Rua Bioscience Limited logo

Half-Year Financial Results: Significant sales growth

Half Year Results26 February 2026RUAHealthcare

PO Box 1387, Gisborne 4040, Aotearoa New Zealand | 0800 RUABIO | www.ruabio.com



FOR PUBLIC RELEASE

NZX Limited

Wellington


27

th

February 2026


Half-Year Financial Results: Significant sales revenue growth


Ko nga manaakitanga ki runga i a tatou katoa, tena tatou! Anei nga hua o nga marama e ono kua taha ake

nei.


Rua Bioscience is pleased to share our financial results for the 6 month period ended 31 December 2025.


This period reflects continued execution of Rua’s capital-light strategy anchored in genetics and distribution,

while growing our market share and revenue in key markets.


Financial Results



6 months to

Dec 25

(unaudited)

6 months to

Dec 24

(unaudited)


Revenue from customers $1,333,773 $693,829

92%

Increase

Loss before tax $(1,793,429) $(1,802,255)

0.4%

Decrease

Net cash outflows from

Operating activities

$(1,520,360) $(1,942,997)

22%

Decrease



The Group reported sales revenue from customers of $1,333,773 for the 6 month period compared to

$693,829 for the prior corresponding period, an improvement of 92%. Whilst revenue increased

significantly, net loss before tax improved only slightly to $1,793,429 for the period compared to a loss of

$1,802,255 in the prior corresponding period. The increase in revenue and gross margin was offset by

increases to financing costs of inventory, non-cash share allocation costs to staff, and stock adjustments.


The net cash outflow from operating activities was $1,520,360 down 22% from $1,942,997 in the prior

corresponding period. This improvement is attributed to continued focus on improvement of our capital-

light operating model, particularly outsourcing commercial manufacturing.


During the period the company raised further capital to fund the growth in sales. The company undertook a

pro-rata rights offer to all shareholders and a placement of new shares which raised $2,315,679. After

associated costs, the company received cash of $2,022,750 during the period.




MARKET ANNOUNCEMENT


PO Box 1387, Gisborne 4040, Aotearoa New Zealand | 0800 RUABIO | www.ruabio.com



Rua has made substantial progress in supplying product to the world’s largest medicinal cannabis markets.




Germany


Germany remains the world’s largest medical cannabis market, despite softening uptake in recent months as

the Government undertakes a regulatory review of medicinal cannabis regulations. Rua expects only minor

amendments to be confirmed over the coming months, which should provide greater certainty for market

participants. During the six months to December, Rua successfully launched New Zealand cultivated product

into the German market, however sales were reduced compared to the previous corresponding period as a

result of the regulatory review.


Australia


Australia is the world’s second largest medical cannabis market providing multiple opportunities for Rua with

new product formats and clinic partners. Rua has continued to build on strong clinic relationships and

deliver strong growth through established partnerships with significant growth over the previous

corresponding period.


New Zealand


Rua delivered continued domestic growth, supported by the introduction of new products during the period

and ongoing portfolio expansion. Adoption of medical cannabis in New Zealand appears to be steadily

increasing, underpinning the increase in demand for our products.


Czech Republic


Rua entered the Czech market with the launch of its first product in September 2025. While the market

remains relatively small and initial sales volumes are modest, the launch establishes an early foothold and

provides a platform for measured growth over time.


$0.22 m

$0.47 m

$0.42 m

$0.39 m

$0.56 m

$0.77 m

Q1Q2Q3Q4Q1Q2

Revenue from customers

FY25FY26


PO Box 1387, Gisborne 4040, Aotearoa New Zealand | 0800 RUABIO | www.ruabio.com

United Kingdom


The UK is an early-stage medical cannabis market that is showing significant growth. Rua has launched oil

products into the market through its distribution partner, Target Health, and continues to build awareness

and access through this channel. During the period, Rua has been reviewing its portfolio and distribution

pathways in the UK to ensure it is well positioned to capitalise on accelerating market demand.


Achieving revenue in five key markets in the period is a huge success for Rua and creates more robust and

resilient revenue.


Fostering Intergenerational Social Impact


Rua remains deeply committed to creating meaningful social impact that spans generations. A cornerstone

of our identity and strategic vision is our Impact Programme; encompassing our Compassionate Access

Programme and our Scholarship Programme.


Compassionate Access: Rua has continued to grow the Compassionate Access Programme from 30 patients

to 52 patients in Te Tairawhiti. This programme is focused on ensuring equitable access to medicines and

creating intergenerational wellbeing in our community.


Scholarships: Rua has continued to grow its scholarship programme since its inception in 2020, empowering

67 local rangatahi into further education totalling over $90,000 with the assistance of other local funding

agencies.


Outlook


As we move forward, Rua remains steadfast in the delivery our differentiated strategy. Our focus is on

delivering revenue growth across five markets and creating a differentiated offering to patients in each

country. We are optimistic about the opportunities ahead and are committed to delivering value to our

stakeholders, communities and patients worldwide.



ENDS


The person who authorised this announcement:

Paul Naske

Chief Executive Officer


For shareholder enquiries please visit www.ruabio.com or contact:

info@ruabio.com

---

Rua Bioscience Limited

Consolidated Financial Statements

Unaudited


For the 6 month period ended

31 December 2025

2



Rua Bioscience Limited





Contents


Company Directory

3





Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income

4





Condensed Consolidated Statement of Changes in Equity 5 – 6





Condensed Consolidated Statement of Financial Position

7





Condensed Consolidated Statement of Cash Flows

8





Notes forming part of the Condensed Consolidated Financial Statements

9 - 21










3

Company Directory

For the six months ended 31 December 2025




Country of incorporation of company: New Zealand


Company Number: 6484092


Legal form: NZ Limited Company


Principal activities: Pharmaceutical Distribution and Marketing


Registered office: 704 Te Araroa Road

RD3

Ruatoria



Directors: Anna STOVE – Chair

Panapa EHAU

Teresa FARAC-CIPRIAN

Tony BARCLAY


Auditor:


PricewaterhouseCoopers


Bankers: Kiwibank


Solicitors: Anderson Lloyd






4

Rua Bioscience Limited


Condensed Consolidated Statement of Profit or Loss

and Other Comprehensive Income

For the six months ended 31 December 2025



Note

For the six

months ended

31 December

2025

(unaudited)

For the six

months ended

31 December

2024

(unaudited)

$

$



Revenue from contracts with customers 5 1,333,773 693,829

Other income 6 121,540 195,383

Total revenue and income 1,455,313 889,212


Changes in inventories of finished goods and

work in progress

9 (900,794) (486,650)

Research and development expenses 15 (526,875) (494,317)

Costs related to capital raise (3,961) (158,617)

Other expenses (1,664,445) (1,486,008)

Impairment expense 17 (11,725) (24,569)

Loss before net financing costs (1,652,487) (1,760,949)



Finance income 7 27,397 1,810

Finance costs 7 (168,339) (43,116)

Net finance (cost)/income (140,942) (41,306)


Loss before tax (1,793,429) (1,802,255)


Income tax expense 8 - -


Loss after tax (1,793,429) (1,802,255)


Other comprehensive loss


Items that will or may be reclassified to profit or loss:


- Exchange (losses)/ gains arising on translation of

foreign operations

(40,686) (3,714)


Total comprehensive loss for the period

attributable to shareholders

(1,834,115) (1,805,969)


Earnings per share attributable to the

ordinary equity holders of the parent





Loss from operations


Basic ($)

(0.006) (0.011)

Diluted ($)

(0.006) (0.011)


_______ _______



The above statements should be read in conjunction with the accompanying notes.

5

Rua Bioscience Limited


Condensed Consolidated Statement of Changes in Equity

For the six months ended 31 December 2025








The above statements should be read in conjunction with the accompanying notes.



* The 30 June 2025 consolidated financial statements were issued with a disclaimer of opinion by the Group’s auditor

Note

Share capital


Foreign

currency

translation

reserve

Warrant

equity

reserve

Share

option

reserve

Accumulated

losses


Total equity


$


$ $ $ $


$


Opening balance at 1 July 2025

(audited)*

45,453,462 2,633 28,478


375,106 (40,968,968) 4,890,711


Total comprehensive loss for the period

- Loss for the period - - - - (1,793,429) (1,793,429)

- Other comprehensive loss - (40,686) - - - (40,686)

Total comprehensive loss for the period - (40,686) - - (1,793,429) (1,834,115)


Transactions with owners

- Issue of share capital 16 3,016,246 - - - - 3,016,246

- Costs of issuing share capital (303,669) - - - - (303,669)

- Warrants issued - - 69,081 - - 69,081

- Employee share option expense - - - 6,625 - 6,625

Total transactions with owners 2,712,577 - 69,081 6,625 - 2,788,283



Balance at 31 December 2025

(unaudited)

48,166,039 (38,053) 97,559


381,731 (42,762,397) 5,844,879



6

Rua Bioscience Limited


Condensed Consolidated Statement of Changes in Equity

For the six months ended 31 December 2024










The above statements should be read in conjunction with the accompanying notes.



* The 30 June 2024 consolidated financial statements were issued with a disclaimer of opinion by the Group’s auditor


Note

Share

capital


Foreign

currency

translation

reserve

Share option

reserve

Accumulated

losses


Total equity


$


$ $ $


$


Opening balance at 1 July 2024 (audited)

*

43,952,936 (6,296) 333,324 (37,513,306) 6,766,658


Total comprehensive loss for the period

- Loss for the period - - - (1,802,255) (1,802,255)

- Other comprehensive loss - (3,714) - - (3,714)

Total comprehensive loss for the period - (3,714) - (1,802,255) (1,805,969)


Transactions with owners

- Issue of share capital 16 1,428,229 - - - 1,428,229

- Employee share options expense (147,703) - - - (147,703)

- Share options vested and exercised - - 26,635 - 26,635

Total transactions with owners 1,280,526 - 26,635 - 1,307,161



Balance at 31 December 2024 (unaudited) 45,233,462 (10,010) 359,959 (39,315,561) 6,267,850

7
Rua Bioscience Limited

Condensed Consolidated Statement of Financial Position

As at 31 December 2025

The condensed consolidated financial statements on pages 4 to 21 were approved and authorised for

issue by the Board of Directors on 26 February 2026 and were signed on its behalf by:

______________________ (Director) ______________________ (Director)

The above statements should be read in conjunction with the accompanying notes.

* The 30 June 2025 consolidated financial statements were issued with a disclaimer of opinion by the Group’s auditor

Note

As at

31 December

2025

As at

30 June

2025

(unaudited)

$

(audited)*

$

Current assets

Cash and cash equivalents 4 2,166,289 241,421

Trade and other receivables 4 372,287 366,552

Prepayments 353,976 401,740

Inventory 9 681,702 405,106

Assets in disposal groups classified as held for

sale

17 878,937 890,662

Total current assets 4,453,191 2,305,481

Non-current assets

Property, plant and equipment 1,940,664 2,144,010

Goodwill 10 2,194,947 2,194,947

Right-of-use lease assets 37,963 62,167

Other receivables 4 75,000 75,000

Total non-current assets 4,248,574 4,476,124

Total assets

8,701,765 6,781,605

Current liabilities

Trade and other payables 4 865,961 864,442

Borrowings 4,11 1,768,700 725,307

Employee benefit liabilities 134,605 192,301

Lease liabilities 4,11 12,694 40,749

Liabilities in disposal groups classified as held

for sale

4,17 18,430 30,155

Derivative financial liability 4,11 - -

Deferred grant income 25,000 -

Total current liabilities 2,825,390 1,852,954

Non-current liabilities

Lease liabilities 4,11 31,496 37,939

Total non-current liabilities 31,496 37,939

Total liabilities

2,856,886 1,890,893

Net assets 5,844,879 4,890,712

Equity

Share capital 16 48,166,039 45,453,462

Accumulated losses (42,762,397) (40,968,968)

Warrant equity reserve 97,559 28,479

Foreign currency translation reserve (38,053) 2,633

Share option reserve 381,731 375,106

Total equity 5,844,879 4,890,712




8

Rua Bioscience Limited


Condensed Consolidated Statement of Cash Flows

For the six months ended 31 December 2025



Note For the six

months to

31 Dec 2025

For the six

months to

31 Dec 2024

(unaudited) (unaudited)

$ $



Cash flows from operating activities


Receipts from customers 1,333,007 525,992

Grant income received 196,002 169,876

Sundry income received 13,227 77,673

Payments to suppliers and employees (3,062,596) (2,716,538)

Net cash outflows from operating activities (1,520,360) (1,942,997)



Cash flows from investing activities


Interest income 1,106 1,809

Proceeds from the sale of property, plant and equipment 1,213 -

Net cash inflows from investing activities 2,319 1,809



Cash flows from financing activities


Proceeds from issuance of share capital 2,819,678 1,428,229

Share issue costs (303,669) (147,703)

Proceeds from borrowings 1,523,281 468,888

Repayment of borrowings (588,401) (107,056)

Repayment of lease liabilities (46,223) (35,032)

Warrants issued 69,082 -

Interest paid – lease liabilities (2,857) (16,238)

Interest paid – financial liabilities at amortised cost (30,677) -

Net cash inflows from financing activities 3,440,214 1,591,088


Net increase/(decrease) in cash and cash equivalents 1,922,173 (350,100)


Cash and cash equivalents at beginning of the period 241,420 895,131


Exchange gains/(losses) on cash and cash equivalents 2,696 (6,385)


Cash and cash equivalents at end of the period 4 2,166,289 538,646












The above statements should be read in conjunction with the accompanying notes.




9

Rua Bioscience Limited


Notes forming part of the Condensed Consolidated Financial Statements

For the six months ended 31 December 2025




1. Reporting Entity

The condensed consolidated financial statements comprise the results of Rua Bioscience

Limited and its subsidiary (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, RD 3, 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


These unaudited interim consolidated financial statements have been prepared for the six

months ended 31 December 2025. These interim consolidated financial statements provide an

update on the interim performance of the Group and should be read in conjunction with the

full year consolidated financial statements presented for the year ended 30 June 2025 from

which the same accounting policies and methods of computation have been followed.


The interim consolidated financial statements are prepared in accordance with:

• NZ IAS 34 Interim Financial Reporting and IAS 34 Interim Financial Reporting.

• Generally Accepted Accounting Practice in New Zealand (NZ GAAP).

• The accounting policies and methods of computation in the most recent annual financial

statements.

• The Financial Markets Conduct Act 2013, and NZX equity listing rules.


The Group is a for-profit entity for the purposes of complying with NZ GAAP.


The consolidated interim financial statements are presented in New Zealand dollars ($), which

is the company’s functional and also the Group’s presentational currency. All financial

information presented has been rounded to the nearest dollar, except where otherwise

indicated.


(b) Significant accounting policies


The accounting policies and computation methods used in the preparation of the consolidated

interim financial statements are consistent with those used as at 30 June 2025 and 31 December

2024.


(c) Basis of measurement


The consolidated interim financial statements have been prepared on a historical cost basis,

except for the following items (refer to individual accounting policies for details):

- Borrowings (fair value disclosed) – note 4

- Financial assets and liabilities at amortised cost (fair value disclosed) – note 4

- Derivative liabilities subsequently measured at fair value through profit or loss – note 4




10

Rua Bioscience Limited


Notes forming part of the Condensed Consolidated Financial Statements

For the six months ended 31 December 2025




2. Basis of preparation (continued)

(d) New standards, interpretations and amendments effective or applied for the first time


The Group has not adopted any significant new standards, interpretations and amendments in

the interim period with a material impact on the financial statements.


(e) Accounting estimates and judgements made


Besides those listed below, there have been no material revisions to the nature and amount of

estimates of, and judgements in relation to, amounts reported in prior periods.


- Management and the Board have applied judgements in assessing for indicators of

impairment with respect to the Group’s goodwill. Refer to note 11.


- To determine the cash flows in applying the effective interest method to the Group’s

new borrowings (refer note 12), management judgement has been applied to determine

the most expected maturity event and corresponding total repayments made.



(f) Going concern


These condensed consolidated financial statements for the six months ended 31 December

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 condensed financial statements.


Given the Group’s net operating loss of $1,793,429 and net operating cash outflow of

$1,520,360 for the six months ended 31 December 2025 the Board and management have

prepared operating cash flow forecasts for the next 12 months. These indicated that the

Group will have sufficient cash to meet its minimum expenditure commitments and support

its current levels of activity as long as the growth targets within these operating cash flow

forecasts are met.


The Group’s liquid net assets position has been improved by the successful completion of a

pro-rata 1 for 3 renounceable rights offer, announced on 3 November 2025, and a placement

of shares as a result of oversubscription that was completed in December 2025. The rights

offer and oversubscription resulted in the Group receiving $2,022,750 after all costs of the

issue are taken into account. The Group remains committed to raising further equity to

meet the business requirements to reach profitability and become self-sustaining only if

the operating cash flow forecast growth is insufficient.




11

Rua Bioscience Limited


Notes forming part of the Condensed Consolidated Financial Statements

For the six months ended 31 December 2025




2. Basis of preparation (continued)

(f) Going concern (continued)


Accordingly, the Directors are focussed on plans to increase the cash flow of the business and

have also evaluated the following factors in determining that the going concern assumption is

appropriate:


(i) 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 additional products into the New Zealand market expanding

the portfolio to four products;

-

- Successfully launched dried flower products into Czechia in September 2025


(ii) Debt facility: Management and the Board were successful with the Group’s existing

shareholders and secured additional funding (debt) to meet operational cashflow

requirements. As at 31 December 2025, $1,060,000 had been provided to the group

under this debt facility. Of this amount $756,000 had been received during the six

months ended 31 December 2025, $304,000 had been received in the prior financial

year.


(iii) Facility sale: The Group is actively pursuing 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 11), with the net proceeds amount then being available to the

Group.


The Group has also seen a significant increase in operating revenue in the six months ended 31

December 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:


- Continued expansion of product offerings in Australia, Germany, Czechia and New

Zealand; and

- Establishment of Rua genetics in several countries including:

o Canada under license with Apollo Green; and

o Trial crops in New Zealand and Australia.


These will further the Group’s plans to achieve a sustainable operating model in line with its

projections.






12

Rua Bioscience Limited


Notes forming part of the Condensed Consolidated Financial Statements

For the six months ended 31 December 2025




2. Basis of preparation (continued)

(f) Going concern (continued)


The Directors believe that the Group will be 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.


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 are less than expected the

Group may be unable to manage its minimum cash expenditure requirements.


These events and conditions identified indicate that material uncertainties continue to 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.


3. Segment Reporting

The Group operates in one segment, its primary business being research and development and

the sale of pharmaceutical products in New Zealand, Europe and Australia.


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 derives revenue from customers through the sale of goods in New Zealand, Europe,

and Australia. 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.


13


Rua Bioscience Limited


Notes forming part of the Condensed Consolidated Financial Statements

For the six months ended 31 December 2025




4. Financial instruments and Financial Risk Management, and Capital Management


(i) Categories and fair values of the Group’s financial instruments




Financial

Assets

at Amortised Cost

Financial

Liabilities

at Amortised Cost

Financial

Liabilities

at Fair Value through

profit or loss

Total

Carrying Amount

Fair

Value


31 December 2025 (unaudited)

$ $ $ $







Cash and cash equivalents 2,166,289 -

-

2,166,289 (a)


Trade and other receivables 372,287 -

-

372,287 (a)


Trade and other payables - (865,961)

-

(865,961) (a)


Lease liabilities

(c)

- (44,190)

-

(44,190) (b)


Borrowings -

(1,768,700)

-

(1,768,700)

(a)


Derivative financial liabilities (note 11) -

-

-

-

n/a



Total 2,538,576 (2,678,851)

-







30 June 2025 (audited)








Cash and cash equivalents 241,421 -

-

241,421 (a)


Trade and other receivables 289,065 -

-

289,065 (a)


Trade and other payables - (688,412)

-

(688,412) (a)


Borrowings (725,307)

-

(725,307) (a)


Lease liabilities

(c)

- (78,688)

-

(78,688) (b)


Total 530,486 (1,492,407)

-



(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.

(c) Includes Lease liabilities with disposal groups held for sale (note 17)


14


Rua Bioscience Limited


Notes forming part of the Condensed Consolidated Financial Statements

For the six months ended 31 December 2025




5. Revenue from contracts with customers


During the six-month period ended 31 December 2025, the Group:


- Commenced sales of goods in Czechia and the United Kingdom;

- Introduced new products into the New Zealand market.


Revenue streams recognised by the Group include:

For the six

months ended

31 Dec 2025

(unaudited)

For the six

months ended

31 Dec 2024

(unaudited)

$ $


Sale of goods – New Zealand 535,746 184,279

Sale of goods – Australia 672,047 224,909

Sale of goods – other International markets 125,980 284,641

Total 1,333,773 693,829


6. Other income


Other income streams recognised by the Group include:



Note

For the six

months ended

31 Dec 2025

(unaudited)

For the six

months ended

31 Dec 2024

(unaudited)

$ $


Government grant income

Research and development grant income 75,817 73,225

Other government grant income 32,495 44,484

108,312 117,709



Sundry income 13,228 77,674

Total 121,540 195,383





15

Rua Bioscience Limited


Notes forming part of the Condensed Consolidated Financial Statements

For the six months ended 31 December 2025




7. Finance income and costs


Finance income and costs incurred by the Group comprise:


Note For the six

months ended

31 Dec 2025

(unaudited)

For the six

months ended

31 Dec 2024

(unaudited)



Finance income $ $

Interest income – financial assets at amortised

cost


1,106 1,810

Gain on loan modification 11 26,291 -

Total finance income 27,397 1,810


Significant transactions during the six months to 31 December 2025:


Gain on loan modification income in the period relates to the impact of the Group

renegotiating its existing short-term lending (refer note 11).



Note For the six

months ended

31 Dec 2025

(unaudited)

For the six

months ended

31 Dec 2024

(unaudited)



Finance costs

Interest expense – leases 2,857 7,065

Interest expense – financial liabilities at

amortised cost


11 165,482 36,051

Total finance costs 168,339 43,116



8. Income tax


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 $8,983,500 (30 June 2025: $8,604,612) has not been

recognised, comprising of: (i) A deferred tax asset arising from carried forward tax losses of

$8,983,500 (30 June 2025: $8,604,612); and (ii) other temporary differences of $nil (30 June

2025: $nil).




16

Rua Bioscience Limited


Notes forming part of the Condensed Consolidated Financial Statements

For the six months ended 31 December 2025




9. Inventory


Significant transactions during the six months to 31 December 2025


The Group has reported write-downs of inventory to net realisable value of $102,373 (2024:

$13,150) in the consolidated statement of profit or loss and other comprehensive income.


10. Intangible assets and Goodwill



The Group tests whether goodwill has suffered any impairment on an annual basis or where

there are specific indicators of impairment in the period.


In assessing for indicators of impairment, the Board has considered the following factors:

- The Group’s business performance in the period to date, and expected performance for

the remaining six months of the financial year;

- The Group’s progress to date with respect to its recent capital raise (refer to note 2(g));

- The likelihood that the Group will successfully sell its facility (refer to note 17); and

- The Group’s market capitalisation as at 31 December 2025.

The Board and Management believe these factors are substantially the same as at 30 June 2025

and are of the view that there were no indicators as at 31 December 2025 which would require

goodwill to be tested at that date. As such, there was no impairment recognised in respect of

the Group’s goodwill.




17

Rua Bioscience Limited


Notes forming part of the interim consolidated financial statements

For the six months ended 31 December 2025




11. Borrowings


Borrowings drawn down in the six-month period ended 31 December 2025 include:

(i) Short-term lending - The Group also renegotiated its existing short-term lending which

was previously due to mature as at 30 June 2025 on 19 December 2025.


The renegotiations resulted in:


- A new maturity date of 30 June 2026;


- An option to convert the loan into a variable number of ordinary shares of the

company provided to the lender (‘conversion feature’), with the exercise price

based on the 20-day volume-weighted-average-price (‘VWAP’) prior to exercise.


The renegotiations were accounted for as a substantial modification requiring the

derecognition of the carrying value of the original loan, and recognition of the new

renegotiated loan at its fair value - resulting in a gain of $26,291, recognised within

Finance income (note 7) in the consolidated statement of profit or loss.


The conversion feature of the new renegotiated loan represents an embedded

derivative at fair value through profit and loss. Management have determined that the

fair value of the conversion feature upon modification of the loan, and at reporting

date, was immaterial.


The embedded derivative will continue to be subsequently fair valued through until

exercise or expiry of the conversion feature, with any fair value gains or losses

recognised in the consolidated statement of profit or loss.


All other terms and conditions under the loan remains unchanged.


(ii) Inventory finance – During the period ended 31 December 2025, the Group entered

into a number of additional 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. An additional $756,000 was

drawn down in the period ended 31 December 2025.


Lenders were also issued additional warrants for no further consideration which give

the holders the right to purchase ordinary shares at a fixed price 12 months after the

loan draw down date. The warrants expire 3 years after they become exercisable.


The arrangements are accounted for as compound financial instruments with the

warrant component recognised directly in equity. The Group recognised an additional

$70,621 as warrant equity in the consolidated statement of financial position.



Note 31 Dec 2025

(unaudited)

30 June 2025

(audited)



$ $


Short-term lending 397,890 376,121

Inventory finance 985,385 280,789

Supplier finance arrangements – inventory 263,387 68,397

Supplier finance arrangements – insurance 122,038 -

1,768,700 725,307




18

Rua Bioscience Limited


Notes forming part of the interim consolidated financial statements

For the six months ended 31 December 2025




12. Related party transactions


Six Months to 31 December 2025 and 31 December 2024


The Group has no ultimate parent entity. There are no individual shareholders holding more

than 20% of the ordinary shares of the Group at the interim reporting date.


During the period the Group entered into the below transactions with entities related to

shareholders and key management personnel.


Nature of

transactions

Transaction

amount

Amounts

receivable

(payable)


31 December 2025 For the six

months ended

31 Dec 2025

(unaudited)

31 December

2025


(unaudited)

$ $


Zenoch Management Limited Purchases 24,750 -


Teresa Ciprian

Loan

(1)

- (54,000)


Interest expense 6,643 -


Tony Barclay

Loan

(1)

- (18,000)


Interest expense 1,772 -


(1)

Inventory finance loan (per note 11).


Nature of

transactions

Transaction

amount

Amounts

receivable

(payable)


31 December 2024 For the six

months ended

31 Dec 2024

(unaudited)

31 December

2024


(unaudited)

$ $

Bentleys (QLD) Pty Ltd Purchases 353 -

Zenoch Management Limited Purchases 28,875 -


During the period the following key management personnel also purchased ordinary shares

and other equity instruments of the Company for cash consideration:


For the six months ended 31 December 2025

(unaudited)

$ # of shares # of warrants


Tony Barclay (Director) 32,000 1,200,000 100,642

Teresa Ciprian (Director) 13,125 175,000 -

Anna Stove (Director) 19,366 774,632

64,491 1,349,632 100,642




19

Rua Bioscience Limited


Notes forming part of the interim consolidated financial statements

For the six months ended 31 December 2025




13. Related party transactions (continued)


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:


For the six months

ended 31 December

2025 (unaudited)

For the six months

ended 31 December

2024 (unaudited)

$ $


Directors’ fees 124,044 118,419

Short-term employee benefits 132,162 130,238

Defined contribution plan payments 4,121 4,122

Share-based payment expense 69,625 26,635

Total key management personnel

compensation


329,952 279,414


14. Contingent liabilities


There were no contingent liabilities at the end of the period (30 June 2025: nil).


15. Research and development costs


All research and development costs are expensed as incurred. 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.




20

Rua Bioscience Limited


Notes forming part of the interim consolidated financial statements

For the six months ended 31 December 2025



16. Share Capital




31 December 2025

(unaudited)

30 June 2025

(audited)

Number Number


Opening shares 223,648,012 159,750,579


Shares issued

(1) , (2)

114,393,693 63,897,433


Total share capital 338,041,705 223,648,012



(1)

During the six months ended 31 December 2025:


- 16,799,999 ordinary shares were issued in August and September 2025 in order to fund

short-term working capital;


- 92,627,157 ordinary shares were issued on 18 December 2025 as part of a pro-rata 1-

for-3 renounceable rights offer and placement of oversubscription;


- 4,966,537 ordinary shares were issued as a share-based payment to reward the Group’s

staff for past performance and incentivise future performance.


(2)

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




21

Rua Bioscience Limited


Notes forming part of the interim consolidated financial statements

For the six months ended 31 December 2025



17. Assets held for sale


As reported in the Group’s 30 June 2025 financial statements, the continues to market its

manufacturing facility with a view that the asset group remains available for sale.


As at 31 December, the disposal group is comprised of:


Note 31 December

2025

30 June 2025

(audited)




Assets classified as held for sale

Property, plant and equipment


860,507 860,507

Right-of-use assets


18,430 30,155

Total assets held for sale


878,937 890,662




Liabilities classified as held for sale

Lease liabilities

4,11

(18,430) (30,155)

Total liabilities classified as held for sale (18,430) (5,988)


Total net assets held for sale


860,507 860,507


An impairment expense of $11,725 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 (refer note 9).


Assets classified as held for sale during the period ended 31 December 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.


18. Events after the reporting date


There were no material events after the reporting date.

---

Half-Year
Results announcement




Results for announcement to the market

Name of issuer Rua Bioscience Limited

Reporting Period 6 months to 31 December 2025

Previous Reporting Period 6 months to 31 December 2024

Currency NZD

Amount (000s) Percentage change

Revenue from continuing operations $1,455 64%

Total Revenue $1,455 64%

Net profit/(loss) from continuing

operations

($1,793) 0.05%

Total net profit/(loss) ($1,793) 0.05%

Interim/Final Dividend

Amount per Quoted Equity Security Not proposing to pay a dividend

Imputed amount per Quoted Equity

Security

Not Applicable

Record Date Not Applicable

Dividend Payment Date Not Applicable

Current period Prior comparable period

Net tangible assets per Quoted

Equity Security

$0.01 $0.02

A brief explanation of any of the

figures above necessary to enable

the figures to be understood

Refer unaudited interim financial statements

Authority for this announcement

Name of person


authorised to make

this announcement

Paul Naske

Contact person for this

announcement

Paul Naske

Contact phone number +64 (21) 445 154

Contact email address paul.naske@ruabio.com

Date of release through MAP


27 February 2026


Unaudited financial statements accompany this announcement.

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