44
45
46
47
48
76
88
OTHER INFORMATION
39
40Financial statements
PricewaterhouseCoopers, PwC Centre, 109 Ward Street,
PO Box 191, Hamilton 3240, New Zealand
T: +64 7 838 3838
pwc.co.nz
Independent auditor’s report
To the shareholders of Rua Bioscience Limited
Disclaimer of opinion
We were engaged to audit the consolidated financial statements of Rua Bioscience Limited (the Company),
including its subsidiary (the Group) which comprise:
•the consolidated statement of financial position as at 30 June 2025;
•the consolidated statement of profit or loss and other comprehensive income for the year then ended;
•the consolidated statement of changes in equity for the year then ended;
•the consolidated statement of cash flows for the year then ended; and
•the notes to the financial statements, comprising material accounting policy information and other explanatory
information.
We do not express an opinion on the accompanying consolidated financial statements of the Group. Because of the
significance of the matters described in the ‘Basis for disclaimer of opinion’ section of our report, we have not been
able to obtain sufficient appropriate audit evidence to provide a basis for a n audit opinion on these consolidated
financial statements
Basis for disclaimer of opinion
As described in Note 2(f), the Group incurred a net loss of approximately $3.5m and recorded net operating cash
outflows of approximately $2.8m for t he year ended 30 June 2025. The Board and management prepared cash flow
forecasts for t he next 12 months. These indicate that, without an additional capital raise, the Group will not have
sufficient cash to meet minimum expenditure commitments and support its current level of activity for a t least 12
months from the date the financial statements are authorised.
In addition, the Group has recognised goodwill of $2.19m, property, plant and equipment of $2.14m, right-of-use
assets of $0.06m and assets in disposal groups held for sale of $0.89m (together, the ‘assets’). The Directors
assessed recoverable amounts of intangible assets using a value-in-use model that involves significant judgement
over future revenues and margins and all asset values assume access to sufficient funding to deliver the plan.
Given the inherent uncertainty in forecasting the Group’s future cash
flows and the absence of adequate committed
funding to deliver t he forecast, we were unable to obtain sufficient appropriate audit evidence to conclude on the
appropriateness of the going concern basis. For the same reasons, we were unable to obtain sufficient appropriate
audit evidence to support the assumptions used in the impairment assessment and, consequently, the carrying
values of the assets. As a result, we were unable to determine whether any adjustments might be necessary to the
value of the Group’s assets in the consolidated statement of financial position, the impairment charge and loss after
tax in the consolidated statement of profit or loss and other comprehensive income, and the related movements in
the consolidated statement of changes in equity.
41Rua Bioscience ― Annual Report 2025
2 PwC - Independent auditor’s report
Responsibilities of the Directors for the financial statements
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the financial
statements in accordance with NZ IFRS and IFRS Accounting Standards, and for such internal control as the
Directors determine is necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Group’s ability to continue as a
going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of
accounting unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic
alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our responsibility is to conduct an audit of the Group’s consolidated financial statements in accordance with
International Standards on Auditing (New Zealand) (ISAs (NZ)) and International Standards on Auditing (ISAs)
and issue an auditor’s report. However, because of the matters described in the Basis for disclaimer of opinion
section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit
opinion on these consolidated financial statements.
We are independent of the Group in accordance with Professional and Ethical Standard 1 International Code of
Ethics for Assurance Practitioners (including International Independence Standards) (New Zealand) (PES 1)
issued by the New Zealand Auditing and Assurance Standards Board and the International Code of Ethics for
Professional Accountants (including International Independence Standards) issued by the International Ethics
Standards Board for Accountants (IESBA Code), and we have fulfilled our other ethical responsibilities in
accordance with these requirements.
Other than in our capacity as auditor we have no relationship with, or interests in, the Group.
Who we report to
This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so that
we might state those matters which we are required to state to them in an auditor’s report and for no other purpose.
To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company
and the Company’s shareholders, as a body, for our audit work, for this report, or for the opinions we have formed.
The engagement Partner on the audit resulting in this independent auditor’s report is Matthew White.
For and on behalf of:
PricewaterhouseCoopers Hamilton
29 September 2025
42Financial statements
Consolidated Statement of Profit or Loss
and Other Comprehensive Income
For the year ended 30 June 2025
Note2025
$
2024
$
Revenue from contracts with customers 51,511,28285,837
Other income6388,451235,841
Total revenue and other income1,899,733321,678
Changes in inventories of finished goods 7(976,501)(204,143)
Research and development costs7(944,808)(1,176,153)
Impairment of intangible assets14-(8,533,342)
Impairment of property, plant and equipment12-(153,623)
Impairment of assets held for sale25(36,260)(527,010)
Other expenses7(3,239,970)(3,554,710)
Total expenses before operating loss(5,197,539)(14,148,981)
Operating loss before net financing (costs)/income(3,297,806)(13,827,303)
Finance income42,247125,423
Finance expense(160,103)(16,874)
Net finance (costs)/income(157,856)108,549
Loss before tax (3,455,662)(13,718,754)
Income tax (expense)8--
Loss after tax(3,455,662)(13,718,754)
Other comprehensive income
Items that will or may be reclassified to profit or loss:
Exchange gains arising on translation of foreign operations
8,929(6,334)
Other comprehensive income/(loss) for the year, net of tax8,929(6,334)
Total comprehensive loss for the year
attributable to shareholders
(3,446,733)(13,725,088)
Earnings per share for loss attributable to the ordinary
equity holders of the Company
Loss from operations
Basic ($)10(0.02)(0.09)
Diluted ($)10(0.02)(0.09)
The above statements should be read in conjunction with the accompanying notes.
43Rua Bioscience ― Annual Report 2025
Consolidated Statement of Changes in Equity
For the year ended 30 June 2025
Note
Share
capital
Foreign
currency
translation
reserve
Warrant
equity
reserve
Share
option
reserve
Accumulated
losses
Total
equity
$$$$$$
Opening balance at
1 July 2023
43,702,71738-212,062(23,794,552)20,120,265
Total comprehensive loss
for the year
- Loss for the year----(13,718,754)(13,718,754)
- Other comprehensive income-(6,334)---(6,334)
Total comprehensive loss
for the year
-(6,334)--(13,718,754)(13,725,088)
Transactions with owners
- Issue of share capital21------
- Share based payment24---371,481-371,481
- Share options vested and
exercised
24250,219(250,219)--
Total transactions
with owners
250,219--121,262-371,481
Balance at 30 June 202443,952,936(6,296)-333,324(37,513,306)6,766,658
Opening balance at
1 July 2024
43,952,936(6,296)-333,324(37,513,306)6,766,658
Total comprehensive loss
for the year
- Loss for the year----(3,455,662)(3,455,662)
- Other comprehensive income-8,929---8,929
Total comprehensive loss
for the year
-8,929--(3,455,662)(3,446,733)
Transactions with owners
- Issue of share capital1,648,229----1,648,229
- Costs of issuing share capital(147,703)----(147,703)
- Warrants issued18--28,478--28,478
- Employee share options
expense
24---41,782-41,782
- Share options vested and
exercised
21, 24------
Total transactions
with owners
1,500,526-28,47841,782-1,570,787
Balance at 30 June 202545,453,4622,63328,478375,106(40,968,968)4,890,712
The above statements should be read in conjunction with the accompanying notes.
44Financial statements
Consolidated Statement of Financial Position
As at 30 June 2025
Note2025
$
2024
$
Current assets
Cash and cash equivalents 4241,421895,131
Trade and other receivables 16366,552276,608
Prepayments17401,740487,907
Inventory 11405,106277,534
Assets in disposal groups held for sale25890,662879,781
Total current assets 2,305,4812,816,961
Non-current assets
Property, plant and equipment 122,144,0102,517,699
Goodwill13, 142,194,9472,194,947
Right-of-use lease assets 1562,167135,176
Other receivables1675,00075,000
Total non-current assets 4,476,1244,922,822
Total assets 6,781,6057,739,783
Current liabilities
Borrowings18725,307-
Trade and other payables 19864,442554,237
Employee benefit liabilities20192,301195,902
Lease liabilities 4, 1540,74948,713
Deferred grant income -69,218
Liabilities in disposal groups held for sale2530,1555,988
Total current liabilities 1,852,954874,058
Non-current liabilities
Lease liabilities4, 1537, 9 3 999,067
Total non-current liabilities 37, 9 3 999,067
Total liabilities1,890,893973,125
Net assets 4,890,7126,766,658
Equity
Share capital 2145,453,46243,952,936
Accumulated losses (40,968,968)(37,513,306)
Warrant equity reserve1828,479-
Foreign currency translation reserve2,633(6,296)
Share option reserve375,106333,324
Total equity 4,890,7126,766,658
The consolidated financial statements on pages 42 to 75 were approved and authorised for issue by the
Board of Directors on 29th September 2025 and were signed on its behalf by:
______________________ (Director) ______________________ (Director)
The above statements should be read in conjunction with the accompanying notes.
45Rua Bioscience ― Annual Report 2025
Consolidated Statement of Cash Flows
For the year ended 30 June 2025
Note2025
$
2024
$
Cash flows from operating activities
Receipts from customers1,353,961170,015
Grant income received169,876755,237
Sundry income received 97,847-
Payments to suppliers and employees(4,409,123)(4,661,731)
Net cash outflows from operating activities9(2,787,439)(3,736,479)
Cash flows from investing activities
Interest income2,247157,475
Proceeds from sale of plant and equipment106,94051,151
Proceeds from maturing investments-3,500,000
Investment deposits made-(1,500,000)
Purchase of property, plant and equipment(3,431)(1,208)
Net cash inflows from investing activities105,7562,207,418
Cash flows from financing activities9
Issue of ordinary shares 1,648,229-
Proceeds from borrowings181,285,631-
Repayment of borrowings18(692,667)-
Warrants issued1828,479-
Principal elements of lease payments(78,674)(77,854)
Interest paid (27,757)(16,925)
Share issue costs paid (147,703)-
Net cash inflows/(outflows) from financing activities 2,015,538(94,779)
Net decrease in cash and cash equivalents(666,145)(1,623,840)
Cash and cash equivalents at beginning of year895,1312,529,338
Exchange gains/ (losses) on cash and cash equivalents12,435(10,367)
Cash and cash equivalents at end of year241,421895,131
The above statements should be read in conjunction with the accompanying notes.
46Financial statements
Notes Forming Part of the Financial Statements
For the year ended 30 June 2025
1. Reporting entity
The consolidated financial statements comprise the results of Rua Bioscience Limited and its subsidiaries
(together, “the Group”).
Rua Bioscience Limited (“the Company”) is a company incorporated and domiciled in New Zealand and
registered under the Companies Act 1993. The address of the Company’s registered office and principal place
of business is 704 Te Araroa Road, Ruatoria.
The Company is principally engaged in the business of research and development, and pharmaceutical
distribution and marketing.
2. Basis of preparation
(a) Statement of compliance
The consolidated financial statements have been prepared in accordance with New Zealand Generally
Accepted Accounting Practice (NZ GAAP), being in accordance with New Zealand Equivalents to
International Financial Reporting Standards (NZ IFRS) and other New Zealand accounting standards and
authoritative notices that are applicable to entities that apply NZ IFRS and International Financial Reporting
Standards Accounting Standards (IFRS Accounting Standards). They comply with interpretations issued
by the IFRS Interpretations Committee (IFRS IC) applicable to companies reporting under IFRS accounting
standards.
The Company is listed on the NZX Main Board and is a Financial Markets Conduct (‘FMC’) reporting entity
under Part 7 of the Financial Markets Conduct Act 2013. The consolidated financial statements have also been
prepared in accordance with the requirements of the Companies Act 1993, the Financial Markets Conduct Act
2013 and the Main Board/Debt Market Listing Rules of NZX Limited.
The Group is a for-profit entity for the purposes of complying with NZ GAAP.
These consolidated financial statements include non-GAAP financial measures that are not prepared in
accordance with NZ IFRS. The Group presents Net Tangible Assets, in Note 26. The Group believes that this
non-GAAP measure provides useful information to readers, as this is a required disclosure under the NZX
Listing Rules, but it should not be viewed in isolation, nor considered as a substitute for measures reported in
accordance with NZ IFRS. Non-GAAP measures as reported by the Group may not be comparable to similarly
titled amounts reported by other companies.
The consolidated financial statements are presented in New Zealand dollars ($), which is also the Company’s
functional currency. All financial information presented has been rounded to the nearest dollar.
(b) Material accounting policy information
Material accounting policies have been disclosed alongside the related notes in the consolidated financial
statements.
(c) Basis of measurement
The consolidated financial statements have been prepared on a historical cost basis, except for the items
detailed in note 2(g).
47Rua Bioscience ― Annual Report 2025
(d) New standards, interpretations and amendments
(i) New standards mandatorily effective during the period
New standards that have become mandatorily effective in the annual consolidated financial statements for
the year ended 30 June 2025:
• Liability in a Sale and Leaseback (Amendments to NZ IFRS 16 Leases);
• Classification of Liabilities as Current or Non-Current (Amendments to NZ IAS 1 Presentation of
Financial Statements);
• Non-current Liabilities with Covenants (Amendments to NZ IAS 1 Presentation of Financial Statements);
• Supplier Finance Arrangements (Amendments to NZ IAS 7 Statement of Cash Flows and NZ IFRS 7
Financial Instruments: Disclosures); and
• Disclosure of Fees for Audit Firms' Services (Amendments to FRS 44)
Except for the standard detailed below, none of these new standards effective during the period have had
a significant effect on the Group.
Supplier Finance Arrangements (Amendments to NZ IAS 7 & NZ IFRS 7)
The NZASB issued Supplier Finance Arrangements, which amended NZ IAS 7 Statement of Cash
Flows and NZ IFRS 7 Financial Instruments: Disclosures. The amendments require entities to provide
certain specific disclosures (qualitative and quantitative) related to supplier finance arrangements. The
amendments also provide guidance on characteristics of supplier finance arrangements. Refer to note 18
for further details.
(ii) Issued, but not yet effective
There are a number of standards, amendments to standards, and interpretations which have been issued
that are effective in future accounting periods that the Group has decided not to adopt early.
The following amendments are effective for the periods beginning 1 January 2025 and onwards:
• Lack of Exchangeability (Amendments to NZ IAS 21 The Effects of Changes in Foreign Exchange
Rates) (effective 1 January 2025)
• Amendments to the Classification and Measurement of Financial Instruments (Amendments to NZ IFRS
9 and NZ IFRS 7) (effective 1 January 2026)
• NZ IFRS 18 Presentation and Disclosure of Financial Statements (effective 1 January 2027)
NZ IFRS 18 Presentation and Disclosure in Financial Statements supersedes NZ IAS 1 and will result
in major consequential amendments to NZ IFRS Accounting Standards including NZ IAS 8 Basis of
Preparation of Financial Statements (renamed from Accounting Policies, Changes in Accounting Estimates
and Errors). Even though NZ IFRS 18 will not have any effect on the recognition and measurement of items
in the consolidated financial statements, it is expected to have a significant effect on the presentation and
disclosure of certain items. These changes include categorisation and sub-totals in the statement of profit
or loss, aggregation/disaggregation and labelling of information, and disclosure of management-defined
performance measures.
The Group is currently assessing the effect of NZ IFRS 18.
Besides the items above, the Group does not expect these new and amended standards to have a material
impact on the Group.
(e) Accounting estimates and judgements made
The preparation of the consolidated financial statements, in conformity with NZ IFRS, requires management
to make judgements, estimates and assumptions that affect the application of accounting policies and the
reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an on-going basis, with revisions to accounting
estimates recognised in the period in which the estimates are revised and in any future periods affected.
2. Basis of preparation (continued)
48Financial statements
2. Basis of preparation (continued)
(e) Accounting estimates and judgements made (continued)
Details of significant judgements and estimates made by management in the current period include:
Judgements
− Recognition (or not) of deferred tax assets related to carried forward tax losses (note 8).
− Useful life of externally acquired intangible assets (note 14).
− Recognition of research and development tax credits and research and development expenses (notes 6, note 7
and note 16).
− Determination of non-current assets held for sale (note 25).
− Preparation of the financial statements on a going concern basis (note 2(f)).
Estimates
− Assessment of impairment for non-financial assets (note 12 and note 14 and note 25)
The Group assess the potential climate related risks associated with the location of its facilities and other
key operations in the regions it operates in and considers that there are no material impacts on the current
consolidated financial statements.
(f) Going Concern
These consolidated financial statements for the year ended 30 June 2025 have been prepared on the going
concern basis, which assumes that the Group will continue to be able to meet its liabilities as they fall due for a
period of at least 12 months from the date of signing these financial statements.
Given the Group’s net operating loss of $3,455,662 and net operating cash outflow of $2,787,439 for the year
ended 30 June 2025, and in addition to its reduced liquid net asset position, the Board and management have
prepared operating cash flow forecasts for the next 12 months. These indicated that the Group will not have
sufficient cash to meet its minimum expenditure commitments and support its current levels of activity without
undertaking additional action
Accordingly, the Directors have developed plans to respond to the cash flow pressures and have evaluated the
following factors in determining that the going concern assumption is appropriate:
(i) Shareholder funds: Management and the Board engaged in dialogue with the Group’s existing shareholders
and secured additional funding to meet operational cashflow requirements, with:
a. $1,500,526 (after costs of issuing) being received under a combination of a placement offer, a 3-for-4
Rights Issue and a shortfall offer in relation to the Rights Issue during the year ended 30 June 2025; and
b. $504,000 being raised after the reporting date under a further placement offer.
The Group remains committed to raising further equity to meet the business requirements to reach profitability
and become self-sustaining.
(ii) Debt facility: Management and the Board also engaged in dialogue with the Group’s existing shareholders and
secured additional funding (debt) to meet operational cashflow requirements. As at 30 June 2025, $304,000
had been provided to the group under this debt facility. A further $756,000 had been received or committed
after the report date, giving a total of $1,060,000 at the date of these consolidated financial statements.
(iii)Facility sale: The Group remains committed to finding a buyer for its Gisborne facility which includes the
leasehold buildings held as available for sale in addition to manufacturing and extraction equipment. The Group
continues to expect the sale and settlement of these assets and is actively engaged with a
number of interested parties. Upon settlement, the consideration will firstly be applied to the Group’s loan
against the building, inclusive of accrued contractual interest and additional $100,000 bullet payment (refer to
note 18), with the net proceeds amount then being available to the Group.
49Rua Bioscience ― Annual Report 2025
2. Basis of preparation (continued)
(f) Going Concern (continued)
(iv)Sales and operational improvements: The Group’s operational forecasts include assumptions regarding a
number of opportunities in key markets. As at the date of signing these consolidated financial statements,
the Group has achieved the following:
- Further expanded the product portfolio into Germany, with the launch of New Zealand cultivated
products in August 2025 reinforcing the Group’s position in Europe’s largest medicinal cannabis market;
- Introduced New Zealand grown genetics into key clinic chains and distributors in Australia;
- Recently released an additional dried flower product into the New Zealand market expanding the
portfolio to three products;
- Successfully launched oil products into the UK in December 2024 via the Group’s distribution partner,
Target Health.
The Group has also seen a significant increase in operating revenue in the year ended 30 June 2025 giving
further confidence in the Group’s operating model. The Group also forecasts a number of significant operating
milestones over the coming 12 months including:
- Further product sales into the UK market under existing distribution agreements;
- Continued expansion of product offerings in Australia, Germany, Czechia and New Zealand; and
- Establishment of Rua genetics in several countries including:
o In Canada under license with Apollo Green; and
o Trial crops in New Zealand and Portugal.
These will further the Group’s plans to achieve a sustainable operating model in line with its projections.
The Directors believe that the Group will be sufficiently successful in achieving the above, and on this basis, are
of the view that it is appropriate to continue to adopt the going concern assumption in the preparation of these
consolidated financial statements.
In the immediate term, the Group is dependent on further shareholder support, positive outcomes from
engagement with other potential funders and cash proceeds from the sale of its facility. Should this
additional funding be less than expected, the Group may be unable to manage its minimum cash expenditure
commitments and enact on its forecasted revenue targets as outlined above.
Furthermore, should the Group be unsuccessful in achieving its revenue forecasts, or if actual revenue growth is
lower than projected, the proceeds from the sale of the facility or the planned capital contributions alone may
be insufficient to accommodate the Group’s operational demands.
These events and conditions identified indicate that material uncertainties exist that may cast significant doubt
on the Group’s ability to continue as a going concern and, therefore, that it may be unable to realise its assets
and discharge its liabilities in the normal course of business.
These consolidated financial statements do not include any adjustments relating to the classification and
recoverability of recorded asset amounts or to the amounts and classification of liabilities that may be necessary
should the Group be unable to continue as a going concern.
(g) Fair value measurement
The fair value of certain assets and liabilities included in the Group’s consolidated financial statements is disclosed.
Determining the fair value of these assets and liabilities utilises market observable inputs and data as far as
possible.
For more detailed information in relation to the fair value measurement of the items above, please refer to the
applicable notes.
− Borrowings, disclosure of fair value (note 4)
− Financial assets and liabilities at amortised cost, disclosure of fair value (note 4)
− Measurement of compound financial instruments (note 18)
− Assets in disposal groups held for sale (note 25)
− Impairment of non-financial assets (notes 12 and 25)
50Financial statements
2. Basis of preparation (continued)
(h) Impairment of non-financial assets and Goodwill
The cash-generating unit to which Goodwill is allocated to is tested for impairment at each reporting date and, at
any other time in which there are indicators of impairment (refer to note 13). For an asset that does not generate
largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which
the asset belongs.
The carrying amounts of the Group’s property, plant and equipment (note 12), intangible assets (note 14) and
right-of-use assets (note 15) are reviewed at each reporting date to determine whether there is any indication of
impairment. If any such indication exists, then the asset’s recoverable amount is estimated.
An impairment loss is recognised whenever the carrying amount of an asset exceeds its recoverable amount
(being the higher of value-in-use and fair value less costs of disposal). Impairment losses directly reduce the
carrying amount of assets and are recognised in profit or loss.
3. Segment reporting
The Group operates in one segment, its primary business being research and development and the sale of
pharmaceutical products in Australia, Germany and New Zealand.
The chief operating decision maker has been identified as the Chief Executive Officer (CEO), as they make all
the key strategic resource allocation decisions related to the Group’s segment.
The Group currently derives revenue from customers through the sale of goods in Australia, Germany and
New Zealand. The Group’s revenues are analysed by geography on the basis of the jurisdiction in which the
goods are sold and have been disaggregated in this way in note 5.
4. Financial instruments and financial risk management
and capital management
This note describes:
(A) The Group’s accounting policies with respect to financial instruments recognised in the Group’s
consolidated financial statements, and detail of those balances.
(B) The nature of the financial risk that the Group is exposed to, and the Group’s objectives, policies and
processes for managing those risks, the methods used to measure them, and sensitivity analysis to
movements in rates (where applicable).
(C) The nature of the Group’s Capital Management policies.
(A) Financial instruments recognised
The Group recognises financial assets and financial liabilities when it becomes party to the contractual
provisions of the financial instrument.
Financial assets
The Group classifies its financial assets depending on the purpose for which the asset was acquired (i.e. the
business model) and the contractual terms of the cash flows.
Amortised cost
These comprise cash and cash equivalents, certain trade and other receivables and term deposit investments.
Cash and cash equivalents comprise of cash on hand and demand deposits, as well as highly liquid deposits
that are readily convertible to known amounts of cash and which are subject to an insignificant risk of
changes in value, with terms of 90 days or less.
These financial assets are:
− Initially measured at fair value, plus directly attributable transaction costs.
− Subsequently measured at amortised cost using the effective interest rate method, less provision for
impairment. Cash and cash equivalents and investments are held with “investment grade” financial
institutions and are deemed to have no significant increase in credit risk in terms of impairment.
51Rua Bioscience ― Annual Report 2025
Categories and fair values of the Group’s financial instruments
Note
Financial assets
at amortised cost
Financial liabilities
at amortised cost
Total
carrying amount
Fair
value
FY25$$$$
Cash and cash equivalents4241,421-241,421(a)
Trade and other receivables16289,065-289,065(a)
Trade payables 19-(688,412)(688,412)(a)
Borrowings18-(725,307)(725,307)(a)
Lease liabilities15-(78,688)(78,688)(b)
Total530,486(1,492,407)
Financial assets
at amortised cost
Financial liabilities
at amortised cost
Total
carrying amount
Fair
value
FY24$$$$
Cash and cash equivalents4895,131-895,131(a)
Trade and other receivables16101,163-101,163(a)
Trade and other payables19-(419,504)(419,504)(a)
Lease liabilities15-(147,780)(147,780)(b)
Total996,294(567,284)
(a) Due to their short-term nature, the carrying value of these financial instruments approximates their fair value.
(b) Not required to be disclosed per NZ IFRS 7.
4. Financial instruments - risk management (continued)
− Derecognised when the contractual rights to the cash flows from the financial asset expire or are
transferred.
Financial liabilities
The Group classifies its financial liabilities depending on whether (or not) it meets the definition of a financial
liability at fair value.
Other financial liabilities at amortised cost
These include trade and other payables, borrowings and lease liabilities recognised in the consolidated statement
of financial position.
These financial liabilities are:
− Initially measured at fair value, plus directly attributable transaction costs.
− Subsequently measured at amortised cost using the effective interest rate method.
− Derecognised when the contractual obligation to settle the obligation is discharged, cancelled, or expires.
52Financial statements
4. Financial instruments - risk management (continued)
(B) Financial risk management
The Board has overall responsibility for the determination of the Group’s risk management objectives and
policies and, whilst retaining ultimate responsibility for them, it has delegated the authority for designing and
operating processes that ensure the effective implementation of the objectives and policies to the Group's
finance function. The Board receives monthly reports from the Chief Financial Officer through which it
reviews the effectiveness of the processes put in place and the appropriateness of the objectives and policies
it sets. The Group's finance team also review the risk management policies and processes and report their
findings to the Audit, Finance & Risk Committee.
The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly
affecting the Group’s competitiveness and flexibility. Further details regarding these policies as they relate to
the specific financial risks that the Group is exposed to are set out below:
Through its operations, the Company is exposed to the following financial risks:
(a) Credit risk
(b) Market risk
i. Interest rate risk, and
ii. Foreign exchange risk
(c) Liquidity risk
(a) Credit risk
Credit risk is the risk of financial loss to the Group if a counterparty to a financial asset fails to meet their
contractual obligations. The Group’s exposure to credit risk is represented by the carrying amount of cash and
cash equivalents, trade and other receivables and investments.
The Group only holds cash and cash equivalents and investments with financial institutions that are
independently determined credit ratings of "A" or higher.
If wholesale customers are independently rated, these ratings are used. Otherwise, if there is no independent
rating, risk control assesses the credit quality of the customer, taking into account its financial position, past
experience and other factors. Individual risk limits are set based on internal or external ratings in accordance
with limits set by the board. The compliance with credit limits by wholesale customers is regularly monitored
by line management.
The Group has an Audit, Finance & Risk Committee that monitors credit risk as part of its wider duties.
Cash and cash equivalents and investments held with financial institutions are presented in the table below:
(a) Moody's, Fitch
(b) Standard & Poor's, Moody's, Fitch
Credit
rating
Cash and cash
equivalentsInvestmentsTotal
30 June 2025$$$
Kiwibank
(a)
A1, AA144,513-144,513
ANZ
(b)
AA-, Aa296,908-96,908
Total241,421-241,421
30 June 2024$$$
Kiwibank
(a)
A1, AA715,905-715,905
ANZ
(b)
AA-, Aa2179,226179,226
Total895,131-895,131
Interest rates on interest bearing cash and cash equivalents and investments range between 2.55% - 4.80%
(2024: 4.80% - 5.00%).
53Rua Bioscience ― Annual Report 2025
4. Financial instruments - risk management (continued)
Cash and cash equivalents above comprise the following:
20252024
$$
Cash on hand241,421571,208
Demand deposits-323,923
Total cash and cash equivalents241,421895,131
(b) Market risk
Market risk arises from the Group's:
− Use of interest-bearing borrowings (interest rate risk)
− Credit sales and purchases in foreign currencies (foreign currency risk), and
− Prices of key commodity inputs (price risk).
i. Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market interest rates.
The Group is only exposed to fixed rate interest rates on its interest-bearing liabilities (lease liabilities and
borrowings).
Finance expenses recognised in profit or loss:
ii. Foreign exchange risk
The Group is exposed to movements in foreign exchange rates through transactions and balances
denominated in foreign currencies. The Group’s exposures to foreign exchange risk are as follows:
− Sales transactions of $1,071,562 (2024: $83,588) denominated in foreign currencies, which are mainly
denominated in Australian Dollar and Euro amounts (2024: Australian Dollar).
− Inventory purchase transactions of $896,360 (2024: $199,094) denominated in foreign currencies, which
are mainly denominated in Australian Dollar and Euro amounts.
− Net investments in foreign operations of $(589,645) (2024: $(416,445)).
The Group has an Audit, Finance & Risk Committee that monitors foreign exchange risk as part of its wider
duties.
There are no open forward exchange contracts at the end of the reporting period (2024: nil).
The net foreign exchange gain recognised for the year was $29,086 (2024: $4,556 loss) (2025: note 7, 2024:
note 6).
20252024
$$
Interest expense – financial liabilities at amortised cost145,916-
Interest expense – lease liabilities14,18716,874
Total finance expense160,10316,874
54Financial statements
4. Financial instruments - risk management (continued)
Sensitivity analysis
The following table presents the Group’s sensitivity from a reasonably possible strengthening or weakening
NZD against foreign currencies, with all other variables held constant.
As at 30 June 2025
Up to 3
months
Between
3 and 12
months
Between
1 and 2
years
Between
2 and 5
years
Over
5 yearsTotal
$$$$$$
Trade payables715,566----715,566
Borrowings (note 18):
- Short-term lending376,122----376,122
- Inventory finance-280,788---280,788
- Supplier finance 68,397----68,397
Lease liabilities38,99330,26021,33726,250-116,840
Total1,199,078311,04821,33726,250-1,557,713
As at 30 June 2024
$$$$$$
Trade and other payables419,503----419,503
Lease liabilities21,04844,84759,97648,716-174,587
Total440,55144,84759,97648,716-594,090
(c) Liquidity risk
Liquidity risk arises from the Group’s management of working capital. It is the risk that the Group will
encounter difficulty in meeting its financial obligations as they fall due (refer to note 2(f)).
The Group's policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when
they become due. To achieve this the Group maintains a monthly forecast on its future cash position to ensure
it can meet financial obligations when they fall due.
The Board receives regular financial statements which include statements of financial position, performance,
and cash flow, as well as budget/forecast variance reports, to ensure it holds or will hold cash equivalents to
meet its obligations.
The following table sets out the contractual maturities (representing undiscounted contractual cash-flows) of
financial liabilities:
30 June 202530 June 2024
Equity
$
Profit
$
Equity
$
Profit
$
10% strengthening of the NZD1,1892,4266,6855,013
10% weakening of the NZD(1,189)(2,426)(6,685)(5,013)
55Rua Bioscience ― Annual Report 2025
4. Financial instruments - risk management (continued)
(C) Capital management
The Group’s objectives when managing capital are to safeguard the entity's ability to continue as a going
concern (refer to note 2(f)), so that it can continue to fund activities for the purposes of deriving sustainable
returns to its shareholders and other stakeholders.
The Group’s capital structure consists of Equity of the Group (comprising issued capital and warrant equity).
The Group is not subject to any externally imposed capital requirements. The Board continually reviews the
capital structure of the Group. As part of this review, the Board considers the availability and cost of capital
and the risks associated therein.
5. Revenue from contracts with customers
The Group recognises revenue from the sale of pharmaceutical goods at a point-in-time when control of the
goods has transferred to the customer. This is typically upon physical delivery of the goods to the customer’s
premise. The transaction price is set by the Group and is as per the agreed contracts in place with customers.
Where goods are sold through distributors, judgement is required to assess which party the Group passes
control of the goods such that they are considered the Group’s “customer” for accounting purposes (i.e., the
distributer, or, the end-purchaser).
Consideration is given to which party has the substantive: (i) responsibility to fulfil the promise to provide
goods (including obligations with respect to any returns); (ii) inventory risk over the goods; and, (iii) Rights to
set pricing.
Typically, distributors are considered to be the Group’s agents.
20252024
Performance obligations satisfied at a point-in-time$$
Sale of goods – New Zealand439,7202,249
Sale of goods – Australia584,64883,588
Sale of goods – Germany486,914-
Total Revenue from Contracts with Customers1,511,28285,837
56Financial statements
20252024
$$
Research and development grant income140,798129,886
NZTE grant income-65,071
Other government grants76,64726,524
Total government grant income217,445221,481
Gain on sale of property, plant and equipment68,665772
Net foreign exchange gains-4,556
Gain on lease modifications4,493-
Other income97,8489,032
Total other income388,451235,841
6. Other income
(i) Government grants
The Group recognises government grants as other income rather than reducing the costs that they are
intended to compensate.
The Group primarily receives government grants from the following entities:
- Inland Revenue Department (IRD), in the form of R&D tax incentive credits;
- Local government grantors; and
- New Zealand Trade and Enterprise (NZTE).
R&D tax incentive credits are accounted for as government grant income as opposed to income tax credits
as the benefit is independent of the taxable profit or tax liability where the Group is eligible for a cash refund;
specific conditions exist for the Group, the R&D activities and the expenditure to be eligible for the tax credits;
and the tax credits are not structured as an additional deduction in computing taxable profit.
The Group has reasonable assurance at the reporting date that the R&D tax incentive will be received and all
attached conditions will be complied with. The Group expects to receive the tax credit when the return is filed
subsequent to the end of the reporting period.
Typically, grant funding is approved and paid only upon proof of eligible expenditure.
Other income streams recognised by the Group include:
57Rua Bioscience ― Annual Report 2025
20252024
Note
$$
Specific expenses included in operating loss
before net financing costs for the year:
Cultivation costs398,931456,173
Extraction and manufacturing23,00125,899
Changes in inventories of finished goods
and work in progress
11976,501204,143
Impairment expense12, 14, 2436,2609,213,975
Accommodation and travel38,99178,296
Communications114,668133,557
Depreciation of property, plant and equipment 12338,844331,527
Depreciation of right-of-use lease assets1564,10263,189
Distribution258,38627,123
Amortisation – intangible assets14-5,106
Direct research and development expenses*10,55246,168
General110,371149,785
Professional services1,075,1551,207,040
Insurance193,006180,463
Motor vehicle expenses20,92440,178
Charitable expenses44,23848,694
Licenses28,25845,556
Office expenses18,33732,865
Selling and marketing224,416438,955
Employee benefit expense1,034,6791,420,289
Foreign exchange loss29,085-
Capital raising costs158,834-
Total expenses5,197,53914,148,981
Included in the above:
Employee benefit expense
- Short term benefits (wages and salaries)971,0191,014,773
- Defined contribution plan21,87834,035
- Share-based payment expense2441,782371,481
Total employee benefit expense1,034,6791,420,289
Research and development expenses
- Direct costs303,421419,770
- Indirect costs641,387756,383
Total research and development expenses944,8081,176,153
7. Expenses
* excludes cultivation, extraction and depreciation and other general overheads costs associated with research and development activities.
58Financial statements
7. Expenses (continued)
(i) Research and development
The Group’s research and development operations are not actively in pursuit of commercial licenses and
as such, the Group does not consider itself to be in the development phase. Accordingly, all research and
development costs are expensed as incurred.
(ii) Fees paid to auditors
Fees paid to auditors within Professional services expenses include payments to PricewaterhouseCoopers for
the following:
20252024
$$
Audit of the financial statements
- Audit of the financial statements – 30 June 2025115,000-
- Audit of the financial statements – 30 June 202420,024142,633
Total fees paid to auditors135,024142,633
8. Income tax
Tax expense/(credit) comprises current and deferred tax.
In determining the amount of current and deferred tax the Group takes into account the impact of uncertain
tax positions and whether additional taxes and interest may be due. The Group believes that its accruals
for tax liabilities are adequate for all open tax years based on its assessment of many factors, including
interpretations of tax law and prior experience. This assessment relies on estimates and assumptions and may
involve a series of judgements about future events. New information may become available that causes the
Group to change its judgement regarding the adequacy of existing tax liabilities; such changes to tax liabilities
will impact tax expense in the period that such a determination is made.
A deferred tax asset is recognised for unused tax losses, tax credits and deductible temporary differences,
to the extent that it is probable that future taxable profits will be available against which they can be utilised.
Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer
probable that the related tax benefit will be realised.
(i) Income tax recognised in profit or loss
The income tax expense/(credit) recognised for the year includes current and deferred tax as
presented below:
20252024
$$
Current tax on profits for the year--
Total current tax--
Origination and reversal of temporary differences(57,175)(167,282)
Prior year tax losses not recognised57,1 75167,282
Total deferred tax expense--
Total income tax expense--
59Rua Bioscience ― Annual Report 2025
8. Income tax (continued)
(ii) Reconciliation of income tax expense
The reconciliation of income tax expense is presented below:
20252024
$$
Loss before income tax expense(3,455,662)(13,718,754)
Tax expense/(income) @28%(967,585)(3,841,251)
Add/(less) reconciling items
- Expenses not deductible for tax purposes80,3782,629,700
- Non-assessable income(39,639)(42,436)
- Building depreciation tax legislation changes137,955-
- Tax losses not recognised for deferred tax788,8911,253,987
Total income tax expense--
(iii) Imputation credits
The Company has $nil imputation credits as at 30 June 2025 (2024: $11,789).
(iv) Deferred tax
Deferred tax is calculated in full on temporary differences under the liability method using a tax rate of 28%.
Significant management judgement has been exercised to determine that future taxable profits for the Group
are beyond a reliable forecast horizon and that no net deferred tax asset should be recognised.
An amount of deferred tax asset of $8,604,612 (2024: $7,911,205 ) has not been recognised. The unrecognised
deferred tax asset is comprised of tax losses of $8,604,612 (2024: $7,865,566 ) and other temporary
differences of $nil (2024: $45,639).
60Financial statements
8. Tax expense (continued)
(iv) Deferred tax (continued)
Details of the deferred tax asset and liability amounts recognised in profit or loss are as follows:
In March 2024, the New Zealand Government enacted the Taxation (Annual Rates for 2023-
24, Multinational Tax and Remedial Matters) Bill. As a result, from the 2024-25 income tax year
onwards, the Group can no longer claim any tax depreciation on their buildings with estimated
useful lives of 50 years or more in New Zealand. The Group assessed the accounting impact of
this change, which resulted in an increased deferred tax liability recognised on property, plant,
and equipment in the year ended 30 June 2025.
Employee
entitle-
ments
Property,
plant and
equip-
mentAccruals
Intangible
assets
Lease
liabilities
Right-
of-use
assets
Share-
based
payments
– equity
settledInventory
Carried
forward
tax
lossesTotal
$$$$$$$$$$
As at 1 July
2023
28,5048,217-(79,025)32,082(28,162)38,384--
Amounts recognised
- In profit or
loss
6,524(3,326)(1,927)79,02510,973(15,084)(30,546)-(45,639)-
At 30 June
2024
35,0284,891(1,927)-43,055(43,246)7,838- (45,639)-
As at 1 July
2024
35,0284,891(1,927)-43,055(43,246)7,838- (45,639)-
Amounts recognised
- In profit or
loss
(744)(196,854)14,177-(12,579)17,395(7,838)8,322178,121-
At 30 June
2025
34,284(191,963)12,250-30,476(25,851)-8,322132,482-
61Rua Bioscience ― Annual Report 2025
9. Notes Supporting Statement of Cash Flows
(i) Reconciliation of net operating cash flows to profit/(loss)
20252024
$$
Net loss for the year (3,455,662)(13,718,754)
Adjustments for non-cash and non-operating activity items:
- Add back: Depreciation – Property, Plant & Equipment338,845331,526
- Add back: Depreciation – RoU lease asset64,11063,171
- Add back: Amortisation – Intangible asset-5,106
- Add back: Impairment expense36,2629,213,975
- Deduct: Gain on sale of Property, Plant & Equipment(68,665)(771)
- Add back: Loss on sale of Property, Plant & Equipment--
- Deduct: Gain from lease modifications (4,493)-
- Add back: Share-based payment expense41,782371,481
- Add back: Interest expense 160,10016,925
- Deduct: Interest income (2,245)(125,420)
- Add back: Inventory written off 58,234-
623,9309,875,993
Movements in working capital:
- (Increase)/decrease in other receivables
(1)
(52,723)589,469
- (Increase)/decrease in prepayments85,518(320,655)
- (Increase)/decrease in inventories(105,501)(260,810)
- Increase/(decrease) in trade and other payables
(2)
189,84626,598
- Increase/(decrease) in contract liabilities--
- Increase/(decrease) in employee benefit liabilities(3,629)15,565
- Increase/(decrease) in deferred grant income(69,218)56,115
44,293106,282
Net cash outflows from operating activities(2,787,439)(3,736,479)
(1)
Excludes accruals for interest income (investing activity)
(2)
Excludes accruals for interest expense (financing activity), and payables related to property, plant & equipment (investing activity)
62Financial statements
9. Notes supporting statement of cash flows (continued)
(ii) Changes in the Group’s liabilities arising from financing activities (cash and non-cash)
30 June 2025NON-CASHNON-CASHNON-CASHNON-CASHCASHCASH
Opening
New
leases
Lease
remeasure-
ments
Transferred
to disposal
groups
Interest
accruedDrawdownPaymentClosing
$$$$$$$
Lease liabilities147,780-(13,393)-11,892-(67,591)78,688
Borrowings -
short term loans
----126,121250,000-376,121
Borrowings
- inventory
finance
----6,222274,567-280,789
Supplier finance
arrangements -
inventory
-----542,176(473,780)68,396
Supplier finance
arrangements
- insurance
premiums
-----218,888(218,888)-
Liabilities in
disposal groups
held for sale
5,988-47,142-2,295-(25,270)30,155
153,768-33,749-146,5301,285,631(785,529)834,149
30 June 2024NON-CASHNON-CASHNON-CASHNON-CASHCASHCASH
Opening
New
leases
Lease
remeasure-
ments
Transferred
to disposal
groups
Interest
accruedDrawdownPaymentClosing
$$$$$$$
Lease liabilities 114,577 116,514 529 (5,988)16,591-(94,443) 147,780
Liabilities in
disposal groups
held for sale
---5,988---5,988
114,577 116,514 529 -16,591-(94,443) 153,768
10. Earnings per share
Earnings per share (‘EPS’) is based on profit or loss attributable to ordinary shareholders and excludes other
comprehensive income.
In both years, the Group has not adjusted the weighted average number of shares used in diluted EPS to
reflect the impact of outstanding share-options granted, because as the Group is loss-making, the impact of
the outstanding share options granted is “anti-dilutive” (i.e. decreases the loss per share).
Numerator20252024
$$
(Loss) for the year and earnings (basic and diluted EPS) (3,455,662)(13,718,754)
20252024
DenominatorNo. sharesNo. shares
Weighted average number of shares (basic and diluted EPS)194,677,774158,264,526
63Rua Bioscience ― Annual Report 2025
11. Inventory
Inventories are recognised at the lower of cost and net realisable value. Cost comprises all costs of purchase,
costs of conversion and other costs incurred in bringing the inventories to their present location and
condition. All inventories are held at their net realisable value at reporting date.
Inventories are measured on a first-in-first-out basis to determine the cost of ordinarily interchangeable items.
Amounts recognised in profit or loss
Inventories recognised as an expense during the year amounted to $912,306 (2024: $61,350).
The Group reported write-downs of inventory to net realisable value of $64,195 (2024: $142,793) in the
consolidated statement of profit or loss and other comprehensive income.
Security
The Group’s inventory finance borrowings are secured over the Group’s inventory balances (refer note 18).
20252024
$$
Finished goods405,106277,534
Total405,106277,534
12. Property, plant and equipment
Property, plant and equipment are stated at historical cost less any accumulated depreciation and impairment
losses. Costs includes expenditure directly attributable to the acquisition of assets.
Depreciation is recognised over the estimated useful life of the asset based on estimates by management.
Assets' estimated useful life are reassessed annually. The following estimated depreciation rates have been
used:
− Buildings and fitout 20% per annum straight line (2024: 2% to 50% - diminishing value)
− Cultivation Containers 10% diminishing value (2024: 10% diminishing value)
− Office Equipment 13% to 67% diminishing value (2024: 13% to 67% diminishing value)
− Plant and Equipment 8% to 100% diminishing value (2024: 8% to 100% diminishing value)
− Vehicles 13% to 40% diminishing value (2024: 13% - 40% diminishing value)
During the year ended 30 June 2025, the Group revised the useful life of certain buildings and fitout assets .
The effect of these changes on actual and expected depreciation expense, included within Other expenses,
was as follows:
Impairment
There was no impairment to property, plant and equipment for the year ended 30 June 2025
(2024: $400,000).
202520262027202820292030
Increase/(decrease) in
depreciation expense
102,012208,454210,678212,744152,929(31,166)
64Financial statements
12. Property, plant and equipment (continued)
Buildings and
fitout
Cultivation
containers
Office
equipment
Plant and
equipmentVehiclesTotal
Year ended
30 June 2025
$$$$$$
Opening net
book value
1,790,75694,18760,793544,0932 7, 8 702,517,699
Additions---3,431-3,431
Depreciation charge(235,049)(9,419)(9,309)(78,369)(6,699)(338,845)
Impairment charge------
Disposals(4,734)-(4,401)(27,810)(1,330)(38,275)
Closing net
book value
1,550,97384,76847,083441,34519,8412,144,010
Cost3,429,873159,196126,2621,519,860140,4735,375,664
Accumulated impairment(486,230)--(509,204)-(995,434)
Accumulated depreciation(1,392,670)(74,428)(79,179)(569,311)(120,632)(2,236,220)
Net book
amount
1,550,97384,76847,083441,34519,8412,144,010
Note
Buildings
and fitout
Cultivation
containers
Office
equipment
Plant and
equipmentVehiclesTotal
Year ended
30 June 2024
$$$$$$
Opening net
book value
3,358,327104,65277,307854,95343,4424,438,681
Additions1,208----1,208
Depreciation charge(181,262)(10,465)(12,654)(116,879)(10,267)(331,527)
Impairment charge---(153,623)-(153,623)
Disposals--(3,860)(40,358)(5,305)(49,523)
Classified as held
for sale
25(1,387,517)----(1,387,517)
Closing net
book value
1,790,75694,18760,793544,0932 7, 8 702,517,699
Cost 3,441,979 159,196140,6481,783,739160,4735,686,035
Accumulated impairment(486,230)--(509,204)-(995,434)
Accumulated depreciation(1,164,993)(65,009) (79,855)(730,442)(132,603)(2,172,902)
Net book
amount
1,790,756 94,187 60,793544,0932 7, 8 702,517,699
65Rua Bioscience ― Annual Report 2025
13. Goodwill
Any impairment recognised against goodwill is not subsequently reversed in future periods where the
recoverable amount of a CGU increases above its carrying amount.
(i) Impairment testing of goodwill
Goodwill is monitored at a company level, of a single cash-generating-unit (CGU).
The Group tests whether goodwill has suffered any impairment on an annual basis or where there are specific
indicators of impairment in the period. For the year to 30 June 2025, goodwill was tested for impairment as
at 30 June 2025 (2024: 30 June 2024).
The recoverable amount of the CGU has been determined based on its value-in-use (2024: value-in-use ).
Value-in-use calculations require the use of various estimates and judgements. The calculations use cash flow
projections based on financial budgets approved by management covering a five-year period which include
consideration of the following:
• The existing competitive environment in the key markets which the Group currently operates in, including
the Group’s existing and projected market share, and indicators of overall growth in those markets.
• The current life-cycle stage of the medicinal cannabis industry and the continued trajectory towards
maturity.
• The maturation of supply chains in the industry, as well as the Group’s ability to exploit these going
forward.
• The Group’s current loss-making position, reflecting its early commercial phase, and operating cashflow
requirements as well as the steps taken to date to address these.
Cash flows beyond the five-year period are extrapolated using the estimated growth rates stated below.
These growth rates are consistent with forecasts in industry reports specific to the industry in which the
CGU operates:
Assumptions and approach used to determine values30 June 202530 June 2024
Forecasted sales and costs of sales (CAGR*)
This is based on current market share in existing sales channels as well as
industry trends as at the reporting date.
43.81%39.04%
Pre-tax discount rate
Reflects specific risks relating to the relevant activities of the Group.26.84%21.86%
Long-term growth rate
This is the weighted average growth rate used to extrapolate cash flows
beyond the budget period.
2%2%
* Cash flows for the next five-year period are extrapolated using annual estimated growth rates comprising a compound annual growth rate (‘CAGR’). The CAGR
reflects the low base the business is beginning with, growth rates consistent with forecasts in industry reports specific to the industry in which the CGU operates,
the supply agreements the business has in place and the markets in which the business currently has distribution agreements in place or employees in market.
No impairment was recognised as at 30 June 2025 (2024: $8,253,135).
If any one of the following changes were made to the above key assumptions, the carrying amount and
recoverable amount would be equal:
The Directors and management have considered and assessed reasonably possible changes for other key
assumptions and have not identified any instances that could cause the carrying amount of the CGU to
exceed its recoverable amount.
Key assumptionSensitivity
Forecasted sales and costs of sales/’CAGR’Reduction from 43.81% to 33.88%
Pre-tax discount rateIncrease from 26.84% to 40.50%
Long-term growth rate Reduction from 2.00% to -26.8%
66Financial statements
14. Intangible assets
Intangible assets are stated at historical cost (being their acquisition date fair value if acquired in a business
combination) less any accumulated amortisation and impairment losses.
The following estimated amortisation rates have been used:
Intangible asset Useful economic life
Supplier contracts Finite – based on units of production (refer below)
Supplier contracts are amortised on a units-of-supply basis, being the actual volume of units purchased for
production relative to the expected volumes purchased over the life of the contract.
Goodwill
Supplier
contractsTotal
$$$
(i) Cost
At 1 July 2024 10,448,082
5,016,03515,464,117
At 30 June 2025 10,448,0825,016,03515,464,117
At 1 July 202310,448,0825,016,03515,464,117
At 30 June 2024 10,448,0825,016,03515,464,117
(ii) Accumulated amortisation and impairment
At 1 July 2024(8,253,135)(5,016,035)(13,269,170)
Amortisation charge---
Impairment charge---
At 30 June 2025(8,253,135)(5,016,035)(13,269,170)
At 1 July 2023-(4,729,867)(4,729,867)
Amortisation charge-(5,961)(5,961)
Impairment charge(8,253,135)(280,207)(8,533,342)
At 30 June 2024(8,253,135)(5,016,035)(13,269,170)
(iii) Net book value
At 1 July 202310,448,082286,16810,734,250
At 30 June 20242,194,947-2,194,947
At 30 June 20252,194,947-2,194,947
Impairment
There was no impairment to intangible assets for the year ended 30 June 2025 (2024: $280,207).
67Rua Bioscience ― Annual Report 2025
15. Leases
All leases are accounted for by recognising a right-of-use asset and a lease liability except for:
− Leases of low value assets; and
− Leases with a duration of 12 months or less.
Initial measurement
Lease liabilities are measured at the present value of the contractual payments due to the lessor over the
lease term, with the discount rate determined by reference to the rate inherent in the lease unless (as is
typically the case) this is not readily determinable, in which case the Group’s incremental borrowing rate on
commencement of the lease is used. Variable lease payments are only included in the measurement of the
lease liability if they depend on an index or rate, however in such cases the initial present value determination
assumes that the variable element will remain unchanged throughout the lease term.
Other variable lease payments are expensed in the period to which they relate.
Right-of-use assets are initially measured at the amount of the lease liability, reduced for any lease incentives
received, and increased for:
− lease payments made at or before commencement of the lease;
− initial direct costs incurred; and
− the amount of any provision recognised where the Group is contractually required to dismantle, remove or
restore the leased asset (typically make-good provisions on buildings)
Right-of-use assets are depreciated on a straight-line basis over the remaining term of the lease or over the
remaining economic life of the asset if, rarely, this is judged to be shorter than the lease term. Right-of-use
assets are also subject to impairment assessment at reporting date.
(i) Information regarding the Group’s leases and leasing activity
The Group leases a number of properties including land, buildings, including commercial office premises, in
the jurisdiction from which it operates.
As standard industry practice, one of the Group’s property leases are subject to periodic CPI increases and/or
market rent reviews. A 1% increase in these payments would result in an additional $253 cash outflow (2024:
$244) compared to the current period’s cash outflow.
The Group’s property leases typically include renewal and termination options. The Group must assess
whether it reasonably expects (or not) to exercise these when determining the lease term.
The Group has two leases (2024: has one property lease) where the Group has assessed it does not
reasonably expect to exercise all available renewal options, resulting in a potential additional lease term of
10-20 years (2024: 2 - 20 years) and potential future lease payments of $150,000 - $300,000 (2024: $48,792
- $300,000) that are not currently included in measurement of the lease liability recognised for these leases.
68Financial statements
15. Leases (continued)
(ii) Lease related balances as at period end, and amounts for the period
Note20252024
Expenses and income in the period$$
Depreciation
- Leases of property (land and buildings)62,20450,678
- Vehicles-12,511
- Plant--
Interest expense14,18716,874
Balance sheet and cash flow statements
Carrying amount of right-of-use asset
- Leases of property (land and buildings)62,167135,176
- Vehicles--
- Plant--
Lease liabilities9(ii)108,843147,780
Additions to right-of-use assets38,242117,045
Total cash outflow related to leases92,86094,740
69Rua Bioscience ― Annual Report 2025
16. Trade and other receivables
20252024
Note$$
Financial assets classified as amortised cost – current
Trade receivables
214,06526,163
Less: provision for impairment of trade receivables
--
Trade receivables – net
214,06526,163
Financial assets classified as amortised cost –
non-current
Non-trade receivables – NZX Bond75,00075,000
Financial assets classified as amortised cost - total4289,065101,163
GST receivable10,76675,287
Withholding tax receivable-11,789
Government grants receivable
- Research and development tax credit141,721163,369
Other receivables152,487250,445
Total trade and other receivables441,552351,608
The Group applies the NZ IFRS 9 simplified approach to measuring expected credit losses using a lifetime
expected credit loss provision for trade receivables. This is based on a provision matrix which measures
expected credit loss on a collective basis where trade receivables are grouped based on similar credit risk
and rating.
The expected loss rates are based on the Group’s historical credit losses. The historical loss rates are then
adjusted for current and forward-looking information on macroeconomic factors affecting the Group’s
customers. At reporting date, none of the Group’s trade receivables were past 30 days due.
70Financial statements
17. Prepayments
20252024
$$
Prepaid inventory340,695333,844
Other prepayments61,045154,063
Total prepayments401,740487,907
20252024
$$
Inventory finance borrowings (incl. warrants).280,788-
Short-term lending 376,122-
Supplier finance arrangements - inventory68,397-
725,307-
Prepayments for future goods and services are recognised in the consolidated statement of profit or loss and
comprehensive income when the Group obtains control of the associated good or service.
18. Borrowings
Inventory finance borrowings
During the year, the Group entered into a number of lending arrangements to assist in managing working
capital cash flows. The loans have a 12-month maturity and accrue interest on a monthly basis. The loans are
secured over the Group’s inventory holdings (refer note 11).
As part of the arrangement, lenders were also issued a number of additional warrants for no additional
consideration which give the holders the right to purchase ordinary shares at a fixed price 12 months after the
draw-down date. The warrants expire 3 years after they become exercisable.
As the warrants give the holder the option to purchase a fixed amount of shares for a fixed amount of cash,
they satisfy the ‘fixed-for-fixed’ criterion and, therefore, are classified as equity instruments.
The loans, with their attached warrants, comprise a compound financial instrument and thus, each component
of the instrument has been measured at inception as follows:
- Financial liability: The loan component has been measured at its fair value using a market interest rate
for an equivalent instrument without the attached warrants. The market interest rate applied was 25%. The
loan is subsequently measured as a financial liability at amortised cost.
- Equity: The warrants have been valued on a residual basis ($28,479) and are recognised within equity,
within the Warrant equity reserve.
The borrowings are secured over the general inventory holdings of the Group.
Short-term lending
The Group has entered into a new lending arrangement to assist with short-term working capital
commitments. The loan has a maximum maturity date of 30 June 2025, however the loan becomes repayable
earlier should certain funding events occur:
(i) In the event that the Group successfully raises a minimum amount of additional share capital.
(ii) Sale of the Group’s manufacturing facility (refer note 25), within certain timeframes.
(iii) Is subject to an additional bullet payment of $100,000 based on the timeframes in which the above
events occur. The inclusion of this amount has been factored into the interest expense accrued onto the
loan under the effective interest method.
The loan is secured by a general security agreement over the assets of the Group.
Subsequent to reporting date, the Group has almost completed re-negotiating the terms of this loan.
71Rua Bioscience ― Annual Report 2025
20252024
Note$$
Trade payables4688,412419,503
Audit fee accrual115,000110,783
Other payables51,24423,951
GST payable9,786-
Total trade and other payables864,442554,237
30 June 202530 June 20241 July 2023
$$$
Trade payables subject to supplier financing
arrangements
6,920--
20. Employee benefit liabilities
19. Trade and other payables
20252024
$$
Short term employee benefits payable
- Wages and salaries51,68365,696
- Accrual for annual and sick leave 135,202127,857
186,885193,553
Defined contribution plan (‘Kiwisaver’) payable5,4162,349
Total employee benefit liabilities192,301195,902
18. Borrowings(continued)
Supplier finance arrangements
- Inventory
The Group has a supplier finance arrangement with certain distributors in New Zealand whereby distributors
provide cash advances to the Group to finance the Group’s purchase of finished goods inventories which
will be sold via the distributors, who are agents of the Group. Cash advances from distributors are repayable
when the finished goods purchased are sold or are expire. Otherwise, the Group does not provide any
collateral or guarantees to the distributor.
Trade payables subject to the supplier financing arrangement are included within trade and other payables
(refer to note 19) in the consolidated statement of financial position as follows
- Insurance premiums
The Group also enters into supplier finance arrangements to provide the Group with extended payment
terms for insurance costs where the supplier has been paid upfront in full by the financer. Supplier finance
arrangements for insurance premiums are payable over 12 months in monthly instalments. The Group has no
outstanding supplier finance arrangements for insurance premiums as at 30 June 2025 (2024: $nil).
72Financial statements
21. Share Capital and Reserves
At 30 June 2025, share capital comprised 223,648,012 authorised and issued ordinary shares (2024:
159,750,579). All issued shares are fully paid and have no par value. The holders of ordinary shares are entitled
to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the
Group, and rank equally with regard to the Group’s residual assets. Dividends are unlikely to be declared
whilst the Group is in the growth phase.
Reserves
Exchange differences arising on the retranslation of the foreign operation are accumulated in the foreign
currency translation reserve.
Share-based payments (refer to note 24) are recognised as an expense, with a corresponding increase in
equity (share-based payment reserve), over the vesting period of the awards.
Proceeds on the issue of warrants meeting the definition of equity are recognised in the warrant equity
reserve (refer to note 18).
20252024
No. sharesNo. shares
Opening shares159,750,579158,136,265
Shares issued*
’
**63,897,4331,614,314
Total share capital 223,648,012159,750,579
* During the year ended 30 June 2025:
- 3,968,254 ordinary shares were issued on 20 September 2024 as bridging capital prior to the Group’s capital raise;
- 47,119,179 ordinary shares were issued on 6 December 2024 as part of the Group’s capital raise in the period;
- 12,810,000 ordinary shares were issued as part of the pro-rata rights offer following the Group’s capital raise;
** During the year ended 30 June 2024 1,614,314 vested share options were exercised into ordinary shares.
22. Related party transactions
(i) Company information
The Group has no parent or ultimate parent entity. There are no individual shareholders holding more than
20% of the ordinary shares of the Group at reporting date.
(ii) Transactions and balances with related parties
During the year the Group entered into the below transactions with entities related to key management
personnel.
Nature of
transactions
Sale/
(purchase)
amount
Amounts
receivable
(payable)
$$
30 June 2025
Zenoch Management LimitedPurchases(49,500)-
Teresa CiprianLoan*54,000(50,129)
*Included within the initial $54,000 advanced was $4,362 attributable to warrant equity (refer note 18).
30 June 2024
EECOMS LimitedSales3,000-
Hikurangi Enterprises LimitedSales209-
Zenoch Management LimitedPurchases(52,500)(4,744)
73Rua Bioscience ― Annual Report 2025
22. Related party transactions (continued)
(iii) Key Management personnel compensation
Compensation of key management personnel (being those persons having authority and responsibility for
planning, directing and controlling the activities of the Group, including the Directors) was as follows:
20252024
$$
Directors fees234,000237,000
Short-term employee benefits257,432271,542
Defined contribution plan payments7,6547,655
Share-based payment expense41,782135,087
Total key management personnel compensation 540,868651,284
Key management personnel compensation payable4,74421,703
23. Contingent liabilities
There were no contingent liabilities at balance date that would affect the consolidated financial statements.
24. Share-based payments
(a) Key features and balances of ESOPs
The Group grants options to certain employees under a number of employee share option schemes which are
classified and accounted for as equity-settled share-based payments.
Share-based payments outstanding at the end of the reporting period have the following terms and
conditions:
- ESOP Issue #5 was issued to the CEO and is subject to the following conditions:
• Are subject to a general service vesting condition (i.e., if the party terminates their employment with the
Company, the unvested share options are forfeited);
• Have a $nil exercise price; and
• Vest to the participating employees daily such that each award constitutes a separate tranche with an
equal number of options and identical terms and conditions.
2025
Number
2024
Number
Outstanding At 1 July 775,874 1,244,277
- Options issued--
- Options vested(466,851)(468,403)
- Options forfeited--
Unvested at 30 June 309,023775,874
Exercisable at 30 June1,090,977624,126
74Financial statements
Equity settled
ESOP Issue #5 20252024
Option pricing model usedBinomialBinomial
Weighted average share price$0.17$0.17
Exercise price $nil$nil
Weighted average contractual life (in days)136319
Volatility78%78%
Share-based payments outstanding at the end of the reporting periods have the following expiry dates,
vesting dates, exercise prices and movements for the year ended 30 June 2025:
24. Share-based payments
(continued)
(a) Key features and balances of ESOPs (continued)
25. Assets held for sale
Non-current assets are classified as held for sale when their sale is highly probable within 12 months of
meeting the criteria for that classification. Following the classification as held for sale, non-current assets are
not depreciated.
As reported in the Group’s 30 June 2024 consolidated financial statements, the Group had entered into an
unconditional sale and purchase agreement as at 30 October 2024. To date, the Group had not yet received
settlement funds from the Purchaser. The Board is considering its legal options and are also working in
parallel with other credible parties on an alternative sales plan.
Management is confident that the facility will be sold despite the above and accordingly, the Group continues
to present its manufacturing facility as available for sale.
The following assets and liabilities were reclassified as held for sale as at 30 June 2025:
An impairment expense of $36,260 was recognised on right-of-use assets in the disposal group held for sale
as the carrying value of the asset exceeded its fair value less costs to sell after the associated lease liability
was remeasured in accordance with the underlying lease agreement in the year (refer note 9).
Assets classified as held for sale during the period ended 30 June 2025 were measured at the lower of their
carrying value and fair value less costs to sell. The fair value of the building and right-of-use asset associated
with the lease of the land upon which the building sits was derived using the sales comparison approach.
The key input under this approach was the recent observable selling prices for assets of similar nature,
adjusted for condition and location.
30 June 202530 June 2024
Assets classified as held for sale
Property, plant and equipment860,507860,507
Right-of-use assets30,15519,274
Total assets held for sale890,662879,781
Liabilities classified as held for sale
Lease liabilities(30,155)(5,988)
Total liabilities classified as held for sale(30,155)(5,988)
Total net assets held for sale860,507873,793
75Rua Bioscience ― Annual Report 2025
26. Events after the reporting date
Subsequent to reporting date, the Group successfully raised an additional $1,260,000 through a combination
of additional share capital ($504,000) and funding from existing lending instruments ($756,000). Funding
was provided by existing shareholders.
In addition, a further 3,594,037 ordinary shares were issued to employees on 19 September 2025 for nil
consideration to reward staff for past performance and to incentivise future performance. The opening share
price on 19 September was $0.043 and there were no restrictions or conditions imposed over the shares
issued. As part of the share bonus, the Group has also agreed to settle each employee’s PAYE obligations
associated with the share issue, amounting to an additional liability of $75,201.
The group is also re-negotiating certain short-term lending arrangements (refer to note 18).
There were no other events subsequent to reporting date that would materially affect these consolidated
financial statements.
27. Subsidiaries
The principal subsidiaries of Rua Bioscience Limited, which have been included in these consolidated financial
statements, are as follows:
Name
Country of
incorporation
and principal
place of business
Proportion of
ownership interest
at 30 June
Non-controlling
interests ownership/
voting interest
at 30 June
202520242025 2024
Rua Bioscience Australia Pty Ltd Australia100%100%--
28. Net tangible assets
Net tangible assets per share is a non-GAAP measure that is required to be disclosed by the NZX Listing
Rules. The calculation of the Group's net tangible assets per share and its reconciliation to the consolidated
balance sheet is presented below:
20252024
$$
Total assets6,781,6057,739,783
(less): Intangible assets(2,194,947)(2,194,947)
(less): Total liabilities(1,890,893)(973,125)
Net tangible assets2,695,7654,571,711
Number of shares issued at balance date 223,648,012159,750,579
Net tangible assets per share0.010.03
76
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Shareholder information
77Rua Bioscience ― Annual Report 2025
78Shareholder information7878
RangeTotal HoldersShareholding% Shares
1 - 499348107,3560.05
500 - 999197145,2480.06
1,000 - 1,999324420,9890.19
2,000 - 4,9996672,130,7240.95
5,000 - 9,9993702,552,3551.14
10,000 - 49,99970214,505,5446.49
50,000 - 99,9991107,168,7053.21
100,000 - 499,99910722,224,0819.94
500,000 - 999,9991811,715,9505.24
1,000,000 Over29162,677,06072.73
Total2,872223,648,012100.00
Shareholder Information
Spread of Shareholders
As at 31 July 2025
Rua’s Statement of Corporate Governance as at 29 September, 2025 can be found
here: www.ruabio.com/investors
79Rua Bioscience ― Annual Report 202579Rua Bioscience ― Annual Report 202579Rua Bioscience ― Annual Report 2025
Name
Shareholding% Shares
NEW ZEALAND DEPOSITORY NOMINEE LIMITED
<A/C 1 CASH ACCOUNT>
39,420,34517.63
FANG GROUP INVESTMENT LIMITED23,584,93910.55
GOUGH INVESTMENT CAPITAL LIMITED12,716,6775.69
HIKURANGI ENTERPRISES LIMITED10,532,6204.71
ACCIDENT COMPENSATION CORPORATION - NZCSD <ACCI40>8,449,2303.78
BEENA HARSHAVARDHAN JOG7,043,7403.15
FNZ CUSTODIANS LIMITED <DTA NON RESIDENT A/C>6,783,0393.03
GREG ANTONY ANDERSON & NICOLA MARIE ANDERSON <THE
ORANGE A/C>
6,543,4562.93
BEVERLEY IDA EVANS5,000,0002.24
RIDINGS BROTHERS LIMITED4,492,1962.01
MICHAEL JOHN WILDING3,650,8461.63
SIMON SY LUO3,559,0771.59
CUSTODIAL SERVICES LIMITED <A/C 4>3,362,1791.50
MARTIN WALTER SMITH & ANETA LISA BIRD & SARA MAREE LUNAM
<WAKAROMA A/C>
3,154,0391.41
LUKE RICHARD DIXON & SARAH LYNN DIXON & SEAN ROBERT
DIXON & IAN ARCHIBALD HURST <LUKE & SARAH DIXON FAMILY
A/C>
2,302,1331.03
ENQUIRE LIMITED2,200,0000.98
BREAKAWAY INVESTMENTS LIMITED2,176,5030.97
FORSYTH BARR CUSTODIANS LIMITED <1-CUSTODY>2,033,5130.91
FNZ CUSTODIANS LIMITED1,996,0860.89
PATHFINDER NOMINEES LIMITED - NZCSD1,835,8870.82
Top 20 holders of ORDINARY SHARES total150,836,50567.44
Total remaining holders balance72,811,50732.56
Top 20 Shareholders
The names and holdings of the 20 largest registered shareholders in Rua as at 31 July 2025 were:
80Shareholder information80
Substantial Product Holders
According to notices given under the Financial Markets Conduct Act 2013, the following were substantial
product holders of Rua as at 30 June 2025. The total number of voting securities (fully paid ordinary shares)
of Rua as at 30 June 2025 was 223,648,012.
Directors’ Shareholdings Interests
As at 30 June 2025 the Directors of the Company had the following relevant interests in Rua’s shares.
Directors’ Share Dealings
In accordance with the Companies Act 1993 between 1 July 2024 and 30 June 2025 the Board received the
following disclosures from Directors of acquisitions and dispositions of relevant interests in shares issued by
the Company and details of such dealings were entered in the Company’s interests register.
NameShareholdingOptions
Anna Stove763,896nil
Panapa Ehau473,49859,800
Tony Barclay1,739,376nil
Teresa Ciprian525,000nil
DirectorTransactionNumber of securitiesPrice per securityDate
Tony BarclayPurchase of Shares661,376 $0.037823 September 2024
Tony BarclayPurchase of Shares1,028,000$0.02506 December 2024
Teresa CiprianPurchase of Shares425,000$0.02506 December 2024
NameShareholdings
FANG GROUP INVESTMENT LIMITED23,584,939
GOUGH INVESTMENT CAPITAL LIMITED12,716,677
81Rua Bioscience ― Annual Report 202581Rua Bioscience ― Annual Report 2025
Directors' Interests
The following are details of general disclosures of interest by Directors holding office as at 30 June 2025,
pursuant to section 140(2) of the Companies Act 1993. The Director will be regarded as interested in all
transactions between Rua and the disclosed entities.
Current DirectorsCompanyPosition
Anna StovePacific Edge LimitedDirector and Shareholder
Progressive FarmsDirector and Shareholder
Panapa EhauHikurangi Enterprises LtdDirector
Hikurangi Huataukina TrustTrustee
He Toutou mo te Ahika Trust Trustee
Te Papatipu O Uepohatu Charitable Trust Trustee
Teresa CiprianLeaderbrandDirector
Aspeq LtdDirector
Goodfood Group LtdDirector
Superthriller Jetsprint LtdDirector and Shareholder
The Elk CollectiveDirector
Garden to Table TrustTrustee
Zenoch Management LimitedDirector and Shareholder
Tony BarclayBaymatob Pty LtdChair and Shareholder
Pacific Edge LimitedDirector and Shareholder
82Shareholder information82
Independent Directors
In order for a Director to be independent, the Board has determined that they must not be an employee of
Rua or any of its subsidiaries and must have no disqualifying relationships. Independence is determined by the
Board, in accordance with the independence requirements of the NZX Listing Rules and having regard to the
factors described in the Code. Director independence is monitored by the Board on an ongoing basis.
NZX Listing Rules require that there must at all times be at least three Directors of whom two are ordinarily
resident in New Zealand and at least two are independent Directors.
Rua has four Directors of whom three were considered to be independent as at 30 June 2025. Those three
are: the Chair, Anna Stove; Teresa Ciprian and Tony Barclay. Panapa Ehau is a Director, employee and co-
founder of Rua.
In addition, the Directors of Rua's Australian subsidiary company, Rua Bioscience Australia Pty Ltd, are,
Anna Stove and Dean Steer.
Board and Officer Gender Composition
The gender composition of Directors and the Officers as at 30 June 2025 was as follows:
F 30 June 2025 30 June 2024
PositionFemaleMaleGender
Diverse
FemaleMaleGender
Diverse
Director220220
Officers*53055 0
* An officer is a person who is concerned or takes part in the management of Rua’s business and who reports directly to the
Board or the Chief Executive Officer.
83Rua Bioscience ― Annual Report 202583Rua Bioscience ― Annual Report 2025
Evaluation of Performance Against Diversity Policy
Rua’s approach to diversity is outlined in its Diversity and Inclusion Policy, which is available on Rua’s website.
Key areas of focus are:
• Attracting, selecting and retaining qualified and diverse applicants and aiming to have a focus on ethnic
and gender diversity.
• Remunerating and rewarding in an equitable manner on the basis of skill, knowledge and merit.
• Maintaining a workplace that is accommodating of diverse and changing life situations and enables
employees to manage their work and lives through flexible working arrangements.
• Striving for a diverse representation of different groups in society across all levels of Rua’s business and
based on Rua’s origins and values (see the Code of Ethics for a description of Rua’s values).
The Board recognises the critical nature of diversity and inclusion and has ensured this is a key consideration
when making the skill-based appointments required to ensure robust governance as Rua transitions from
start-up to commercialisation. The Board has reviewed Rua’s diversity profile and considers that, at this time,
there is good diversity on the factors that are most relevant to Rua and its employees:
• Understanding and adoption of a bi-cultural working environment is deeply embodied within Rua’s culture.
All recent company publications include content in English and Maori.
• The make-up of the Board is sufficiently diverse for the purposes of forming a strong team, providing
specialised knowledge and expertise in relevant markets, and driving strong business performance.
• Of the 12 employees, 5 are female and 7 are male.
The Board have set a gender diversity objective for the Board of 40% men, 40% women and 20% of
any gender. The Company currently meet this objective.
Meeting Attendance
Board
Audit, Finance
and Risk
Management
Remuneration and
Nominations
Financial Review
Meeting
Current DirectorsAttendedAttendedAttendedAttended
Tony Barclay9 of 95 of 53 of 333 of 34
Teresa Ciprian9 of 95 of 53 of 333 of 34
Panapa Ehau9 of 9N /AN /A30 of 34
Anna Stove9 of 95 of 53 of 334 of 34
84Shareholder information
Remuneration rangeEmployees
100,000-110,0000
110,001-120,0000
120,001-130,0001
130,001-140,0001
140,001-150,0000
150,001-160,0001
160,001-170,0000
170,001-180,0000
180,001-190,0000
190,001-200,0000
200,001-210,0000
210,001-220,0000
220,001-230,0001
Employee Remuneration
In addition to his Director's fee, Panapa Ehau also receives a salary as an employee of Rua. In FY25, his salary
was $46,678 and Director's Fee was $45,000 for a total remuneration of $91,678. There was no STI or LTI paid
to Panapa in FY25.
The number of employees of Rua (not being Directors) who received remuneration and other benefits in their
capacity as employees during the year ended 30 June 2025 that exceeded $100,000 per annum is set out in
the table below.
Directors’ Remuneration
Director remuneration is made up of an annual base fee, an additional Chair fee (if applicable) and some
Directors are participants in Rua’s share option plan.
A director fee pool of $324,000 per annum has been approved by shareholders. Any increase to that pool
requires shareholder approval. The base fee for the Chair is $90,000 and for a Director is $45,000. Committee
Chairs are paid a fee for the additional work the role requires.
Members of Committees are not paid an additional fee. The full Director fee pool was not used.
Current DirectorsPositionDirectors' feesCommittee fees
Total
remuneration
Tony BarclayChair - ARC$45,000$4,500$49,500
Teresa CiprianChair - Rems$45,000$4,500$49,500
Panapa Ehau$45,000$45,000
Anna StoveChair - Board$90,000$90,000
85Rua Bioscience ― Annual Report 2025
Single figure
remuneration
Percentage STI
against
maximum
Percentage LTI
against
maximum
Span of LTI
performance
period
2025CEO $220,921 0%0%N /A
2024CEO $232,693 0%0%N /A
* Salary and Fees includes Kiwisaver and Employer Superannuation Contribution Tax (ESCT).
** Other benefits include the use of a company car only.
CEO Remuneration
For the financial year ended 30 June 2025, the CEO received a total of $218,408 in fixed annual remuneration.
The CEO is a participant in the Employee Share Options programme (which includes both equity and cash
settled components) and received no vesting of any interests in the financial year.
Two-year summary – CEO remuneration
CEO remuneration FY25
Salary andOther Pay for performanceTotal
2025fees*benefits**SubtotalSTILT ISubtotalremuneration
Paul Naske$218,408 $2,513 $220,921 - - - $220,921
Total CEO
remuneration
$218,408 $2,513 $220,921 - - - $220,921
Donations
The following donations were made by Rua and its subsidiaries in the year to 30 June 2025.
Compassionate Access Programme$44,238
Total$44,238
86Shareholder information
Auditor Fees
Fees paid to the auditors include payments to PricewaterhouseCoopers for the following:
There were no other fees payable by the company for other services provided by that firm for FY25.
Dividend Policy
The payment of dividends is not guaranteed, will be at the discretion of the Board, and dependent on a
number of factors.
These factors include the general business environment, operating results and the financial condition of Rua,
future funding requirements, any contractual, legal or regulatory restrictions on the payment of dividends by
Rua and any other factors the Board may consider relevant.
20252024
Audit and review of the financial statements
- Audit of the financial statements$135,024$142,633
Total fees paid to auditors$135,024$142,633
NZX Disclosures
Rua has not applied for nor relied on any NZX waivers during the financial year ended 30 June 2025.
87Rua Bioscience ― Annual Report 2025
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Contact directory
Company Number
6484092
Issued Capital
244,042,048 Ordinary Shares
at 29 September 2025
Registered Office
Rua Bioscience Limited
704 Te Araroa Road, RD3, Ruatoria 4083
Phone: 0800 RUABIO (782 246)
Share Registrar
Computershare Investor Services Limited
Level 2, 159 Hurstmere Road,
Takapuna, Auckland 0622
Phone: +64 (9) 488 8700
Website
ruabio.com
Facebook
facebook.com/ruabioscience
Instagram
instagram.com/ruabioscience
LinkedIn
linkedin.com/company/rua-bioscience
Directors
Anna Stove
Panapa Ehau
Teresa Ciprian
Tony Barclay
Chief Executive Officer
Paul Naske
Auditors
PricewaterhouseCoopers
Solicitors
Lowndes Jordan
Anderson Lloyd
Contact directory
ruabio.com
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.