Company registration number SC119586 (Scotland)
BIOMAR LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
BIOMAR LIMITED
COMPANY INFORMATION
Directors
R Wilson
P J Campbell
C A Diaz Verdugo
C Eskildsen
Company number
SC119586
Registered office
North Shore Road
Grangemouth Docks
Grangemouth
Stirlingshire
United Kingdom
FK3 8UL
Auditor
Azets Audit Services
Titanium 1
Kings Inch Place
Renfrew
United Kingdom
PA4 8WF
BIOMAR LIMITED
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4 - 7
Directors' responsibilities statement
8
Independent auditor's report
9 - 11
Income statement
12
Statement of comprehensive income
13
Statement of financial position
14
Statement of changes in equity
15
Notes to the financial statements
16 - 36
BIOMAR LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The directors present the strategic report for the year ended 31 December 2023.

Principal activities

The principal activity of the company continued to be that of the manufacture and distribution of fish feed.

Review of the business

The profit for the year after taxation amounted to £6.88m (2022 - £5.98m). Dividends of £3m were paid in the year to 31 December 2023 (2022 - £nil).

 

The market for salmon feed within the UK is extremely consolidated with four salmon farming companies accounting for over 95% of the total volume. Three of these farming companies have invested in their own feed manufacturing plants. During this period, the two remaining independent feed producers have followed a strategy of supplementing UK sales with exports of specialised high value products.

 

The company has a strong core base of UK volume which is contracted for 1-3 years but has developed a strategy of supplementary earnings from a growth in export markets. During 2021, this became unsustainable to service from the UK due to logistical challenges surrounding the covid pandemic. This effect has reduced in 2022 and 2023, leading to an increase in total revenue and total EBIT.

 

The company had no environmental incidents or issues in the year, and it remains a core objective for the company to make positive improvements on environmental matters.

 

Employee numbers have increased to 99 in 2023 (2022 - 97).

 

The company's key performance indicators are analysed below. These were as follows:

 

 

2023

2022

2021

 

£'000

£'000

£'000

Turnover

180,318

151,194

126,564

Gross profit

28,307

24.282

19.063

Gross profit %

15.70%

16.10%

14.60%

Operating profit

8,885

8,948

5,351

Profit before tax

8,322

8,177

5,205

Net working capital (Net current assets less cash)

22,322

35,745

31,241

 

 

BIOMAR LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Principal risks and uncertainties

An assessment of the key business risks of the company has been completed on a group wide basis. The management of the business and the execution of its strategy are subject to a number of risks. The key business risks and uncertainties affecting the company are considered to relate to competition from other suppliers as well as changes in the cost and availability of raw materials, the cost of energy, and the disruption of production output in the event of a power cut or other catastrophic event.

 

Financial risk management

The company's activities expose it to a number of financial risks including price risk, credit risk, cash flow risk and liquidity risk. The company's ultimate parent, Aktieselskabet Schouw and Co manages these financial risks. The use of financial derivatives is governed by policies approved by the board of directors, which provide written principles on the use of financial derivatives to manage these risks. BioMar Limited does not use derivative financial instruments for speculative purposes.

 

Cash flow risk

The company's activities expose it primarily to the financial risks of changes in foreign currency exchange rates. The company uses foreign exchange forward contracts to hedge these exposures.

 

Credit risk

The company's principal financial assets are bank balances and cash, trade and other receivables and investments. The company's credit risk is primarily attributable to its trade receivables. The amounts presented in the balance sheet are net of allowances for doubtful receivables. An allowance for doubtful receivables is made where there is an identified loss event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows. The credit risk on liquid funds and derivative financial instruments is limited because the counterparties are banks with high credit ratings assigned by international credit-rating agencies. The company has no significant concentration of credit risk, with exposure spread over a number of counterparties and customers.

 

Liquidity risk

The company aims to mitigate liquidity risk by managing cash generated by its operations. Capital expenditure is approved at group level. In addition, the company has a line of credit through our Group that can be accessed at short notice.

 

Price risk

The company is exposed to commodity price risk as a result of its operations and this risk is managed where possible through the normal procurement and sales processes inherent in the company. The appropriateness and effectiveness of these procedures are continually monitored on an ongoing basis. The company has no exposure to equity securities price risk, as it holds no listed or other equity investments.

 

Foreign currency risk

Risk from exchange fluctuations of sales and purchases is minimised by the company's policy of covering future currency requirements with forward contracts. Forward contracts are only placed when a purchase or sale contract has been concluded and are placed immediately without delay. Flexibility regarding the exercise date of the currency contracts is always obtained as deliveries of raw materials can be delayed by transport or weather problems.

 

Interest rate risk

The company invests surplus cash in a floating interest yielding bank deposit account. Interest is charged on a receivable loan finance and group loans payable. Therefore, financial assets, liabilities, interest income, interest charges and cash flows can be affected by movements in interest rates. However, the exposure is reduced as these cash flows largely offset each other.

 

Global macroeconomics and geopolitical aspects

Ongoing conflicts could impact the company's supply chain, for example the availability or price of key ingredients within aquaculture feed, or the price of energy. The company manages the risk by seeking alternative materials and where necessary passing price increases on to its customers.

 

BIOMAR LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
Section 172 Statement

The board of directors recognises that it has a number of key stakeholders and endeavours to align the business objectives with their interests.

 

Customers

The board and management of the company meet regularly with our customers to understand their key biological and business objectives in rearing their livestock and advise on feed and feeding strategies to ensure these requirements. This usually results in supplying bespoke products to customers specifically tailored to meet their objectives in fish performance and quality. The company provides technical support and monitoring and advises on ongoing performance and re-engineers diets to ensure optimum customer performance.

Employees

The board recognises that the success of the business is built upon a fit, healthy, engaged and included workforce. There are regular formal and informal communications between board members and employees on business activities and performance which also give employees the opportunity to raise any issues. The company also conducts an annual employee survey which provides insights into any potential employee issues. In addition, the company promotes health and fitness by enrolling all employees into a health scheme which provides medical cover and promotes activity.

Suppliers

We see our ability to source key raw materials that meet the nutritional specification at the lowest cost to our customers as a key success factor within our business and building a successful supplier relationship is the key driver for this success. This involves regular meetings with suppliers and feedback on product specification and format, supply chain and introduction of novel raw materials.

Shareholders

The ultimate parent undertaking is Aktieselskabet Schouw and Co incorporated in Denmark. The company's strategic objectives are aligned with that of the shareholder through a periodic strategic review, the last of which was undertaken in 2019. The company's short-term budgets are aligned with these objectives and performance on operational targets are monitored on a monthly and quarterly basis in both written reports and regular meetings between directors and the shareholders representatives.

 

Communities

The directors understand that the business is not an entity in isolation and endeavours to involve themselves and the company officers in both the local community and the wider business community. The company is an active member of a number of trade organisations such as the Scottish Salmon Producers Organisation and Agriculture Industries Confederation. One of the directors also serves on the board of Scottish Aquaculture Innovation Centre which was introduced to drive growth in areas of key economic and social importance.

 

On behalf of the board

R Wilson
Director
1 July 2024
BIOMAR LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -

The directors present their annual report and financial statements for the year ended 31 December 2023.

Results and dividends

The results for the year are set out on page 12.

Ordinary dividends were paid amounting to £3,000,000 during the year (2022 - £nil).

 

Subsequent to the year end, a dividend of £6,000,000 was paid in March 2024.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

R Wilson
P J Campbell
C A Diaz Verdugo
C Eskildsen
Qualifying third party indemnity provisions

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Supplier payment policy

The company's current policy concerning the payment of trade creditors is to follow the CBI's Prompt Payers Code (copies are available from the CBI, Centre Point, 103 New Oxford Street, London WC1A 1DU).

 

The company's current policy concerning the payment of trade creditors is to:

 

Trade creditors of the company at the year end were equivalent to 66 day's purchases, based on the average daily amount invoiced by suppliers during the year.

Financial instruments

The Company finances its activities with a combination of retained cash, trade creditors and intercompany loans. Overdrafts are used to satisfy short term cash flow requirements. Other financial assets and liabilities, such as trade debtors and trade creditors, arise directly from the Company's operating activities. The Company also enters into derivative transactions, principally forward currency contracts.

 

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of financial instruments and associated risks.

Future developments

The UK aquacultural feed market is very competitive with over capacity driven by several recent investments downstream from integrated salmon farming companies. The industry is still growing however, and the company is confident that it can maintain its market share whilst also actively targeting new export markets in order to maintain turnover and profitability.

Auditor

Azets Audit Services were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

BIOMAR LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
Energy and carbon report

As a company BioMar has always had our impact on the environment at the forefront of our activities. We have been members of the AIC, CCA scheme since 2007 and have continually met our emissions goals and targets year on year. Energy consumption is monitored with a view to being efficient in usage across the site.

 

Though production utilisation and energy use have reduced over the past year extensive Research & Development is carried out by BioMar Group to ensure the optimisation and sustainability of Raw Materials within feeds. This is encompassing our new product range such as the Blue Impact feed range which is dedicated to sustainability.

Energy Fuel and Water Consumption

Energy use is monitored monthly. Electricity is used for general use, with most of the consumption related to production with a small proportion used by the offices.

Natural gas is used almost exclusively in production with a small proportion used for the welfare facilities. LPG is used to provide power for Forklift trucks. Fuel oil is only ever used as a backup fuel source if there is a problem with the gas or electricity supplies.

No fuel oil was used in this reporting period.

Water is utilised in our odour abatement process (biofilter), in boiler steam production, during the production process and in our washroom facilities and offices.

Quantification and reporting methodology

Calculations were done through Carbon Trust using the government conversion rates.

Electricity

Electricity consumption was calculated for the site by taking meter readings every month. Consumption is based on actual usage which is a measure of the directly consumed electricity in KW/h and not primary electricity which takes into consideration emissions related to the production of electricity. No Electricity produced on site.

In August 2020 BioMar made procurement choices ensuring all Electricity is purchased with GHG approved renewable Energy Guarantee of origin (REGO’s) certificates.

9,618,071 KW/h = zero Kg CO2e.

Natural gas

Natural Gas consumption was calculated by taking meter readings every month.

24,184,675 KW/h = 4,429,665 Kg CO2e.

Fuel oil

Fuel Oil consumption is calculated based on actual usage for fuel oil delivered and used during the year to support boiler downtime. During 2023 this was not required.

0 kWh = 0 kg CO2e.

LPG

LPG consumption was calculated for the site by taking the actual volume LPG delivered during the reporting year.

63,150 Litres used = 95,356 Kg CO2e.

Company Vehicles

Company Vehicles all company vehicles are diesel fuel and a total of 26,243 litres was used in the reporting year.

26,243 litres diesel = 65,870 Kg CO2e.

BIOMAR LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
Measures taken to improve energy efficiency

Summary of CO2 Emissions

Resource

2023 (Kg CO2)

2022 (Kg CO2)

Electricity

-

-

Natural gas

4,429,665

4,663,673

Fuel oil

-

-

LPG

95,356

106,466

Gas oil

-

12,524

Company vehicles

65,870

55,858

Total

4,590,891

4,838,521

    

Intensity ratio

2023

2022

Kg CO2 per turnover (£’000)

25.46

32.00

 

Measures taken to improve energy efficiency

Power Factor Correction has been established within the manufacturing which maximises the amount of real power drawn from your grid supply and remove inefficiencies in the supply. Further investigations on going to site are voltage optimisation which will provide further energy efficiency to site.

A variable speed drive (VSD) compressor ensures when air demand is not required the compressor is reduced in load and operating pressures have been reduced from 10 bar to 8 bar.

Ongoing focus has been applied to reducing air leaks with leak surveys being conducted with several taking place in 23 and into 24.

Our main grinder motors have been upgraded for efficiency to VSD control, this will reduce consumption on startup of the 200kw motors as the previous soft start units used considerable start up amps. Other big consumption motors on replacement have been purchased with energy efficiency as a key driver and rated at IE4 (Super a Premium efficiency)

Lighting upgrades around site have seen replacement of all old lamp high energy use type, to energy efficient LED. Final goods sheds have been completely replaced with LED and PIR thus lighting is not on when this area is not in operation.

Medicated line and factory areas have also been upgraded to energy efficient LED.

External lighting and office lighting have additionally been upgraded to low energy LED.

Two electrical car charger stations were fitted as company vehicle fleets are replaced with electric vehicles. A further two are planned in 2024 .

Our primary boiler is to have a burner upgrade in 2023/24 . This will in turn provide better burner efficiency and working in tandem with the heat recovery system will drive further efficiency.

In 2023 and continuing into 2024 we renewed and upgraded steam pipework and insulation around site, all in mind of ensuring efficiency of condensate return and minimal heat loss.

This in tandem with Steam trap surveys and steam monitoring trials will enable efficient use of heating systems. This will continue as a strategy into 2024 for increased efficiency and minimising heat loss working in partnership with Spirax Sarco a key player in the steam industry.

Motor replacement and VSD replacement has been part of our reliability strategy with replacement of old generation motor gearboxes with energy efficient motors ongoing into 2024 . Motors are now considered for energy efficiency with all new motors being IE3 or higher efficiency.

BioMar installed an energy monitoring system across the Electrical systems in partnership with an industry expert and has used this data to develop a Net zero strategy including signing to achieve the science-based Target initiative 1.5degree obligation.

BIOMAR LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -

On Going Projects

We seek to increase our ability to utilise renewable energy and we are working to reduce our scope 3 emissions through multiple actions many of which are regarded as confidential.

The UK Team will work with a new dedicated resource in BioMar Group in 2024 to implement and trial various energy saving opportunities. A global energy manager will lead the sites on improving energy focus and equipment technologies to enable best practice and low energy solutions.

 

Remaining large warehouses in line with our lighting strategy will be replaced from low efficiency to high efficiency LED type.

 

Investigation projects are being evaluated with such efficient operations, Voltage optimisation, and Electrification of site.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Going concern

The directors are required to prepare the statutory financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

 

In satisfaction of their responsibility, the directors have considered the company’s ability to meet its liabilities as they fall due. This assessment considers the principal risks and uncertainties and is dependent on a number of factors including financial performance and available financial resources.

 

To this end, the directors have reviewed the company's cash flow forecasts, associated risks and downside sensitivities. These forecasts consist of the company's annual forecast to December 2024 and 4 year extended forecasts to December 2028.

 

Whilst inflationary pressures, high raw material prices and current economic and market conditions continue to impact, the company's forecasts indicate that it has sufficient liquidity due to its projected profitability and availability of the group credit facility, which is managed by way of a cash pooling arrangement.

 

Furthermore, the company considers that it has sufficient mitigating actions (such as direct variable costs, delaying capex spend, and managing dividend and related party payments) within their control that could reduce the impact of plausible downward scenarios.

 

Based on this assessment, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and have concluded it is appropriate for the financial statements to be prepared on a going concern basis.

On behalf of the board
R Wilson
Director
1 July 2024
BIOMAR LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

BIOMAR LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BIOMAR LIMITED
- 9 -
Opinion

We have audited the financial statements of Biomar Limited (the 'company') for the year ended 31 December 2023 which comprise the income statement, the statement of comprehensive income, the statement of financial position, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 Reduced Disclosure Framework (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

 

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

BIOMAR LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BIOMAR LIMITED
- 10 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, 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 company'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 company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities is available on the Financial Reporting Council's website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

BIOMAR LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BIOMAR LIMITED
- 11 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

 

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.  The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters 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 members as a body, for our audit work, for this report, or for the opinions we have formed.

Alan Brown (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
23 July 2024
Chartered Accountants
Statutory Auditor
Titanium 1
Kings Inch Place
Renfrew
United Kingdom
PA4 8WF
BIOMAR LIMITED
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 12 -
2023
2022
Notes
£000
£000
Revenue
3
180,318
151,194
Cost of sales
(152,011)
(126,912)
Gross profit
28,307
24,282
Distribution costs
(2,342)
(2,134)
Administrative expenses
(17,497)
(13,325)
Other operating income
417
125
Operating profit
4
8,885
8,948
Share of profits of associates
129
80
Other investment income
8
1,421
574
Finance costs
9
(2,866)
(1,425)
Other gains and losses
10
753
-
0
Profit before taxation
8,322
8,177
Tax on profit
11
(1,759)
(2,192)
Profit for the financial year
6,563
5,985

The income statement has been prepared on the basis that all operations are continuing operations.

BIOMAR LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
2023
2022
£000
£000
Profit for the year
6,563
5,985
Other comprehensive income:
Items that may be reclassified to profit or loss
Cash flow hedges:
- Hedging (loss)/gain arising in the year
(50)
193
Total comprehensive income for the year
6,513
6,178
BIOMAR LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2023
31 December 2023
- 14 -
2023
2022
Notes
£000
£000
£000
£000
Non-current assets
Intangible assets
13
728
639
Property, plant and equipment
14
8,140
6,653
Right-of-use assets
14
4,505
4,471
Investments and financial assets
15
18,605
20,126
31,978
31,889
Current assets
Inventories
17
33,278
36,708
Trade and other receivables
18
23,046
16,872
Investments and financial assets
15
3,650
500
59,974
54,080
Current liabilities
19
(50,103)
(48,100)
Net current assets
9,871
5,980
Total assets less current liabilities
41,849
37,869
Non-current liabilities
19
(4,018)
(4,052)
Provisions for liabilities
Deferred tax liabilities
24
(1,447)
(946)
Net assets
36,384
32,871
Equity
Called up share capital
26
15,650
15,650
Share premium account
27
1,950
1,950
Hedging reserve
28
3
53
Retained earnings
18,781
15,218
Total equity
36,384
32,871
The financial statements were approved by the board of directors and authorised for issue on 1 July 2024 and are signed on its behalf by:
R Wilson
Director
Company registration number SC119586
BIOMAR LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 15 -
Share capital
Share premium account
Hedging reserve
Retained earnings
Total
Notes
£000
£000
£000
£000
£000
Balance at 1 January 2022
15,650
1,950
(140)
9,233
26,693
Year ended 31 December 2022:
Profit for the year
-
-
-
5,985
5,985
Other comprehensive income:
Cash flow hedges gains and losses
-
-
193
-
193
Total comprehensive income for the year
-
-
193
5,985
6,178
Balance at 31 December 2022
15,650
1,950
53
15,218
32,871
Year ended 31 December 2023:
Profit for the year
-
-
-
6,563
6,563
Other comprehensive income:
Cash flow hedges gains and losses
-
-
(50)
-
(50)
Total comprehensive income for the year
-
-
(50)
6,563
6,513
Transactions with owners in their capacity as owners:
Dividends
12
-
-
-
(3,000)
(3,000)
Balance at 31 December 2023
15,650
1,950
3
18,781
36,384
BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 16 -
1
Accounting policies
Company information

Biomar Limited is a private company limited by shares incorporated in Scotland. The registered office is North Shore Road, Grangemouth Docks, Grangemouth, Stirlingshire, United Kingdom, FK3 8UL. The company's principal activities and nature of its operations are disclosed in the directors' report.

1.1
Accounting convention

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £'000.

The financial statements have been prepared under the historical cost convention, except for the revaluation of financial instruments at fair value. The principal accounting policies adopted are set out below.

As permitted by FRS 101, the company has taken advantage of the following disclosure exemptions from the requirements of IFRS:

Where required, equivalent disclosures are given in the group accounts of Aktieselskabet Schouw and Co. The group accounts are available to the public and can be obtained as set out in note 30.

Reclassification

In the comparative period, Debtors due in more than one year (£19,250,000) were classified under Current assets on the balance sheet. These have been reclassified to Non-current assets and included within Investment and financial assets to provide more relevant information to the users of the financial statements. There is no impact to any other line items.

BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -
1.2
Going concern

The directors are required to prepare the statutory financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business. true

 

In satisfaction of their responsibility, the directors have considered the company’s ability to meet its liabilities as they fall due. This assessment considers the principal risks and uncertainties and is dependent on a number of factors including financial performance and available financial resources.

 

To this end, the directors have reviewed the company's cash flow forecasts, associated risks and downside sensitivities. These forecasts consist of the company's annual forecast to December 2024 and 4 year extended forecasts to December 2028.

 

Whilst inflationary pressures, high raw material prices and current economic and market conditions continue to impact, the company's forecasts indicate that it has sufficient liquidity due to its projected profitability and availability of the group credit facility, which is managed by way of a cash pooling arrangement.

 

Furthermore, the company considers that it has sufficient mitigating actions (such as direct variable costs, delaying capex spend, and managing dividend and related party payments) within their control that could reduce the impact of plausible downward scenarios.

 

Based on this assessment, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and have concluded it is appropriate for the financial statements to be prepared on a going concern basis.

1.3
Revenue

Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The company recognises revenue when it transfers control of a product or service to a customer.

 

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Interest income is recognised as interest accrues using the effective interest method. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the financial instrument to its net carrying amount.

 

Dividend revenue is recognised when the Company's right to receive dividend payment is established.

The company recognises revenue from the following major sources:

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

Manufacture and sale of fish feed

Revenue from the manufacture and sale of fish feed is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably. Normal average payment terms vary from payment in advance to 60 days.

BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -
1.4
Intangible assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

 

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

 

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

 

1.5
Property, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Freehold land and buildings
20 years
Fixtures and fittings
3 - 10 years
Plant and equipment
3 - 10 years
Right of use assets
See leases accounting policy

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

1.6
Non-current investments

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

 

The company has elected to account for investments in associates using the equity method. Under the equity method, on initial recognition the investment in an associate is recognised at cost. The carrying amount is then increased or decreased to recognise the company's share of the subsequent profit or loss of the associate and to include that share of the profit or loss in the company's profit or loss. Distributions received from an associate reduce the carrying amount of the investment.

1.7
Impairment of tangible and intangible assets

At each reporting end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset may be impaired.

BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 19 -

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

 

Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.8
Inventories

Inventories are stated at the lower of cost and estimated selling price less costs to complete and sell.

 

Inventories held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition as follow:

 

Raw materials, packaging and spare parts - purchase cost on a first-in, first-out basis.

 

Work in progress and finished goods - cost of direct materials and labour plus attributable overheads based on a normal level of activity, excluding borrowing costs.

Net realisable value is the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

1.9
Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.10
Financial assets

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

 

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial assets at fair value through profit or loss

When any of the above-mentioned conditions for classification of financial assets is not met, a financial asset is classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognized initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included within finance income or finance costs in the statement of income for the reporting period in which it arises.

BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 20 -
Financial assets held at amortised cost

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

Impairment of financial assets

Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date. Instruments within the scope of the requirements include loans and trade receivables.

 

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

 

In applying this forward-looking approach, a distinction is made between:

 

‘12-month expected credit losses’ are recognised for the first category (ie Stage 1) while ‘lifetime expected credit losses’ are recognised for the second category (ie Stage 2). Measurement of the expected credit losses is determined by a probability-weighted estimate of credit losses over the expected life of the financial instrument.

 

Trade receivables are recognised by the Company carried at original invoice amount less an allowance for any non-collectable or impaired amounts. The Company makes use of a simplified approach in accounting for trade and other receivables uses the IFRS 9 ECL model to measure loss allowances at an amount equal to their lifetime expected credit loss. A provision for doubtful amounts is made when there is objective evidence that collection of the full amount is no longer probable. Significant financial difficulty or significantly extended settlement periods are considered to be indicators of impairment. Normal average payment terms vary from payment in advance to 60 days. Balances are written off when the probability of recovery is assessed as remote. Where the time value of money is material, receivables are carried at amortised cost.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.11
Financial liabilities

The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 21 -
Financial liabilities at fair value through profit or loss

Financial liabilities are classified as measured at fair value through profit or loss when the financial liability is held for trading. A financial liability is classified as held for trading if:

 

 

Financial liabilities at fair value through profit or loss are stated at fair value with any gains or losses arising on remeasurement recognised in profit or loss.

Other financial liabilities

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

1.12
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.13
Derivatives

The company enters into forward foreign currency contracts to mitigate the exchange rate risk for certain purchase contracts. The forward currency contracts are measured at fair value, which is determined using valuation techniques that utilise observable inputs.

 

The key assumptions used in valuing the derivatives are the exchange rates for GBP:USD, GBP:NOK and GBP:EUR.

Hedge accounting

The Company designates certain hedging instruments, including derivatives, as cash flow hedges.

 

At the inception of the hedge relationship, the company documents the relationship between the hedging instrument and the hedged item along with risk management objectives and strategy for undertaking various hedge transactions. At the inception of the hedge and on an ongoing basis, the company documents whether the hedging instrument is highly effective in offsetting changes in cash flows of the hedged item.

 

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in other comprehensive income. The gain or loss relating to the ineffective portion is recognised immediately in profit or loss, and is included in the 'other gains and losses' line item.

 

Amounts previously recognised in other comprehensive income and accumulated in equity are reclassified to profit or loss in the periods when the hedged item is recognised in the profit or loss in the same line as of the income statement as the recognised hedged item. However when the forecast transaction that is hedged results in the recognition of a non-financial asset or liability, the gains and losses previously accumulated in equity are transferred from equity and included in the initial measurement of the cost of the asset or liability concerned.

BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 22 -
1.14
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of inventories or non-current assets.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.17
Leases

At inception, the company assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment, apart from those that meet the definition of investment property.

BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 23 -

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

 

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of right-of-use assets are determined as follows:

 

-    Freehold property     2 - 40 years

-     Other leased assets    2 - 6 years

 

The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the company is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in: future lease payments arising from a change in an index or rate; the company's estimate of the amount expected to be payable under a residual value guarantee; or the company's assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The company has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

1.18
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 24 -
2
Critical accounting estimates and judgements

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

 

The judgements, estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below.

Critical judgements and estimates
Inventory

The company's inventory consists of raw material grains, compounds and processed feed. The storage of inventory takes place in Silos and in the company's warehouse. Due to the nature of the stock held, the assessment of the quantities of inventory held is subject to a degree of judgement.

Hedging

Certain derivative contracts qualify and are designated as cash flow hedges. The fair value of such contracts is estimated at any given point in time through reference to published exchange rates on that date. The effectiveness of any cash flow hedge is monitored by the company on an ongoing basis. Judgement is exercised with regards to the portion of such hedges classified as effective and ineffective.

BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
3
Revenue
2023
2022
£000
£000
Revenue analysed by class of business
Manufacture and sale of fish feed
180,318
151,194
2023
2022
£000
£000
Revenue analysed by geographical market
United Kingdom
131,147
120,724
Europe
20,213
4,388
Other
28,958
26,082
180,318
151,194
4
Operating profit
2023
2022
Operating profit for the year is stated after charging/(crediting):
£000
£000
Exchange losses/(gains)
1,483
(241)
Research and development costs
557
502
Depreciation of property, plant and equipment
1,667
1,571
Amortisation of intangible assets (included within administrative expenses)
192
105
5
Auditor's remuneration
2023
2022
Fees payable to the company's auditor and associates:
£000
£000
For audit services
Audit of the financial statements of the company
57
57
For other services
Tax services
16
-
0
BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
6
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2023
2022
Number
Number
Production
65
63
Administration
34
34
Total
99
97

Their aggregate remuneration comprised:

2023
2022
£000
£000
Wages and salaries
6,118
4,641
Social security costs
481
495
Pension costs
551
481
7,150
5,617

Share-based payments

Executive Management in BioMar Limited is covered by the parent company Schouw & Co.'s share option program. The program entitles participants to acquire shares in Schouw & Co. at a price based per the officially quoted price at the time for granting plus a premium from the date of grant until the date of exercise. For the current year this was DKK 567.60 (2022: DKK 518.00) and a premium of 2% (2022: 2%).

 

The value of any share based payments is not material to the financial statements. The company has exercised the disclosure exemption under FRS 101 on reporting share-based payments.

.

7
Directors' remuneration
2023
2022
£000
£000
Remuneration for qualifying services
707
355
Company pension contributions to defined contribution schemes
24
4
731
359

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2022 - 1).

The number of directors who exercised share options during the year was 1 (2022 - 0).

BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
7
Directors' remuneration
(Continued)
- 27 -
Remuneration disclosed above include the following amounts paid to the highest paid director:
2023
2022
£000
£000
Remuneration for qualifying services
500
355
Company pension contributions to defined contribution schemes
8
4

The highest paid director has exercised share options during the year.

The highest paid director has been entitled to receive shares under a long term incentive scheme during the year.

8
Investment income
2023
2022
£000
£000
Interest income
Other interest income
1,421
574
9
Finance costs
2023
2022
£000
£000
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
1,160
535
Interest on invoice finance arrangements
1,388
751
Interest on lease liabilities
128
139
Interest on other loans
190
-
0
2,866
1,425
10
Other gains and losses
2023
2022
£000
£000
Hedge ineffectiveness on a cash flow hedge
753
-
BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 28 -
11
Taxation
2023
2022
£000
£000
Current tax
UK corporation tax on profits for the current period
1,413
1,298
Adjustments in respect of prior periods
(155)
726
Total UK current tax
1,258
2,024
Deferred tax
Origination and reversal of temporary differences
493
189
Adjustment in respect of prior periods
8
(21)
501
168
Total tax charge
1,759
2,192

From 1 April 2023, the standard rate of corporation tax in the UK increased to 25% from the previous rate of 19%. The effective tax rate for the financial year was 23.5%.

The charge for the year can be reconciled to the profit per the income statement as follows:

2023
2022
£000
£000
Profit before taxation
8,322
8,177
Expected tax charge based on a corporation tax rate of 23.50% (2022: 19.00%)
1,956
1,554
Effect of expenses not deductible in determining taxable profit
4
6
Income not taxable
(30)
(15)
Adjustment in respect of prior years
(147)
697
Research and development tax credit
(39)
-
0
Remeasurement of deferred tax rate
(50)
(57)
Permanent fixed asset timing differences
77
7
Other permanent differences
(12)
-
Taxation charge for the year
1,759
2,192
12
Dividends
2023
2022
2023
2022
Amounts recognised as distributions:
per share
per share
Total
Total
£
£
£000
£000
Ordinary shares
Interim dividend paid
0.19
-
3,000
-
BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 29 -
13
Intangible fixed assets
IT systems
£000
Cost
At 31 December 2022
1,593
Transfers
282
At 31 December 2023
1,875
Amortisation and impairment
At 31 December 2022
954
Charge for the year
192
At 31 December 2023
1,147
Carrying amount
At 31 December 2023
728
At 31 December 2022
639
BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 30 -
14
Property, plant and equipment
Freehold land and buildings
Assets under construction
Plant and equipment
Fixtures and fittings
Right of use assets
Total
£000
£000
£000
£000
£000
£000
Cost
At 1 January 2023
4,968
1,912
23,368
615
7,206
38,069
Additions
2,686
790
3,476
Disposals
(51)
-
0
(127)
-
0
(111)
(289)
Transfers
191
(3,539)
2,938
128
-
0
(282)
At 31 December 2023
5,108
1,059
26,179
743
7,885
40,974
Accumulated depreciation and impairment
At 1 January 2023
3,913
-
0
19,815
482
2,735
26,945
Charge for the year
101
-
0
740
76
750
1,667
Eliminated on disposal
(51)
-
0
(127)
-
0
(105)
(283)
At 31 December 2023
3,963
-
0
20,428
558
3,380
28,329
Carrying amount
At 31 December 2023
Owned assets
1,145
1,059
5,751
185
-
8,140
Right-of-use assets
-
-
-
-
4,505
4,505
1,145
1,059
5,751
185
4,505
12,645
At 31 December 2022
Owned assets
1,055
1,912
3,553
133
-
6,653
Right-of-use assets
-
-
-
-
4,471
4,471
1,055
1,912
3,553
133
4,471
11,124

Property, plant and equipment includes right-of-use assets, as follows:

Right-of-use assets
2023
2022
£000
£000
Net values at the year end
Property
4,119
4,257
Plant and equipment
251
85
Motor vehicles
135
129
4,505
4,471
Depreciation charge for the year
Property
592
574
Plant and equipment
70
-
Motor vehicles
88
123
750
697
BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 31 -
15
Investments and financial assets
Current
Non-current
2023
2022
2023
2022
£000
£000
£000
£000
Investments in associates
-
-
1,005
876
Loans and receivables at amortised cost
3,650
500
17,600
19,250
3,650
500
18,605
20,126
Fair value of financial assets carried at amortised cost

Except as detailed below the directors believe that the carrying amounts of financial assets carried at amortised cost in the financial statements approximate to their fair values.

 

Loans and receivables above are secured by debenture over the assets of the customer and are receivable in installments up to December 2028.

Movements in non-current investments
Shares in associates
Loans
Total
£000
£000
£000
Cost or valuation
At 1 January 2023
876
19,250
20,126
Additions
-
2,000
2,000
Transfer to current investments
-
(3,650)
(3,650)
Share of profits for year
129
-
129
At 31 December 2023
1,005
17,600
18,605
Carrying amount
At 31 December 2023
1,005
17,600
18,605
At 31 December 2022
876
19,250
20,126
16
Associates

Details of the company's associates at 31 December 2023 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
LCL Shipping Limited
c/o Biomar Limited, North Shore Road, Grangemouth Docks, Grangemouth, FK8 3UL
Ordinary shares
40.00

The investment in associate is accounted for using the equity method.

At the end of the year, the aggregate capital and reserves of the entity amounted to £2,390,000 (2022 - £2,024,000) and its profit for the year was £701,000 (2022 - £639,000).

BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 32 -
17
Inventories
2023
2022
£000
£000
Raw materials
17,920
21,411
Finished goods
15,358
15,297
33,278
36,708

The directors believe there is no material difference between the carrying value of stocks and their current replacement cost.

 

Raw materials includes packaging of £723,000 (2022 - £530,000) and spare parts of £538,000 (2022 - £497,000).

18
Trade and other receivables
2023
2022
£000
£000
Trade receivables
16,134
11,287
VAT recoverable
1,084
724
Amounts owed by fellow group undertakings
-
0
2,771
Derivative financial instruments
1,097
993
Other loans and receivables
-
252
Prepayments and accrued income
4,731
845
23,046
16,872
19
Liabilities
Current
Non-current
2023
2022
2023
2022
Notes
£000
£000
£000
£000
Borrowings
20
12,323
6,012
-
0
-
0
Trade and other payables
22
36,283
40,716
-
0
-
0
Corporation tax
403
236
-
-
Derivative financial instruments
345
483
-
-
Lease liabilities
23
749
653
4,018
4,052
50,103
48,100
4,018
4,052
BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 33 -
20
Borrowings
2023
2022
£000
£000
Borrowings held at amortised cost:
Bank overdrafts
12,323
6,012

The company's bank facilities are part of the group's international cash pooling and secured by guarantee on behalf of Aktieselskabet Schouw & Co.

21
Fair value of financial instruments

Except as detailed below, the directors consider that the carrying amounts of financial assets and liabilities carried at amortised cost in the financial statements approximate to their fair values.

The fair value of forward currency derivative contracts is calculated by reference to current forward exchange rates for contracts with similar maturity profiles.

 

 

2023

2022

 

 

£'000

 

£'000

 

Forward currency derivative contract

Asset

1,097

993

 

Liability

(345)

(483)

22
Trade and other payables
2023
2022
£000
£000
Trade payables
34,297
37,487
Amounts owed to fellow group undertakings
562
2,545
Accruals and deferred income
1,424
684
36,283
40,716
23
Lease liabilities
2023
2022
Maturity analysis
£000
£000
Within one year
749
653
In two to five years
4,018
4,052
Total undiscounted liabilities
4,767
4,705
BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
23
Lease liabilities
(Continued)
- 34 -

The company has lease contracts for various vehicles, buildings and equipment used in operations. The company does not face significant liquidity risk with regard to its lease liabilities and these are monitored as part of the overall process of managing cash flows.

 

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

2023
2022
£000
£000
Current liabilities
749
653
Non-current liabilities
4,018
4,052
4,767
4,705
2023
2022
Amounts recognised in profit or loss include the following:
£000
£000
Interest on lease liabilities
128
139
Other leasing information is included in note 13 to the financial assets.
24
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.

ACAs
Other
Total
£000
£000
£000
Liability at 1 January 2022
(748)
(30)
(778)
Deferred tax movements in prior year
Charge/(credit) to profit or loss
178
(10)
168
Liability at 1 January 2023
926
20
946
Deferred tax movements in current year
Charge/(credit) to profit or loss
640
(139)
501
Liability at 31 December 2023
1,566
(119)
1,447
BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 35 -
25
Retirement benefit schemes
2023
2022
Defined contribution schemes
£000
£000
Charge to profit or loss in respect of defined contribution schemes
551
481

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

26
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£000
£000
Issued and fully paid
Ordinary shares of £1 each
15,650,000
15,650,000
15,650
15,650
27
Share premium account
2023
2022
£000
£000
At the beginning and end of the year
1,950
1,950
28
Hedging reserve
2023
2022
£000
£000
At the beginning of the year
53
(140)
Gains and losses on cash flow hedges
(50)
193
At the end of the year
3
53
29
Related party transactions
Remuneration of key management personnel

Key management personnel are considered to be the directors of the company. The remuneration of the directors is set out in note 6 to the financial statements.

Other information

During the year the company entered into transactions. in the ordinary course of business, with other related parties. The company has taken advantage of the exemption under paragraph 8(k) of FRS101 not to disclose transactions with fellow wholly owned subsidiaries. There were no transactions entered into. and no trading balances outstanding at 31 December with other related parties.

BIOMAR LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 36 -
30
Controlling party

The ultimate parent undertaking is Aktieselskabet Schouw and Co, incorporated in Denmark.

The results of BioMar Limited are included in the consolidated financial statements of the immediate parent company. Biomar Group AS. incorporated in Denmark and in the consolidated statements of the ultimate parent Aktieselskabet Schouw and Co, incorporated in Denmark, both of which are available from BioMar Limited. North Shore Road, Grangemouth Docks, Grangemouth, FK3 SUL

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