First Quarter 2014 Interim Report

Lysaker, Norway, June 26, 2014
First Quarter 2014 Interim Report
Highlights

First part of 2014 marked by restructuring, consolidation and sharpened business focus

Q1 sales revenue of USD 0.3m, cash collection of USD 0.7m

US progressing commercially through distributor partners

D. Ry Wagner appointed as CEO, effective July 1, 2014

Strengthening R&D with organizational build-up and facility in Davis, California
“Agrinos has spent the last ten months restructuring the company and consolidating its market positions.
While our financial results reflect the process the company has been through, we fully concentrate on
creating good value for our distributors and end-users. I believe the commercial progress we are
experiencing in the US and a few other markets, the strengthening of our research and development
team and not least the appointment of Douglas Ry Wagner as the company’s new CEO provide us with a
platform for growth” said Kristian Johansen, Chairman of the board of Agrinos.
Business Review
Agrinos develops, produces and markets biological crop inputs, also described as agricultural biologicals.
The company has commercial market activities in the US, Mexico, Brazil, Spain, India,
Malaysia/Indonesia and China.
Despite a harsh winter in the US, the US operations are progressing according to the company’s growth
ambitions. The partnerships with third party distributors are developing positively and Agrinos’ technology
is gaining traction at the end-user level. Agrinos will continue to strengthen its distributor base as the
company continues its move from a direct-to-grower to distributor-based sales in the US.
In the first quarter Agrinos’ distributors in Mexico have deployed 357 000 units to end-users. The
deployment is lower than what was achieved the same period last year, as a result of harsh weather
conditions and the distributors’ reduced operational capacity on the back of a restructuring and
downsizing of their operations during the second half of 2013 and into 2014. The consolidated distributor
channels and the ongoing market activity reported at the commercial end-user level forms the basis for
Agrinos’ assessment of strategic options for its Mexican commercial business.
At the end of the first quarter Agrinos entered in into a cooperation agreement with Kingenta Ecological
Engineering Group Co Ltd, a Chinese compound and slow release fertilizer company listed on Shenzhen
Stock Exchange. Kingenta has a strong distribution network across China and the parties plan for a
commercial launch of Agrinos products through Kingenta’s distribution network in the third quarter.
Research and Development
Agrinos research and development activities support existing and new commercial activities. The
company has had several seasoned employees join its research and development team in the first
quarter of 2014 and entered into a lease agreement for a new Global R&D facility in the US.
1
”Gross cash burn” is total operational and capital expenditures, adjusting for cash inflow/collection gives “cash burn”.
First Quarter 2014 Interim Report
Financial review
Profit and loss
The profit and loss in the first quarter is mainly explained by no sales revenues recognized in Mexico.
Moreover, the results are affected by redundancy costs and provisions related to the further focusing of
the business portfolio. In addition, the low utilization of Agrinos’ production facility in the quarter resulted
in a high share of its capacity related costs allocated to the profit and loss statement.
Sales revenue amounted to USD 0.3 million in the first quarter. Since the distributors’ inventory level is
sufficient to cover their expected sales of products that will be deployed by the end-user within 6 months
and fully paid within 12 months (Agrinos’ revenue recognition principles), sales to the distributors have not
been recognized during the quarter.
Cost of goods sold (COGS) was USD 0.1 million in the quarter. COGS comprise raw materials,
production costs and overhead, as well as shipping, handling and transportation.
Salaries and personnel costs amounted to USD 2.9 million in the quarter. Redundancy costs of USD 0.4
million related to reduction in manning throughout the group are included in the figure. Agrinos had 191
employees (FTE) at the end of the quarter, down from 211 employees at the end of 2013.
Other operating expenses amounted to USD 4.2 million in the first quarter. Research and development
expenses are included with USD 0.7 million.
Depreciation and amortization was USD 0.6 million in the quarter.
Total operating expenses in the first quarter thus amounted to USD 7.1 million before depreciation,
amortization and earn-out.
The earnings before interest, taxes, depreciation and amortization (EBITDA) pre earn-out, were negative
at USD 6.5 million in the quarter.
On October 15, 2013, the company entered into an agreement to amend KarlCo’s earn-out in relation to
sales in Mexico and Colombia in the period 2011–2014. The parties agreed to recalculate the earn-out
incorporating the company’s revenue recognition principles. According to the new agreement, the
minimum value of the earn-out shall not be less than USD 5.0 million. That amount was settled in
receivables on Mexican distributors in the third quarter of 2012. Based on the result of the operations in
Mexico and Colombia, no earn-out was provisioned for in the first quarter of 2014.
The financial income was negative USD 0.7 million in the quarter. The interest of USD 0.7 million invoiced
to the Mexican distributors was not recognized as interest income in the quarter due to the uncertainty
related to their ability to service the debt to Agrinos.
Cash flow and balance sheet
Net cash flow from operating activities was negative USD 6.1 million in the first quarter of 2014. The net
cash flow was mainly driven by operational expenditures.
Gross cash burn, defined as operational and capital expenditures, was USD 6.9 million in the quarter.
This is a reduction of USD 0.8 million from the fourth quarter, driven by lower production related
expenditures. Of the gross cash burn in the quarter, USD 0.9m was related to research and development.
The funding of the distributors in Mexico was negligible (USD 0.1 million) in the quarter.
The cash collection in the first quarter amounted to USD 0.7 million, of which USD 0.4 million was
collected in Mexico. Cash and cash equivalents totaled USD 18.8 million at end of the quarter.
Agrinos AS, Vollsveien 13 H, N-1366, Norway, Tel: +47 210 45 600, www.agrinos.com
Page 2 of 11
First Quarter 2014 Interim Report
The account receivables, other receivables and other current payables in the balance sheet at the end of
the first quarter are all impacted by the settlement with the distributors in Mexico in the fourth quarter of
2013 and the write down at the end of the year.
Total non-current assets amounted to USD 20.0 million at the end of the quarter, down from USD 20.7
million at the beginning of the year. Goodwill and other intangibles related to intellectual property and
distribution rights amounted to USD 10.3 million.
Inventories are down by USD 0.3 million to USD 12.0 million during the first quarter, reflecting sales in the
quarter. The production has been insignificant in this quarter.
Accounts receivables increased by USD 2.1 million to USD 24.2 million during the quarter. Included in the
increase is the invoiced interest for the quarter of USD 0.7 million on loans to the distributors in Mexico.
After the write downs carried out in 2013, the accounts receivable towards the distributors in Mexico
amounts to USD 20.7 million at the end of the quarter.
Other receivables decreased by USD 0.3 million to USD 12.5 million during the quarter. The loans to the
distributors in Mexico were written down to zero at the end of 2013. Included in this balance sheet item is
USD 10.8 million in recoverable VAT, of which the largest part is related to Mexico.
Accounts payable amounted to USD 5.9 million at the end of the quarter, in line with the level at the start
of the quarter.
Other current liabilities increased by USD 0.4 million in the quarter to USD 23.5 million. Major
components in this balance sheet item at the end of the quarter are redundancy and closing costs of USD
1.3 million, earn–out of USD 1.8 million, taxes and VAT of USD 6.9 million, deferred sales revenue and
interest income accrual of USD 10.9 million and contingent liabilities of USD 0.7 million.
Total current liabilities decreased by USD 0.2 million to USD 30.2 million during the quarter.
Book equity was USD 56.8 million and the equity ratio 65% at the end of the first quarter, down from 69%
at the start of the year.
Analytically restated sales revenue and operating income
Due to the large inventories built up by the Mexican distributors through 2012, the company has for the
last six quarters reported zero in sales revenue from Mexico. To better reflect the company’s underlying
progress in Mexico, an analytical restatement in which the numbers of HYT® units deployed by the
distributors determine the Mexican sales revenue and operating income, is presented as well. The
operating income is presented without including provisions related to the distributors in Mexico.
Analytically restated sales revenue amounted to USD 3.0 million in the first quarter, reflecting the
deployment of 357 000 units by the distributors in Mexico in the quarter. The sales price applied to
Mexico for the period 2011 to the third quarter of 2013 in the restatement reflects the average invoicing
price by Agrinos to the distributors in 2011 and 2012, the period in which the distributors purchased the
products that were deployed. For the quarters thereafter the net price agreed with the distributors in
connection with the settlement in the fourth quarter of 2013 is used as the Mexican sale price.
The analytical restatement of operating income is estimated to negative USD 5.2 million.The number of
deployed units drive the cost of goods sold in the analytically restated operating income.
The company will present an analytical restatement of the quarterly sales revenue and operating income
until the distributors have depleted their inventories sufficiently enough to ensure that Agrinos’ recognized
sales revenue reflects the end-user demand in Mexico.
Agrinos AS, Vollsveien 13 H, N-1366, Norway, Tel: +47 210 45 600, www.agrinos.com
Page 3 of 11
First Quarter 2014 Interim Report
Outlook
Agrinos updated its strategy in June 2014. The company will continue to pursue growth through: 1)
focused and controlled commercial market activities, 2) targeted research and development activities to
support existing and new commercial activities, 3) ensuring a lean and performing organization aligned to
Agrinos’ priorities and 4) maintaining financial flexibility to support the company’s development and
protecting the balance sheet.
Moving further into 2014, the company will focus on existing markets, step up the research and
development activity out of new Global R&D facility in the US and further strengthening of the
organization and the board.
Commercially, the company is experiencing progress within the US and select other markets, and has
initiated its program in China with Kingenta. As a result group net cash burn is down and sales revenues
are up in the second quarter versus the first quarter.
The company’s distributors in Mexico are selling and deploying products to commercial end-users, but
limited financial return has been created for Agrinos so far into the year. As a response to this situation,
the company will continue to implement cost efficiency measures to achieve its target of cash flow
positive commercial operations in Mexico. At the same time, the company will consider strategic options
for these operations to safeguard existing values and future potential.
Agrinos is a start-up company pursuing growth through commercial activities as well as research and
development. The company’s unique technology and established routes to large agricultural inputs
markets provide attractive opportunities when the company creates value for its customers and captures
a margin. To realize the company’s growth strategy within certain crops, geographies and segments, a
sound financial platform is necessary. The company will prioritize to maintain its financial flexibility,
including strengthening of the balance sheet if necessary. As part of Agrinos long-term growth strategy,
the company will consider a stock exchange listing and IPO dependent on company development and
market conditions.
June 26, 2014
The Board of Directors
Agrinos AS
Lysaker, Norway
Agrinos AS, Vollsveien 13 H, N-1366, Norway, Tel: +47 210 45 600, www.agrinos.com
Page 4 of 11
First Quarter 2014 Interim Report
Consolidated Financial Statements – unaudited
Group condensed consolidated profit & loss statement -(unaudited)
USD
Q1 2014
Year 2013
Q1 2013
Year 2012
Sales revenue
Other operating revenue
Operating revenue
329 561
275 500
605 061
4 392 522
4 942 853
9 335 375
1 283 644
471 359
1 755 003
37 566 384
1 620 173
39 186 557
Cost of goods sold
Salaries and personnel costs
Depreciation and amortisation
Other operating expenses
Earn-out
Total operating expenses
-82 243
-2 946 825
-649 530
-4 104 726
0
-7 783 324
-906 676
-14 128 392
-3 691 328
-75 514 401
6 710 264
-87 530 533
-186 295
-3 388 695
-696 161
-4 254 774
-450 000
-8 975 925
-4 662 656
-10 360 433
-2 642 079
-25 964 784
-9 068 616
-52 698 568
Operating income
-7 178 263
-78 195 158
-7 220 922
-13 512 011
Net financial income / expense (-)
-745 668
8 341 919
894 675
-1 563 492
Net income / loss (-) before taxes
-7 923 931
-69 853 239
-6 326 247
-15 075 503
0
916 631
0
-2 703 925
-54 785
-445 500
-171 137
-416 650
-7 869 146
-68 491 108
-6 155 110
-17 362 778
Tax expense
Minority Interest
Net income / loss (-)
Average currency exchange rate applied for Q1 of 2014 converting the Mexican peso (MXN) to the US dollar (USD) was 13.24.
Average currency exchange rate applied YE 2013 (Q4) converting the Mexican peso (MXN) to the US dollar (USD) was 12.76.
Average currency exchange rate applied for Q3 of 2013 converting the Mexican peso (MXN) to the US dollar (USD) was 12.34.
Average currency exchange rate applied for Q2 of 2013 converting the Mexican peso (MXN) to the US dollar (USD) was 12.57.
Average currency exchange rate applied for Q1 of 2013 converting the Mexican peso (MXN) to the US dollar (USD) was 12.65.
Average currency exchange rate applied YE 2012 (Q4) converting the Mexican peso (MXN) to the US dollar (USD) was 13.14.
Average currency exchange rate applied for Q1 of 2012 converting the Mexican peso (MXN) to the US dollar (USD) was 12.98.
Agrinos AS, Vollsveien 13 H, N-1366, Norway, Tel: +47 210 45 600, www.agrinos.com
Page 5 of 11
First Quarter 2014 Interim Report
Group condensed consolidated balance sheet statement (unaudited)
USD
03.31.2014
12.31.2013
03.31.2013
12.31.2012
Goodwill
Other intangible assets
Deferred Tax Asset
Total intangible assets
8 442 550
1 835 122
1 016 779
11 294 451
8 658 890
1 894 907
1 020 617
11 574 414
9 895 761
8 969 022
1 600 526
20 465 309
10 815 395
9 273 859
1 470 386
21 559 640
Land
Buildings
Improvements to leased premises
Vehicles
Machines, fixtures and fittings etc.
Accumulated depreciation
Total tangible fixed assets
76 206
3 133 936
256 015
1 066 818
6 938 436
-2 780 847
8 690 564
76 480
3 145 202
256 935
1 239 757
6 981 277
-2 574 223
9 125 428
83 837
3 347 620
287 217
1 395 236
7 397 154
-1 835 230
10 675 834
77 020
3 011 092
261 822
1 221 446
6 594 231
-1 395 387
9 770 223
0
0
0
0
0
0
0
0
Total non-current assets
19 985 015
20 699 842
31 141 143
31 329 863
Inventories
Total goods
12 032 244
12 032 244
12 339 969
12 339 969
15 044 913
15 044 913
12 834 537
12 834 537
Accounts receivable
Other receivables
Total receivables
24 154 804
12 535 900
36 690 704
22 058 279
12 822 622
34 880 901
47 468 040
31 343 432
78 811 472
48 366 071
23 389 651
71 755 722
Bank deposits, cash etc.
18 824 955
25 066 669
20 025 488
34 198 588
Total current assets
67 547 903
72 287 539
113 881 873
118 788 847
Total assets
87 532 918
92 987 381
145 023 016
150 118 710
Assets
Investments in other shares and interests
Total financial non-current assets
Currency exchange rate applied at 31 March 2014 converting Mexican peso (MXN) to US dollar (USD) was 13.12
Currency exchange rate applied at 31 December 2013 converting Mexican peso (MXN) to US dollar (USD) was 13.08
Currency exchange rate applied at 30 September 2013 converting Mexican peso (MXN) to US dollar (USD) was 13.61.
Currency exchange rate applied at 30 June 2013 converting Mexican peso (MXN) to US dollar (USD) was 13.02.
Currency exchange rate applied at 31 March 2013 converting Mexican peso (MXN) to US dollar (USD) was 12.35
Currency exchange rate applied at 31 December 2012 converting Mexican peso (MXN) to US dollar (USD) was 12.98
Currency exchange rate applied at 31 March 2012 converting Mexican peso (MXN) to US dollar (USD) was 12.75.
Agrinos AS, Vollsveien 13 H, N-1366, Norway, Tel: +47 210 45 600, www.agrinos.com
Page 6 of 11
First Quarter 2014 Interim Report
Group condensed consolidated balance sheet statement (unaudited)
USD
03.31.2014
12.31.2013
03.31.2013
12.31.2012
Share capital
Premium reserve
Total paid in capital
107 972
159 825 772
159 933 744
106 729
157 989 676
158 096 405
79 385
138 767 813
138 847 198
80 143
140 262 619
140 342 762
Minority interests
Accumulated P&L
-606 334
-102 495 881
-513 503
-95 631 555
-171 137
-35 256 418
-108 297
-36 351 206
56 831 529
61 951 347
103 419 643
103 883 259
0
0
0
0
3 259 804
3 259 804
3 067 994
3 067 994
533 711
533 711
630 233
630 233
245 154
245 154
266 992
266 992
Accounts payable
Current tax payable
Other current liabilities
Total current liabilities
5 928 957
700 921
23 537 800
30 167 678
6 450 462
874 421
23 080 918
30 405 801
3 934 824
1 497 048
32 666 543
38 098 415
3 841 372
6 190 772
32 868 321
42 900 465
Total liabilities
30 701 389
31 036 034
41 603 373
46 235 451
Total equity and liabilities
87 532 918
92 987 381
145 023 016
150 118 710
Equity
Total equity
Liabilities
Deferred tax
Total provisions for liabilities
Other non-current liabilities
Total non-current liabilities
Currency exchange rate applied at 31 March 2014 converting Mexican peso (MXN) to US dollar (USD) was 13.12
Currency exchange rate applied at 31 December 2013 converting Mexican peso (MXN) to US dollar (USD) was 13.08
Currency exchange rate applied at 30 September 2013 converting Mexican peso (MXN) to US dollar (USD) was 13.61.
Currency exchange rate applied at 30 June 2013 converting Mexican peso (MXN) to US dollar (USD) was 13.02.
Currency exchange rate applied at 31 March 2012 converting Mexican peso (MXN) to US dollar (USD) was 12.35
Currency exchange rate applied at 31 December 2012 converting Mexican peso (MXN) to US dollar (USD) was 12.98
Agrinos AS, Vollsveien 13 H, N-1366, Norway, Tel: +47 210 45 600, www.agrinos.com
Page 7 of 11
First Quarter 2014 Interim Report
Group condensed consolidated cash flow statement (unaudited)
USD
Cash flow from operating activities
Profit/Loss (-) before tax
Depreciation and amortisation
Changes in inventories, receivables and payables
Changes in other accruals/currency effects
Net cash flow from operating activities
Cash flow from investment activities
Investments/disposals of tangible fixed assets
Changes in other investments
Net cash flow from investment activities
Q1 2014
YE 2013
Q1 2013
Year 2012
-7 923 931
649 530
-1 267 295
2 431 700
-6 109 996
-69 853 239
3 691 328
63 193 270
-31 537 077
-34 505 718
-6 326 247
696 161
-1 405 797
-5 769 925
-12 805 808
-15 075 503
2 642 079
-35 372 518
1 025 610
-46 780 332
-228 240
0
-228 240
-1 636 393
0
-1 636 393
-1 345 454
0
-1 345 454
-6 461 330
0
-6 461 330
96 522
0
96 522
363 241
26 646 951
27 010 192
-21 838
0
-21 838
-384 139
53 806 982
53 422 843
-6 241 714
25 066 669
18 824 955
-9 131 919
34 198 588
25 066 669
-14 173 100
34 198 588
20 025 488
181 181
34 017 407
34 198 588
Cash flow from financing activities
Proceeds from borrowings (current and non-current)
Net proceeds from issuance of shares
Net cash flow from financing activities
Net change in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
Average currency exchange rate applied for Q1 of 2014 converting the Mexican peso (MXN) to the US dollar (USD) was 13.24.
Average currency exchange rate applied YE 2013 (Q4) converting the Mexican peso (MXN) to the US dollar (USD) was 12.76
Average currency exchange rate applied for Q3 of 2013 converting the Mexican peso (MXN) to the US dollar (USD) was 12.34.
Average currency exchange rate applied for Q2 of 2013 converting the Mexican peso (MXN) to the US dollar (USD) was 12.57.
Average currency exchange rate applied for Q1 2013 converting MXN to USD was 12.65
Average currency exchange rate applied YE 2012 (Q4) converting the Mexican peso (MXN) to the US dollar (USD) was 13.14.
Agrinos AS, Vollsveien 13 H, N-1366, Norway, Tel: +47 210 45 600, www.agrinos.com
Page 8 of 11
First Quarter 2014 Interim Report
Notes
Note 1 – Unaudited financial statements
Key figures, financial highlights and financial statements are presented as official accounts translated into
USD from NOK based on average rates for profit and loss accounts and current rate for the balance
sheet accounts.
Note 2 – Minority interests
Agrinos acquired 55% of the shares in PT Agrinos Indonesia through a share issue in January 2012. The
shareholding in Agrinos Malaysia Sdn Bhd was reduced to 84.7% through a share issue to the company’s
local partners in December 2011. Agrinos increased its shareholding in Agrinos Beijing BioTech from 50
per cent to 60 per cent during the first quarter of 2013.
Note 3 – Changes to accounting principles
Estimated earn-out obligations were capitalised in the 2010 accounts. As from 2011 the accounting
principles have been changed and earn-out is posted as accrued operating expenses.
As from the third quarter 2012 the liabilities and employer taxes related to the company’s stock warrant
program are recognised in the accounts. The stock warrants liability at the end of the first quarter is
charged to equity and is a non-cash transaction (tbc). The employer tax (14.1%) related to the stock
warrants is charged to Salaries and personnel costs. The liabilities and employer tax to be recognised per
quarter will be determined by the share price and the number of warrants outstanding.
Due to the low capacity utilization in 2013 and first quarter of 2014, the majority of the operating expenses
of the Mexican production facility have been expensed.
As from the fourth quarter 2012, Agrinos has introduced more strict criteria as deployment of products
and payment by end users that have to be met to have sales revenue recognized. Revenue recognition
will occur only when the company receives firm and reliable documentation in the form of contracts and
purchase orders from end customers, or when such documentation with a high degree of certainty will be
obtained, that products will be deployed by the end user within 6 months and fully paid within 12 months.
The documentation is to be reviewed on a quarterly basis and quarterly sales revenue to be recognized
accordingly.
Due to delay in roll-out of the technology and the distributors’ inventory situation at the end of the quarter
the above-mentioned accounting principle implies that no sales are recognized in Agrinos in the first
quarter of 2014.
Note 4 – Earn-out
Agrinos has earn-out liabilities related to the acquisition of the shares in Bioderpac and the distribution
rights in Mexico and Colombia.
The earn-out related to the shares in Bioderpac is calculated as USD 1 per liter HYT B and per kilo HYT
C sold outside Mexico and Colombia in the period 2011-2013. In 2011 and 2012 there was made an
annual earn-out provision of USD 0.1 million related to the acquisition of the shares in Bioderpac. The
cumulative value of the earn-out shall not be less than USD 2.0 million for the three years. In 2013, the
remaining earn-out liability of USD 1.8 million was provisioned for. The amount is due for payment by the
end of August 2014.
The obligations under the original earn-out agreement related to the distribution rights in Mexico and
Colombia were calculated as 40% of modified earnings before interest, taxes, depreciation and
Agrinos AS, Vollsveien 13 H, N-1366, Norway, Tel: +47 210 45 600, www.agrinos.com
Page 9 of 11
First Quarter 2014 Interim Report
amortization (EBITDA) for these countries for the period 2011-2014. On October 15 2013, the company
entered into an agreement to amend KarlCo’s earn-out in relation to sales in Mexico and Colombia in the
period 2011–2014. The parties have agreed to recalculate the earn-out based on the company’s current
revenue recognition principles. The minimum value of the earn-out shall not be less than USD 5.0 million.
That amount was settled in receivables on Mexican distributors in the third quarter of 2012. The amended
agreement will better reflect the underlying profitability in the earn-out period. As a result of the abovementioned amendment, the earn-out provision of approx. USD 9.0 million in 2012 was reversed in the
third quarter of 2013. No earn-out related to sales in Mexico and Colombia was booked in 2013 or the first
quarter of 2014.
Note 5 – Redundancy costs
Agrinos launched in 2013 a general cost cutting program to streamline the activity level and the
organization. In addition, it was decided to close three business units and focus the operation of the
remaining portfolio. At the end of 2013 the redundancy provisions amounted to USD 1.3 million. In the
first quarter of 2014 a provision of USD 0.4 million was made to cater for further reduction in manning. At
the end of the first quarter 2014, total redundancy provisions amount to USD 1.0 million.
Note 6 – Write downs and provisions
A significant write down and provision of USD 38.1 million was made at the end of 2013 to cater for risk
related to the Mexican distributors' ability to repay their debt to Agrinos. This amount includes a deferred
revenue accrual of USD 9.8 million. Furthermore, market rights in Mexico were written down by USD 6
million.
At the end of 2013 total gross claims on the Mexican distributors amounted to USD 20 million. Adjusted
for the above-mentioned deferred revenue accrual, the net claims amounted to approx. USD 10 million at
the end of the year.
In the first quarter no more write downs and provisions related to Mexico were recorded, hence at the end
of the quarter the provisions in the balance sheet related to Mexico amount to USD 9.8 million.
Note 7 – Equity
Agrinos strengthened its balance sheet with USD 25.8 million in new equity in the fourth quarter 2013
after having pursued adequate funding for its business since August. The new financing consisted of
three separate transactions, all carried out at a price of NOK 8 per share: A strategic investment of USD
15 million by Manor Investment S.A.(Manor), a USD 6.8 million bridge loan contribution into equity and a
USD 4.2 million private placement directed towards existing shareholders.
In addition to shares, Manor and the bridge loan holders received independent subscription rights for
15.1% of Agrinos’ share capital immediately following completion of the latest three transactions. The
subscription price for new shares issued under the subscription rights shall be equal to 15% below the
volume weighted average price per share over the last 60 trading days prior to Agrinos’ receipt of the
notification of such exercise. The subscription rights may not be exercised prior to 1 April 2014. The
subscription rights may be used to subscribe for new shares, in full or in part, on one or several
occasions, on or before 5 weeks following the annual general meeting in Agrinos approving the annual
accounts of 2014, but not later than 15 July 2015. As of 25 June 2014 no subscription rights have been
exercised.
Note 8 - Shareholders
List of largest shareholders is regularly updated on www.agrinos.com
Agrinos AS, Vollsveien 13 H, N-1366, Norway, Tel: +47 210 45 600, www.agrinos.com
Page 10 of 11
First Quarter 2014 Interim Report
Contact Information
Jørgen K. Andersen
CFO
Mobile: +47 951 43 854
E-mail: [email protected]
Harald Bjørland
EVP corporate communications and IR
Mobile: +47 908 58 221
E-mail: [email protected]
About Agrinos
Agrinos is a biological crop input provider committed to improving the productivity and sustainability of
®
®
modern agriculture. Agrinos’ range of High Yield Technology (“HYT ”) products helps farmers to practice
profitable agriculture by providing increased crop productivity, improved efficiency of conventional
fertilizer and a reduced environmental footprint.
®
Certified as organic and based on Agrinos’ proprietary technology, the HYT products provide benefits by
strengthening the soil-based microbial ecosystem, stimulating crop development at key points in the
growth cycle and boosting natural plant resistance to pathogens and threats. With solutions for a variety
®
of crop categories, the technology comprising the HYT products has demonstrated its value in third-party
trials in key agricultural regions worldwide.
Cautionary statement on forward-looking statements
This document contains certain forward-looking statements relating to the business, financial performance and results of the
company and/or the industry in which it operates. Forward-looking statements concern future circumstances and results and other
statements that are not historical facts, sometimes identified by the words “believes”, expects”, “predicts”, “intends”, “projects”,
“plans”, “estimates”, “aims”, “foresees”, “anticipates”, “targets”, and similar expressions. The forward-looking statements contained in
this announcement, including assumptions, opinions and views of the company or cited from third party sources are solely opinions
and forecasts which are subject to risks, uncertainties and other factors that may cause actual events to differ materially from any
anticipated development. Neither the company, nor any of its parent or subsidiary undertakings or any such person’s officers or
employees provides any assurance that the assumptions underlying such forward-looking statements are free from errors nor does
any of them accept any responsibility for the future accuracy of the opinions expressed in this announcement or the actual
occurrence of the forecasted developments. No obligation, except as required by law, is assumed to update any forward-looking
statements or to conform these forward-looking statements to our actual results.
Agrinos AS, Vollsveien 13 H, N-1366, Norway, Tel: +47 210 45 600, www.agrinos.com
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