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Registered number:
FOR THE YEAR ENDED 31 DECEMBER 2024
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EXAGEN GROUP LIMITED
COMPANY INFORMATION
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EXAGEN GROUP LIMITED
CONTENTS
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EXAGEN GROUP LIMITED
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31ST DECEMBER 2024
The Directors are pleased to present their strategic report on the Group's activities for the year ending 31 December 2024.
The Group's primary activity is the development of renewable energy generation and energy storage projects. The Group aims to demonstrate, through construction and operations, that green energy can create a sustainable platform for investors, lenders and society.
Exagen’s primary focus is the development of large-scale battery storage, utility-scale PV solar farms and onshore wind farms, co-located with grid-balancing battery storage technology. The Group originates and develops renewable energy projects, exploiting market opportunities in the disaggregated greenfield market in the UK. As projects move through the development phase, the Group’s aim is to incorporate construction and operation activities to complement its development activities. Exagen is focused on making a significant contribution to achieving energy security and improved climate protection, by developing sustainable energy projects with enhanced biodiverse habitats. This has the potential to slowdown climate change and improve the lives of those communities near our projects. To achieve this, Exagen aims to be a key participant in the transition to a fossil-fuel free and low-carbon economy while never losing sight of the potential for positive social and environmental impact in the areas where our projects are located.
The financial statements reflect the Group's results and financial position for the year.
OEDP Acquisition On 23rd September 2024, the Octopus Energy Development Partnership (OEDP) fund, previously a minority shareholder in the Group, acquired all Ordinary A shares in the Group through its' holding company OEDP UK HoldCo Ltd. As a result of this transaction, OEDP became the Group’s controlling party. This acquisition galvanises Exagen’s ambitious growth plans to contribute to the UK’s green energy transition and support the UK Government's objective to deliver clean power by 2030. Operating Highlights During the year, the Group continued to execute its strategy of progressing development projects through the consenting stages. As at 31 December 2024, Exagen held a portfolio of solar and battery storage projects with an aggregate capacity of c.2.4GW (2023: c.2.6GW) of which c.1.0GW had been submitted into local authorities for planning determination, with a further c0.4GW due to be submitted into planning in the 1H 2025.
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EXAGEN GROUP LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31ST DECEMBER 2024
The Group's key performance indicators are as follows:
The Group considers renewable energy Development Projects under Management, Work in Progress development assets and Net Profit to be its’ Key Performance Indicators. During the year the Group continued to develop a portfolio of renewable projects which meet its’ investment criteria. By the end of 2024 the Group had successfully retained a Development Projects under Management portfolio of 17 projects totalling c.2.4GW. Work in Progress assets represent the Group’s deployment of development capital to progress its’ development pipeline and these assets are considered to reflect the Group’s medium-term investment. The Group targets Net Profit in future periods earned through development fees, asset management fees and operational revenues from successfully developed renewable projects. The Net loss for 2024 reflects the administrative cost of the development platform in the period: 2024 2023 Development Projects under Management (GWs) c.2.4 c.2.6 Work in Progress £9,011,317 £5,172,418 Net Profit / (Loss) (£5,516,435) (£4,968,947)
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EXAGEN GROUP LIMITED
GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31ST DECEMBER 2024
The Directors identify, assess, and manage risks associated with the Group's business objectives and strategy.
Operational Risk The principal operational risk within the Group's project development phase is in securing land, grid and planning consent. Following a project’s planning consent, operational risk is more concentrated on procurement and construction, mitigated through careful contractor selection, project controls and insurances. Post construction, operational risk will be managed through remote site monitoring, reporting and management of component failure through O&M service level agreements. The Group manages its various operational risks through rigorous development project screening, risk registers, due diligence and governance. Political and Regulatory Risk The Group and its investments are subject to laws and regulations enacted by national and local governments and institutions. The sectors in which the Group's investments operate are subject to legal and regulatory controls, and the investee companies must comply with all applicable laws, regulations, and regulatory standards which, inter alia, require them to obtain and maintain certain authorisations, licenses and approvals for their operations. Credit Risk The credit risk on bank balances is limited due to the high credit ratings of the banking institutions used by the Group. Liquidity Risk The cash requirements of the Group are forecast by the Board annually in advance and reviewed monthly by management, enabling the Group's cash requirements to be anticipated. The cash forecast includes assumptions with respect to working capital, development spend and the timing of key milestones of development projects. Liquidity risk is managed by the following specific controls: • Preparation of budgets covering the medium term (to the end of the financial year); and • Monitoring of current cash levels and of short-term cash requirements. Future Developments The Directors support the Group's strategy to continue growth of its development platform as well as continued deployment of development capital for its portfolio of projects and further opportunities.
This report was approved by the board on 18 September 2025 and signed on its behalf.
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EXAGEN GROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31ST DECEMBER 2024
The directors present their report and the audited financial statements for the year ended 31 December 2024.
The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Group's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.
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 the Group and to 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The principal activity of the Group is that of developing solar, onshore wind and battery storage projects.
The loss for the year, after taxation, amounted to £5,516,435 (2023 - loss £4,968,947).
The Directors do not recommend a dividend for the year (2023: £Nil).
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EXAGEN GROUP LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31ST DECEMBER 2024
The directors who served during the year were:
Post balance sheet events After the reporting date, the following directors have been appointed: S Goss (appointed 14 January 2025) E White (appointed 14 January 2025)
The future developments of the Group are disclosed in the Strategic Report.
Exagen’s research and development activities to date have targeted automated identification of optimal land for utility scale battery energy storage, solar and wind farm renewable energy projects. This was achieved by using a system which comprises a group of interrelated and connected software applications to identify potential sites in relation to grid connection availability, by analysing and presenting a wide range of decision factors in near real time and provide both technical and commercial recommendations..
The auditors, Wilder Coe Ltd, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
This report was approved by the board on
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EXAGEN GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EXAGEN GROUP LIMITED
We have audited the financial statements of Exagen Group Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31st December 2024, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of 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 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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.
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 Group's or the parent 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.
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EXAGEN GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EXAGEN GROUP LIMITED (CONTINUED)
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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.
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.
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EXAGEN GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EXAGEN GROUP LIMITED (CONTINUED)
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EXAGEN GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EXAGEN GROUP LIMITED (CONTINUED)
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 Auditors' 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 Group financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
Discussions with and enquiries of management and those charged with governance were held with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.
The following laws and regulations were identified as being of significance to the entity:
∙Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, company law, tax and distributable profits legislation.
∙Those laws and regulations for which non-compliance may be fundamental to the operating aspects of the business and therefore may have a material effect on the financial statements.
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of: enquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims, inspection of relevant legal correspondence; testing the appropriateness of journal entries and the performance of analytical review to identify unexpected movements in account balances which may be indicative of fraud.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.
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EXAGEN GROUP LIMITED
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF EXAGEN GROUP LIMITED (CONTINUED)
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 Auditors' 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.
for and on behalf of
Chartered Accountants & Statutory Auditors
1st Floor, Sackville House
143 - 149 Fenchurch St
EC3M 6BL
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EXAGEN GROUP LIMITED
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
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EXAGEN GROUP LIMITED
REGISTERED NUMBER: 12783713
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 18 September 2025.
The notes on pages 18 to 36 form part of these financial statements.
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EXAGEN GROUP LIMITED
REGISTERED NUMBER: 12783713
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2024
The financial statements were approved and authorised for issue by the board and were signed on its behalf on
The notes on pages 18 to 36 form part of these financial statements.
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