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Benchmark Holdings plc
Annual Report and Accounts 2023
Driving
sustainability
in aquaculture
Benchmark Holdings plc / Annual Report and Accounts 2023
Aquaculture plays a crucial role in global food security, supplying more than
50% of the world’s seafood. To feed a human population expected to reach
almost ten billion by 2050, aquaculture needs to grow sustainably.
The Challenge
See pages 6-7 for more insight into how we
are meeting global challenges
See pages 22-23
for Genetics
See pages 24-25 for
Advanced Nutrition
See pages 26-27
for Health
HealthAdvanced
Nutrition
Genetics
Benchmark’s mission is to drive sustainability
in aquaculture by delivering mission critical
products and solutions that improve farming
efficiency, growth and animal health and welfare
for aquaculture producers.
Our Mission
Strategic Review 02-73
FY23 Highlights 02
Chairman’s Statement
04
Benchmark at a Glance
06
Market Overview
08
Species at a Glance
10
Our Business Overview
12
Our Contribution and Impact
14
Chief Executive Officer’s Review
16
Strategic framework
18
Investment Case
20
Business Area Review
22
Financial Review
28
Section 172 Companies Act 2006
Statement
37
Sustainability Report
40
Principal Risks and Uncertainties
66
Governance Report 74-110
Board of Directors 74
Our leadership team 77
Corporate Governance 78
Nomination Committee Report 90
Audit Committee Report 92
Remuneration Committee Report 96
Directors’ Report 104
Directors’ Responsibilities 110
Financial Statements 111-187
Independent Auditor’s Report 111
Consolidated Income Statement 118
Consolidated Statement of
Comprehensive Income
119
Consolidated Balance Sheet 120
Company Balance Sheet 121
Consolidated Statement of
Changes in Equity
122
Company Statement of
Changesin Equity
123
Consolidated Statement of
CashFlows
124
Company Statement of
CashFlows
125
Notes Forming Part of the
Financial Statements
126
Additional Information 188-190
Glossary 188
Advisers 190
Contents
Governance Financial Statements Additional Information
Strategic Report
1
Benchmark Holdings plc / Annual Report and Accounts 2023
2022
8.3
2023
6.7
2021 11.8
2020 11.9
21%
21%
16%
15%
2022
32.6
2023 35.5
2021 19.9
2020 15.5
2022 10.8
2023 6.0
2021 17.7
2020
5.9
2022 157.7
2023 169.5
2021 124.6
2020 105.3
2022 (73.7)
2023 (65.5)
2021 (80.9)
2020
(37.6)
2022 6.2
2023 5.3
2021 4.6
2020 9.6
2022 30.5
2023 21.6
2021 11.6
2020 31.9
2022
53
2023
51
2021 53
2020 53
Operational highlights
Revenue
7% ahead of FY22
Adjusted EBITDA
9% above FY22
1 Adjusted EBITDA is earnings before interest, tax, depreciation, amortisation, impairment, and exceptional and
acquisition-related items. See income statement.
2 Continuing operations exclude the tilapia business which was divested in the year. The comparative figures have
been adjusted where applicable to reflect changes to the ongoing continuing business during the year following
this divestment.
Organisation for Animal Health
opening new avenues for exports.
• We strengthened our R&D Genetics
team with a focus on reproductive
technologies paving the way for
breakthrough developments in
sterility and gene editing.
• A strategic review of our tilapia
business resulted in a management
buy-out. We maintain our presence
and expertise in tilapia through our
Genetics Services offering.
• We broadened our Genetics Services
offering by developing new cost
effective genotyping tools that serve
producers in multiple species.
Advanced Nutrition
• In a year of challenging market
conditions we strengthened our
market leading position in the shrimp
and Mediterranean fish markets.
• A structured programme of
operational efficiencies implemented
Group
• We continued our efforts to integrate
and streamline the Group aligning
the operational management team
with our customer base and product
offering. This customer-centric move
enhances our commercial impact
and opportunity for synergies across
theGroup.
• Demonstrating our commitment to
sustainability we achieved ISO 14001
environmental management system
certification in Norway and Iceland
and MSC certification for our Artemia
harvested from the Great Salt Lakes.
Genetics
• Record sales of salmon eggs in
Norway, Iceland and Chile reaching
330m eggs, 15% increase from FY22.
• Doubling of sales in Chile demonstrate
commercial traction. Furthermore
our facilities received disease-free
compartment status from the World
in the year will further increase our
competitiveness and profitability.
• New research collaborations
established in Ecuador and Singapore
to develop products and solutions that
address local market needs.
• We launched our first AI-enabled
tool which enables shrimp and fish
producers to count live feed with
ease, speed, and accuracy, increasing
farming efficiency.
Health
• Increased adoption of Ectosan® Vet
and CleanTreat and progress towards
development of new business model
Operating loss(£m)
£5.3m
Tangible capex(£m)
£6.0m
Revenue(£m)
£169.5m
Adjusted EBITDA
1
(£m)
(AEBITDA Margin %)
£35.5m
Total loss after tax(£m)
£21.6m
Net debt(£m)
£(65.5)m
Financial highlights
(continuing operations)²
Gross margin(%)
51%
Total R&D investment(£m)
(expensed and capitalised)
£6.7m
FY3 Highlights
See pages 26-27
for Genetics
See pages 22-23
for Advanced Nutrition
See pages 24-25
for Health
Benchmark Holdings plc / Annual Report and Accounts 2023
2
Guided by our values – innovative,
passionate, collaborative and
commercial – we contribute to a
sustainable aquaculture future.
See pages 60-65
for more on our values in action
Our business is powered
by committed people
driven by the desire to
make a difference
Innovative
Passionate
Collaborative
Commercial
Governance Financial Statements Additional Information
Strategic Report
3
Benchmark Holdings plc / Annual Report and Accounts 2023
Governance Financial Statements Additional Information
record, or unique strategic positioning
and attractive prospects. In an effort
to address this longstanding issue, the
Board decided to pursue a listing in Oslo,
the leading seafood market in order
to attract specialist investors and over
time attain a fair valuation for our shares.
An initial listing on Euronext Growth
Oslo announced in November 2022
represented a first step towards this goal,
to be followed by an uplisting to the Oslo
Børs, subject to shareholder approval.
In 2023, we conducted a consultation with
shareholders regarding an uplisting to
the Oslo Børs and simultaneous delisting
from AIM. However, we concluded from
these discussions that it was necessary to
maintain listings on both Euronext Growth
Oslo and on AIM for the foreseeable
future and keep an uplisting under review
as part of the Group’s ongoing strategy to
deliver shareholdervalue.
Board changes
During the year we made changes to
the Board that increased shareholder
representation, improved the gender
balance, and addressed the normal Board
rotation cycle.
In December we appointed Laura Lavers
as Non-Executive Director. Laura is an
experienced investment professional
with two decades of experience and acts
as shareholder representative for JNE
Partners, a significant shareholder in the
Company. In April, we announced the
appointment of Torgeir Svae as Non-
Executive Director with Atle Eide stepping
down at the same time. Torgeir is an
Investment Director at Kverva AS, one of
the Company’s main shareholders, and
acts as their shareholder representative.
Following the appointments of Mrs Lavers
and Mr Svae, alongside our independent
directors, we have three Non-Executive
Directors representing our three main
shareholders who collectively hold 71% of
the Company’s shares.
The structural growth drivers in our
industry are increasingly compelling.
Aquaculture plays a crucial role in
meeting the demand for seafood and
represents a growing proportion of
seafoodconsumption.
In addition, there are a number of
exciting trends gaining momentum
which are further driving the demand
for innovative biotechnology solutions
which are our focus. For instance, the
increasing adoption of certification
standards; the adoption of technological
advancements, from automation to
genetic improvements; the emergence
of alternative feeds; and the increased
use of data driven, AI enabled decision
making are all aligned with and support
Benchmark’s future growth.
Organisational transformation
We continued our strategic journey to
integrate and streamline our organisation
in order to realise synergies, reduce
costs and enhance our customer
value proposition. This is an effort
that commenced three years ago and
crystallised this year with the integration
of our Health, Genetics and Advanced
Nutrition salmon and shrimp offerings by
species in order to drive greater synergies
into those end markets.
This means we can now fully leverage our
customer relationships and commercial
footprint to cross-sell our offerings and
develop new products and solutions. Our
salmon and shrimp activities are now
respectively led by Geir Olav Melingen
and Patrick Waty, both strong commercial
leaders, who also continue to be business
area heads for Genetics and Advanced
Nutrition. As a result of the change we
were able to streamline the teams with
immediate cost savings.
Listing venue and share price
performance
It is evident to the Board that our share
price does not reflect the fundamental
value of the business, its growing track
2023 highlights
• Third consecutive year of
financial and strategic
delivery
• Organisational changes
driving integration and
commercial focus
• Continued commitment
and progress in our
sustainability strategy
A year of delivery
Chairman’s Statement
2023 marks the third consecutive
year of financial and strategic delivery
following the Group restructuring and the
appointment of a new management team
in 2020. The new financial discipline and
commercial focus implemented by our
CEO and CFO are now well embedded in
the Group and, together with our ongoing
organisational change programme, are
driving continued growth and strategic
progress. Since 2020 Benchmark’s
revenue from continuing operations has
grown from £105.4m (after adjusting for
£0.2m revenue from the divested tilapia
business) to £169.5m and Adjusted
EBITDA has increased from £15.5m
(after adjusting for loss of £1.1m from
the divested tilapia business) to £35.5m,
turning operating cashflow positive. In the
same period, operating loss has reduced
from £9.6m (after adjusting for loss of
£1.2m from the divested tilapia business)
to £5.3m, and total loss for the year has
reduced from £31.9m to £21.6m.
We have a strong business with a capable
organisation which is capitalising on the
attractive megatrends in our industry, and
which has proven its agility to adapt to the
cyclicality in our end markets, taking every
opportunity to further consolidate our
leading market position.
Peter George
Chairman
Benchmark Holdings plc / Annual Report and Accounts 2023
4
Adjusted EBITDA
from continuing operations
£35.5m
2022 restated: £32.6m
As a step to enhance Board diversity in the normal rotation of Directors,
on 30 June we appointed Marie Danielsson as Non-Executive Director
and Chair of the Audit Committee succeeding Kevin Quinn who joined the
Board in 2016.
In December 2023, Susan Searle, the Company’s most tenured Board
member, will conclude her service on the Board. The Board wishes to
express its heartfelt gratitude for her exceptional contributions and
dedicated work over the past decade.
Sustainability
Sustainability is at the core of our mission and our sustainability strategy
runs across all our business and extends to our supply chain; it guides
our decision-making and investment strategy. Our sustainability report
on pages 40-65 sets out the initiatives and the progress made during
the year in our three Sustainability pillars: Environment, Animal Welfare
and People and Communities. We set priorities for our three pillars in
alignment with a materiality assessment carried out annually which
reflects key areas of impact for the business and our stakeholders. This
year areas of focus included certification of our operations, sustainability
of our supply chain, and enhanced climate risk assessment reporting.
Through enhanced disclosure and policies we were pleased to achieve an
improvement in our MSCI ESG ratings to AA.
We have an ambitious commitment to energy transition. In 2023, we made
substantial progress towards our Net Zero goals with the installation of
solar panels in our facility in Thailand which represents the majority of our
GHG emissions. The new solar panels will be operational in Q1 FY24.
Our People
Benchmark is driven by a group of highly talented and motivated people
at all levels around the world, and I thank them all on the Board’s behalf for
their contribution this year. We continued to invest in making Benchmark
a great place to work through an ambitious engagement programme, new
learning and development resources, and regular, open communication
with the management team. For a third consecutive year we obtained
excellent engagement scores in our employee survey, well above the
industrynorm.
Looking forward
Our organisation is stronger than ever and, with market leading positions
in our three business areas, I am confident that we will continue to build on
our record of consistent delivery despite short term headwinds in some of
our markets. Our focus continues to be on creating shareholder value by
building a sustainably profitable, cash generative business positioned to
capitalise on the opportunity to deliver healthy, nutritious, sustainable food
for our futuregenerations.
Peter George
Chairman
Benchmark’s first
Science and
Innovation Fair
Collaboration, scientific expertise and
customer insight come together to address
aquaculture’s future challenges.
At Benchmark, our commitment to innovation
sets us apart and makes us industry leaders.
We are passionate about continuously
improving our customer offering through
innovation. Scientific expertise, customer
insight and collaboration have been at the
core of our track record of innovation.
In 2023 Benchmark’s Innovation Board
held its first Science and Innovation Fair
bringing together our brightest minds to
share knowledge, encourage dialogue across
all business areas and engage in forward-
looking discussions on opportunities around
the challenges facing the aquaculture
industry in the years and decades to come.
Topics including sea lice, disease challenges,
climate change and aquatic health and
welfare were discussed leading to future
pilot projects in areas such as AI and
disruptive technologies to counter sea lice
reproduction.
We are proud and excited to have shared
this dialogue with all our employees – a
first for Benchmark – and testament to
the importance we place on engagement,
collaboration and sharing a common vision.
I am proud to be reporting a third consecutive
year of financial and strategic delivery for
Benchmark. It is testament to the Group’s
successful operational transformation, our
market leading positions and the ongoing
fundamentals in our industry.”
Peter George
5
Benchmark Holdings plc / Annual Report and Accounts 2023
Governance Financial Statements Additional Information
Strategic Report
What we do
Our approach in the
aquaculture industry
is unique.
We focus on three
complementary areas -
Genetics, Advanced Nutrition
and Health - which are critical
for farming efficiency, growth,
and fish welfare, driving
sustainability.
With operations in 26 countries,
we provide innovative, mission-
critical products and solutions
to more than 750 customers
worldwide.
39%
of revenue
Driving sustainability in aquaculture - Benchmark at a Glance
See pages 22-23
for Genetics
Genetics
Professional genetics form an essential
foundation for growth, disease resistance, and
survivability throughout the production cycle,
driving resource efficiency and sustainability.
Our world-class genetics team harnesses the
power of long-standing breeding programs and
the latest genomic tools to deliver exceptional
products and solutions for salmon, shrimp, and a
wide range of other aquaculture species
Advanced Nutrition
Early-stage nutrition and optimal environmental
conditions are critical for promoting growth,
health, and survivability throughout the
production stages - from hatchery to nursery and
grow-out. Benchmark, a pioneer and leader in the
field, has developed proprietary technologies and
offering a comprehensive portfolio of nutritional
and preventative health solutions for shrimp
and fish that help our customers optimise their
farming efficiency and production.
Health
Benchmark is a leader in medicinal sea lice
solutions for salmon, addressing one of the most
pressing sustainability challenges in salmon
production. Our two complementary medicinal
solutions, Salmosan® Vet and Ectosan® Vet
and CleanTreat® coupled with our dedicated
technical services team, enable our customers
to tackle this critical issue in their production.
Our award-winning CleanTreat® system
prevents the release of medicines into the ocean
demonstrating our continued commitment to
innovation andsustainability.
See pages 24-25
for Advanced Nutrition
46%
of revenue
See pages 26-27
for Health
15%
of revenue
Benchmark Holdings plc / Annual Report and Accounts 2023
6
Specialised mission
critical solutions
823
people
employed worldwide
Global
operations
Focus on
sustainability
Through our products
By developing products and
solutions that enhance resource
efficiency, growth, yield and
animal health and welfare.
As a responsible operator
• Net Zero commitment
• Sourcing sustainably certified
feed ingredients
• Obtaining environmental
certification for our facilities
• Promoting fair working
practices across our
supplychain
• Assessing and mitigating
climate risk
750
clients
in 70 countries
Sustainable
production
Animal health
and welfare
26
countries
commercial and R&D operations
Farming
efficiency
Our Customer Reach
See pages 40-65
for our sustainability report
Our facilities and commercial presence Our customers
7
Benchmark Holdings plc / Annual Report and Accounts 2023
Governance Financial Statements Additional Information
Strategic Report
200
240
160
120
80
40
0
Million tonnes
1950 1960 1970 1980 1990 2000 2010 2020 2030 2040 2050
Wild (capture) fisheries Aquaculture
Aquaculture is expanding to meet world fish demand
Aquaculture: A large,
growing industry
driven by global
megatrends
Global protein consumption
180
160
140
120
100
80
60
40
20
0
Million tonnes product weight
Fish Poultry Pork Beef
160
133
113
70
Our growing end market:
seafood
Fish and shellfish are the most consumed animal
proteins and continue to grow in importance. We
eat more seafood than ever, more than double our
consumption per capita 50 years ago.
20% of animal protein intake for more
than 3.1bn people.
Per capita consumption has increased
from 9kg to 21kg in the last 30 years
and forecast to grow.
More than 3.1 billion people depend
on fish for at least 20% of their total
animal protein intake, and a further
1.3 billion people for 15% of animal
protein intake.
Aquaculture supplies more than
50% of all seafood produced for
human consumption
With wild fish capped to avoid over fishing, aquaculture is
responsible for a growing percentage of seafood consumption.
Still, aquaculture is considered a young industry, with significant
developmentopportunities.
As a source of animal protein, seafood scores favourably
compared to other animal proteins on health and sustainability
parameters and sustainability including fat content, feed
conversion and water usage.
Efficiency and sustainability scores
Metric
Feed
conversion
ratio
Low High
Water usage
(k litres/kg)
Land usage
(m
2
/kg)
1.67.0 2.8 1.8
1.315.4 6.0 4.3
6.068.3 11.5 9.9
Driving sustainability in aquaculture - Market Overview
Source: Historical data 1950–2010: FOA. 2014. “FishStatJ”. Rome: FAO. Calculated at WRJ,
assumes reduction in wild fish catch between 2010 and 2050, and linear growth of aquaculture
at anadditional 2 million tons per year between 2010 and 2050. See www.wrl.org/publication/
improving-aquaculture
Benchmark Holdings plc / Annual Report and Accounts 2023
8
Challenges to sustainable
growth and catalysts for change
Greenhouse
gas emissions
Fish feed
supply
Antibiotic
use
Biodiversity
loss
Working
conditions
Fish
welfare
Effluents
Meeting global challenges in the areas of:
For the aquaculture industry to reach its full potential, it needs
to develop in a sustainable way addressing issues that are of
increasing importance to all stakeholders from consumers
and local communities to governments and shareholders.
Catalysts for change
Consolidation
and
professionalisation
Regulation and
government
commitments
New technologies
and investment
Consumer
& other
Stakeholder
interests
Innovation in Genetics
New genomic tools provide cost-
effective genotyping solutions for
the aquaculture industry
Benchmark’s focus on innovation and
customer success within our Genetics
team has led to the development of
new genotyping tools which expand
our customer offering in genomic
selection for a broad range of
aquaculture species.
Following the start of a strategic
innovation programme in 2022, this
year we developed and launched
a suite of new Single Nucleotide
Polymorphism (SNP) arrays. These
arrays are applicable to many
aquaculture species, including salmon,
shrimp, tilapia, trout, sea bass, and sea
bream and have broad applications
from genetic marker discovery
and disease resistance research to
diversity study, parentage verification,
quality control and conservation. By
leveraging our genotyping volume
for our internal salmon breeding
programmes, we can offer these
arrays to genetic services customers
at market-leading prices.
This elevates our position as a go-
to-market leader in genetic services,
providing clients with a one-stop-shop
for all their breeding programme
and genomics requirements, while
facilitating the use of genomic tools
across the industry contributing to its
future development.
Strategic Report
Governance Financial Statements Additional Information
9
Benchmark Holdings plc / Annual Report and Accounts 2023
Producing
countries1:
Ecuador 24%
India 18%
Vietnam 18%
China 17%
Indonesia 8%
Thailand 6%
Other 9%
Production2:
5.1 million tonnes
Market growth:
-0.4% (2023e)
4% (2024e)
Shrimp is a highly diverse and geographically
dispersed industry experiencing growing
industrialisation and adoption of new
technologies.
The shrimp farming sector is more than twice as large in
value as salmon. In contrast with salmon, shrimp farming
is not consolidated, taking place in many countries across
Asia and Latin America in farms ranging from small
family-owned ponds to large, sophisticated producers.
Historically, the industry has faced environmental and
disease challenges which have significantly impacted
production. However, the industry is adopting new
practices and technologies which, together with increased
regulation, is improving biosecurity and productivity.
Value of global production
1
£38bn
ShrimpOur products and solutions
address the needs of the
largest, most industrialised
aquaculture species
globally.
Maturity level:
High Medium Low
Species at
a glance
Driving sustainability in aquaculture - Species at a Glance
Sources:
1
GlobeNewswire, Kontali, FAO - percentage of world production in tonnes
2
FAO, Rabobank, Pareto, Company estimates.
Benchmark Holdings plc / Annual Report and Accounts 2023
10
The Mediterranean sea bass and sea
bream industry is semi-consolidated and
professionalised with an ongoing focus on
efficiency and biosecurity.
The Mediterranean aquaculture industry has gone
through a period of consolidation which has increased
industrialisation and fostered the adoption of
newtechnology.
There is an ongoing drive for efficiency amongst industry
participants in the face of challenging macroeconomic
conditions globally and in the region. This translates into
growing demand for better genetics, data management
and other welfare tools. There is also a growing interest
and investment in sustainability measures.
Salmon farming is a consolidated and well-
invested sector, leading the way on technology
adoption and industrialisation in aquaculture.
Salmon farming has seen substantial growth due to the
rising popularity of salmon in diets worldwide, driven by
its health benefits and versatility. The industry is highly
regulated due to environmental and animal welfare
concerns which limits growth in supply. This has promoted
the adoption of new technologies to improve yield and
animal welfare as well as new production paradigms
including land-based farming.
Value of global production
1
£16.2bn
Producing
countries1:
Norway 52%
Chile 26%
UK 5%
Canada 4%
Faroes & Iceland 3%
Other 10%
Production2:
2.9 million tonnes
Market growth:
0.5% (2023e)
4.8% (2024e)
Producing
countries1:
Turkey 46%
Greece 20%
North Africa 17%
Other Mediterranean 10%
Other 7%
Production2:
0.7 million tonnes
Market growth:
1% (2023e)
3.9% (2024e)
Sea bass and sea bream
Value of global production
1
£2.6bn
Salmon
Maturity level:
High Medium Low
Maturity level:
High Medium Low
11
Benchmark Holdings plc / Annual Report and Accounts 2023
Governance Financial Statements Additional Information
Strategic Report
Driving sustainability in aquaculture - Business Overview
Business Overview
Our business is customer-centric.
We develop and deliver innovative
mission-critical products and solutions
that help drive our customers’ success.
Key resources
Proprietary technologies
and know-how
Resulting from decades of investment
in R&D and teams of leading scientists
in their field.
Our people and culture
Our people are the driving force
behind everything we do. Guided by
our values and objectives, we promote
a collaborative, inclusive culture that
makes Benchmark a great place
towork.
Global well-invested
footprint
With a commercial presence in 26
countries and well-invested production
facilities, we are well-placed to deliver
high-quality products to customers
around the world.
Partners and suppliers
Our network of partners and suppliers
is important to our success. We build
sustainable relationships with industry
partners who share our commitment
to operate responsibly.
Benchmark Holdings plc / Annual Report and Accounts 2023
12
Our customers
and channels
Key activities
Innovation
Leveraging our commercial insights,
expertise, and technology platforms,
our teams of scientists develop
groundbreaking and sustainable
products and solutions that
address the evolving needs of the
aquacultureindustry.
Production and
manufacturing
We operate well-invested production
facilities with protocols in place to
promoted resource efficiency, health
and safety, good animal health and
welfare and ecosystem health.
Technical services and
consulting
We offer technical support and
consulting services to aquaculture
producers to optimise their production
and farming efficiency and help
address challenges.
Sales, distribution and
customer support
Driven by a strong commercial focus
and customer-centric approach, we
deliver tailored products and solutions
along with exceptional customer
support on a timely basis to our global
customer base.
Industry collaboration
We collaborate with industry participants,
research institutions and other
stakeholders in projects and initiatives
that promote sustainable practices
andinnovation.
We serve a highly diverse customer base
covering multiple species, geographies and
productionsystems.
We pride ourselves in delivering tailored products
and solutions complimented with technical
support specifically tailored to our customers’
individualneeds.
We aim to establish long term relationships,
helping our customers address present and future
production challenges.
We serve our customers directly and through an
extensive network of distributors which contribute
to expand ourreach.
We actively promote the utilisation of our solutions
and sustainable aquaculture practices through an
extensive programme of webinars, digital resources,
training sessions and active participation in trade
shows andconferences.
Our species
Shrimp
£38bn
Salmon
£16.2bn
Sea bass and sea bream
£2.6bn
Value of global production
13
Benchmark Holdings plc / Annual Report and Accounts 2023
Governance Financial Statements Additional Information
Strategic Report
Our products and solutions play an important role
in meeting the needs of aquaculture producers and
consumers for a sustainable, reliable and nutritious
source of protein in fish and shrimp.
As a responsible operator, we manage our business
in a way that promotes the wellbeing of our people,
the animals under our care, our communities and
the planet by adopting best practices, ambitious
targets and transparent reporting for the benefit of
all our stakeholders.
Driving sustainability in aquaculture - Contribution and Impact
Our contribution
and impact
Benchmark Holdings plc / Annual Report and Accounts 2023
14
SDGs
How we contribute to the achievement of the goal
Through our products and solutions and our technical support, we
help to develop sustainable food production systems and implement
resilient practices that increase productivity and production for large
and small-scale producers. This contributes to improve food security
in every region of the world.
750
aquaculture producers supported
across every continent
1 of 3
Our products are used in 1 of 3
salmon and shrimp farmed globally
We take the health, safety and well-being of our employees very
seriously with policies and programs in place including: mental
health first aiders, well-being campaigns and a health and safety
management system covering 100% of our operations. Through
our supplier code of conduct we seek to extend our reach into our
supplychain.
450
hours of employee participation
in well-being sessions
32
trained mental health aiders
We know that diversity promotes innovation and better decision
making, and we will continue to strive to attract a diverse workforce
and provide equal opportunities throughout the business.
We are mindful of the importance of gender diversity at all levels
of the Group.
Gender Ratio
Executive Management
50%/50%
Total Employees
41% female 59% male
We promote inclusive and sustainable economic growth,
employment, and decent working conditions in our operations
and in our supply chain. Our people policies and approach to
global compensation and benefits ensure equality across our
locationsworldwide.
100%
roll-out of our supplier code of
conduct (modern slavery)
Equality in benefit and remuneration
policy across all regions
In the growing climate crisis that we are experiencing, rapid and
sustained reductions in GHG emissions are essential. We take our
responsibility towards this critical goal seriously with ambitious GHG
reduction targets. Our Net Zero targets are underpinned by defined
actions across our operations which we are implementing according
toplan.
New solar panels in Thailand facility
will reduce its GHG emissions by
30%
Our work supports efforts to conserve and sustainably use our
oceans and marine resources:
y We contribute to reduce overfishing by supporting the
development of the aquaculture industry
y We work to replace marine ingredients in our feeds
y We avoid the discharge of medicines into the ocean with our
CleanTreat® system
Avoided discharge of
29,000 kg
of medicine into the ocean by using
CleanTreat® in our sea lice solution
Terrestrial ecosystems are vital for sustaining human life. Escalating
trends of forest loss and land degradation pose a severe threat to
the planet and people.
By sourcing certified land ingredients for our feeds, we contribute to
protecting life on land.
100%
certified soy use in our feeds and at
our breeding facilities
Governance Financial Statements Additional Information
Strategic Report
15
Benchmark Holdings plc / Annual Report and Accounts 2023
Innovation capability coupled with
deep market insight sets us apart.
During the year we strengthened our
Genetics R&D team with a focus on
reproductive technologies aiming to
bring new breakthroughs in sterility and
gene editing to the market in the coming
years. In Advanced Nutrition we launched
our first AI-powered artemia counting
tool SnappArt, an example of how we
incorporate state of the art technology
into our product offering.
Growth vectors
In addition to the growth potential
across our established core business,
we have three significant growth vectors
which represent strategic priorities for
theGroup:
y the commercial expansion of
our salmon genetics into the
Chileanmarket;
y the commercialisation of our
shrimpgenetics products; and
y the development of a new business
model and operating platform for
Ectosan® Vet and CleanTreat®.
During the year we devoted considerable
effort and resources to ensure that we
have a compelling customer proposition
and the right infrastructure and cost base
in each of our growth vectors to deliver
adequatereturns.
Chile is the second largest salmon
producing country in the world and
a natural new market for our salmon
genetics business. Barriers to entry in
genetics are high and it is by leveraging
our world class genetics expertise to
develop a pure Chilean strain and our
extensive operational capabilities that
we have a competitive product in the
market which is reliable, biosecure and
high performing. Results from our first
full production cycle demonstrate this,
translating into new customer wins and
a growing pipeline of orders supported
by an intense commercial effort from our
local and global team.
FY23 Overview
We delivered good growth in revenue
and Adjusted EBITDA despite
challenging conditions in the global
shrimp markets. This demonstrates the
strength of our business and the agility
of our organisation to adapt - mitigating
the impact of a soft market and taking
advantage of commercial opportunities
to further consolidate our leading market
position. We continued to build on our
established track record of growth and
improved profitability with revenues
increasing by 7%, and Adjusted EBITDA
from continuing operations excluding
fair value movements from biological
assets by 15% (see Note 36). Operating
loss for the year reduced by 15% from
the previous year, and total loss for the
year reduced 29%. Since the end of
FY20 when we completed the Group
restructuring, revenues and Adjusted
EBITDA from continuing operations have
increased by 61% and 128%, respectively
after adjusting for the divested tilapia
business. In the same period, operating
loss reduced by 45% and total loss for
the year reduced by 32%.
Good performance in our core
established business
Our three business areas reported good
contribution and progress. Advanced
Nutrition showed the strength of an
excellent organisation and was able to
land a good year despite weak shrimp
markets which resulted in a drop in
demand for our products in key markets.
Genetics increased revenues by 14%
driven by its core established business
with record salmon egg sales from its
three facilities in Iceland, Salten and
Chile, and continued to invest in its
growth vectors. Health reported 27%
revenue growth. With leading market
positions, good commercial momentum,
and growth in our underlying markets
we expect further organic growth in our
coreareas.
2023 highlights
• Good growth in revenues
and Adjusted EBITDA
despite weak shrimp
markets
• Progress in key growth
vectors
• Strategic steps to further
integrate and streamline
the Group
• Strengthened innovation
capabilities
Delivery and
strategic progress
Chief Executive Officer’s Review
Trond Williksen
Chief Executive Officer
Third consecutive year of
financial and strategic delivery
I am pleased to report a third consecutive
year of financial delivery and strategic
progress at Benchmark. The change
programme which we embarked on
three years ago and which is ongoing
has transformed Benchmark into a
robust and commercial organisation with
leading market positions focused on
delivering growth and shareholder value.
Supported by industry megatrends
and growing interest in sustainability,
farming efficiency and animal welfare,
Benchmark is uniquely positioned in the
aquaculture industry. With a clear focus
on three business areas – Genetics,
Advanced Nutrition and Health we deliver
specialised, mission critical solutions that
address the most important challenges
facing the aquaculture industry today.
This creates excellent opportunities and
prospects ahead for Benchmark.
Benchmark Holdings plc / Annual Report and Accounts 2023
16
Revenue from
continuing operations
£169m
2022: £158m
We see significant potential in shrimp
genetics as a driver of growth and
sustainability in shrimp production;
indeed, this is an area where Benchmark
has world class capabilities and expertise.
We launched our first commercial shrimp
genetics products in 2022 exporting
breeders from our production facility in
Florida to multiple markets in Asia. Based
on feedback from the first commercial
phase, in FY23 we decided to develop a
new range of products addressing a need
in the market for growth and balanced
strains in addition to resistance, as well
as a need for locally adapted strains
tailored to variations in customer needs
across countries. We undertook trials to
enable product testing in local conditions
and our new product development is well
progressed. We also took the decision
to exit our JV multiplication centre in
Thailand and plan to develop alternative
market routes for our shrimp genetics
through partnerships with other industry
players, leveraging our extensive network
and established relationships. In order
to leverage our leading market position
and commercial network in the shrimp
market through Advanced Nutrition, we
combined our shrimp activities across
Genetics and Advanced Nutrition under
the leadership of Patrick Waty, our Head
of Advanced Nutrition.
Our sea lice solution Ectosan® Vet and
CleanTreat® has proven to be highly
efficacious, protective of animal welfare
and the environment, and represents a
key growth vector for Benchmark. During
the year there was increased adoption
of our sea lice solution by small and large
producers along the entire Norwegian
coastline. Full market penetration
however relies on the development of a
new business model and configuration
aligned to our customers’ infrastructure.
During the year we signed an agreement
with a specialist wellboat equipment
provider, MMC, and ship designer, SALT,
to integrate CleanTreat® systems into
new wellboats.
This also opens up opportunities for
retro-fits or installations on platforms
other than the current PSV (platform
supply vessel) setup. The implementation
of the new business model will allow us to
streamline the organisation and reduce
capital intensity. Part of these actions are
reviewing different options to optimise
operations and cash flow on our journey
towards fully integrated customer-owned
systems, including taking down the
exposure to the capital intensive setup
we currently hold with two PSV’s.
Strategic Action
We continue our efforts to integrate and
streamline the Group - making sure we
have an organisation that is as optimal
as possible from an operational and
commercial point of view. To this end
we executed an important alignment in
the year bringing together our salmon
activities under the leadership of our
Head of Genetics and our shrimp
activities under the leadership of our
Head of Advanced Nutrition. This
customer-centric action will enable
us to increase our commercial impact
with a combined offering and customer
network, leveraging resources and
knowledge and further strengthening our
market leadingposition.
Our overarching aim to achieve
profitability and sustainable cash
generation led to the decision to exit
from our tilapia breeding operation while
maintaining our exposure to this species
through our Genetic Services business.
Having developed top performing
genetics and an efficient operation and
supply chain, the slow industrialisation and
adoption of tilapia genetics in the industry
meant that we did not see a path to
adequate returns in the short and medium
term. We were pleased to have exited the
business through a management buyout
and we continue to work with the new
owners providing support for the breeding
programme through our Genetics
Services activities.
Our culture and our people
Benchmark’s purpose driven team
and culture is our most important
asset. Our values underpin the way
we conduct our business and create a
collaborative, innovative and commercial
organisation which I am very proud
of. We take employee well-being and
engagement seriously and create regular
opportunities to facilitate dialogue.
These are an important pillar in making
Benchmark a ‘Great Place to Work’.
Looking forward – Outlook
We have had a good start to the year
and there is good momentum in the
business. We have good visibility of sales
in Genetics at normalised levels following
the supply shortage experienced Q1
FY23. In Advanced Nutrition we are
seeing early signs of recovery in the
shrimp markets which we expect will
contribute positively from Q2FY24
onwards. Our CleanTreat® units are
currently operating at a good capacity
utilisation and we expect this to be
reflected in Q1 FY24. We expect normal
seasonality with low treatment volumes
in the second half. We are considering
actions to optimise our operations
and cashflow during the transition to
an integrated customer solution. The
continued integration and streamlining
of the Group will enable us to further
leverage the Group capabilities and drive
efficiencies contributing to a positive
outlook for the year ahead.
Looking into the future, we are
uniquely positioned in an industry
that is structurally growing. With a
clear strategy addressing the main
aquaculture species, we have significant
opportunity to deliver growth and
shareholder returns. We will continue the
development of the Group and ongoing
consideration of our strategy to realise
the value inherent in our business for the
benefit of all our stakeholders.
Trond Williksen
Chief Executive Officer
Benchmark has a unique positioning in the
aquaculture industry delivering products and
solutions that address the growing needs of
aquaculture producers, consumers and key
stakeholders seeking a sustainable future.”
Trond Williksen
17
Benchmark Holdings plc / Annual Report and Accounts 2023
Governance Financial Statements Additional Information
Strategic Report
Strategic Pillar
Maintain and grow our
leadership position in
established markets
Expand our platform
through the launch of
newproducts and entry
into new markets within
ourcore areas
‘One Benchmark’ group
integration, embedding
thenew culture and
realising potential
synergies
Pursue add-on
opportunities within
coreareas, adhering
tostrict criteria
2023 Priority
y Genetics: become supplier of
choice for salmon genetics in all
keymarkets
y Advanced Nutrition: maintain
a leading position in the global
artemia market
y Health: continue to increase
customer adoption of Ectosan®
Vet and CleanTreat® in Norway
y Continue to develop the
CleanTreat® model integrating
customer infrastructure
y Continue roll-out of shrimp
breeders and explore post
larvae business model for
shrimpgenetics
y Continue to develop our
performance framework with a
focus on training and development
to make Benchmark a ‘great place
to work’
y Identify and implement
furthersynergies
y Identify near and medium-term
opportunities for potential
add-ons
y Evaluate potential opportunities
andprogress if appropriate
2023 Delivery
y Genetics: 15% growth in number
of salmon eggs sold with record
sales from all three production
facilities
y Advanced Nutrition: increased
market share in the global
artemia market in challenging
market conditions
y Health: increased market
adoption of Ectosan® Vet
and CleanTreat® across the
Norwegian coastline
y Development of integrated
CleanTreat® solution progressed
through collaboration with MMC
and Salt
y Developing the next generation
of shrimp genetics products
based on feedback from initial
commercialisation: sales effort
paused until new products are
readyfor launch
y Integration within salmon activities
and shrimp activities under
common leadership enabling us to
realise synergies and enhance our
commercial-centric focus
y Outstanding participation in
engagement survey and top
quartile engagement scores
y A number of opportunities
were evaluated but not pursued
following detailed due diligence
to establish strategic fitand
potential financial returns
2024 Priority
y Genetics: become supplier of
choice for salmon genetics in all
key markets
y Advanced Nutrition: maintain
leadership in artemia and
strengthen position in diets and
health products
y Health: establish a sustainable
operating model for Ectosan®
Vet and CleanTreat®
y Continue work to position
Benchmark as an established
supplier towards achieving scale
andprofitability
y Complete development of next
generation of shrimp genetics
products and commence
commercialisation
y Continue the effort to realise the
benefits from the integration of the
salmon and shrimp activities across
the Group to leverage resources
and knowledge
y Continue to explore opportunities
to develop new growth avenues
within coreareas
Our strategy is guided by our mission to
drive sustainability in aquaculture. We apply
commercial focus and innovation to deliver
specialised mission critical solutions, and
build market leading positions in each of
our markets.
Through our strategic priorities and Group-wide
performance framework we align our efforts and
resources towards our main goals. Our medium term
targets are set to deliver growth, profitability and
shareholdervalue.
Strategic framework
Delivering
on our strategy
Medium term KPI’s
Revenue growth p.a. Adjusted EBITDA margin
15%-18% 25%-30%
Period end
Cash conversion
1
Free cash flow
2
% sales
70%-80% 10%-15%
period end
1 Cash generated from operations after working capital and taxes as percentage of
Adjusted EBITDA.
2 Free cash flow: Net cash from operating activities less capex and lease payments
(excluding cash interest).
Benchmark Holdings plc / Annual Report and Accounts 2023
18
Strategic Pillar
Maintain and grow our
leadership position in
established markets
Expand our platform
through the launch of
newproducts and entry
into new markets within
ourcore areas
‘One Benchmark’ group
integration, embedding
thenew culture and
realising potential
synergies
Pursue add-on
opportunities within
coreareas, adhering
tostrict criteria
2023 Priority
y Genetics: become supplier of
choice for salmon genetics in all
keymarkets
y Advanced Nutrition: maintain
a leading position in the global
artemia market
y Health: continue to increase
customer adoption of Ectosan®
Vet and CleanTreat® in Norway
y Continue to develop the
CleanTreat® model integrating
customer infrastructure
y Continue roll-out of shrimp
breeders and explore post
larvae business model for
shrimpgenetics
y Continue to develop our
performance framework with a
focus on training and development
to make Benchmark a ‘great place
to work’
y Identify and implement
furthersynergies
y Identify near and medium-term
opportunities for potential
add-ons
y Evaluate potential opportunities
andprogress if appropriate
2023 Delivery
y Genetics: 15% growth in number
of salmon eggs sold with record
sales from all three production
facilities
y Advanced Nutrition: increased
market share in the global
artemia market in challenging
market conditions
y Health: increased market
adoption of Ectosan® Vet
and CleanTreat® across the
Norwegian coastline
y Development of integrated
CleanTreat® solution progressed
through collaboration with MMC
and Salt
y Developing the next generation
of shrimp genetics products
based on feedback from initial
commercialisation: sales effort
paused until new products are
readyfor launch
y Integration within salmon activities
and shrimp activities under
common leadership enabling us to
realise synergies and enhance our
commercial-centric focus
y Outstanding participation in
engagement survey and top
quartile engagement scores
y A number of opportunities
were evaluated but not pursued
following detailed due diligence
to establish strategic fitand
potential financial returns
2024 Priority
y Genetics: become supplier of
choice for salmon genetics in all
key markets
y Advanced Nutrition: maintain
leadership in artemia and
strengthen position in diets and
health products
y Health: establish a sustainable
operating model for Ectosan®
Vet and CleanTreat®
y Continue work to position
Benchmark as an established
supplier towards achieving scale
andprofitability
y Complete development of next
generation of shrimp genetics
products and commence
commercialisation
y Continue the effort to realise the
benefits from the integration of the
salmon and shrimp activities across
the Group to leverage resources
and knowledge
y Continue to explore opportunities
to develop new growth avenues
within coreareas
19
Benchmark Holdings plc / Annual Report and Accounts 2023
Governance Financial Statements Additional Information
Strategic Report
Investment case
Benchmark is a leading aquaculture biotechnology
company uniquely positioned to address the growing
need for sustainable seafood production.
Unique mature
biotech platform
Three complementary areas driving
farming efficiency, growth and
animal health and welfare
y High entry barriers
y Proprietary technologies
y Track record of innovation
Market-leading
position in major
farmed species
Financial framework for
growth and returns
Medium term KPIs
y 15%-18% annual revenue
growth
y 25%-30% Adjusted EBITDA
margin
y 70%-80% cash conversion
y 10%-15% free cash flow as a
percentage of sales
Market leader in mission-
critical areas:
y Genetics
y Early-stage specialist nutrition
y Sea lice treatments
17%
CAGR Revenue
post restructuring
in 2020
1 in 3
farmed salmon
carries our genetics
and we feed
1 in 3
farmed shrimp
20+
year genetic
programmes
Investment case
Benchmark Holdings plc / Annual Report and Accounts 2023
20
Track record
of delivery
y Consistent strategic and financial
delivery following restructuring
y Revenue growth, cost control and
disciplined investment
y Increased integration, streamlining
and operational efficiency
y Enhanced sustainability credentials
Opportunities
for growth
y Growing end markets driven by
population and consumption
megatrends
y Increasing customer and stakeholder
interest in sustainable solutions
y Continued innovation
Purpose driven
with strong
ESG credentials
y Purpose-driven organisation;
sustainability at core of our mission
y Net Zero commitments
y AA MSCI ESG Rating
y First green loan and green bond
issued in FY22
35%
CAGR Adjusted
EBITDA
post 2020 restructuring
MSCI
ESG RATINGS
AA
CCC B BB BBB A AAAAA
First
AI-enabled
product
Governance Financial Statements Additional Information
Strategic Report
21
Benchmark Holdings plc / Annual Report and Accounts 2023
Strong performance underpinned by our
leading genetics, bio-secure well-invested
facilities and continued customer focus.
Business Area Review
Genetics
2023 highlights
Salmon
• We achieved record sales of salmon eggs from
Norway, Iceland and Chile resulting in more than
330m eggs delivered to 26 countries worldwide,
a 15% increase from FY22.
• Significant increase in demand for eggs from
our facilities in Iceland underpinned by the
new incubation centre opened in FY22 and
our commitment to maintaining the highest
biosecurity standards.
• Increased commercial traction in Chile with
doubling of sales.
• We were granted disease-free compartment
status by the World Organisation for Animal
Health (WOAH) for our facilities in Chile, a
status only held by seven facilities worldwide,
of which four are Benchmark’s – two in Iceland
and two in Chile. The disease-free compartment
status enables exports from Chile to salmon
producersworldwide.
Shrimp
• Development of a new product portfolio underway
tailored to the needs of individual local markets,
applying the learnings from the first commercialphase.
• We set up a new trial facility in Asia to facilitate product
development and commercialisation.
• We reduced our commercial efforts until the new
products are launched; timing coincides with
challenging market conditions in the global shrimp
markets which have affected demand.
Tilapia
• We completed a strategic review of the tilapia
business resulting in a sale of the business to the
management team, and the establishment of an
agreement for the ongoing development of the tilapia
breeding programme by our Genetics Services team.
This enables us to reduce costs and accelerate our
path to cash generation while maintaining a presence
in tilapia.
• Benchmark has been at the forefront of advancing
sustainable, high-quality tilapia production by
delivering tilapia strains with superior growth and
disease resistance based on 24 generations of
selection. We will continue with this work through our
Genetics Services activities.
R&D and Genetic Services
• We expanded our R&D team with a focus on
reproductive technologies aiming to bring new
breakthroughs in sterility and gene editing to the
market in the coming years.
• We developed new cost-effective genotyping tools as
part of our expanded Genetic Services offering: Single
Nucleotide Polymorphism (SNP) arrays, a tool relevant
for the leading aquaculture species. This supports our
strategy to become the one-stop shop for market-
leading genetic services.
Revenue
£65.5m
(2022 restated : £57.4m, up 14%)
Adjusted EBITDA
£15.7m
(2022 restated: £17.4m, down 10%)
Geir Olav Melingen
Head of Salmon, Health and Genetics
Benchmark Holdings plc / Annual Report and Accounts 2023
22
Our unwavering commitment to
investment in R&D positions us as a
global leader in salmon genetics today
and in the years and decades to come
and establishes a path to sustained
commercial success.”
Geir Olav Melingen
• We completed breakthrough research in collaboration
with the USDA Aquatic Animal Health Research Unit
related to resistance to Streptococcus iniae in tilapia,
identifying a significant quantitative trait locus (QTL).
• We developed a strategic partnership with the
Institute of Marine Research (IMR) in Bergen focused
on reproductive biotechnologies with one of our senior
geneticists now primarily based at IMR and winning
a major collaborative project from the Norwegian
Research Council to study the potential use of salmon
germ cell culture to advance genetic improvement for
key traits.
Sustainability
• We Implemented an environmental management
system ISO 14001 in our facilities in Norway
andIceland.
• We acquired a hydro powerplant, Baggfossen
Mikrokraft AS, in Salten with potential to cover 8–10%
of the facility’s energyrequirements.
• We completed the construction of a new broodstock
hall in Salten to improve fish welfare, allowing for
reduced handling.
• We Installed a new cooling system in Vogar, Iceland
which fully replaces the need for freon gas, a
significant ozone depleter.
• We also installed a more efficient heating system in
Lønningdal which optimises conditions for our salmon
fry and saves energy andcosts.
Focus on biosecurity: disease-
free compartment status for
our genetics facilities in Chile
In May 2023 we reached a significant milestone in our
commitment to biosecurity when we were granted
Disease-Free Compartment status for our genetics
facilities in Chile, becoming the first genetics company in
Chile to receive this recognition.
The Disease-Free Compartment status, as defined
by the World Organisation for Animal Health (WOAH),
stands as a testament to our commitment to the highest
standards of animal health, confirming strict adherence
to a comprehensive sanitary management system. This
ensures that our production complies with specific
disease-free health status.
The rigorous certification process entails robust
implementation of sanitary and biosecurity measures
including contingency plans to prevent the dissemination
of potential disease agents in the event of outbreaks.
The certification represents an important differentiating
factor for Benchmark in the market and opens an export
market from Chile creating new avenues for futuregrowth.
Governance Financial Statements Additional Information
Strategic Report
23
Benchmark Holdings plc / Annual Report and Accounts 2023
Advanced Nutrition
Business Area Review continued
2023 highlights
• Market leadership and business resilience:
In a year of challenging market conditions we
strengthened our leading market position in the
global shrimp and Mediterranean fish markets.
This is a reflection of the capability and agility of
our commercial organisation. By leveraging our
local technical services capabilities and global
footprint we adapted to the market needs, taking
advantage of commercial opportunities across
our markets.
• In FY23 the global shrimp markets were
affected by a number of factors including high
inflation which reduced shrimp consumption
and increased production costs. This created
oversupply impacting shrimp prices. Producers
reacted by reducing pond stocking in the short
term, reducing demand for our products.
• Operations 2.0 programme: During the year we began
the implementation of a structured programme of
operational efficiencies, focused on four elements:
production process automation, supply chain
integration, digitalised data management and
automated workflows. The initial progress made
through this programme contributed to mitigate the
financial impact of the drop in demand as a result of
adverse shrimpmarkets.
• Technical support: Technical support services
are a core element in our offering to promote best
practices in farm management and in the use of our
products. Our expert team conducts regular hands-
on workshops with farmer groups, distributors and
customers on crucial themes including disease
diagnostics and biosecurity. This promotes the optimal
use of our products and protocols contributing to our
customers’ success.
• R&D collaboration: We established new collaborations
with research institutes in Ecuador and Singapore
to work on initiatives to address local production
environments and challenges. This will enable us
to gain a deeper understanding of our customers’
production systems and to develop products
and solutions that best address their current and
futureneeds.
• Local training capabilities: We set up a cutting-edge
artemia demonstration room in collaboration with key
Indian hatchery groups. The artemia room serves as
a training and demonstration centre, supporting the
launch of new products, allowing us to showcase our
technologies and share best practices with customers
and other stakeholders.
Revenue
£78.5m
(2022: £80.3m, down 2%)
Adjusted EBITDA
£18.4m
(2022: £19.0m, down 3%)
Patrick Waty
Head of Advanced Nutrition
Through commercial focus and operational
efficiency we delivered a strong performance,
consolidating our position as industry leader.
Benchmark Holdings plc / Annual Report and Accounts 2023
24
SnappArt: first AI-powered
counting and qualifying tool
for live feed
In FY23 we launched our first AI-powered tool – SnappArt.
The innovative technology addresses the challenge of
manually counting live feed of both artemia and rotifers: a
time-consuming, laborious task prone to error that hinders
hatchery efficiency.
SnappArt is the result of a collaboration between
Benchmark’s INVE R&D experts and Netherlands based
ARIS B.V. bringing together Benchmark INVE’s 40 years of
expert knowledge on live feed culture and deep learning
networks underpinning the SnappArt technology.
The tool offers substantial improvements in the speed
and efficiency of artemia and rotifer counting improving
accuracy and delivering highly reproducible results.
This ensures consistency, eliminating the variability and
subjectivity associated with manual counting methods.
When combined with tailored cloud-based management
software, SnappArt takes efficiency and automation
to the next level. Hatcheries can access real-time
production data, generate automated analyses, and
create dashboards for their live food production. Allowing
hatcheries to access standardised expert-level counting
results around the clock, aligns with our commitment to
enhance efficiency, automation, and sustainability in the
aquaculture industry.
The technology highlights our ability to translate extensive
research and development efforts into tangible products
that deliver real value to our customers and contribute to
the future of aquaculture.
• Innovation: Our proprietary technology and
commitment to sustained innovation underpin
our excellent technical performance and we are
committed to continued investment to bring to market
innovative value added products incorporating state
of the art technologies. In 2023 we launched a new
AI-enabled Artemia tool, SnappArt which enables our
customers to count live feeds with unmatched ease,
speed, and accuracy.
Sustainability
• MSC certification: We obtained MSC Chain of
Custody certification for our Artemia products
harvested from the Great Salt Lakes. This represents
an important milestone for Benchmark and for our
customers, contributing to the sustainability and
transparency of the full aquaculture value chain,
lending further credibility to our credentials.
• Global GAP Chain of Custody for compound feed:
Our Global GAP certification obtained in 2013 was
enhanced this year through voluntary scrutiny of
sustainability parameters including labour practices.
• Installation of solar panels in Thailand: Post period
end we completed the installation of solar panels in
our production facility in Thailand which will make a
substantial contribution towards our goal to reduce
GHG emissions towards our Net Zero Journey.
• Novel Green Ingredients Innovation:
We have identified, evaluated, and approved a low
environmental impact protein source for inclusion in
our shrimp and fish larval feeds.
• Sustainability scorecard: We increased the
sustainability focus in our product development and
lifecycle management by introducing a scorecard
which to assess and track sustainability parameters in
our product lifecycle process. This important step will
help align our sustainability efforts with our customers
own sustainability goals.
I am proud of our performance
in 2023, a year of significant challenges
in the global shrimp industry, our main
market. By focusing on our mission to
help our customers succeed, adapting
to the prevailing environment and
maintaining financial discipline we were
able to consolidate our leading market
position and further increase
operational efficiency.”
Patrick Waty
Governance Financial Statements Additional Information
Strategic Report
25
Benchmark Holdings plc / Annual Report and Accounts 2023
Health
Business Area Review continued
Substantial revenue growth and improved
profitability driven by growth across
Benchmark’s portfolio of medicinal
sea licetreatments.
2023 highlights
In the fight to manage sea lice, producers look to
reliable, effective, and safe treatments as part of
their strategic de-lousing programme. Benchmark’s
portfolio of medicinal sea lice treatments plays a key
role – with a growing number of Ectosan Vet® and
Salmosan® Vet treatments recorded in FY23.
Integration of activities with Benchmark’s salmon
genetics creating an integrated customer-centric
offering
• In FY23 we combined our salmon activities
across Health and Genetics under the
leadership of Geir Olav Melingen. This leverages
Benchmark’s leadership, presence and brand
across our salmon solutions, enhancing customer
focus and enabling the Group to realise synergies
over time.
Ectosan® Vet and CleanTreat®
• We saw increased adoption of Ectosan® Vet and
CleanTreat® by large and small salmon producers
along the entire Norwegian coastline.
– A positive development in the Norwegian
market with more new customers implementing
Ectosan® Vet and CleanTreat® as part of their
sealicestrategy.
– The solution continues to show c.100% efficacy
and high animal welfare.
• We made important progress in the development
of a new business model and new configuration for
CleanTreat® to integrate the CleanTreat® system
intoour customers’ wellboat infrastructure.
• We signed an agreement with MMC First Process
AS and working closely with Salt Ship Design AS
to integrate the CleanTreat® systems onboard
wellboats. This will:
– Align our solution with our customers’
infrastructure and future wellboat strategy.
– Reduce the environmental footprint of the
treatment operations by reducing the number
ofvessels involved in the delivery of the solution.
– Reduce the capital investment for Benchmark.
• We took initial steps towards the expansion of
Ectosan®Vet and CleanTreat® in Chile, Canada and
theFaroe Islands.
• The Norwegian Veterinarian Institute published a
report stating imidacloprid (Ectosan® Vet), shown to be
the most efficacious sea lice product against all mobile
and adult sealice.
– The report also focuses on the welfare effects
of sea lice treatments and the development
of resistance, all in favour of Ectosan® Vet and
CleanTreat®.
Revenue
£25.5m
(2022: £20.1m, up 27%)
Adjusted EBITDA
£4.8m
(2022: £0.1m)
Geir Olav Melingen
Head of Salmon, Health and Genetics
Benchmark Holdings plc / Annual Report and Accounts 2023
26
First hand praise from our
customers for our innovative
sea lice solution Ectosan® Vet
and CleanTreat®
In many ways, this has been a year in focus for Ectosan®
Vet and CleanTreat®. We have now marked two years
of commercial deployment; we have grown the number
of farmers that have used the solution and have
now supported farms along the entire length of the
Norwegiancoastline.
Silje Fløtues Hansen, Fish Health Biologist at Nordlaks AS
shares her good experience of using Ectosan® Vet and
CleanTreat® at their site in northern Norway. She lists the
informative training provided to the wellboat crew and the
support their health team received from Benchmark ahead
of treatment to ensure efficient and optimal treatments, all
as imperative to their treatment success.
Furthermore, Silje comments on the reliable results and
safety of the treatment making it a useful tool in Nordlaks
strategy against sea lice.
Watch Silje share her feedback here:
Quite simply, CleanTreat® is a game
changer. It makes medicinal treatments
environmentally viable and is key to
parasite control. Environmental
sustainability is rightly on the agenda,
and as an industry, we have had to
adapt the balance between
sustainability and profitability.
CleanTreat® enables the best solution
for efficacy, welfare and
theenvironment.”
Geir Olav Melingen
Salmosan® Vet
• We have continued our effort to expand the use of
Salmosan® Vet in the global salmon industry through
expansion into new markets, commercial focus and
label extensions.
• During the year, we entered into an exclusive
agreement with STIM Scotland to distribute
Salmosan® Vet in the UK, enhancing access
to oursea lice treatment accompanied by our
technicalsupport.
• In Canada, the label change extending the bath
duration of Salmosan® Vet and the regulatory
change to increase the number of treatments
allowed in a year has proven to improve results
leading to increased use. As a result of the improved
results, we have seen a positive market development
in Canada during FY23.
• The first sales of Salmosan® Vet in Iceland occurred.
Governance Financial Statements Additional Information
Strategic Report
27
Benchmark Holdings plc / Annual Report and Accounts 2023
Continuing Gross Profit
£86.8m
2022 restated: £83.9m
Net Debt
4
(£65.5)m
2022: (£73.7)m
Strong and positive
performance in
the year
Septima Maguire
Chief Financial Officer
Financial Review
We have been able to
deliver a solid set of
results in FY23 built
on our focus toward
profitability and cash
generation as we
continue to progress our
strategic objectives.
Introduction
We continued to develop a business
structured for growth and resilience.
FY23 has been a year of significant
progress in which we have delivered
sales growth in both Genetics and
Health, our two salmon focussed
business areas. Additionally, in Advanced
Nutrition, we have been able to continue
to make progress even despite difficult
economic conditions in which the market
contracted. Our continued focus on
cost and cash conservation has proven
key to our progress and we ended the
year with healthy cash, net debt and
available liquidity position. We anticipate
that the shrimp markets will improve
somewhat in FY24 and our shrimp
focussed businesses are poised to
benefit. Salmon continues to be a very
solid market for the Group allowing us
to continue to progress the business in
line with our strategic objective to be the
preferred supplier of salmon eggs in all
key markets.
Financial highlights
• Revenues were 7% above the prior
year resulting from:
– a marginal 2% decrease in
Advanced Nutrition revenues
(-7% in constant currency (CER⁵))
showing resilience in difficult
market conditions.
– Strong performance in Genetics
with revenues 14% above the prior
year (+20% in constant currency)
due to strong demand for salmon
eggs during the year.
– 27% increase in revenues in Health
(+29% in constant currency) with
higher sales of Ectosan®Vet/
CleanTreat® and Salmosan® Vet.
• Continuing Adjusted EBITDA²
excluding fair value movements
in biological assets was up 15% to
£35.6m reflecting the impacts of the
revenue noted above and tight control
over costs.
• Loss before tax from continuing
operations was improved from
last year at £12.7m (2022 restated:
£21.4m). Loss from discontinued
operations relating to the disposal of
the tilapia business of £5.5m (2022
restated: £1.8m).
Liquidity and net debt
• Liquidity⁶ (cash and available facility)
increased to £48.8m (2022: £45.8m)
and cash at year end of £36.5m
(2022:£36.4m).
• Net debt reduced to (£65.5)m (2022:
(£73.7)m) reflecting the impact of the
equity raise of £13m in December
2022, resilience in trading, lower capex
and focus on working capital control.
Overview of reported financial results
During 2023, the Group’s focus was on
continuing to strengthen the business
and deliver good commercial results and
advancing its strategic priorities with the
aim to be cash generative.
Advanced Nutrition continued to
deliver strong results even as they
faced headwinds in the shrimp markets
demonstrating good resilience within
the business area. Genetics had a good
year with strong sales and solid results,
and with Ectosan® Vet and CleanTreat®
sales gaining more traction in Health this
resulted in an increase in Group revenue
of 7% to £169.5m in the year (2022
restated: £157.7m). This increase in sales
meant that gross profit increased to
£86.8m (2022 restated: £83.9m). Gross
margin was slightly down at 51% (2022
restated: 53%). Using the same foreign
exchange rates experienced in 2022
(constant currency⁵) revenue increased
by 7%.
Benchmark Holdings plc / Annual Report and Accounts 2023
28
See pages 110-182
for Financial Statements
As we continue to progress towards being fully
cash positive, this year has shown the true
strength within Benchmark, delivering revenue
and AEBITDA growth even with market
headwinds. I am delighted that Benchmark has
continued to grow and deliver forward
momentum in cash generation.”
Septima Maguire
Continuing AEBITDA
2
£35.5m
2022 restated: £32.6m
Continuing Revenue
£169.5m
2022 restated: £157.7m
See pages 111-187
for Financial Statements
As Reported (£m unless otherwise stated) 2023
2022
restated* % AER % CER
5
Revenue from continuing operations 169.5 157.7 7% 7%
Operating loss from continuing operations (5.3) (6.2) 15% 22%
Loss before tax from continuing operations (12.7) (21.4) 41% 44%
Loss for the period including discontinued operations (21.6) (30.5) 29% 31%
Basic loss per share (p) (3.16) (4.60) 31% –
* 2022 numbers have been restated to reflect changes to the ongoing continuing business following the disposal of the tilapia business during the year
(Note12).
Adjusted Measures (£m unless otherwise stated) 2023
2022
restated* % AER % CER
5
Gross profit from continuing operations 86.8 83.9 3% 4%
Gross profit % 51% 53% – –
Gross profit from continuing operations exc movements in fair value of
biological assets 86.9 82.3 5% 6%
Gross profit % 51% 52% – –
Adjusted EBITDA
2
from continuing operations 35.5 32.6 9% 11%
Adjusted EBITDA
2
margin % 21% 21% – –
Adjusted EBITDA
2
from continuing operations exc movements in fair value
of biological assets 35.6 31.0 15% 16%
Adjusted EBITDA
2
exc fair value movements margin % 21% 20%
Adjusted Operating Profit
3
from continuing operations 14.6 10.7 36% 41%
Net debt
4
(65.5) (73.7) 11% –
* 2022 numbers have been restated to reflect changes to the ongoing continuing business following the disposal of the tilapia business during the year Note12.
1 EBITDA is earnings/(loss) before interest, tax, depreciation and amortisation and impairment. See income statement.
2 Adjusted EBITDA is EBITDA¹ before exceptional and acquisition-related items. See income statement.
3 Adjusted Operating Profit is operating loss before exceptional and acquisition-related items and amortisation of intangible assets excluding development
costs. See Note 36.
4 Net debt is cash and cash equivalents less loans, borrowings and lease obligations. Net debt includes £19.9m (FY22: £26.3m) relating to lease obligations.
See Note 37.
5 % CER is the change year on year translating current figures using last year’s foreign exchange rates.
6 Alternative performance measures and other metrics are included in Note 36 of the financial statements.
29
Benchmark Holdings plc / Annual Report and Accounts 2023
Governance Financial Statements Additional Information
Strategic Report
Financial Review continued
We continued to manage costs across
the Group very closely. Operating costs
from the continuing business increased
by 2% to £45.2m (2022 restated:
£44.1m) with increased costs in Genetics
and Advanced Nutrition driven in the
main by inflation offset by cost cuts in
Health. Expensed R&D from continuing
operations decreased by 9% to £6.1m
(2022 restated: £6.6m).
Adjusted EBITDA from continued
operations increased by 9% to £35.5m
(2022 restated: £32.6m) driven by
increased performance in Health
which offset Genetics where we had
significant investment in shrimp genetics
as well as lower fair value uplift and
AdvancedNutrition.
Business area performance
From continuing operations (£m)
Revenue AEBITDA
2
Actual
2023
Actual
2022
restated* % AER % CER
5
Actual
2023
Actual
2022
restated* % AER % CER
5
AEBITDA
margin %
2023
AEBITDA
margin %
2022
restated*
Genetics 65.5 57.4 14% 20% 15.7 17.4 (10%) (1%) 24% 30%
Advanced Nutrition 78.5 80.3 (2%) (7%) 18.4 19.0 (3%) (8%) 23% 24%
Health 25.5 20.1 27% 29% 4.8 0.1 4,295% 4,165% 19% 1%
Corporate 5.7 5.1 12% 12% (3.4) (3.9) 13% 13% – –
Inter-segment sales (5.7) (5.2) (10%) (10%) – – – – – –
Total Group 169.5 157.7 7% 7% 35.5 32.6 9% 11% 21% 21%
Genetics excluding FV uplift 65.5 57.4 14% 20% 15.8 15.8 0% 8% 24% 28%
Group excluding FV uplift 169.5 157.7 7% 7% 35.6 31.0 15% 16% 21% 20%
* 2022 numbers for Genetics have been restated to reflect changes to the ongoing continuing business following the disposal of the tilapia business during the
year (Note 12).
Adjusted measures (see Note 36)
We continue to use adjusted results
as our primary measures of financial
performance. We believe that
these adjusted measures enable a
better evaluation of our underlying
performance. This is how the Board
monitors the progress of the Group.
We use growth at constant exchange
rate metrics when considering our
performance, in which currency balances
are retranslated at the same exchange
rates in use for the prior year to illustrate
growth on a currency like-for-like basis.
In line with many of our peers in the
sector, we highlight expensed R&D
on the face of the income statement
separate from operating expenses.
Furthermore, we report earnings
before interest, tax, depreciation and
amortisation (“EBITDA”) and EBITDA
before exceptional and acquisition-
related items (“Adjusted EBITDA”).
Theactivities of the Group’s equity
accounted investees are closely aligned
with the Group’s principal activities,
as these arrangements were set up
to exploit opportunities from the
Intellectual Property (“IP”) held within
theGroup. As a result, to ensure that
adjusted performance measures
are more meaningful, the Group’s
share of the results of these entities
is included within Adjusted EBITDA.
We also reportthis adjusted measure
after depreciation and amortisation of
capitalised development costs (“Adjusted
Operating Profit”) as the Board considers
this reflects the result after taking
account ofthe utilisation of the recently
expanded productioncapacity.
In addition, in line with the Salmon
industry, we also report Gross profit and
AEBITDA excluding fair value uplift under
IAS 41. Available liquidity, being cash and
undrawn facilities, is an important metric
for management of the business as it
gives a measure of the available liquid
funds and is also a key financial covenant
in the Group’s main debt facilities.
Genetics
Despite forex headwinds impacting both
NOK and ISK, Genetics delivered good
growth in revenue driven by sales of
salmon eggs where volumes increased
by 15% to 335 million eggs. Total
revenues from continuing operations of
£65.5m (2022 restated: £57.4m) were up
14%, 20% in constant currency.
Egg sales in our biggest market, Norway,
increased by 17% during the year, with
most of the demand being met by
higher production volumes from our
Salten facility. We also saw increased
sales to almost all other territories in the
year, resulting in an increase in revenue
from salmon eggs of 19% to £45.6m
(2022:£38.3m).
In non-product-based revenue streams,
revenues from harvested fish were
aided by increased salmon prices
resulting in harvest income in the year
of £11.1m (2022: £8.5m). Royalties
earned from use of our genetic IP fell
in the year, with sales down to £0.5m
(2022: £0.8m). No further revenues are
expected from this revenue stream as
the expected unwind of contracts is now
complete. Genetic Services delivered
slightly lower revenues of £1.2m in the
year (2022:£1.3m), but revenues from
1 EBITDA is earnings/(loss) before interest,
tax, depreciation and amortisation and
impairment. See income statement.
2 Adjusted EBITDA is EBITDA¹ before
exceptional items and acquisition-related
expenditure. See income statement.
3 Adjusted Operating Profit is operating
loss before exceptional items including
acquisition-related items and amortisation
of intangible assets excluding development
costs. See Note 36.
4 Net debt is cash and cash equivalents less
loans, borrowings and lease obligations.
Net debt includes £19.9m (FY22: £26.3m)
relating to lease obligations. See Note 37.
5 % CER is the change year on year translating
current figures using last year’s foreign
exchange rates.
6 Alternative performance measures and
other metrics are included in Note 36 of the
financial statements.
Benchmark Holdings plc / Annual Report and Accounts 2023
30
this income stream are expected to
increase in future years as we build on
the strength and depth of our recently
expanded genetics team and our IP in the
business. Revenues from other products
totalled £7.4m (2022: £9.1m).
Gross profit from continuing operations
reduced by 7% in 2023 to £30.6m (2022
restated: £32.8m) and gross margin
fell to 47% (2022 restated: 57%). The
reduction in gross margin was due to
a number of factors. We experienced
higher third-party production costs on
our broodstock licence, inflation in our
own costs and non-capitalisation of
shrimp development costs in the year
(£1.0m capitalised in 2022). Additionally,
the fair value movement of bio assets
fell to a reduction of £0.1m in 2023
which is a combination of a slowing in
the growth of our biomass and lower
eggs being incubated at the end of the
year, compared to an increase of £1.6m
in 2022, as the overall value of biological
assets fell versus prior year.
The previously announced strategic
review of our tilapia business was
completed in Q4 and as a result we
sold the tilapia assets in a management
buy-out. Our Genetics Services team
will continue to support the ongoing
development of the tilapia breeding
programme on an arms-length basis.
The tilapia operation had revenues of
£0.3m in the year (2022:£0.6m) and
an AEBITDA loss of £1.3m (2022: loss
of £1.4m). We also booked exceptional
costs of £3.9m in the year (2022: £nil)
relating to termination of the business.
Our work to refine the shrimp genetics
product line is ongoing and we have
lower commercial activities during the
year. Prevailing conditions in the shrimp
markets have also affected this area of
our business. Shrimp sales in the year
of £1.2m were behind last year (2022:
£2.0m) and Adjusted EBITDA losses of
£3.6m were £2.0m worse than prior year,
£1.0m of which, as noted above, was due
to capitalisation of development costs
for the shrimp nucleus in 2022 before it
launchedcommercially.
R&D spend was £0.6m lower in the
year (2023: £3.7m, 2022: £4.3m) and
operating costs were higher by £0.6m
(2023: £11.2m, 2022: £ 10.6m) as the
business grew. R&D reduced due to
goodcost optimisation in this area.
R&D activities in this business area
are focused on developing the traits
of growth, disease resistance and sea
lice resistance by selecting the best
performing animals from each generation
supported by cutting edge genetic
technologies. The search for markers
for new traits that can be included in the
breeding programmecontinues.
The share of profits/losses from the
equity accounted investees relates to
the joint venture with Salmar Genetics
AS where we recorded a share of profit
of £0.03m in 2023 (2022: share of
loss of £0.5m), and a share of losses of
£0.2m at Benchmark Genetics Thailand
(2022:share of losses of £0.1m). Post
year-end, as part of consolidating
the shrimp genetics business under
PatrickWaty,
Genetics has continued to establish
its facilities in Chile and with overall
AEBITDA losses of £2.9m and £0.1m
invested in capex in these facilities in
2023 (2022: £3.4m and 0.6mm). These
facilities have potential production
capacity of 50 million eggs and is
currently utilising capacity of around
30million eggs. During the year we sold
7million eggs.
All these factors contributed to increased
AEBITDA from continuing business of
£15.7m (2022 restated: £17.4m) and
AEBITDA margin of 24% (2022 restated:
30%). AEBITDA from continuing
business excluding fair value was the
same as prior year at £15.8m (2022
restated: £15.8m) with an AEBITDA
margin of 24% (2022 restated:28%).
Advanced Nutrition
Throughout 2023, Advanced Nutrition
delivered a resilient performance driven
by continued commercial and customer
focus. Advanced Nutrition had a good
start to the year but at that stage we
could already see weakening within
the shrimp markets. This continued
throughout the year but we have
delivered strong results despite the
market trends. Revenues in Advanced
Nutrition decreased by only 2% in
the year (7% at CER) as our strong
commercial focus has allowed us to
continue to strengthen our position and
take increased market share even as the
market has softened.
In 2023 and 2022, 73% of our revenues
derived from shrimp, with the balance
27% of derived from the Mediterranean
sea bass and sea bream sector.
By product area, artemia revenue
were £36.7m (2022: £37.4m) followed
by diets £32.6m ( 2022: £35.3m).
health which covers our probiotic and
environmental pond management
portfolio grew revenues by 13.6% to
£9.2m (2022:£8.1m).
Gross profit of £43.8m (2022: £42.6m)
showed an increase of 3% at AER but a
reduction of 1% at CER after the effect of
the foreign exchange tailwinds. However,
good cost control and reducing logistics
costs during the year along with lower
cost of goods for our Artemia products
helped support the resilience of the
business. As a result we saw an increase
in gross profit margin up from 53% to
56%. This increase in gross profit was
offset in part by an increase in operating
costs as we saw the full year effect of the
investment made in the business during
2022. There continued to be strong
cost control and where appropriate staff
reductions throughout this year in light
of difficult market conditions. Operating
costs grew to £23.4m (2022: £21.5m).
This led to Advanced Nutrition reporting
AEBITDA of £18.4m (2022: £19.0m) and
a slight decrease in AEBITDA margin
from 24% to 23%.
Within this business area, an important
barrier to entry is the access to GSL
Artemia where we, through our
relationship with the Great Salt Lakes
Cooperative have access to 44% of the
annual harvest of Artemia from the Great
Salt Lakes.
Strategic Report
Governance Financial Statements Additional Information
31
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Review continued
Health
Health reported revenue of £25.5m
(2022: £20.1m) largely reflecting
increased market traction for
Ectosan®Vet and CleanTreat® which
represented of £17.2m of revenue
(2022: £14.8m) of which £4.8m relates
to revenue for vessel-related costs
(2022: £2.5m). Additionally, it was a good
year for our other sea lice treatment,
Salmosan® Vet, which showed a
resurgence of demand in the year
driven mainly by label changes which
allow longer use in certain territories
and delivered revenue of £8.3m
(2022:£5.4m).
Gross profit increased by £3.8m to
£12.3m, driven by the increased sales
from of Ectosan®Vet and CleanTreat®
combined with increased margins from
Salmosan® Vet. Gross margin increased
to 48% (2022: 43%), due to increased
Ectosan®Vet and CleanTreat® sales.
During the year, the focus of this
business area has been to drive demand
for Ectosan®Vet and CleanTreat® in
Norway and also to lay the ground work
for moving the Cleantreat® treatments
away from Benchmark leased and
controlled vessels, onto customer owned
platforms. This will reduce the capital
intensive nature of the solution and
ultimately reduce costs for the customer,
making it a more attractive solution to
use for the treatment of sea lice. To date
capacity utilisation on the Cleantreat®
vessels varied with treatment seasonality
which translated into utilisation of c.50%
in each vessel during FY23. We are
reviewing different options to manage
capacity and optimise operations and
cash flow as we transition towards fully
integrated customer owned systems on
wellboats. This may include reducing the
exposure to the capital intensive setup
we currently hold with two PSV’s. With
cash and cost control being a very key
focus for this business area, operating
costs decreased to £7.3m (2022: £8.1m)
and research and development fell to
£0.3m (2022: £0.4m). Adjusted EBITDA
for the business area was £4.8m (2022:
£0.1m). AEBITDA margin was 19% for
2023 (2022: 1%).
Within Health and Genetics, given
the commonality of customers we
adopted a single sales and marketing
team approach which has been in place
during the financial year. To further drive
these efforts, Health and Genetics were
brought under common operational
leadership during the year under
GeirOlav Melingen. We will continue to
report these as separate segments to
aidin transparency of results.
Cost Inflation
As noted earlier, cost control remains of
significant importance in Benchmark and
in the current inflationary environment
becomes even more so. During the year,
we saw higher cost inflation in a number
of areas, the most significant of which
related to salaries. Within Health we
were able to mitigate this by reducing
the overall number of headcount and
limiting discretionary spend. Within
Genetics and Advanced Nutrition, we
have, within the constraints of existing
contracts, tried to increase prices and
also limit discretionary spend to mitigate.
Within Advanced Nutrition, a number of
roles were also reorganised to make the
operation leaner to best fit the current
market conditions.
Exceptional items
Items that are material because of their
nature whose significance is sufficient
to warrant separate disclosure and
identification within the consolidated
financial statements are referred to
as exceptional items. The separate
reporting of exceptional items helps to
provide an understanding of the Group’s
underlying performance.
2023
£mil
2022
£mil
Aborted acquisition
related items 0.6 –
Exceptional
restructuring costs 0.9 1.2
Costs associated with
the Oslo listing 2.6 –
Cost in relation to
disposals (0.2) (1.2)
Total exceptional
items 3.9 (nil)
The above table excludes £3.9m
of exceptionals included within
discontinued operations as
mentionedearlier.
Exceptional expenses in 2023 were
mainly driven by legal and professional
costs in relation to the dual listing on
the Oslo exchange of and consideration
of uplisting to the Oslo Børs of £2.6m.
Within Health and Advanced Nutrition
some restructuring occurred during
the year, in Health to move towards the
integration of the operational leadership
and within Advanced Nutrition to adapt
to the changes in the markets. This
resulted in costs of £0.9m (2022: £1.2m).
The costs were offset by a credit of
£0.2m (2022: £1.2m) relating to additional
contingent consideration received in the
period following the disposal of Improve
International on 23 June 2020, actually
cash received was £1.25m related to
thisdivestment.
Depreciation, amortisation and
impairments
Depreciation and impairment of tangible
assets including discontinued operations
and right of use assets was £18.7m (2022
restated: £19.9m). In total, depreciation
and impairment charges on right of use
assets under IFRS 16 was £10.3m (2022
restated: £11.3m). The charge within
discontinued operations included above
was £0.3m (2022:£0.2m). Amortisation
and impairment of intangible assets
totalled £18.5m (2022: £19.2m). This
includes an impairment charge of £0.5m
related to some intellectual property
within Health which is deemed no
longer to be of value. We expect the
amortisation charge to start reducing
from FY25 as some of the Advanced
Nutrition (INVE) assets will be fully
amortised then.
Benchmark Holdings plc / Annual Report and Accounts 2023
32
Research and development
£m
Expensed Total expensed and capitalised
2023
Continuing
business
As % of
sales
2022
restated
As % of
sales
2023
Continuing
business
As % of
sales
2022
restated
As % of
sales
Expensed R&D by business area
Genetics 3.7 6% 4.3 7% 3.7 6% 5.2 9%
Advanced Nutrition 2.1 3% 2.0 2% 2.1 3% 2.1 3%
Health 0.3 1% 0.4 2% 0.9 4% 1.0 5%
Total research and development 6.1 4% 6.7 4% 6.7 4% 8.3 5%
Expensed R&D activities decreased in the year by £0.5m with Genetics having good cost optimisation in this area while continuing
to focus on improvements in the breeding nucleus. Health spending remained low due to their significantly reduced R&D
programmes. Genetics’ research is focused around continually developing new disease and parasitic resistant traits as well as
growth traits which we can breed into our products. Advanced Nutrition’s focus is on expanding our product portfolio and driving
growth through product improvements.
Other operating costs
£m 2023
As % of
sales
2022
restated
As % of
sales
Operating Expenses for continuing business by Business Area
Genetics 11.2 17% 10.6 18%
Advanced Nutrition 23.4 30% 21.5 27%
Health 7.3 29% 8.1 40%
Corporate (net) 3.3 3.9
Total operating expenses 45.2 27% 44.1 28%
Other operating costs within the
continuing business increased from
£44.1m in 2022 (restated) to £45.2m
in 2023. The modest increase in costs
reflects the impact of cost inflation
being mitigated by good cost control and
limiting discretionary spend.
Discontinued Operations
During the year we initiated a strategic
review of our tilapia operations with a
view to understanding the timeline to
cash generation within the area of our
Genetics business. As a consequence
of this review we divested the business
via a management buy-out in the
fourth quarter of the financial year. The
results of the discontinued business
can be seen in Note 12 within the
financialstatements.
Net finance costs
Analysis
£m Continuing business 2023
2022
restated
Net Finance expenses
Interest Income
(0.6) (0.3)
Foreign Exchange gains (0.3) (2.8)
Interest on bond and
bank debt 8.4 6.2
Amortisation of
deferred financing fees 0.5 1.9
Penalty for early
settlement of the bond – 1.6
Movements in hedging
instruments (2.2) 7.0
Finance lease interest 1.6 1.6
Total net finance
expenses 7.4 15.2
The Group incurred net finance costs of
£7.4m during the year (2022 restated:
£15.2m). Included within this was interest
charged on the Group’s interest-bearing
debt facilities of £8.4m (2022: £6.2m),
the higher interest cost was due to higher
utilisation of the RCF facility during the
year and also higher interest coupon on
the bond. In addition, a further £0.5m
was charged on amortisation of the
deferred finance costs (2022: £1.9m). Net
foreign exchange gains of £0.3m (2022
restated: net gain of £2.8m) arose due
to the movement in exchange rates on
intercompany loans and external debt.
Movements on the hedging instruments
associated with the Group’s NOK bond
debt resulted in gains of £2.2m (2022:
loss of £7.0m).
Strategic Report
Governance Financial Statements Additional Information
33
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Review continued
Statutory loss before tax
The loss before tax from continuing
operations for the year at £12.7m is
lower than the prior year (2022 restated:
loss of £21.4m). This was a result of the
positive trading result offset by higher
exceptional items and lower finance
costs due to changes in fair value of
in-effective portion of cash flow hedges
slightly offset by unfavourable foreign
exchange movements.
Taxation
There was a tax charge on the loss for
the year of £3.4m (2022: £7.3m), mainly
due to overseas tax charges in Genetics
and Advanced Nutrition in territories
where no loss relief is available,
partially offset by deferred tax credits
on intangible assets mainly arising on
consolidation from acquisitions.
Other Comprehensive Income
In addition to the loss for the year
of £21.6m, there was a significant
movement of £23.0m in OCI resulting
from movements in the foreign exchange
and hedging reserves. The forex loss
of £23.5m was driven by USD and NOK
impacting the retranslation of foreign
currency denominated subsidiary
balance sheets into GBP offset by
amounts designated as net investment
hedges, together with long term internal
loans not expected to be repaid in the
foreseeable future which are treated like
equity with the movements going directly
to reserves. These were offset by £0.5m
credit into the hedge reserve from hedge
accounting on cashflow hedges.
Transfer and cancellation of
share premium
During 2023, we obtained approval via
the AGM to cancel part of the share
premium account and transfer it to
retained earnings. This amounted to
£394.2m. This has allowed the business
to increase its distributable reserves
and serves as a step towards the goal
of being a cash generative group,
able to issue dividends in line with its
dividendpolicy.
Reported loss for the year
The loss for the year from the continuing
business was £16.1m (2022 restated:
loss of £28.7m). The total loss from
continuing activities and discontinued
operations was £21.6m (2022: £30.5m).
Loss per share
Basic loss and diluted loss per share were
both 3.16p (2022: loss per share 4.60p).
The movement year on year is due to the
movement in the result as well as the
increase in the weighted average number
of shares in issue of 33.7m.
Dividends
No dividends have been paid or
proposed in either 2023 or 2022 and
the Board is not recommending a final
dividend in respect of the year ended
30September2023.
Biological assets
A feature of the Group’s net assets is its
investment in biological assets, which
under IAS 41 are stated at fair value.
At 30 September 2023, the carrying
value of biological assets was £46.0m
(2022:£46.7m). This decrease is due
principally to the reduction in eggs
available for sale in FY24 compared to
FY23, as demand for our eggs was higher
at the start of FY23 while there were
supply issues in the market which did not
affect Benchmark. This has normalised
during the year. The fair value movement
on biological assets included in cost of
sales for the year was a reduction of
£0.1m (2022: uplift of £1.6m).
Intangibles
Additions to intangibles were £0.8m
(2022: £1.9m) with the main area
of investment being capitalised
development costs which in the year
decreased by £1.1m to £0.6m (2022:
£1.7m). R&D costs related to products
that are close to commercial launch have
to be capitalised when they meet the
requirements set out under IAS 38. In
this financial year, the main development
project capitalised was Salmosan Vet
(£0.6m).
Capital expenditure
During 2023, to manage cash, we
curtailed the investment incurred and
focussed on purely business critical
areas. The Group incurred tangible fixed
asset additions of £6.0m (2022: £10.8m)
broken down as follows:
• Health: £0.7m (2022: £2.6m)
• Genetics: £3.4m (2022: £5.6m)
• Nutrition: £1.9m (2022: £2.6m)
Within Health, there was an increase
in the provision to demobilise the
Cleantreat® units from the current
vessels of £0.4m and additional
equipment for the existing Cleantreat®
units of £0.3m. Capex associated with
our Genetics business was £3.4m where
we finished the building of new tanks
at Salten to support ramping up to the
150 million egg capacity at that facility
(£1.4m) and we continue to invest in
our production footprint in Iceland and
Salten. 2023 saw minimal investment
in our growth initiatives in Chile and
shrimp as we believe they have been
sufficiently invested. In Advanced
Nutrition we continued to invest in the
two manufacturing facilities to support
growth and operationalefficiency.
Benchmark Holdings plc / Annual Report and Accounts 2023
34
Cash flow, liquidity and net debt
Movement in net debt
2023
£m
2022
£m
Net debt at 30 September 2022 /2021 (73.7) (80.9)
Cash generated from operations excluding working capital
and taxes paid 29.6 30.3
Investment in working capital (1.1) (12.0)
Capital expenditure (6.8) (12.7)
Other disposal activities 0.2 (0.2)
Foreign exchange on cash and debt 4.3 10.5
Interest and tax (17.1) (17.0)
Proceeds from previous year disposals of subsidiaries 1.3 1.5
Acquisition of subsidiaries net of cash/debt acquired (0.2) –
Investment in associates (0.6) (0.4)
Acquisition of non controlling interest (8.0) –
Additions to/modifications of leases (IFRS 16) (3.7) (11.5)
Shares issued 10.9 20.2
Other non-cash movements (0.6) (1.5)
Net debt at 30 September 2023/2022 (65.5) (73.7)
Cash flow
With improved trading in the business,
we saw strong cash generated from
operations of £29.6m (2022: £30.3m).
During 2023 with significant focus
on cash conservation, we restricted
the investment in working capital
to £1.1m versus an outflow last year
£12.0m . Interest and taxes were in
line with last year. Capital expenditure,
both intangible and tangible, showed
a significant decrease of £5.9m to
£6.8m (2022:£12.7m) as we continue
tomoderate ourcapex.
Working capital
Working capital has reduced slightly
in the period driven by a number of
factors. We can see the impact of foreign
exchange on the balance sheet as noted
above in the other comprehensive
income section and this impacted
the working capital balances at 30
September 2023, but our investment in
working capital was more moderate this
year as can be seen in the cash flow.
We noted earlier the decrease in
biological assets within the genetics
areas. Other inventories fell in Advanced
Nutrition as we had less GSL Artemia in
inventory than previous years.
In Health, we had transferred the
CleanTreat® equipment into inventory in
2022 but we had lower levels of inventory
of Salmosan® Vet than 2022.
Trade debtors and creditors, of course,
increased as a result of increased
sales but trade debtors decreased as a
percentage of sales from 20% to 16%
in the year. Trade payables were 20%
higher than last year as expected from
higher level of costs both from activity
levels and from cost inflation.
A significant amount of cash is tied up
with the working capital of the group and
focus will continue to be on releasing that
investment in the years to come.
Refinancing and borrowing
facilities
The Group has a senior unsecured
green bond issue of NOK 750 million,
with an expected maturity date of 27
September 2025. The bond has a coupon
of three months NIBOR* + 6.5% p.a.
with quarterly interest payments. The
Group also had a USD 15m revolving
credit facility (“RCF”) which was due to
mature in December 2022 and had £4m
drawn at 30 September 2022. During the
year, this RCF was refinanced by a new
£20m RCF on 21 November 2022 with a
June 2025 maturity. The interest rate on
the facility is between 2.5% and 3.25%
above compound interest rate depending
onleverage. At 30 September 2023,
there was £7.75m drawn on this facility
(2022: £4.0m).
There are other borrowing facilities
held within Benchmark Genetics Salten
AS which were originally put in place to
fund the building of the Salten salmon
eggs facility. On 1 November 2022 the
term loan facility outstanding balance
and the overdraft facility provided by
Nordea were refinanced into one facility
totalling NOK179.5m with a maturity
date of January 2028. The margin on
the new facility is 2.5%. In addition, a
working capital facility of NOK 20.0m
(renewal annually in March) is in place
for use solely by Benchmark Genetics
Salten AS. This facility is undrawn (2022:
undrawn). Two additional ten-year term
loans of NOK 25,000,000 and NOK
30,000,000 respectively provided by
Innovasjon Norge in 2018. These loans
currently have a flat interest rate of
5.95% perannum.
Cash and total debt
Net debt
£m
2023 2022
Cash 36.5 36.4
NOK 750m bond (57.6) (62.0)
Other borrowings (24.5) (21.8)
Lease liabilities (19.9) (26.3)
Net debt (65.5) (73.7)
The RCF combined with the year-end
cash balance of £36.5m (2022: £36.4m)
means the Group had total liquidity of
£48.8m (2022: £45.8m). This, while
utilising tight cost and cash control,
isexpected by the Directors to provide
the Group with sufficient liquidity
to fund the investment and working
capital required to crystalise the growth
opportunities which are part of the
strategic priorities of the Group and
provide adequateheadroom.
Strategic Report
Governance Financial Statements Additional Information
35
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Review continued
Equity raise and Oslo Euronext
Growth Listing
In December 2022, £10.8m net proceeds
were raised through a placing to provide
the Company with sufficient free float
to establish a listing on Oslo Euronext
Growth. The listing was completed on 15
December 2022 and we have remained
dual listed since that time. During 2023,
the Board considered an uplisting to Oslo
Børs but ultimately through shareholder
consultation, the decision was made to
remain dual listed on Euronext Growth
and AIM. The proceeds of this equity
raise facilitated us in having sufficient
available cash to purchase the minority
interest in our Icelandic operation.
Covenants
Banking covenants for the NOK bond
and RCF exist in relation to liquidity and
an ‘equity ratio’. Liquidity, defined as
‘freely available and unrestricted cash
and cash equivalents, including any
undrawn amounts under the RCF’, must
always exceed the minimum liquidity
value, set at £10m. Available liquidity at
30 September 2023 is £48.8m (2022:
£45.8m). The equity ratio, defined as ‘the
ratio of Book Equity to Total Assets’ must
always exceed 40%. The equity ratio at
30 September 2023 was 60% (2022:
61%). In addition, an equity to asset
ratio covenant exists for the Benchmark
Genetics Salten AS debt with a target
threshold of 40%, this equity to asset
ratio was 60.0% at 30 September 2023
(2022: 51.3%).
Acquisition of Iceland minority
Interest
In December 2014 Benchmark
acquired an 89.48% interest in
Stofnfiskur, subsequently rebranding
it Benchmark Genetics Iceland. Since
the acquisition, the business has
grown substantially, benefitting from
Benchmark’s leading market position,
investment and knowledge transfer
within the Group.In February 2023,
we acquired the remaining 10.52%
minority interest in Benchmark Genetics
Iceland for a consideration of €9m. This
acquisition is strategically important as
Benchmark Genetics Iceland is core to
the Company’s ability to supply highly
specialist, biosecure salmon eggs
year-round to salmon producers in c.25
countries around the world. Benchmark
Genetics Iceland represents 50% of the
Group’s salmon egg capacity.
Going concern
As at 30 September 2023 the Group had
net assets of £282.6m (2022: £323.3m),
including cash of £36.5m (2022: £36.4m)
as set out in the Consolidated Balance
Sheet on page 120. The Group made
a loss for the year of £21.6m (2022:
£30.5m). As at 30 September 2023 the
Company had net assets of £363.2m
(2022: £346.6), including cash of
£0.3m (2022: £3.2m) as set out on the
Company Balance Sheet on page 121.
The Company made a loss for the year of
£4.2m (2022: £16.5m).
As noted in the Strategic Report, the
business has performed steadily during
the year, showing resilience to some
tough market conditions towards the end
of the year. The Directors have reviewed
forecasts and cash flow projections for
a period of at least 12 months including
downside sensitivity assumptions in
relation to trading performance across
the Group to assess the impact on the
Group’s trading and cash flow forecasts
and on the forecast compliance with the
covenants included within the Group’s
financing arrangements.
In the downside analysis performed,
the Directors considered severe but
plausible scenarios on the Group’s
trading and cash flow forecasts, firstly
in relation to continued roll out of the
Ectosan® Vet and CleanTreat® offering.
Sensitivities considered included
modelling slower ramp up of the
commercialisation of Ectosan® Vet and
CleanTreat® through delayed roll-out
of the revised operating model for the
service, together with reductions in
expected biomass treated and reduction
in short-term treatment capacity. Key
downside sensitivities modelled in other
areas included assumptions on slower
commercialisation of SPR shrimp,
slower salmon egg sales growth in Chile
and removal of an additional financing
opportunity within Genetics, along with
sensitivities on sales growth in revenues
and pressure on pricing on CIS artemia in
Advanced Nutrition. Mitigating measures
within the control of management have
been identified should they be required in
response to these sensitivities, including
reductions in areas of discretionary
spend, tight control over new hires,
deferral of capital projects and temporary
hold on R&D for non-imminentproducts.
The refinancing exercise which
commenced in FY22 was completed
at the start of FY23, so that adequate
finance facilities are in place, and
with financial instruments in place to
fix interest rates and opportunities
available to mitigate globally high
inflation rates, the Group continues to
show resilience against current global
economic pressures. The Directors are
therefore confident that even under
all of the above sensitivity analysis,
the Group has sufficient liquidity and
resources throughout the period under
review whilst still maintaining adequate
headroom against the borrowing
covenants. They therefore remain
confident that the Group has adequate
resources to continue to meet its
liabilities as and when they fall due within
the period of 12 months from the date of
approval of these financial statements.
Based on their assessment, the Directors
believe it remains appropriate to prepare
the financial statements on a going
concern basis.
Benchmark Holdings plc / Annual Report and Accounts 2023
36
Number Relevant factors for the Board to consider How the Board had regard to these factors
1
The likely consequences of any decision in
the long term;
When evaluating new projects and initiatives the Board assesses the long-term
strategic, commercial, sustainability and financial impacts. Projects considered
by the Board during the year included the dual-listing of the Company’s shares
on Euronext Growth Oslo, consideration of the listing of the Company’s shares
on the Oslo Børs, capacity expansion projects, energy efficiency and energy
transition projects, the development of new products and the entry into
newmarkets.
2
The interests of the Company’s employees; An all-employee survey was completed again this year, and the results were
presented to and discussed with the Board.
In FY23, the Employee Representative role worked with a network of Employee
Champions and the structure was formatted to focus on feedback per region.
Each region was then invited to a meeting to detail feedback and this was
presented to the EMT. The Company has an Employee Representative who was
invited to participate to all meetings of the Extended EMT and joined as they
felt appropriate. They lead a group of employee champions who represent all
employees in all countries. The employee champions meet throughout the year
to discuss and input on the employee benefits per location, the implementation
of the Group values, and more general topics such as meeting policies, work
regime and how to promote One Benchmark. This year guest speakers have
included the Group Head of People and the Rewards Manager.
3
The need to foster the Company’s business
relationships with suppliers, customers
andothers;
See pages 38-39
for table
See pages 23,25, 27
for case studies
4
The impact of the Company’s operations on
the community and the environment;
The Board’s Sustainability Committee is responsible for overseeing the
work carried out by the Company’s Sustainability Working Group. This
includes developing policies aligned with the Company’s aim to minimise
the impact on the environment and the communities in the regions where it
operates. A network of Environmental Representatives at each site enables
implementation of the policies and act as a conduit to raise and address any
concerns arising. The Company’s Health, Safety and Environment Director
chairs a quarterly meeting with all Environmental Representatives. Specific
areas of focus include emissions, waste management and freshwater use.
5
The desirability of the Company,
maintaining a reputation for high standards
of business conduct; and
The Company has compliance and conduct policies, which it regularly updates,
on topics including the prevention of modern slavery, bribery, money laundering
and IT security, and encourages its employees to report any concerns
confidentially using its whistleblowing channel. Employees also receive annual
training on the Company rules and procedures for these matters. Regarding IT
training, the Company has introduced a phishing prone campaign to ensure that
employees are well-prepared and remain vigilant against phishing. The Group
introduced a Supplier Code of Conduct approved by the PLC Board to support
its commitment to corporate responsibility, ethical behaviour, environmental
footprint and human rights within the Supply Chain.
6
The need to act fairly as between members
of the Company.
The Company maintained a communication programme with all shareholders
including quarterly presentations for institutional and retail shareholders. The
Company made all presentations and webcasts held available through its
website. In addition, the Company invited questions through its webcasts from
institutional and retail shareholders. The Company complied with applicable
market and disclosure rules concerning equality of information.
Section 172 Companies Act 2006 Statement
Engaging with our stakeholders
The Board continued to focus on its duties under section 172 of the Companies Act 2006
towards its shareholders as well as having regard to the interests of the Group’s
keystakeholders.
The Board made its key decisions in the 2023 financial year having regard to the provisions of section 172. This requires the Board
to act in the way most likely to promote the success of the Group for its shareholders’ benefit and to have regard to matters set out
in the table below.
Strategic Report
Governance Financial Statements Additional Information
37
Benchmark Holdings plc / Annual Report and Accounts 2023
Section 172 Companies Act 2006 Statement continued
The Board is also conscious that the Group cannot grow and succeed without the support
of our stakeholders, from customers and suppliers to shareholders and employees, and
positive engagement with the communities in which we operate.
The table below sets out our key stakeholder groups and how we engaged with them during the year.
Benchmark’s engagement with our key stakeholders:
Stakeholder Engagement Key outcomes
Customers
Who led the Group’s engagement?
• Board, CEO, business area heads.
Why do we engage?
• Our customers help us develop and refine
our products.
• Building trust-based long-term relationships
enables us to deliver innovative high-quality
products and services that help both Benchmark
and our customers succeed.
What were the key actions and topics?
• Regular meetings and requests for feedback from
key customers in each business area.
• The Board receives regular updates from the CEO
and the Executive Management Team.
• The CEO met with customers in Chile, Norway,
Iceland, Vietnam and Thailand to continue fostering
customer relationships.
What were the key outcomes?
• Deepening of our understanding of Benchmark’s
perception and position in key markets.
• Continued refinement of our new Ectosan® Vet and
CleanTreat® business model and strategy in co-
operation with key customers, including development
of streamlined integrated CleanTreat® infrastructure
with MMC.
• Continued innovation with customer needs in mind,
including pre-launch of a new artemia tool which
counts hatched artemia.
• Within Health, we work closely with customers
to better understand their use of our medicinal
treatments, to focus our improved documentation
tofit with their needs.
• Within Genetics, we meticulously track the
majority of our shipments, maintaining robust
communication with our customers to enhance
ourproductscontinually.
• In response to valuable feedback from our Scottish
customers, we’ve launched a GxE study in FY23,
harvesting the first fish to thoroughly document
performance in various environments. Additionally, we
conducted the inaugural Complex Gill Disease trial in
the UK, prompted by direct customer engagement.
Suppliers
Who led the Group’s engagement?
• CEO, CFO, procurement directors and business
area heads.
Why do we engage?
• Without suppliers that can deliver quality
ingredients and components to the right place at the
right time in our supply chain, Benchmark cannot
serve its customers.
• We want to ensure that all of our suppliers adhere to
ethical business standards and treat their workers
and communities with respect and fairness.
• Engagement with suppliers is an important element
in achieving our goal of improving sustainability in
our operations across our supply chain including
by ensuring that all soy used in our feeds has a
sustainability certificate and by making progress
towards meeting our Net Zero Scope 1, 2 and 3
target by 2050.
What were the key actions and topics?
• Regular meetings with suppliers.
• Improved compliance checks (including the launch
of Supplier Code of Conduct) that enable us to
ensure that we work with ethical suppliers.
• Engagement with existing and potential new
suppliers to explore ways to improve the
sustainability of the Company’s raw materials
andpackaging.
What were the key outcomes?
• Through our engagement with our suppliers and
development of the supplier code of conduct, we
have more visibility and transparency within our
supply chain.
• Following communications with our suppliers and
setting these expectations we have built stronger
relationships and secured new relationships as a
result of working closely with ethical standards.
• Throughout FY23, we have seen a continual overall
downward trend in freight costs on most transport
lanes throughout our global supply chain for
finishedgoods.
• This has also allowed us to return our standard
delivery lead times back to normal. In turn, it has
allowed us to begin reviewing and reducing safety
stocking levels at all affiliates. This downward trend
has resulted in substantial reductions in actual costs
for global intercompany freight compared to the
previous year.
• In terms of material supplies, we have observed
higher prices for both marine and plant-based
materials, attributed to reduced availability and
yield. However, the recent trend indicates that
prices for both types of materials prices are
graduallydecreasing.
• The use of packaging materials such as metal cans
and plastics have decreased, whereas paper and
cardboard have increased.
Benchmark Holdings plc / Annual Report and Accounts 2023
38
Stakeholder Engagement Key outcomes
Employees
Who led the Group’s engagement?
• CEO, Group Head of People, and business
areaheads.
Why do we engage?
• Our team members across the globe are crucial to
Benchmark’s success.
• Our colleagues have brilliant ideas and we want to
hear them.
What were the key actions and topics?
• Global employee engagement survey, Company
and business area action plans.
• Encourage attendance Group and business area
level at:
– Global Town Halls.
– People Town Halls.
– Health and well-being webinars.
• The Board members and the Executive
Management Team visited sites and offices and to
meet employees.
• One Benchmark – ‘A Healthier You’ global campaign
of a 30 day activities challenge.
What were the key outcomes?
• In our employee survey, the Company had an
excellent participation rate of 92%, and with an overall
engagement score of 85% the Company is very well
positioned in the top quartile of companies globally
for employee engagement.
• Town Halls provide a platform to engage directly
with the panel on the topics of the meeting or any
questions the colleagues have, the panel will do their
best to answer honestly and accurately.
• The mental health and well-being webinars allow
colleagues to review external provider materials and
support in their roles.
• The Executive Management Team has met this
year in London, Dendermonde and Bergen, allowing
face-to-face discussions and opportunities to talk
with the employees, along with the Board and Non-
Executive Directors. The CEO and CFO also travelled
to sites in Norway, Edinburgh, Thailand and Chile,
to meet with teams within Genetics, Health and
Advanced Nutrition.
Communities
Who led the Group’s engagement?
• The Company’s Sustainability Working Group
which is overseen by the Board’s Sustainability
Committee.
Why do we engage?
• We want to contribute positively to the
communities in which we operate.
• We can learn from our diverse communities and
play our part as a global and responsible business.
What were the key actions and topics?
• Charitable and volunteering activities around the
world were undertaken within the Benchmark 4
Better programme. During the year the Company
made donations and funded voluntary activities
totalling approximately £50,000.
What were the key outcomes?
• Through the B4B programme the Group donated to
several charities.
• The volunteering programme was relaunched globally
and encouraged within teams to take part.
• Scholarships provided to the Wat Than School,
Thailand.
• We held an ‘Around the World’ challenge which
involved employees being motivated to walk, run, or
cycle the circumference of the globe. Benchmark
matched the total mileage as a charitable donation.
• We continued supporting our established
programmes supporting schools in our local
communities in Thailand and Colombia. In Colombia,
this took the form of financial donations specifically to
provide dedicated tutoring to students who had been
severely disadvantaged during the pandemic.
• In addition to our ongoing programmes we funded
activities and causes including support for Ukrainian
refugee families in our local community in Bergen
and support for organisations in India and Mexico
dedicated to education and well-being for children.
Shareholders
Who led the Group’s engagement?
• Chairman, CEO, CFO.
Why do we engage?
• Our shareholders are the owners of our business
and we manage it on their behalf.
• Our shareholders provide financial support
and stewardship.
What were the key actions and topics?
• Annual General Meeting.
• Regular investor calls and meetings with the CEO
and CFO.
• Engagement on sustainability and ESG topics
through our Head of IR and Sustainability.
• Webcast presentations with Q&A for institutional
and retail shareholders.
• Soliciting feedback through the Company’s advisers.
What were the key outcomes?
• Feedback received from shareholders was
incorporated in the Company’s annual strategy
development, and in the decision-making process
regarding the listing strategy in London and Oslo.
For any decision related to stakeholders please refer to the key activities of the Board.
Strategic Report
Governance Financial Statements Additional Information
39
Benchmark Holdings plc / Annual Report and Accounts 2023
Sustainability
Strategy
Ivonne Cantu
Head of the Sustainability
Working Group
At Benchmark, we
recognise that the future
of aquaculture lies in
sustainability.
As a proactive industry leader,
we acknowledge both the need
to feed a growing global
population and to preserve and
protect the planet’s resources.
Bridging this gap is what
motivates us and, driven by
committed people with a desire
to make a difference, our
sustainability strategy is
designed to align the
aquaculture industry towards a
more sustainable future.
Our sustainability strategy is set by
the Board’s Sustainability Committee
and the Sustainability Working Group
(SWG). Our strategy covers two key
areas; bringing sustainable products and
solutions to market and, as a responsible
operator, taking action to minimise our
impact on the environment and on the
communities in which we are present. We
aim to embed sustainability across our
business and into our value chain - from
our suppliers to our customers - and in
that way, create a bigger positive impact
in the industry.
We implement our strategy through a
sustainability programme set annually by
the Sustainability Working Group, which
is reviewed by the Board’s Sustainability
Committee. The programme is aligned
to our long term goals including our Net
Zero Commitment, and is informed by
the dialogue with our key stakeholders
and sustainability experts. Specific areas
within our programme are defined based
on a materiality assessment presented
on page 42.
Sustainability Report
Our network of environmental
representatives at every site enables us
to implement our programme across the
Group, taking into consideration local
priorities and circumstances. In this way
we ensure that our effort results in a real
positive impact in our local communities.
I am proud of the progress we have
made which is recognised by external
certification and rating agencies. In FY23
we achieved ISO 14001 certification
for our facilities in Norway and
Iceland, Global G.A.P. Chain of Custody
Certification for Compound Feed and
MSC certification for our GSL Artemia.
Our MSCI ESG Rating improved to AA.
Green Bond Report
In FY23 we published our first Green
Bond Allocation and Impact Report
following the issuance of our first Green
Bond in FY22 raising NOK 750 m. In the
first 12 months since issuing the Green
Bond we allocated the full proceeds to
Green Projects including our genetics
facility in Salten and development
and infrastructure associated with
our sea lice solution Ectosan® Vet and
CleanTreat®. You can find the Green
Bond Allocation and Impact Report on
our website.
Benchmark Holdings plc / Annual Report and Accounts 2023
40
Provider of
sustainable solutions
Responsible
Operator
Our technical services teams work
with producers around the world
to improve practices and protocols
aligned to sustainable production
Environment
y Net Zero Commitment
y Improvement programmes for
water, waste and effluents
People and Communities
y Well-being and development
y Supply chain code of conduct
y Benchmark for Better
y Fair and equitable
compensation and benefits
Animal health and
welfare
y Training and protocols
y Responsible antibiotic use
y Industry leadership
Genetics
Crucial starting point for resource
efficiency, disease incidence
andsurvivability
Advanced Nutrition
Early-stage nutrition promotes
growth and health through all
production stages
See page 15
for detail on our UNSDG’s
Advanced Nutrition
Addressing one of the biggest
sustainability challenges in
salmonproduction
Site level
improvements
We have an Environmental
Representative at each of
oursites who champions
localinitiatives
With the aim of continually improving,
our local teams review the environmental
performance of their operations, share
best practices and implement site level
improvements - big and small. This year,
projects included:
• Improvements to the CleanTreat®
process have resulted in a reduction
of emissions of 82%.
• At our Genetics site in Fellsmere the
use of LED lights reduced energy
consumption by 68% and enabled a
four-fold increase in algae production.
In addition the implementation of
Variable Frequency Drives in pumps
reduced energy use by 21%.
• In Thailand we encouraged the local
community to collect waste for
biofuel by exchanging waste for food
products. In excess of two tonnes of
waste was collected and sent to a
Refuse Derived Fuel facility.
• In Belgium, our Dendermonde team
participated in a reforestation project
near our facilities.
• To encourage a reduction in single
use materials from packed lunches,
our team in Thailand were given
lunchboxes manufactured from
wheatstraw.
• Data obtained from electric car
chargers at the Genetics Salten site
show that electric vehicles consumed
11.3 MWh of electricity saving 5tCO2e
over fossil-fuelled vehicles.
At Benchmark, we believe that collaboration
and coordinated action underpinned by
transparent reporting are critical to achieve
long term sustainability improvements. This
philosophy drives our strategy and our actions
as we strive to create a sustainable future.”
Ivonne Cantu
41
Benchmark Holdings plc / Annual Report and Accounts 2023
Governance Financial Statements Additional Information
Strategic Report
Moderate
Significance for Benchmark
Very High
Moderate
Importance to stakeholders
Very High
Consumer safety
Emissions and climate change
Water management
Business resilience
Animal health & welfare
Working conditions
Governance &
compliance
Resource efficiency
Training
Community impact
Biodiversity
Lifecycle management
Product innovation
Energy management
Purpose-driven culture
Indirect economic impact
Traceability
Antibiotic use
Waste management
Diversity & inclusion
Packaging
Key
Animal Health & Welfare
Environment
People & Community
Governance
Materiality assessment
Materiality assessment -
defining our focus areas
Every year we conduct a materiality
assessment to identify and prioritise
sustainability issues that affect our
business and our stakeholders.
We apply the Global Reporting
Initiative (GRI) materiality analysis
recommendations and Sustainability
Accounting Standards Board (SASB)
Materiality Map and, in the course of
our stakeholder engagement, we obtain
feedback from internal and external
Through our materiality assessment
we have defined the three pillars in
our sustainability programme: Animal
Health and Welfare, Environment and
People and Communities. Material
aspects related to governance are dealt
with through our Group governance
framework andpolicies.
Our ESG Governance Framework
Environmental representatives
• Report on KPIs for each site
• Facilitate implementation of policies
and programmes
• Provide feedback on ESG issues on
the ground
Experts and expert groups
• Develop policies and programmes aligned
to our ESG strategy
PLC Board and PLC
Sustainability Committee
• Provides strategic guidance and oversight
• Ensures Board decisions incorporate
ESG considerations
Sustainability Working Group
• Formed by representatives from all
business areas and relevant functions
• Proposes and implements strategy
Sustainability Report continued
stakeholders. Internally, this includes
discussions within our Sustainability
Working Group and the Sustainability
Committee. Externally, we obtain input
from shareholders and other stakeholders
including customers, industry
associations, and rating agencies.
We are active members of industry
associations promoting sustainability
including the Global Salmon Initiative (GSI)
and the Sustainable Shrimp Partnership
(SSP). Further information on how we
engage with our key stakeholders can be
found on pages 37-39.
We have conducted a review of the
newly introduced GRI 13: Agriculture,
Aquaculture and Fishing Sectors
2022 standard against our materiality
assessment. We identified that the
material topics within the standard were
consistent with those within our own
assessment and covered by the focus
areas in our sustainability programme.
Benchmark Holdings plc / Annual Report and Accounts 2023
42
Our pillars
Environment Animal health
and welfare
People and
communities
Overall commitment
As a responsible operator,
Benchmark is committed to
a programme of continuous
improvement across all our
operations to achieve our Net
Zero Goals and reduce our
overall environmental impact.
Overall commitment
We are committed to protecting
and promoting animal health
and welfare both in our
own operations and in the
development of new products
and solutions. We are guided
by the Five Freedoms Principle
(FAWC).
Overall commitment
We are committed to promoting
the wellbeing of our people, the
people in the communities where
we operate and the people that
work in our supply chain.
Focus areas:
• Climate change
• Energy management
• Water resources
• Waste
• Biodiversity
Focus areas:
• Training
• Operate facilities that promote
animal health and welfare
• Implement health plans that
adhere to best standards
• Incorporate animal health
and welfare considerations in
product development
Focus areas:
• Making Benchmark ‘A Great
Place to Work’
• Supplier code of conduct
• ‘Benchmark for Better’
community programmes
• Health and safety
andwellbeing
Goals
• Achieve Net Zero Scope 1
and 2 by 2030 and Scope 3
by 2050
• Operate using only energy
from renewable sources
by2030
• Reduce energy intensity by
5% every year
• Zero waste to landfill by 2030
Goals
• 100% trained staff
• 100% compliance with
healthplans
Goals
• Above industry average
engagement scores
• Training and development
• Diversity and inclusion
• Supplier engagement - 100%
adherence to policy
Relevant SDGs Relevant SDGs Relevant SDGs
Our sustainability programme
Strategic Report
Governance Financial Statements Additional Information
43
Benchmark Holdings plc / Annual Report and Accounts 2023
Environment
Sustainability Report continued
Highlights
• MSC certification granted
for our artemia products
harvested from the Great
Salt Lakes
• 100% sustainable
certified soy used in
ourfeeds and
breedingfacilities
• We have identified and
tested novel feed
ingredients for inclusion
in our feeds
• ISO 14001 certification
obtained in our Norway
and Iceland facilities
• The installation of solar
panels in our Thailand
facility was completed
post-period end
significantly contributing
to our Net Zero targets
• Roll-out of supplier code
of conduct completed
As a responsible operator, Benchmark
is committed to a programme of
continuous improvement to minimise
ourenvironmentalfootprint.
This means focusing our efforts on energy consumption, greenhouse gas
emissions, waste reduction and resource management in all aspects of our
operations. We do this through our Group environmental policy and report on
our progress through voluntary disclosures and in compliance with mandatory
reportingrequirements.
Task Force on Climate-Related Financial Disclosures (TCFD)
Benchmark acknowledges the importance of providing transparent disclosure
which enables its stakeholders to address the material sustainability factors
affecting its business including climate risk. TCFD provides a framework and
recommendations which enable companies and investors to measure and assess
the risks and opportunities associated with climate change in a transparent way
and to promote effective risk management. We are not required nor intend to
comply fully with TCFD; however, we have used that framework as guidance for
ourdisclosures.
Pillar Governance Strategy Risk
Management
Metrics and
Targets
Summary
Ensuring
we have
oversight and
management
of climate-
related risks and
opportunities
Understanding
the impacts from
climate change
and planning
accordingly for a
range of climate
scenarios
Setting in place
a methodology
for identifying
climate risks and
mitigate them
accordingly
Disclosure of
metrics and
targets used
to assess and
manage relevant
climate-related
risks and
opportunities
Streamlined Energy and Carbon Reporting
We report in compliance with the Streamlined Energy and Carbon Reporting (SECR)
framework. The reporting period is from 1 October 2022 to 30 September 2023.
We report total Scope 1 and 2 emissions along with those Scope 3 emissions for
which data is available. We report for all sites in the Benchmark Holdings Group.
Our environmental footprint and SECR disclosures are managed through the
governance framework below:
Programme Milestones
2019
First emissions
disclosure
2018
Board
Sustainability
Committee
established
2021
Net Zero targets
adopted
2023
First TCFD
disclosure
ISO 14001
2026-27
Disclosures
aligned with
SDS*
2024
First CDP rating
published
* Based on the commitment to Sustainability Disclosure Standards (SDS) made by the UK
Government to align UK regulatory reporting requirements with IFRS framework.
Benchmark Holdings plc / Annual Report and Accounts 2023
44
Governance
Governance Overview Responsibility
We have an environmental programme
in place led by the Group Health,
Safety and Environmental (HSE)
Manager and managed locally through
Environmental Representatives at
each site. Performance and progress
are reported through the Sustainability
Working Group to the PLC Board
SustainabilityCommittee.
The Group HSE Manager is responsible
for collating environmental data monthly.
Data is collected from each site using a
standard spreadsheet template and is
centrallycollated.
Wherever possible, data is directly
measured, with estimates made where
a team is in shared premises and direct
measurements are not available. These
estimates represent less than 1% of our
totalemissions.
Board’s oversight of climate-related risks and opportunities.
We have a well-established governance framework including a PLC Board
Sustainability Committee, a Sustainability Working Group with representation
from each business area, and an embedded team of environmental
representatives at each of our locations. This framework enables the Group to
consider climate issues through a Group-wide process to identify climate-related
risks and opportunities, and metrics and targets as set out in this report. This
governance framework has been effective in guiding our sustainability strategy,
establishing priorities, directing resources, and promoting transparency.
Our PLC Board and the PLC Sustainability Committee oversee and take overall
responsibility for risk management, including risks related to climate change, and
for integrating these into the Group strategy. The committees provide approval
and guidance on all ESG goals and targets across the business. The committee
includes our CEO and executive board member Trond Williksen. The Board is
updated regularly on the Sustainability working programme, ambitions and
targets through verbal and written reports from both the Director of Investor
Relations and the Group HSE Manager. The Board reviews the Company’s
climate-related risk assessment at least annually, including progress against our
roadmap to Net Zero (Scope 1 and 2 Emissions) and associated actions.
Management’s role in assessing and managing climate-related risks
and opportunities.
Our governance structure runs from Board level across the entire organisation,
as represented in the diagram on page 42. Our executive management team
(EMT) includes leadership representatives from all business areas and key
functions, and is responsible, for assessing the materiality of climate-related
risks and opportunities and developing a strategy to manage these. This is
incorporated in the Company’s annual strategy review process overseen by
theBoard.
Our Group HSE manager is responsible for identifying, assessing, and reviewing
climate-related risks and opportunities, alongside our site managers and
environmental representatives through workshops and 1-1 discussions. The
output from this process is reported to EMT and the SWG, and form our Climate
Change risk assessment. The Group HSE Manager is responsible for developing
the Group roadmap to achieve its Net Zero targets, monitoring progress, and
communicating to the EMT and PLC Sustainability Committee through regular
verbal and writtenreports.
New energy plant
and equipment at
Benchmark
Genetics Norway
in Lønningdal
Early in 2023, Benchmark Genetics
Norway invested in new energy
plant and equipment which doubled
the number of heat exchangers and
compressors and introduced frequency
controls to optimise pump operation. In
addition, the pipework and filters were
upgraded to prevent leaks and reduce
maintenancefrequencies.
The new plant has increased water
heating capacity by 50% significantly
reducing the overall energy demand.
The heat exchangers extract energy
from used water enabling fresh water
to be heated to within 1-2°C of the
specified temperature, minimising
additional heatingrequirements.
Increasing the number of compressors
has reduced the demands on each unit
and enhanced operational resilience
against failure.
The project has, so far, contributed to
an energy consumption reduction of
an average of 35,000 kWh per month
and has saved more than one tonne
of greenhouse gas emissions this
financialyear.
Governance Financial Statements Additional Information
Strategic Report
45
Benchmark Holdings plc / Annual Report and Accounts 2023
Sustainability Report continued
Environment continued
Assessment of potentially material risks
Risk:
Extreme weather
Risk: (physical, acute)
Description Impact(s) Mitigation Timeframe
Increase in frequency or
severity of weather and extreme
events including winter storms,
coastal erosion, hurricanes and
flooding; potential disruption to
ouroperations.
Thailand: storm-related flooding.
Iceland: asset damage from
winterstorms.
Florida: asset damage
fromhurricanes.
Site level contingency plans
to address disruptions due to
extreme weather events; such as
securing additional resources or
transport alternatives.
Maintenance and asset integrity
programmes to ensure our
buildings and equipment
arerobust.
Additional weather defences
including storm walls and draining
channels for proactive protection
of our facilities.
2030 – 2100
Potential financial impact Explanation Risk after mitigation Current risk level
<£1,000,000 The potential costs relate
to property repairs, weather
defencesand raw material/energy
storage installations.
Risk mitigated. No further action
expected within 0-5 years.
Expected to remain at current
levels in the short term.
Risk:
Freshwater availability
Risk (physical, chronic)
Description Impact(s) Mitigation Timeframe
As air temperatures increase,
water evaporation also increases,
intensifying hydrological cycle
variability and increasing risk
to water supply and quality,
which would impact our
productioncapability.
Norway: seasonal freshwater
availability from local groundwater
source disrupted.
Group Water risk assessment using
the WRI Aqueduct Tool, which
identified no key operational sites
are in water stressed areas.
Maintenance and asset integrity
programmes to ensure water supply
infrastructure is robust.
2030 – 2050
Potential financial impact Explanation Risk after mitigation Current risk level
£3,000,000 The cost relates to the construction
of a dam on the local freshwater
source (lake) and supporting
infrastructure to deliver a
consistent freshwater supply
ofimprovedquality.
Risk mitigated. No further action
expected within 0-5 years.
Risk is not expected
to materialise before
implementation of mitigation.
Strategy: understanding the
impacts of climate change and
planning accordingly
In FY2022, for the first time, we
conducted a top-level climate-related risk
assessment and identified key material
risk areas for disclosure. Throughout
FY2023 we have evolved this work into
a scenario-based assessment of the
material risks and their financial impact.
The assessment has been incorporated
in our annual strategy review and
development. This in turn has led us to
consider the adequacy of our business
continuity and actions required to
mitigate climate risks.
We consider the following timeframes
when assessing climate-related risks
andopportunities:
Short term Present – 2030
Medium term 2030 – 2050
Long term 2050 – 2100
The selected timeframes are aligned
with key global temperature increase
landmarks and the scenarios applied to
our disclosures.
Our analysis indicated that there are no
significant individual risks expected to
materialise in the short term. Over the
medium and long-term timeframes,
we have identified several potential
risks and opportunities relating to the
physical effects of climate change, and
transitional risks relating to transition
towards a low carbon economy including
increasing regulation and energy supply.
Benchmark Holdings plc / Annual Report and Accounts 2023
46
Risk:
Great Salt Lake water levels and salinity
Risk: (physical, chronic)
Description Impact(s) Mitigation Timeframe
Current reduced water levels are
thought to be predominantly due
to a 70% rise in population (since
1982) and industrial and agriculture
users together consuming >63%
of water in the Great Salt Lake
Basin. Potential contributions
due to climate change must
beacknowledged.
In a RCP4.5 scenario resilience
of the Great Salt Lake to
climate change reduces by
30% jeopardising reliable
artemiasupplies.
Working closely with the GSL
Co-Operative group to monitor the
situation, and support mitigation
and novel research projects.
The state of Utah has increased
water quality and management
regulations for communities and
industry local to the GSL.
2050
Potential financial impact Explanation Risk after mitigation Current risk level
Unknown Unable to quantify due to
timeframe of potential impacts
and uncertainty of climate-
relatedimpacts.
Risk mitigated. No further action
expected within 0-5 years.
Climate-related risk not expected
to materialise until 2050.
Risk:
Fish feed availability
Risk (physical, chronic)
Description Impact(s) Mitigation Timeframe
Supply of marine and non-marine
ingredients for our fish feed is a
concern, as population growth
and climate change influence
availability. Ocean acidification
due to atmospheric CO
2
uptake
and subsequent declining pH
is projected to have an adverse
impact on abundance of
aquaticspecies.
Scarcity of marine ingredients
would impact our existing
feed regime in Genetics
productionfacilities.
Currently the only material impact
to us relates to giant squid, which
is a very small proportion of
ouringredients.
Best practices for feeding,
including use of auto feed
instrumentation, to ensure a
low feed conversion ratio and
minimalwastage.
Responsible sourcing of marine
and non-marine (soy) feed
ingredients through robust supply
chain management.
Working closely with our
key stakeholders to identify
viable alternatives for marine
basedfeeds.
2050
Potential financial impact Explanation Risk after mitigation Current risk level
Increased marine ingredient
(feed) cost.
Unable to provide a cost
estimatecurrently.
Risk mitigated. No further action
expected within 0-5 years.
There are no expected short-term
impacts to feed supply.
Risk:
Seawater temperature rise
Risk (physical, chronic)
Description Impact Mitigation Timeframe
As global temperatures increase,
our oceans warm and biological
risks including increased disease,
algae blooms, and lower oxygen
concentration can be expected.
Risk to our sea farm customers
intensifies, with potential
detrimental effects to production
including lower harvest weight and
increased mortality.
Some (smaller) customers may
be unable to adapt their business
models to the changes.
Working closely with customers
to support and explore new
opportunities, including shifting
geographies and land-based
production.
2050
Potential financial impact Explanation Risk after mitigation Current risk level
Unknown Unable to quantify due to
timeframe of potential impacts.
Risk mitigated. No further action
expected within 0-5 years.
There are no expected short-term
impacts.
Strategic Report
Governance Financial Statements Additional Information
47
Benchmark Holdings plc / Annual Report and Accounts 2023
Sustainability Report continued
Environment continued
Assessment of potentially material risks continued
Risk:
Transitional
Risk (new or increasing climate
change regulation)
Description Impact(s) Mitigation Timeframe
Emerging or tighter restrictions
to greenhouse gas emissions,
pollution control and energy
supply, at international, national,
regional and local level, may
present financial and operational
risks. There may be reputational
risk if we are not seen to be acting
in a climate-compliant manner.
Increased regulation and/or
taxation of carbon could risk
our products and services
becoming less competitive in
the market, as higher operational
costs materialise. Technological
investment may be required to
comply with new requirements.
Geographical limitations may
arise for our customers as new
restrictions emerge.
Mandated movement towards
renewable energy sources may
materialise, with interim financial
implications to operational
cost and/or the technological
investment required to achieve.
ESG strategy aligned with
achieving the UN SDGs,
including monitoring and
reporting of material impacts
in line with regulatory and
voluntarydisclosures.
A science-based target approach
and group road map to Net Zero;
a climate change risk assessment
aligned with TCFD framework.
Third party certifications
including GlobalGap, and ISO
management systems; to address
and continually improve our
environmental impact.
2030 – 2050
Potential financial impact Explanation Risk after mitigation Current risk level
£20,000 – £320,000
(carboncredits).
£400,000
(emissions reduction projects).
£500,000
(solar installations).
Carbon tax considers RCP2.6 and
RCP6.0; elimination of Scope 1&2
emissions (except gas), achieving
our target GHG reduction of 42%.
Investment into facility upgrade
to increase energy efficiency and
reduce our carbon footprint; and
location-based renewable (solar)
energy sources.
Risk mitigated. No further action
expected within 0-5 years.
Low risk
Risk:
Opportunity
Risk (increased demand for
products and services)
Description Impact(s) Opportunity response Timeframe
Changing consumer preferences
towards more environmentally
friendly production practices and
protein sources may affect the
competitive environment.
The physical effects of
climate change may present
increased or new risks to global
foodproduction.
Market opportunity, increased
demand for our products and
services as we help our customers
grow sustainable businesses and
respond to physical changes such
as rising seawater temperatures
and increased disease.
Strong commercial marketing
campaigns for our products
and services, and promotion
of the benefits of blue food
diets (affordable nutrition,
sustainableproduction).
Optimising CleanTreat® for
efficiency and availability, to
support healthy oceans and
maximise financial gains.
2030 – 2050
Potential financial impact Explanation Risk after mitigation Current risk level
Increased revenues,
businessgrowth.
Increased demand and sales of our
products and services.
Risk mitigated. No further action
expected within 0-5 years.
Opportunity
Benchmark Holdings plc / Annual Report and Accounts 2023
48
Climate strategy resilience
During 2023, we have analysed and evaluated the possible climate change impacts on our business under three high-level
scenarios shown in the table below. We used the following models as guidance:
IEA Global Energy and Climate Model(GEC)
Representative Concentration Pathways (RCP) from the IPCC Assessment Report5
Network for Greening the Finance System (NGFS)
Scenario Alignment Estimated temperature increase
(year)
Description
Scenario 1
Low carbon
GEC Net Zero
RCP2.6
NGFS Net Zero 2050
1.5°C (2030 – 2050) Very low greenhouse gas concentration levels, through
stringent climate policies and innovation, reaching Net Zero
CO
2
emissions around 2050
Scenario 2
Late action
GEC Announced pledges
RCP4.5
2.1°C (2050 – 2100) Intermediate scenario; CO
2
emissions declining from 2045
Scenario 3
Continued
reliance on
fossil fuels
GEC Stated policies
RCP6.0
NGFS NDCs
3°C (2100) Limited intervention resulting in high likelihood of physical
risks materialising
Based on our scenario-based assessment as set out in the table above, we believe our strategy and business model to be resilient
to climate-related risks and have identified no material short-term risks.
Risk Management
Process for identifying and assessing
climate-related risks
In 2022, for the first time we conducted
a top-level, qualitative climate-related
risk assessment and identified key
material risk areas for disclosure. Our
climate-related risks and opportunities
were identified through a series of
company-wide workshops. Stakeholders
from across the business, including
site managers and environmental
representatives, came together to
specifically to discuss climate change.
The output was validated against
published national risk assessments
and in line with TCFD recommendations.
Six climate-related risk and opportunity
categories were identified, as well
as current controls and potential
mitigations; Physical: extreme weather,
freshwater availability, Great Salt Lake,
fish feed availability and seawater
temperature; Transitional: emerging
regulation, emission restrictions,
energy source and availability and
marketcompetition.
Throughout 2023 we have developed
this foundation further into a
quantitative, scenario-based assessment
of the material risks, relevant to
specific operational geographies and
stakeholders, and their estimated
financial impact. The output of this
can be seen in our Material Risks
Assessment on pages 46-48. We first
assessed each of our geographies under
the six categories identified in 2022.
Those which presented a potential
material risk were assessed further
against recognised climate change
scenarios, under our three-scenario
model described above and our three-
timeframe model on page 46. The
following data sources and climate
predictions were used to assess and
validate the risks:
• Data sources World Bank Climate
Knowledge Portal
• NGFS (Network for Greening the
Financial System)
• Climate Analytics
• Climate Action Tracker
• WRI Aqueduct
• WWF Water Risk Filter
We identified six climate-related risks
and one climate-related opportunity
relating to our direct operations and
wider value chain including suppliers
and customers. We have identified
the specific vulnerable geographical
regions for the risks where possible and
included mitigation commentary. From
this we determined the potential financial
impact and validated the materiality of
these risks and opportunities with our
Executive Management Team (EMT) and
Group Head of Finance.
The assessment has been incorporated
into our annual strategy review and
development. This in turn has led us to
consider the adequacy of our business
continuity and actions required to
mitigate climate risks and will continue to
do so as this work evolves.
Strategic Report
Governance Financial Statements Additional Information
49
Benchmark Holdings plc / Annual Report and Accounts 2023
Sustainability Report continued
Environment continued
Metrics and Targets
Metrics used to assess climate-related risks and opportunities.
Our key environmental impacts have been identified as: electricity consumption, gas consumption, vehicle travel, disposable
water outputs, and potable water consumption. We have developed our environmental policy with a suite of targets and metrics to
measure and improve our performance and reduce impact and risk. We continue to develop the metrics and targets as certification
of management systems to ISO 14001 evolves across the business.
Target Metric GRI ref UN SDG
Climate change
Achieve Net Zero Scope 1 and 2 carbon
emissions by 2030
Direct (Scope 1) emissions
Energy indirect (Scope 2) emissions
305-1-a
305-2-a
Achieve Net Zero Scope 3 emissions
by2050
Other indirect (Scope 3) emissions
Total energy consumption
305-3-a
302-1-e
Energy
Operate using energy only from renewable
sources by 2030
Total energy consumption 302-1-e
Reduce our energy consumption/£m revenue
by 5% year on year
Energy consumption per £m revenue 302-3-a
Percentage of total consumption from
renewable sources
302-1-b
Water resources
We aim to use freshwater efficiently
and take all practicable steps to prevent
uncontrolledloss
Water consumption by source 303-3-a
Water withdrawal by source by operations
inwater stressed areas
303-3-b
Number of times that discharges
exceedlimits
303-4-d
Volume of water recycled and reused 303-1
Sustainable materials
Increase % of raw materials that come from
certified sources
Weight of packaging materials used 301-1
Reduce the quantity of product packaging
per £m revenue
Type of packaging materials used
–%recyclable, % sustainable
301-2
Increase the percentage of recyclable or
sustainable packaging
% of raw materials from certified sources 301-1
Benchmark Holdings plc / Annual Report and Accounts 2023
50
Target Metric GRI ref UN SDG
Waste
We aim to have zero disposal of waste to
landfill by 2030
Quantity of waste by waste stream 306-2
Increase percentage of waste that is recycled
or reused
Quantity of waste to landfill 306-2
Company-operated
vehicles
All company operated vehicles to be zero
emissions by 2035
Percentage of company vehicles that
produce zero emissions
Business travel
Reduce travel-related greenhouse gas
emissions by 5% year on year
Business travel carbon footprint 305-3-d
Business travel carbon footprint per
employee
305-3-d
Biodiversity
When undertaking projects and maintenance
schemes likely to result in disturbance or
other impact to land and/or water, endeavour
to avoid damaging wild species and
theirhabitats
Total number of IUCN Red List species
and national conservation list species with
habitats in areas affected by our operations
304-4
Collect and use significant biodiversity
information, to inform planning and
operational activities
Nature of significant direct and indirect
impacts on biodiversity
304-2-a
Strategic Report
Governance Financial Statements Additional Information
51
Benchmark Holdings plc / Annual Report and Accounts 2023
Sustainability Report continued
Environment continued
Disclosure of Scope 1, Scope 2 and Scope 3 greenhouse gas (GHG) emissions.
We continue to report on our energy consumption and carbon emissions. During 2023 the suite of metrics has been
developed to provide more granularity and understanding of our impacts; we have extended the measurement of our
Scope 3 emissions and plan to add further categories to our disclosures in future.
Scope 1 and 2 Emissions
The calculations are aligned with the Greenhouse Gas Protocol and the Global Reporting Initiative Disclosure Standards.
Theapproach covers Scope 1 and Scope 2 emissions, and Scope 3 emissions for which data is available.
Electricity emissions have been calculated using location-based emissions factors.
For calculations of carbon equivalents, the following data sources have been used:
• Electricity-related emissions International Energy Agency Emission Factors 2023
• Scope 1 and 3 emissions UK Government GHG Conversion Factors 2023
• Scope 3 hotel emissions Hotel footprint calculator (www.hotelfootprints.org)
• CleanTreat® emissions Supplier specific data
• GWP 100 values IPCC Fifth and Sixth Assessment Reports (AR5 and AR6)
Intensity measurement
– We have chosen the metrics gross Scope 1 and 2 emissions in tonnes of CO
2
e per £million revenue
and gross Scope 1 and 2 energy use in MWh per £million revenue. These are commonly used intensity metrics and enable
benchmarking with similar organisations. Our FY23 revenue of £169.5m was used for intensity measurements.
Emissions (tCO
2
e)
FY23 FY22 FY21 FY20
UK
Global
(ex UK) total UK
Global
(ex UK) total UK
Global
(ex UK) total UK
Global
(ex UK) total
Scope 1 2 2497 2499 3 2,598 2,601 4 2,424 2,428 15 2,525 2,540
Scope 2 6 4961 4967 8 4,611 4,619 6 4,213 4,219 19 3,710 3,729
Total Scope 1&2 8 7458 7466 11 7,209 7,220 10 6,637 6,647 34 6,235 6,269
Intensity ratio per £m revenue 43.78 45.47 52.84 64.52
Energy (MWh)
Total renewable electricity 3 23,239 23,242 15 26,638 26,653 0 20,882 20,882 0 20,643 20,643
Total non-renewable electricity 25 12,611 12,636 21 6,918 6,939 31 9,827 9,858 72 8,847 8,919
Total gas 12 5,787 5,799 12 6,385 6,397 20 5,650 5,670 100 6,042 6,142
Vehicle transport 4 2,487 2,491 4 2,370 2,374 24 2,433 2,457 4 2,416 2,420
Other fuels 0 487 487 0 589 589 0 560 560 20 905 925
Total energy consumption 44,655 42,952 75 39,352 39,427 196 38,853 39,049
Intensity ratio per £m revenue 263 281 313 326
Greenhouse gas emissions for FY23 are 7466 tCO
2
e an increase of 246 tCO
2
e (3.4%) over FY22. Set against the context of
business growth the intensity ratio of 43.78 tCO
2
e/£m revenue is 3.7% lower than the previous financial year. The absolute
increase in emissions is attributable to our Scope 2 emissions following growth in our Chile and Thailand sites as well as an
increase in some the IEA’s most recent emissions factors.
Benchmark Holdings plc / Annual Report and Accounts 2023
52
Relevant greenhouse gases
This year our emissions inventories have been extended to include the accounting of Carbon Dioxide (CO
2
), Methane (CH
4
) and
Nitrous Oxide (N
2
O) from the 2020 baseline. The accounting includes Scope 1 and 2 emissions and Scope 3 emissions relating to
business travel only.
Emissions (t)
Greenhouse gas FY23 FY22 FY21 FY20
Carbon Dioxide (CO
2
) 7388 7553 6339 6432
Methane (CH
4
) 0.56 0.50 0.45 0.44
Nitrous Oxide (N
2
O) 0.19 0.17 0.15 0.14
Scope 3 emissions
Throughout the year we have continued to develop our Scope 3 Greenhouse Gas Emissions inventory by accounting for emissions
in Category 3 (fuel and energy-related activities), Category 7 (employee commuting) and Category 9 (downstream transportation
and distribution). This has been done using the Greenhouse Gas Protocol, Technical Guidance for Calculating Scope 3 Emissions.
The material categories are shown in the following table along with the related emissions where we have established data sources.
Four categories are excluded for the following reasons: Category 8 (upstream leased assets) and Category 13 (downstream leased
assets) emissions as we do not lease any assets; Category 14 (franchises) as we do not have any franchises and Category 15
(investments) as it is applicable to financial institutions only.
We will continue to build the inventory and an accurate picture of our Scope 3 emissions.
Scope 3 emissions (tCO
2
e)
Emissions category FY23 FY22 FY21 Methodology Comments
1 Purchased goods and materials – – – Data capture process to be established
2 Capital goods – – – Data capture process to be established
3 Fuel and energy-related activities 845 822 705 Average data method using UK
government conversion factors
Well-to-Tank (fuels), Transmission and
distribution (electricity)
4 Upstream transportation and distribution 6244 6486 1838 Supplier data CleanTreat® emissions only
5 Waste generated in operations 203 346 198 Average data method using UK
government conversion factors
6 Business travel 762 965 104 Distance based method using UK
government conversion factors
Air and rail travel, taxi journeys and
hotelstays
7 Employee commuting 1075 12 12 Average data method using UK
government conversion factors
Calculated from survey of
52%employees
9 Downstream transportation
anddistribution
677 – – Distance based method using UK
government conversion factors
Data from Advanced Nutrition
intercompany freight only
10 Processing of sold products – – – Data capture process to be established
11 Use of sold products – – – Data capture process to be established
12 End of life treatment of sold products – – – Data capture process to be established
Strategic Report
Governance Financial Statements Additional Information
53
Benchmark Holdings plc / Annual Report and Accounts 2023
Sustainability Report continued
Environment continued
Energy use by source
Using data from the International Energy Agency Country and World Profile Key Energy Statistics the electricity that we consume
is derived from the following sources:
Source Renewable sources
nuclear coal oil gas biofuel geothermal hydro wind/solar
% consumption FY22 1 5 20 12 7 44 10 1
% consumption FY23 1 4 21 13 8 42 10 1
During the year 61% of the electricity we consumed came from renewable sources. This slight decrease over the previous year is
related to the growth of our facility in Chile where a high proportion of electricity is produced from fossil fuel sources.
A project to install solar panels at our production facility in Phichit, Thailand has been delayed following delays in the permitting
process. Completion is scheduled for the end of November 2023 and once fully operational it is expected to provide 30% of their
electricity requirements.
CleanTreat®
CleanTreat®
FY23 FY22 FY21
Emissions (tCO
2
e) 6244 6486 1838
Volume of water purified (m
3
) 809,354 717,696
Intensity ratio (kgCO
2
e/m
3
) 7.71 9.03
Note: CleanTreat® operations began during May 2021
Water use
Water use by source (m
3
)
FY23 FY22 FY21 FY20
Mains water 78,004 85,656 67,378 66,834
Intensity ratio per £m revenue 460 560 539 633
Freshwater
– surface 22,493,360 20,501,347 19,872,697 16,502,408
Intensity ratio per £m revenue 132,704 133,996 201,505 156,273
Freshwater
– groundwater 20,629,445 20,218,183 21,500,034 23,928,522
Intensity ratio per £m revenue 121,708 132,121 171,863 226,596
Total freshwater 43,200,809 40,805,186 41,440,109 40,497,764
Intensity ratio per £m revenue 254,872 266,677 373,906 383,502
Seawater 52,018,259 52,526,103 63,165,056 47,358,665
Grey water 948 938 1465 2502
Freshwater inventory
Of the freshwater used 72.5% is taken from groundwater, 27% from surface sources and 0.5% from mains water. The majority of
our freshwater use is in providing water for our tanks and ponds with 98% used for this purpose. The remaining 2% is used for our
site facilities such as cleaning, welfare and steam with some also included in our products.
Benchmark Holdings plc / Annual Report and Accounts 2023
54
Freshwater use (m
3
)
FY23 FY22
Steam production 21,097 23,596
Welfare (drinking, hygiene) 16,666 13,854
Product 8,315 8,546
Safety (sprinkler) 90 97
Cleaning 432,844 412,481
Tanks 42,721,480 21,346,638
Water stress
Using the World Resource Institute’s Aqueduct tool our water stress risk assessment has been reviewed. The review has identified
that our sites in Italy, Belgium, Turkey and Mexico are in areas assessed as ‘Extremely High’ whilst our sites in Brazil, Greece and
United States (Fellsmere) are considered to be ‘High’. In total these sites use a total of 3192 m
3
of freshwater which is 0.01% of the
total Group freshwater use.
The risk assessment has been further developed to include scenario assessments of future water stress. Using the worst case, a
2040 pessimistic (RCP8.5/SSP3) scenario, the assessment predicts an increasing risk in Mexico, Italy and Turkey whilst there will
be an improvement in Brazil and Fellsmere. None of these sites are reliant on freshwater supply for their operations nor do they use
water in quantities that will deplete local resources as detailed here:
freshwater consumption (m
3
)
Location Site Type FY23 FY22
Italy INVE Aquaculture Research Centre seawater facility 860 3025
Belgium INVE Technologies commercial office 1296 1296
Türkiye INVE Eurasia commercial office 86 85
Mexico INVE Aquaculture Mexico commercial office 60 60
Brazil INVE Do Brazil commercial office 48 38
Greece INVE Hellas commercial office 29 33
United States Benchmark Genetics USA seawater facility 813 1369
Waste
We aim to divert as much waste from landfill as practicably possible by segregating waste streams where we can. Wherever
possible, waste is recycled, used in biodigestion processes or incinerated at authorised waste incinerator sites to produce energy.
Waste (tonnes)
FY23 FY22 FY21 FY20
Recycle 141 131 169 107
Landfill 186 178 145 232
Energy from waste 711 684 747 421
Refuse Derived Fuel 31 30 – –
Total 1069 1023 1061 760
% waste to landfill 17.4% 17.4% 13.7% 30.5%
In 2022 we began diverting some of the waste from our Thailand production facility away from landfill to a Refuse Derived Fuel
facility. Whilst it can still be considered an energy from waste process we are disclosing this waste as a separate waste stream.
Strategic Report
Governance Financial Statements Additional Information
55
Benchmark Holdings plc / Annual Report and Accounts 2023
Environmental compliance
Compliance with all relevant environmental legislation in countries where the Group operates is the baseline from which we drive
our improvements.
There have been no breaches of environmental legislation during the reporting period.
Environmental fines (£)
FY23 FY22 FY21 FY20 FY19 FY18
Total cost of environmental fines 0 0 0 0 0 0
Sustainability Report continued
Environment continued
Travel
Modes of transportation
These emissions are related to the data currently collected for Scope 1, 2 and measured 3 emissions and include the related
Well-To-Tank fuel emissions.
Emissions (tCO
2
e)
Mode FY23 FY22
Air 810 1364
Sea 6244 7087
Rail 2 1
Road 1125 1559
It is our policy to distribute our products by sea rather than air or road. Air transportation is only used to meet exceptionally urgent
customer requirements. It accounts for 10% of our shipments and each shipment requires senior management approval.
Vehicle emissions
The UK car fuel data is taken from mileage declarations, fuel records and business mileage expense records. For operations
outside the UK, car fuel data is taken from mileage declarations. We are implementing a vehicle policy to transition our existing
fleet to electric vehicles where these are available and within their replacement cycle.
Vehicle emissions (tCO
2
e)
FY23 FY22 FY21 FY20
UK car fuel 10 11 6 17
Total Group vehicle emissions 1151 1007 988 893
Group vehicle-related emissions have increased as a consequence of business growth and a consequential increase in deliveries.
The total has been partially offset by the introduction of additional electric and hybrid vehicles.
Targets used to manage climate-related risks and opportunities and performance against targets
Our roadmap to Net Zero
Our drive to achieve Net Zero emissions is based on science-based targets of absolute contraction following the 1.5°C scenario,
with our policies centred around the UNSDG’s and the Paris Agreement. We adopt the following definition of Net Zero: ‘A net zero
organisation will set and pursue an ambitious 1.5°C aligned science-based target for its full value-chain emissions. Any remaining
hard-to-decarbonise emissions can be compensated using certified greenhouse gas removal.’ Our Net Zero commitments are to 1)
achieve Net Zero Scope 1 and Scope 2 emissions by 2030 and 2) Net Zero Scope 3 emissions by 2050.
Using a science-based target approach, our Net Zero target is to achieve an absolute reduction of our gross Scope 1 and 2
emissions by 42% from the FY20 baseline year to 2030. We will develop targets for Scope 3 once our inventory is fully established.
Decarbonisation strategy
Our strategy is to develop local decarbonisation plans for our top contributing sites in order to build a Group roadmap to Net Zero
for Scope 1 and 2 emissions, in line with our target. As the Group’s largest contributor, we have focused primarily on our site in
Thailand identifying viable projects including the installation of solar panels. This work enabled us to produce our first roadmap to
Net Zero Scope 1 and 2 emissions:
Benchmark Holdings plc / Annual Report and Accounts 2023
56
FY23 progress
We made good progress on a number of initiatives towards our Net Zero targets
and we expect the impact to come through in FY24. Projects in the year included:
• Replacement of chillers in Thailand - Since completion in March 2023 there has
been a 40% reduction in related energy consumption.
• Installation of solar panels in Thailand which became operational post period-
end and supply 30% of the site’s energy requirements.
• Installation of a new energy plant and equipment at Genetics facility in
Lonningdal, Norway. The project has, so far, contributed to an energy
consumption reduction of an average 35,000 kWh per month and has saved
more than one tonne of greenhouse gas emissions.
We have a number of projects in the pipeline which will further contribute to our
goals including:
• Installation of solar panels at our facility in Colombia with anticipated savings
of60 tCO
2
e.
• Compressor and condenser replacement at our plant in Thailand with potential
emissions reduction of 300 tCO2e.
• Procurement of energy from renewable sources for night-time supply at our
Thailand facility.
• We are also investigating the transfer from lpg to electricity for spray drier
operation at our Thailand facility (planned forFY26).
Environmental
Management
System certification
In FY23 our Benchmark
Genetics sites in Norway and
Iceland joined our production
facility in Thailand in
successfully completing
certification to ISO 14001.
We now have our top three sites which
contribute most to our environmental
impacts, and employ over 50% of our
people covered by this internationally
recognised environmental management
system standard increasing the
robustness of our environmental system.
Additionally, our facility in Thailand
achieved certification to ISO 22000:2018
Food ManagementSystem.
80
70
60
50
40
30
20
10
0
8000
7000
6000
5000
4000
3000
2000
1000
0
carbon intensity – tCO
2
e/£m revenue
emissions – tCO
2
e
FY20 FY21 FY22 FY23 FY24 FY25 FY26 FY27 FY28
Intensity – actual Intensity – projects executed
Group emissions – actual
Group emissions – projects executed
5% target from 2020 baseline
Scope 1 & 2 greenhouse gas emissions reduction roadmap
Strategic Report
Governance Financial Statements Additional Information
57
Benchmark Holdings plc / Annual Report and Accounts 2023
Highlights
• 100% of relevant
employees completed
animal welfare training
with 40 new training
modules developed in
theyear across
multiplelanguages.
• 100% compliance with
antibiotic promoting the
reduction in antibiotic use
at our facilities and
amongst our customers.
• 0% use of ablated female
shrimp continued in
ourfacilities.
• Participated in ASC’s
Technical Working Group,
collaborating with
scientific experts and
other stakeholders in
setting improvement
frameworks for animal
welfare standards in
shrimp production.
• Nine scientific papers
published in international
peer-reviewed journals
with seven submitted for
peer review on aspects of
fish and shrimp health,
welfare, biosecurity
andsustainability.
Animal Health
and Welfare
Sustainability Report continued
Benchmark is committed to managing our
operations in a way that promotes animal
health and welfare.
We have a dedicated Animal Welfare Committee whichforms
part of our Sustainability Working Group and has representatives
from our three business areas: Genetics, Advanced Nutrition and
Health. The Animal Welfare Committee identifies opportunities
to enhance our animal welfare standards, leads our animal
welfare training programme, develops Group positions on
emerging issues and establishes collaborative relationships with
research institutions, customers and other external stakeholders.
Our goal is to achieve optimal conditions for all animals under our
care and promote the same standards in our supply chain.
Why it matters?
In addition to its intrinsic importance, animal health and welfare are critical drivers
of productivity and sustainability. Healthier fish and shrimp lead to more efficient
and sustainable aquaculture systems, enabling producers to meet consumer
expectations, international trade standards and regulatory frameworks.
Areas of focus
To promote animal health and welfare, we focus on three key areas: training,
operating protocols and health plans, including antibiotic use. In addition, we
engage with industry players to promote animal health and welfare across
the supply chain through collaborative research initiatives, training and
technicalsupport.
Training
We believe that good animal health and welfare outcomes depend on the
dedicated commitment of skilled teams around the world. They handle fish and
shrimp, observe and monitor welfare indicators and take action. Tailored training
is critical. We aim to deliver annual training for all relevant employees including
technical and practical elements tailored to each species and site. In FY23 we
developed new in-house training materials creating permanent accessible
resources for our teams.
• We delivered training to 100% of our people who handle fish and shrimp.
• We created a new animal welfare training platform with 40 new modules in
multiple languages, significantly enhancing our training resources tailored to
ouroperations.
• Beyond our own operations our technical services teams deliver training to our
customers extending the reach of our ambition for improved animal welfare in
the industry.
• We continued our role as approved training partner for UK retailer Tesco,
contributing to raised awareness on animal health and welfare across the
supplychain.
Benchmark Holdings plc / Annual Report and Accounts 2023
58
Highlights
• 100% of relevant
employees completed
animal welfare training
with 40 new training
modules developed in
theyear across
multiplelanguages.
• 100% compliance with
antibiotic promoting the
reduction in antibiotic use
at our facilities and
amongst our customers.
• 0% use of ablated female
shrimp continued in
ourfacilities.
• Participated in ASC’s
Technical Working Group,
collaborating with
scientific experts and
other stakeholders in
setting improvement
frameworks for animal
welfare standards in
shrimp production.
• Nine scientific papers
published in international
peer-reviewed journals
with seven submitted for
peer review on aspects of
fish and shrimp health,
welfare, biosecurity
andsustainability.
Industry leadership
and collaboration
At Benchmark, we believe that collaboration and
coordinated action are critical to innovation and
sustainable improvement. We have a broad and
deep network of industry participants, research
institutions and entrepreneurs through which we
gather ideas, identify challenges and promote
our desire to collectively commit to continuous
improvement in animal welfare. Our approach has led
to an increasing adoption of a non-ablation practice
in shrimp, improvements in husbandry and handling
practices and ongoing development of a stunner for
harvestingshrimp.
In recognition of Benchmark’s expertise, in 2023
we were invited to participate in the Aquaculture
Stewardship Council (ASC)’s Technical Working
Group, collaborating with scientific experts and other
stakeholders in setting improvement frameworks
for animal welfare standards in shrimp production
through the development of species-specific welfare
indicators, allowing producers to evaluate the impact
of their protocols and operations.
Our work with the ASC Technical Working Group
further strengthens our ability to support our
customers in the adoption of best practice standards
and in addressing animal welfare challenges.
Prof. Andy Shinn
“Acknowledging the unique needs of shrimp,
the Aquaculture Stewardship Council (ASC) has
adjusted the health and welfare criteria proposed
for the ASC Farm Standard to encompass shrimp-
specific considerations. New indicators, the Shrimp
Health and Welfare Draft Indicators (SHWDIs),
have received recent approval from the Technical
Advisory Group (TAG), signifying a notable
achievement by the Technical Working Group.
Theproposal covers health and welfare monitoring,
disease susceptibility, eyestalk ablation, handling,
slaughter, and veterinary treatments, in addition
to other topics.
Regularly assessing evolving welfare practices
enables us to incorporate these into the codes of
best practice both within the Company and in our
daily dealings withclients.”
Health plans
• A well-developed aquaculture production health plan is
crucial for maintaining the health and productivity of aquatic
organisms, minimising the risk of disease outbreaks and
helping to protect the surrounding aquatic ecosystem from
potential contamination and disease spread. Our health plans,
tailored to each of our facilities and species outline strategies
and measures to maintain the health and welfare of fish
and shrimp under our care. Our aim is to reflect the highest
standards whilst meeting regulatory requirements.
• Our health plans include biosecurity measures, health
monitoring and criteria for diagnosing disease, disease
prevention strategies, consideration of environmental
impacts, water quality management, quarantine procedures,
nutrition and feeding practices, record keeping and
emergency response amongst many others.
• A centralised fish health register enables us to track and
monitor our performance against agreed KPI’s.
• In alignment with our antibiotic policy, we promoted the
reduction in antibiotic use in our operations and amongst
ourcustomers.
Operating protocols
We operate under a philosophy of continuous improvement
identifying opportunities to improve our processes in ways
that promote animal welfare. Our protocols are subject to local
regulatory oversight including from the USDA APHIS Animal
Welfare. In 2022 we conducted in-person workshops in our
operations around the world, modified shrimp sampling protocols
and are working on improving shrimp harvesting.
Industry impact and collaboration
Through global collaboration and research we aim to make
improvements across the industry. In FY23 we continued our
work with existing partners and established new collaborations
to drive industry progress in animal welfare.
• We are working on two projects funded by Open Philanthropy,
their aim is to support improvement in the lives of animals:
‘Perceptions and attitudes towards fish vaccination in
Thailand’ and ‘Stakeholder mapping: welfare hotspots and gap
analyses in Thai and Vietnamese aquaculture’.
• We participated in the FAO Regional Aquatic Organism Health
Strategy initiative and its Progressive Management Pathway
for Aquaculture Biosecurity, influencing improvement in
health and production in South-East Asia.
• We continued our work with leading retailer Tesco as a
recognised global trainer in animal welfare working with
producers and suppliers to achieve high animal welfare
standards in order to supply aquatic products.
Governance Financial Statements Additional Information
Strategic Report
59
Benchmark Holdings plc / Annual Report and Accounts 2023
People and
Communities
Sustainability Report continued
Our people are the key to our
success, everything we do is aimed
at creating the right environment in
which they can be successful.
In FY23 we continued to evolve our people
agenda, achieving significant milestones
against a backdrop of substantial organisational
change. We made strategic changes that
brought our succession planning to life,
withinternal promotions demonstrating our
commitment to growing talent internally.
Wealigned our Health organisation with our
Salmon Genetics organisation to unite key
skillsand capabilities to ensure that we deliver
seamless and exceptional customer service to
the salmon industry.
Our reward agenda, the implementation of our global
benefits review, underlines our commitment to improving our
employee experience. Alongside this, we have developed a Job
Architecture Framework to systematically structure how we
measure, align and compensate all roles in our organisation to
guarantee an equitable approach across our business, and this
will ultimately underpin all critical peopleprocesses.
Meanwhile, we want to ensure that everyone who starts with
Benchmark embarks on their new roles with the best possible
foundation, and to this end, we developed and implemented a
global approach to onboarding and orientation. Looking further
to how we manage and support people, people management
was a key focus as we concentrated on upskilling and
developing leadership capabilities across the company.
We continue to champion wellbeing and engagement, with
our people actively participating in a diverse calendar of
global activities, helping us to unite our global communities.
We are also pleased to have launched our Diversity, Inclusion
and Belonging working group reinforcing our commitment to
equality throughout Benchmark.
The output of this agenda and supporting activities was
reflected in our excellent Employee engagement results leading
to a reduction in employee turnover.
Corina Holmes
Group Head of People
Benchmark Holdings plc / Annual Report and Accounts 2023
60
Employee turnover
The actions we have taken and the culture we are building have contributed to a reduction in employee turnover now standing
at 12.81% (13.64% in FY22).
Gender Balance Table
Female Male
Total of
Employees
Total % of
segment
occupied by
Females
Total % of
segment
occupied by
Males
Executive Directors 1 1 2 50% 50%
Executive Management Team 3 3 6 50% 50%
Senior Managers 20 45 65 31% 69%
Managers/Technical Experts 84 112 196 43% 57%
Employees 229 325 554 41% 59%
Grand Total 337 486 823 41% 59%
Health and safety
We take the health and safety of our employees very seriously
and have a health and safety management system in place
that covers 100 percent of our operations. Every employee
expects to return home from work unharmed and we believe
that this responsibility is down to all of us as a responsible
operator. We ask every employee to sign up to our health and
safetycommitment:
• Nothing is more important than health and safety.
• Nothing we do is worth being hurt for.
• Nothing is so important we cannot take time to do it safely.
• We will never witness an unsafe act or condition without
taking action.
We operate mandatory health and safety training for all new
employees and the well-being of our people will always be a
top priority within the Group; we are committed to upholding
this. Following a slight increase in the accident rate we have
throughout the year we have taken deep dives to understand
accident root causes whilst also focusing on training, near-
miss reporting and completing safety walks.
Health and Safety
FY23 FY22 FY21 FY20 FY19 FY18
Fatalities 0 0 0 0 0 0
Recordable accident rate 1.14 0.91 1.28 0.97 1.16 2.57
It has been yet another year of excellent
progress, with all our people across the
organisation actively and positively participating
in our people programmes, activities and
endeavours. The strength of our purpose-driven
‘One Benchmark’ culture, serves as the
cornerstone for all our accomplishments.”
Corina Holmes
Governance Financial Statements Additional Information
Strategic Report
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Benchmark Holdings plc / Annual Report and Accounts 2023
People and Communities continued
Sustainability Report continued
Communication and engagement
We maintain a full and robust
communication and engagement
calendar comprised of numerous
channels through which our people can
actively participate and connect. As a
global company spanning multiple time
zones and languages, it is imperative that
we guarantee that every individual within
our organisation has the opportunity to
engage. The availability of a wide array
of options is particularly important for
those who work on our farm sites or in
our production facilities, where access to
computers may be limited.
Using the power of our internal
intranet @workplace, we unite our
global communities, encouraging
posting, whether business or personal
achievements. It is also where we push
out our campaigns and internal news
andevents.
All our communication channels
and platforms offer individuals the
opportunity to promptly seek and obtain
feedback on enquiries related to topics
that hold personal significance and
relevance to their careers and working
life. These platforms embody an ethos
of openness and transparency, where
we proactively listen to feedback, and
provide all our people with a forum
where they can have their say and know
that action will be taken when and
wherenecessary.
Employee engagement survey
‘Have Your Say, We Are
Listening’
In FY23 we again had excellent
participation in our Employee
Engagement Survey, receiving feedback
from 93% of our people (up from 92%
in FY22). We are proud that we achieved
an outstanding engagement score of
85% placing us in the top quartile of
employers again this year. The views and
opinions of our people drive our action
planning process which helps ensure that
Benchmark continues to be a great place
to work.
Notable results included:
88%
of our people confirmed that
Benchmark’s purpose made
themfeel good about the work
they do (+3%)
84%
agree that their health and
safetyand well-being at work
issupported (+3%)
Reward and recognition
In FY23, we introduced the One
Benchmark Job Architecture Framework.
This comprehensive system provides
a clear, concise, and globally applicable
framework for understanding each
role within our organization, defining
its attributes, and establishing its
position relative to other roles based
on its nature and level of contribution.
The framework will serve as the
foundation for critical people processes,
including compensation management,
career path identification and
workforcemanagement.
Diversity, Inclusion and
Belonging
We established the Diversity, Inclusion
and Belonging Working Group, to foster
an inclusive and equitable workplace
by promoting the understanding and
appreciation of differences, creating
dialogue and addressing barriers to
diversity and implementing initiatives
that enhance diversity, equity and
inclusion across the entire organisation.
Together we will create an action plan
which is both informed by and led by
our people across our business. This will
enhance organisational performance,
promote innovation, and create a more
just and equitable society in line with
ourESGGoals.
During the year we celebrated a
number of important events including
PRIDE, International Women’s Day and,
International Charity Day.
Our values
Innovative
Passionate
Collaborative
Commercial
Our values are fundamental to all that we do. They define who
we are, how we interact and guide our decision making.
We continue to reinforce and embed our values into our culture, and our
employee survey told us that Benchmark’s commitment to sustainability
is something that makes them proud to work here. We want to honour
and celebrate our people who are effecting positive change, both within
Benchmark and their broader communities, so as part of this journey we
introduced our inaugural ‘Living Our Values’ Awards and Sustainability Awards.
These awards recognised those who have gone above and beyond their day
jobs in one way oranother.
With peer-to-peer nominations, and an outstanding number of nominees,
assessed by an independent committee that encompassed representatives
from all our business areas, our outstanding winners were recognised as
exemplars of “living our values”.
Benchmark Holdings plc / Annual Report and Accounts 2023
62
Learning and development
Benchmark is committed to providing a supportive and engaging
learning and development environment for all employees. Investing
in our employee’s development, both benefits them personally and
contributes to the commercial success of our organisation.
Employees are provided with regular performance feedback including
opportunities for improvement and development. They are encouraged
to take responsibility for their own learning and development by seeking
out relevant opportunities and taking advantage of available resources.
New resources include guides for career management, coaching and
mentoring. We have also piloted an on-demand global digital learning
platform for leadership, management, and professional development
that we will launch in our next financial year. With a focus on developing
our management capability further, we launched the People
Management Framework, outlining key skills, capabilities, and actions
that we expect from our managers and that underpin our approach to
helping all our people succeed.
Benchmark continues to invest in training and development both
internally, externally and through digital platforms. Encouraging all
people to continually learn and grow.
Employee Wellbeing
One Benchmark A Healthier You – Our global well-being
programme
Wellness at work covers many areas: social, physical, mental,
intellectual and practical. The programme aims to address as many
of these areas as possible to ensure our people are the best they can
be. We partner with international ICAS Employee Health and well-
being providers who delivered a series of webinars in English, Thai
and Spanish for our people around the world, covering topics such as
Financial Awareness, Work Life Integration and Healthy Movement.
We do this under the banner of #onesmallchange, an approach
that encourages people to make one small change to deliver long
lastingbenefits.
Our people’s engagement in our campaigns and webinars continues to
go from strength to strength. Alongside our webinars, we co-ordinate
campaigns throughout the year to promote our global communities to
come together as One Benchmark, Our annual Global Health, Safety
and Wellbeing Day again had excellent engagement amongst all our
people, in person and online. Participants came together to review,
explore and refresh our commitment to health and safety. In June we
launched our first Global Wellbeing week during which people were
encouraged to make small changes, which can prove to have the
biggest impact on their physical and mental wellbeing; our posts were
viewed over 7000 times.
We are an active member of the Mental Health First Aid England
Organisation, and we have 32 fully trained Benchmark Mental Health
First Aiders who support our employees across all our countries.
Our onboarding project is a testament to our
commitment to nurturing talent, collaboration
and building a strong foundation for future growth
by attracting and retaining the best talent in our
industry and promoting our brand. We listened to
our employees, based our approach on industry best
practice and tailored it to cater to our diverse and
globally located workforce.
Key Features
• A structured onboarding path that ensures new
hires receive the support they need to succeed.
• A tailored experience that is based on each
employee’s role, responsibilities, and careergoals.
• A buddy system that provides new hires with
guidance and support.
• Ongoing support and resources to help new hires
feel valued and empowered.
Since launching our onboarding process, we have
closely monitored its impact. Early results show
improved time-to-productivity for new hires,
increased engagement, and a stronger sense of
belonging. We are also seeing a decrease in turnover
rates among new hires.
We are confident that our onboarding project is
a valuable investment in our employees and our
organisation. We are committed to continuously
improving our approach to provide the best possible
experience for our new hires and a positive and
productive work environment for everyone.
Supporting People Towards the End of
Their Careers
We also want to ensure that we support people
towards the end of their careers. We believe that
everyone has something to offer, regardless of
their age or experience level. We also offer a
variety of resources to help employees transition
toretirement.
Onboarding Project:
Achieving Our
Commitment to
Nurturing Talent
Strategic Report
Governance Financial Statements Additional Information
63
Benchmark Holdings plc / Annual Report and Accounts 2023
Sustainability Report continued
People and Communities continued
Sustainability Report continued
One Benchmark Job
Architecture Framework
A foundation for all people
management programmes
The People team, in collaboration with senior management
teams across all locations and business areas, identified
all existing distinctive groups of jobs with differentiated
sets of knowledge and skills across the business, creating
the BMK Job Family catalogue. They also designed a new
set of organisational levels to describe the different strata
of seniority and accountability across the business, called
the BMK Job Levels. They devised their own job evaluation
methodology to assess all their existing positions and
mapped each employee to their relevant job family and
joblevel.
The project has been communicated and discussed
extensively across the organisation. Senior leadership and
management teams learned about the framework and future
applications through dedicated sessions and job evaluation
training. Over 100 managers and senior managers attended
the training sessions and actively collaborated in the
development works.
Job
architecture
The infrastructure
organising jobs into
career bands, levels, job
functions and job
families
Culture, Values
and Behaviours
Performance
Management
Compensation
and Benefits
Succession
Management
Learning and
Development
Reporting and
Analytics
Staffing and
Selection
Career
Management
Launched at the Global and People Town Halls, our people
were invited to submit questions and comments that were
addressed in dedicated sessions organised by the Employee
Champion network.
In FY24, the Company will finalise the Job Architecture
Framework by producing role profile catalogues per job
family, detailing the purpose, main responsibilities, and
expectations of each job. Employees will be given access to
the resources to learn about their job families and job levels.
The People team will also undertake the work to design their
compensation structures and management policies to reflect
the new company architecture and careerprogression.
We work on a centrally led but locally supported model which
results in someone always being available for ourpeople.
Benchmark Holdings plc / Annual Report and Accounts 2023
64
People and Communities continued
Benchmark for Better (B4B)
Giving back to our communities
Our Benchmark for Better (B4B) initiative serves as an avenue
to make a positive impact in the communities in which we
operate. We do this by supporting projects and charitable
organisations in the countries where we operate, and by giving
every Benchmark employee the opportunity to dedicate two
paid days to volunteer activities individually or with colleagues.
We actively encourage participation in our B4B initiative
through our B4B Committee, and various campaigns including
International Volunteering Day campaign which encourages
participation and the sharing of experiences.
B4B projects and donations
Benchmark’s B4B Committee evaluates and develops
proposals for B4B projects and donations. Following the
B4B policy and guidelines developed by our Sustainability
Committee. Our main focus is on establishing and developing
long-term relationships with groups and organisations in our
local communities, which we believe enables us to have a
bigger impact over time. An example of this approach is our
long-standing relationship with the Wang Moke Senior School,
located near our Phichit facility in Thailand.
For the past 18 years we have supported this school in several
ways based on a close dialogue with the school to establish
the best way to make a real impact.
In 2023 our donation was channelled to essential activities
including fire education training, the provision of 20 fire
extinguishers, improvement of bathroom facilities, garbage
segregation training, planting 100 trees to expand the
school’s green area as well as vegetables for use in children’s
meals. Other examples of our multi-year approach include our
ongoing support for a local school in Colombia where we fund
tutoring activities which help bridge the substantial education
gap left by Covid-19, and a reforestation programme in
Belgium led by our local team which also involves direct
volunteering with broadparticipation.
We were pleased to fund several new projects in 2023. In
Mexico we established a new relationship with a local rural
school, donating funds to build a suitable shaded area to
facilitate the children’s involvement in recreational activities
during the harsh summer months exacerbated by climate
change. In the UK we funded Info Latinos, an organisation
that promotes integration and equality by providing a
support network and career advancement workshops for
underserved immigrant communities.
Beyond our long-term projects, our people take immense
pride in participating in various initiatives and campaigns
organised throughout the year and putting forward proposals
for one-offdonations.
Governance Financial Statements Additional Information
Strategic Report
65
Benchmark Holdings plc / Annual Report and Accounts 2023
Identification
Bottom-up risk review
Risks are identified in a bottom-up process involving local
management, resulting in a risk register for each business.
PLC risk register
Risks capable of having an effect at Group level are identified
and prioritised.
Assessment and evaluation
Risk weighting
Risks are assessed to give a gross risk weighting, taking into
account likelihood of occurrence and severity of impact, and
a net risk weighting, which also takes into account existing
mitigating factors and controls.
Risk exposure
The risk exposure (net risk weighting) is evaluated and it is
determined whether the relevant risk is within the Group’s
risk appetite.
Risk appetite
The Group’s risk appetite, which varies depending on the
type of risk, is determined. The risk tolerance limit, which
allows for a level of deviation from risk appetite where
warranted to achieve objectives, and risk capacity, which
is the level of risk that the Group is able to handle, are
alsoevaluated.
Mitigation
Actions
Where risk exposure is outside risk appetite, actions
are agreed and implemented, with priority given to risks
capable of having an effect at Group level and risks outside
risktolerance.
Monitoring
Ongoing monitoring and review
There is a continual process of updating risk registers,
incorporating newly acquired businesses into the process,
reviewing risk appetite, and monitoring the implementation
of mitigation strategies.
The framework follows a bottom-up approach, through
which local management lead the identification, assessment
and evaluation, mitigation, and ongoing monitoring of
risk. This process is followed in the context of guidelines
regarding risk appetite in specified areas which are assessed
and approved by the Board. The cycle of identification,
assessment and evaluation, mitigation and ongoing
monitoring is operated with a view to completing a full risk
management cycle in each part of the business at least once
every 24 months. The framework is designed to make risk
management an integrated part of the Group’s day-to-day
operations. Risks capable of having an effect at Group level
are prioritised and reported on to the Board.
During FY23, the Group undertook a bottom-up review of its
risk registers and is continuing to update and evaluate the
risks previously identified, as well as monitoring the progress
of related mitigating actions.
The Chief Financial Officer also met on a quarterly basis with
the Business Area Heads and Financial Directors to discuss
and monitor risks relating to each Business Area.
During the year, the Audit Committee received reports from the Chief
Financial Officer regarding risk management, and from the Group’s
auditors regarding financial and management controls.
No major issues were identified.
Risk management framework
The Group’s risk management framework and
its implementation is led by the Chief
Financial Officer. The Board is ultimately
responsible for oversight of the Group’s risk
management systems, with the Audit
Committee acting as a reviewing committee.
Risk Management
Principal Risks and Uncertainties
Benchmark Holdings plc / Annual Report and Accounts 2023
66
Identification
Bottom-up risk review
Risks are identified in a bottom-up
process involving local management,
resulting in a risk register for each
business.
Assessment and
evaluation
Risk weighting
Risks are assessed to give a gross risk weighting,
taking into account likelihood of occurrence and
severity of impact, and a net risk weighting,
which also takes into account existing
mitigating factors and controls.
Risk exposure
The risk exposure (net risk weighting) is evaluated
and it is determined whether the relevant risk is
within the Group’s risk appetite.
PLC risk register
Risks capable of having an
effect at Group level are
identified and prioritised.
Risk appetite
The Group’s risk appetite,
which varies depending on
the type of risk, is determined.
The risk tolerance limit, which
allows for a level of deviation from
risk appetite where warranted
to achieve objectives, and risk
capacity, which is the level of
risk that the Group is able to
handle, are also evaluated.
Mitigation
Actions
Where risk exposure is outside risk
appetite, actions are agreed and
implemented, with priority given
to risks capable of having an
effect at Group level and risks
outside risk tolerance.
Monitoring
Ongoing monitoring and review
There is a continual process of
updating risk registers, incorporating
newly acquired businesses into the
process, reviewing risk appetite, and
monitoring the implementation of
mitigation strategies.
The Company operates its
established risk management
framework, which is illustrated
in the diagram below:
Governance Financial Statements Additional Information
Strategic Report
67
Benchmark Holdings plc / Annual Report and Accounts 2023
Risk appetite
The Group has decided not to make any amendments
to its risk appetite, which is set out below:
Benchmark operates in a highly regulated
sector covering food safety, animal welfare
and environmental responsibility. The
Company has a very low tolerance to risks
of breaching legal, regulatory or ethical
standards or anything which could
negatively impact on our people’s health,
safety and wellbeing, the communities
where we are present, our reputation or
that of our customers.
The nature of our business means that we
are exposed to biological and climatic risks
that are beyond our influence but where
possible, we take steps to mitigate the
impact of these risks on the business.
As an aquaculture biotechnology company,
we develop solutions that tackle unsolved
problems often by applying new
technology. The technology risk we
assume takes into consideration our
stakeholders’ interests and is
commensurate with the potential returns
from our product pipeline and intellectual
property’s assets.
The Group recognises the importance of
its supply chain to serve its customers and
to meet its ESG goals and seeks to
minimise risks within its supply chain
which would compromise quality and
service for its customer.
The Group has a measured approach to
projects and acquisitions and will take an
appropriate level of risk commensurate
with the potential returns and availability
of capital.”
Principal risks and uncertainties
The Group’s principal risks are categorised as either
strategic, operational, financial or emerging risks
and are developed through the Audit Committee
and Board’s review of the Group’s risk register,
performance of our businesses and analysis of
emerging global trends.
We have set out below each of FY23’s Strategic
Priorities, and the risk tables include a cross-
reference to each individual risk’s relevance to such
Strategic Priorities.
1. Ectosan® Vet and CleanTreat®:
Establish in Norway and grow
globally;
2. Atlantic salmon – Preferred supplier
in all key markets;
3. Maintain leadership in artemia –
strengthen diets and health
products;
4. Strengthen BMK future positioning;
and
5. Continue to build One Benchmark –
a great place to work.
These are described in more
detail on page 18-19
Principal Risks and Uncertainties continued
Benchmark Holdings plc / Annual Report and Accounts 2023
68
Strategic risks
Risks Risk
commentary
Risk mitigation
and controls
Business Areas
affected
Strategic
objectives
Competition
and loss of
competitive
advantage
y Falling behind competitors with the
development and commercialisation
of new, innovative products.
y Threat to market share
and revenues.
y Innovative development focus and
strong pipeline of products.
y Intellectual Property (“IP”) protection
including patents.
y Strong customer relationships with
key account structure.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4
Reliance on
continued
successof
existing
products
y The Group is currently exposed
to risk by limited diversity of
revenuestreams.
y Risks associated with legal costs of
protecting Group IP.
y Group products require the holding
of certain licences, accreditations
or regulatory approvals that could
bewithdrawn.
y Failure to gain additional claims on
the labels for certain Group products
which could result in reduced
revenue from such products.
y Failure to achieve the projected
customers growth/uptake for newly
launched products.
y Increasing number of products/
services from development pipeline
is diversifying revenues.
y Strong Group legal team with
dedicated IP expertise.
y Vigorous defence of own IP.
y High levels of employee competency
and stringent processes related to
regulatory affairs.
y Highly proficient and experienced
commercial team equipped with
extensive knowledge and with robust
customer relationships.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4
Delivery of
cross-Group
synergies
y Risks associated with failure to fully
realise operational synergies and
cost benefits.
y Lower profitability and cash
generation, and slower returns
than anticipated.
y Risks on delivering the synergy
within the timeline set.
y EMT continues tracking progress of
the Group strategy on weekly basis.
y Extended-EMT assists with planning
and managing key projects.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4, 5
New product
and service
commercialisation
y Risk that pipeline products may
be delayed or fail technically
before launch.
y Risk inherent in timing and market
penetration of new products
and services.
y Close dialogue with regulators.
y The innovation board (which
includes the head of Group
Innovation) monitors the R&D
projects across the Group.
y Experienced Group regulatory
affairs team, commercial team and
Marketing team.
y Close dialogue with customers
regarding their product and
service satisfaction to enable
efficient and appropriate reaction
to their feedback and needs.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4, 5
Strategic Report
Governance Financial Statements Additional Information
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Benchmark Holdings plc / Annual Report and Accounts 2023
Operational risks
Risks Risk
commentary
Risk mitigation
and controls
Business Areas
affected
Strategic
objectives
Environmental risk
and crisis
management
y The nature of certain of the Group’s
operating activities exposes us
to certain significant risks to the
environment, such as incidents
associated with releases of
chemicals or hazardous substances
when conducting our operations,
which could result in liability, fines,
risk to our product permissions and
reputational damage.
y There is a risk that natural
disasters could lead to damage to
infrastructure, loss of resources,
products or containment of
hazardous substances.
y Our business activities could be
disrupted if we do not respond,
or are perceived not to respond,
in an appropriate manner to
any major crisis or if we are not
able to restore or replace critical
operationalcapacity.
y We have implemented standards
and requirements which govern
key risk management activities
such as inspection, maintenance,
testing, business continuity and
crisisresponse.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4, 5
Biological and
climatic risks
y The Group is exposed to the risk
of disease within the Group’s own
operations and disease in the market
resulting in possible border closures.
y Sales of the Group’s sea lice
medicines and other relevant
solutions such as CleanTreat® are
affected by the degree of sea lice
challenge in the environment, which
is driven by sea temperatures and
other biological factors.
y The Group operates the highest
levels of biosecurity.
y The Group holds genetic stock at
multiple sites; increasingly sources
from its own land-based salmon
breeding facilities.
y The Group operates containment
zones which mitigates the risk of
border closures affecting its ability to
import or export.
y The Group has placed increased
focus on insuring its biological stock.
y The Group’s product diversity
across business areas offers
somemitigation.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4
Volatility of
end markets
(salmon, sea bass
and shrimp
markets) and
market and
regulatory
trends
y Market fluctuations in shrimp
production volumes and pricing,
often influenced by disease, drive
customer and food services demand
for shrimp.
y Market and regulatory trends for
tackling sea lice have an influence
on customer demand for the Group’s
sea lice products.
y The geographic diversity of the
business area’s customer base offers
some mitigation.
y The Group’s product diversity
across business areas offers
somemitigation.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4, 5
Principal Risks and Uncertainties continued
Benchmark Holdings plc / Annual Report and Accounts 2023
70
Risks Risk
commentary
Risk mitigation
and controls
Business Areas
affected
Strategic
objectives
Threats to the
supply chain
y Benchmark is reliant on a small
number of key raw materials and
manufacturers and suppliers for
important products.
y The Group has R&D and production
sites which are important to its
current revenues and future success
and which are leased.
y Commissioning of new facilities
could be delayed leading to late
product deliveries.
y Benchmark relies on third parties
for importation authorisations
required in certain jurisdictions for
certainproducts.
y Dual supplies of raw materials
wherepossible.
y Supplies secured with contractual
arrangements, and import
authorisations in the process of
being applied for where deemed
material for the Group.
y Seek long-term tenure of sites.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4
Health and well-
being of
employees
y Poor health or well-being
impacts employees’ lives and
reducesproductivity.
y Some aquaculture activities
haveinherent operational risks.
y Well-developed health and safety
management regime in place across
the Group.
y Senior level commitment to ESG
programme Group-wide.
Advanced Nutrition,
Health and Genetics
1, 2, 5
Recruitment and
retention of high-
calibre people
y To maintain market leadership it is
essential that the Group has and
keeps people with key skills.
y Centralised people team delivering
people strategy.
y Succession planning process.
y Remuneration policy designed to
encourage retention.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4, 5
Loss of key IT
system
y The Group IT systems facilitate daily
work, collaboration and hold Group IP
and trade secrets.
y Multiple risks of systems failure or
cyber attack.
y Loss of access or key information
would be disruptive to the Group.
y Internal experienced IT team.
y Increasing integration of software
platforms to improve security
andreliability.
y The Group increased the frequency
of phishing simulation exercises
to ensure staff awareness of
cybersecurity.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4, 5
Geopolitical risk
y The diverse locations of our
operations around the world expose
us to a wide range of political
developments and consequent
changes to the economic and
operating environment. Geopolitical
risk is inherent to many regions in
which we operate, and heightened
political or social tensions or changes
in key relationships or terrorist
attacks could adversely affect
theGroup.
y We seek to manage this risk through
development and maintenance of
relationships with governments and
stakeholders. We closely monitor
events and implement risk mitigation
plans where appropriate.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4
Application of
appropriate
standards of
governance
y As an international business,
the Group is required to comply with
laws and regulations in
several jurisdictions.
y There is risk of non-compliance
leading to potential fines, penalties,
loss of revenues and damage
to reputation.
y Experienced Group legal, finance,
people, regulatory affairs, investor
relations, health and safety and
IT teams work closely with the
businessareas.
y Training programme, whistleblowing
policy, and informal routes by which
concerns can be raised, are designed
to identify and address potential
non-compliance.
Advanced Nutrition,
Health and Genetics
1, 2, 3,4,5
Operational risks
Strategic Report
Governance Financial Statements Additional Information
71
Benchmark Holdings plc / Annual Report and Accounts 2023
Risks Risk
commentary
Risk mitigation
and controls
Business Areas
affected
Strategic
objectives
Maintain liquidity
and manage
leverage
y Failure to identify and maintain
sufficient liquidity headroom.
y Risk to funding of key growth
strategies.
y Close control of cash flows with
regular update of short- and long-
term projections.
y The refinanced facilities provide
greater covenant flexibility
and headroom.
y Group Treasury Manager oversees
cash flow management.
y Group treasury policy introduced to
support how the Group manages
cash.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4
Growth in trading
results in higher
investment in
working capital
y Top-line growth through new
products and markets can
drive changing patterns of
working capital.
y Growth in some markets presents
increased risk of slow paying or
bad debts.
y Business area management of
pricing and credit terms.
y Close monitoring of investment in
working capital by the EMT and PLC
Board.
y Key performance indicators include
working capital measures.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4
Currency
exchange
y The Group as a whole is also exposed
to fluctuations in currency exchange
rates. These impact sales volumes
where products are priced by
reference to USD but sold in local
currencies; and impacts reported
results when local results, assets and
liabilities are converted to GBP for
reporting purposes.
y The Group reduces its exposure
to its principal foreign currency
risks through the use of hedging
instruments.
y Group treasury policy explains how
the Group should manage FX risk.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4
Criminal activity,
fraud, bribery and
compliance risk
y Some countries where the Group
operates may be exposed to
high levels of risk relating to
criminal activity, fraud, bribery
and corruption.
y There are a number of regulatory
requirements applicable to the Group
and its listing on the London and Oslo
Stock exchanges.
y The Group provides compliance
training programmes to all its
employees through an online training
platform and provide face-to-face
and virtual training to higher risk
teams.
y The Group has introduced a code of
conduct for its suppliers.
y The CFO and Group Legal Counsel
are involved in mitigating fraudulent
activities in the Group.
y The Group has access to competent
and experienced external counsel.
y Fraud response policy introduced.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4, 5
Financial and legal risks
Principal Risks and Uncertainties continued
Benchmark Holdings plc / Annual Report and Accounts 2023
72
Risks Risk
commentary
Risk mitigation
and controls
Business Areas
affected
Strategic
objectives
Climate
change
y Climate change and the evolving
regulatory environment may expose
the Group to regulatory breaches,
significant disruption, reputational
risk or a reduction in supply for
biological raw materials, and demand
for products or services.
y The Group’s Sustainability
Committee reports to the Board
regularly and its mandate is to ensure
the Group’s strategy and operations
are carried out within the framework
of caring for the environment,
people, and animals. Its work aligns
with major frameworks including the
London Stock Exchange Guidance
for Environmental, Social and
Governance reporting and the UN
Sustainable Development Goals.
y New ESG strategy approved and
implemented by the Group.
y Plan adopted for reduction in
the Group’s carbon emissions
and progressing according to
timetableset.
y The Group is exploring alternatives
solutions to decrease its reliance
on raw materials that could be
vulnerable to the impacts of
climatechanges.
Advanced Nutrition,
Health and Genetics
1, 2, 3, 4, 5
Environmental,
Social and
Governance
responsibilities
y Increasingly our stakeholders are
requiring reassurance that we are
overseeing and responding to ethical
and environmental issues across the
Group’s business.
y Code of Conduct in place.
y New ESG strategy approved and
inplace.
y Plan adopted for reduction in the
Group’s carbon emissions.
y Code of conduct and ABC policies
in place.
y Plan adopted for reduction in the
Group’s carbon emissions
Advanced Nutrition,
Health and Genetics
4, 5
The Strategic Report was approved by the Board on 29 November 2023 and signed on its behalf by:
Trond Williksen
Chief Executive Officer
Emerging risks
Strategic Report
Governance Financial Statements Additional Information
73
Benchmark Holdings plc / Annual Report and Accounts 2023
N
R
D
D
S
Board of Directors
Diverse leadership
Our Board and Leadership team are diverse and have a
wealth of industry knowledge, skills and experience.
Peter George
Non-Executive Chairman
Trond Williksen
Chief Executive Officer
Septima Maguire
Chief Financial Officer
Susan Searle
Senior Independent Director
Yngve Myhre
Non-Executive Director
Kristian Eikre
Non-Executive Director
Appointed Appointed Appointed Appointed Appointed Appointed
May 2018 June 2020 December 2019 December 2013 November 2017 March 2019
Independent Independent Independent Independent Independent Independent
Yes, except for the period between 19 August 2019
– 31 July 2020 while Peter served as Executive
Chairman
No No
Yes Yes No - Shareholder representative
Skills and Experience Skills and Experience Skills and Experience Skills and Experience Skills and Experience Skills and Experience
Peter has a strong track record in growing
successful international life sciences businesses.
He is most renowned for his achievements as
CEO of Clinigen Group plc, the FTSE AIM global
pharmaceutical and services company, which he
founded in 2010 and grew into close to a £1bn
market cap company having acquired several
businesses and expanded its international
footprint.
Peter also served as the chairman of Ergomed plc,
the AIM-listed provider of clinical research, drug
development and safety services internationally.
Prior to Clinigen, he held a number of senior roles
in the pharmaceutical and healthcare sectors
including chief executive officer and leading the
MBO of Penn Pharmaceutical Services. He co-
created Unilabs Clinical Trials International in 1997,
which was successfully sold to Icon plc in 2000.
Trond is highly experienced in the international
aquaculture and seafood industries, having held
senior executive positions in the sector for over 25
years. Most recently he was CEO of SalMar ASA,
the Norwegian fish farm company being one of
the world’s largest producers of farmed salmon.
Prior to Salmar, he was CEO of AKVA group ASA,
the leading global aquaculture technology and
service provider for six years. He previously held a
number of executive roles in Aker ASA’s Seafoods,
Ocean Harvest and BioMarine companies as well as
being the Managing Director of the Norwegian Fish
Farmers Association.
Septima has more than 25 years’ experience
working in international businesses globally.
Septima joined Benchmark from Dechra
Pharmaceuticals PLC, the international provider
of specialist veterinary pharmaceuticals and
products, where she spent four years as group
financial controller, acting group finance director
and corporate development director, overseeing all
aspects of acquisition activities, strategic projects,
business development and investment initiatives
playing a significant role in supporting Dechra
during a period of high growth.
Prior to Dechra, Septima held a number of senior
finance roles at Ardagh Group S.A. (previously
Impress Metal Packaging) over a period of six
years. She has also held finance roles at UPC, CNH
Capital and PricewaterhouseCoopers. Septima is
a Chartered Certified Accountant and also holds a
Masters in European Union Law from the University
of Leicester.
Susan has over 35 years’ experience working in
a variety of commercial, business development,
manufacturing and operational roles including
investing in growing technology businesses,
acquisitions and the exploitation of new
technologies. She co-founded Imperial Innovations
plc, a leading technology investment business, and
served as its CEO from 2002 to 2013.
She was previously chair of Mercia Technologies
PLC, a regional technology and biotech investor
and holds an MA in Chemistry from Exeter
College, Oxford. She was also non-executive
and remuneration chair of Horizon Discovery
plc, a gene-editing biotech company, prior to its
sale to Perkin Elmer. Susan was formerly chair
of Schroders UK Public Private Trust plc, which
invested in a wide range of technology companies
with a key focus on biotech and sustainability.
Susan brings to Benchmark a wealth of
experience of remuneration policy and financial
risk management, and has served on a variety of
company boards and audit committees.
Yngve has more than 20 years’ experience in
the aquaculture sector as a senior executive,
adviser and investor. Yngve was chief executive of
leading Norwegian salmon producer Salmar, and
of international white fish supplier Aker Seafood
during periods of successful growth. In both
these roles Yngve was involved in evaluation of
operational risk management strategies. Yngve
also acts as strategic adviser to investors in the
aquaculture section. Yngve has a very strong track
record in Benchmark’s focus area of aquaculture,
both in the Norwegian and international markets.
Kristian has 18 years’ experience as an
investment professional with a particular focus
on the aquaculture, pharmaceuticals, energy
and renewables sectors. Kristian is currently
an investment professional and co-head of
Ferd Capital, a division of Ferd AS, a Norwegian
investment company holding 25.96% of the
Company’s issued share capital. Kristian acts
as shareholder representative of FERD AS, a
significant shareholder of the Company, and
therefore the Board has concluded that he is not
an independent director. Prior to that, he was a
partner at Herkules Capital, a leading private equity
firm in Norway. Before this, he was a research
analyst at First Securities, an investment banking
firm. Kristian has held various board positions
and is currently a board director of a number of
companies including Fjord Line AS, Aibel AS and
BHG Group AB.
Other appointments Other appointments Other appointments Other appointments Other appointments Other appointments
Peter is chairman of Oxford Quantum Circuits
and a Health Sciences adviser at Oxford Science
Enterprises and Gresham House. In addition,
Peter has an investment fund, Enigma Holdings
Group, and serves on a number of the boards of
companies owned by the group. He also owns XPG
Ltd, a building and development company and is
Chair of the Crown Commercial Services, part of
the Cabinet Office.
Trond is the chairman at Ivan Ulsund Rederi AS
(including Trønderbas AS, Brusøykjær AS, Ivan
Ulsund Eiendom AS), an ocean fisheries company
and a board member to the ocean farming
company Utror AS.
He is a board member at SinkabergHansen AS,
a leading Norwegian salmon farming company,
and a board member of Williksen Export AS, a
Norwegian salmon export company. Trond also
owns an investment company, KRING AS and was
an adviser to FSN Capital, a leading Nordic private
equity firm.
At the time of Trond’s appointment, the Board
reviewed Trond’s other roles and was comfortable
that these would still allow sufficient time to
discharge his responsibilities effectively. The
Board agreed that each role was not deemed
to be significant and will continue to monitor
suchappointments.
None.
Non-executive director of Gooch & Housego PLC,
QinetiQ Group plc, Bibby Line Group and chair of
Greenback Recycling Technologies Ltd.
Yngve is a member of the board of Aqua Site AS
and is the non executive director of Nova Sea. He
is also chairman of Broodstock Capitaland Kime
Akva. Yngve also acts as a strategic adviser to
investors in the aquaculture sector.
Kristian has held various board positions and
is currently a board director of a number of
companies including Fjord Line AS, Aibel AS and
BHG Group.
Benchmark Holdings plc / Annual Report and Accounts 2023
74
N
R
A
A
Peter George
Non-Executive Chairman
Trond Williksen
Chief Executive Officer
Septima Maguire
Chief Financial Officer
Susan Searle
Senior Independent Director
Yngve Myhre
Non-Executive Director
Kristian Eikre
Non-Executive Director
Appointed Appointed Appointed Appointed Appointed Appointed
May 2018 June 2020 December 2019 December 2013 November 2017 March 2019
Independent Independent Independent Independent Independent Independent
Yes, except for the period between 19 August 2019
– 31 July 2020 while Peter served as Executive
Chairman
No No
Yes Yes No - Shareholder representative
Skills and Experience Skills and Experience Skills and Experience Skills and Experience Skills and Experience Skills and Experience
Peter has a strong track record in growing
successful international life sciences businesses.
He is most renowned for his achievements as
CEO of Clinigen Group plc, the FTSE AIM global
pharmaceutical and services company, which he
founded in 2010 and grew into close to a £1bn
market cap company having acquired several
businesses and expanded its international
footprint.
Peter also served as the chairman of Ergomed plc,
the AIM-listed provider of clinical research, drug
development and safety services internationally.
Prior to Clinigen, he held a number of senior roles
in the pharmaceutical and healthcare sectors
including chief executive officer and leading the
MBO of Penn Pharmaceutical Services. He co-
created Unilabs Clinical Trials International in 1997,
which was successfully sold to Icon plc in 2000.
Trond is highly experienced in the international
aquaculture and seafood industries, having held
senior executive positions in the sector for over 25
years. Most recently he was CEO of SalMar ASA,
the Norwegian fish farm company being one of
the world’s largest producers of farmed salmon.
Prior to Salmar, he was CEO of AKVA group ASA,
the leading global aquaculture technology and
service provider for six years. He previously held a
number of executive roles in Aker ASA’s Seafoods,
Ocean Harvest and BioMarine companies as well as
being the Managing Director of the Norwegian Fish
Farmers Association.
Septima has more than 25 years’ experience
working in international businesses globally.
Septima joined Benchmark from Dechra
Pharmaceuticals PLC, the international provider
of specialist veterinary pharmaceuticals and
products, where she spent four years as group
financial controller, acting group finance director
and corporate development director, overseeing all
aspects of acquisition activities, strategic projects,
business development and investment initiatives
playing a significant role in supporting Dechra
during a period of high growth.
Prior to Dechra, Septima held a number of senior
finance roles at Ardagh Group S.A. (previously
Impress Metal Packaging) over a period of six
years. She has also held finance roles at UPC, CNH
Capital and PricewaterhouseCoopers. Septima is
a Chartered Certified Accountant and also holds a
Masters in European Union Law from the University
of Leicester.
Susan has over 35 years’ experience working in
a variety of commercial, business development,
manufacturing and operational roles including
investing in growing technology businesses,
acquisitions and the exploitation of new
technologies. She co-founded Imperial Innovations
plc, a leading technology investment business, and
served as its CEO from 2002 to 2013.
She was previously chair of Mercia Technologies
PLC, a regional technology and biotech investor
and holds an MA in Chemistry from Exeter
College, Oxford. She was also non-executive
and remuneration chair of Horizon Discovery
plc, a gene-editing biotech company, prior to its
sale to Perkin Elmer. Susan was formerly chair
of Schroders UK Public Private Trust plc, which
invested in a wide range of technology companies
with a key focus on biotech and sustainability.
Susan brings to Benchmark a wealth of
experience of remuneration policy and financial
risk management, and has served on a variety of
company boards and audit committees.
Yngve has more than 20 years’ experience in
the aquaculture sector as a senior executive,
adviser and investor. Yngve was chief executive of
leading Norwegian salmon producer Salmar, and
of international white fish supplier Aker Seafood
during periods of successful growth. In both
these roles Yngve was involved in evaluation of
operational risk management strategies. Yngve
also acts as strategic adviser to investors in the
aquaculture section. Yngve has a very strong track
record in Benchmark’s focus area of aquaculture,
both in the Norwegian and international markets.
Kristian has 18 years’ experience as an
investment professional with a particular focus
on the aquaculture, pharmaceuticals, energy
and renewables sectors. Kristian is currently
an investment professional and co-head of
Ferd Capital, a division of Ferd AS, a Norwegian
investment company holding 25.96% of the
Company’s issued share capital. Kristian acts
as shareholder representative of FERD AS, a
significant shareholder of the Company, and
therefore the Board has concluded that he is not
an independent director. Prior to that, he was a
partner at Herkules Capital, a leading private equity
firm in Norway. Before this, he was a research
analyst at First Securities, an investment banking
firm. Kristian has held various board positions
and is currently a board director of a number of
companies including Fjord Line AS, Aibel AS and
BHG Group AB.
Other appointments Other appointments Other appointments Other appointments Other appointments Other appointments
Peter is chairman of Oxford Quantum Circuits
and a Health Sciences adviser at Oxford Science
Enterprises and Gresham House. In addition,
Peter has an investment fund, Enigma Holdings
Group, and serves on a number of the boards of
companies owned by the group. He also owns XPG
Ltd, a building and development company and is
Chair of the Crown Commercial Services, part of
the Cabinet Office.
Trond is the chairman at Ivan Ulsund Rederi AS
(including Trønderbas AS, Brusøykjær AS, Ivan
Ulsund Eiendom AS), an ocean fisheries company
and a board member to the ocean farming
company Utror AS.
He is a board member at SinkabergHansen AS,
a leading Norwegian salmon farming company,
and a board member of Williksen Export AS, a
Norwegian salmon export company. Trond also
owns an investment company, KRING AS and was
an adviser to FSN Capital, a leading Nordic private
equity firm.
At the time of Trond’s appointment, the Board
reviewed Trond’s other roles and was comfortable
that these would still allow sufficient time to
discharge his responsibilities effectively. The
Board agreed that each role was not deemed
to be significant and will continue to monitor
suchappointments.
None.
Non-executive director of Gooch & Housego PLC,
QinetiQ Group plc, Bibby Line Group and chair of
Greenback Recycling Technologies Ltd.
Yngve is a member of the board of Aqua Site AS
and is the non executive director of Nova Sea. He
is also chairman of Broodstock Capitaland Kime
Akva. Yngve also acts as a strategic adviser to
investors in the aquaculture sector.
Kristian has held various board positions and
is currently a board director of a number of
companies including Fjord Line AS, Aibel AS and
BHG Group.
Committee Membership
Nominations Committee
Remunerations Committee
Audit Committee
Disclosure Committee
Sustainability Committee
Denotes Chair
75
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance
D
A
R
Board of Directors continued
Laura Lavers
Non-Executive Director
Torgeir Svae
Non-Executive Director
Marie Danielsson
Non-Executive Director
Jennifer Haddouk
Company Secretary and Group
Legal Counsel
Appointed Appointed Appointed Appointed
December 2022 April 2023 June 2023 May 2019
Independent Independent Independent Independent
No - Shareholder representative No - Shareholder representative Yes No
Skills and Experience Skills and Experience Skills and Experience Skills and Experience
Laura is a senior investment
professional with two decades of
finance industry experience, the
majority spent investing worldwide
in publicly listed equities with a
fundamental, long term, approach.
She was a senior investment
analyst and partner at Thunderbird
Partners, held a similar role prior to
this at Ziff Brothers Investments,
and has invested globally across a
number of different sectors including
the agricultural supply chain. She
started her career working in the
equities division of Merrill Lynch in
London. Laura holds a first-class
BA in Natural Sciences from the
University of Cambridge. Laura is a
consultant to a fund managed by JNE
Partners LLP, which holds 22.74%
of the Company’s issued share
capital. Given Laura’s relationship
with JNE Partners, a significant
shareholder in the Company, the
Board has concluded that she is
not an independent director of
theCompany.
Torgeir is an investment director
at Kverva AS responsible for the
seafood portfolio. Torgeir has
more than 20 years of investment
banking, asset management and
management experience. His role
acts as shareholder representative of
Kverva, a significant shareholder of
the Company holding 22.35% of the
Company’s issued share capital, and
therefore the Board has concluded
that he is not an independent director.
Since 2015 Marie has been the CFO
of BEWi ASA, a leading provider of
packaging, component and insulation
solutions, listed on the Oslo Stock
Exchange. Prior to this, Marie worked
for Haldex, a global supplier of
brake components to commercial
vehicles as Vice President Financial
Control and Taxes, and as an auditor
at KPMG. Marie holds a degree in
M.Sc. Economics from Stockholm
University, Sweden. Marie brings
financial and industrial experience
from international and public
environments in complex and
growing organisations.
Jennifer is a French qualified solicitor
with over 11 years’ experience.
Jennifer previously worked in French
law firm SCP de Poulpiquet & Co and
more recently as an in-house legal
counsel for KellyDeli, a European
sushi retail company, where she
gained experience in the salmon
industry, focusing on commercial
agreements, corporate and
competition law.
Since joining Benchmark, Jennifer
has been advising and supporting
Group companies to execute their
strategies. Jennifer holds a MA in
Law from the university of Nice and
‘Diplome de Notaire’.
Other appointments Other appointments Other appointments Other appointments
Laura is currently a board director
of HelloSelf, an online platform
connecting patients with clinical
psychologists; she is also the CEO
of Nicrone UK Limited, a large single
family investment office and a
director of Bay Laurel Limited.
Torgeir is also a director of
Østermoen Industrier AS, Østermoen
Invest AS, Insula AS, Viden AS
and chair of the board of Scale
Aquaculture AS.
Marie is also a director of BEWI
Invest AS. Marie has no beneficial
interest in the equity securities of
Benchmark Holdings plc.
None.
Benchmark Holdings plc / Annual Report and Accounts 2023
76
Our leadership team
Corina Holmes
Group Head of People
Geir Olav Melingen
Head of Salmon, Health & Genetics
Patrick Waty
Head of Advanced Nutrition
Corina is a global HR leader with over 25 years’
experience living and working extensively across
EMEA, Asia and the Americas. She has worked for
both large and complex companies in technology,
pharmaceuticals, and financial services as well as
smaller entrepreneurial start-up businesses.
Throughout her career Corina has led global HR
teams in creating values-based company cultures,
creating and leading employee engagement and
development programmes, and implementing
reward and talent management strategies that
support the achievement of business goals and
objectives, together with acting as coach and
mentor to senior leadership teams.
Corina joined Benchmark in January 2021 from
Hyve Group Plc where she was chief people officer.
Geir Olav joined Benchmark in January 2019
following his CEO role at Bergen Aquarium. Prior
to this role Geir Olav has a broad experience within
aquaculture, formerly the CEO of Fishguard and
National Sales Director & Global KAM of MSD
Animal Health.
Geir Olav is a qualified Fish Health Biologist and
holds a doctorate in Scientific Fish Health from
the University of Bergen. He lives in Bergen with
his wife and three children, but spent most of
his childhood in Austevoll, the largest fishing
community in Norway where the passion to
become a veterinarian took place. He is also a keen
fisherman and enjoys running or walking whilst
ontravels.
Patrick is an experienced aquaculture leader and
expert who had his first exposure to the sector in
2005, upon purchasing and growing Seagull NV,
the Belgium-based fish processing company.
Patrick joined in November 2021 from SyAqua
Group, an industry leader in early-stage nutrition
and genetics for shrimp and tilapia, where he was
chief executive officer pushing forward Asian
market development. Prior to this Patrick spent six
years in several key global leadership roles within
BernAqua, Epicore Bionetworks, steering the
company through a period of mergers, acquisitions,
and integration, which significantly and strategically
developed Neovia/ADM business as a global
aquaculture director.
Ivonne Cantu
Head of Investor Relations & Corporate
Development
Ross Houston
Director of Genetics & Innovation
Ivonne joined Benchmark in 2017 after 20 years
as corporate finance adviser at Cenkos Securities
and Merrill Lynch. Throughout her career Ivonne
has advised UK and international companies across
sectors on a broad range of corporate finance
transactions including IPOs, fundraisings and M&A
as well as on investor communications, corporate
governance and regulatory matters.
Ivonne chairs the Sustainability Working Group and
is a member of the Sustainability Committee.
Ivonne holds a BSc in Engineering and an MBA
from the Wharton School of Business. . She
is a non-executive director of Primary Health
Properties plc and Creo Medical plc.
Ross is the overall lead for R&D and Innovation
activities of Benchmark and chairs the Benchmark
Innovation Board, which fosters exploitation
of synergies across the Genetics, Health, and
Advanced Nutrition business units. He is also
responsible for Benchmark’s salmon and shrimp
breeding programmes, as well as Genetics R&D,
including applications of new technologies to
enhance the Company’s competitive position.
Ross is an internationally leading scientist in the
field of aquaculture genetics and biotechnology
and was personal chair of Aquaculture Genetics at
University of Edinburgh until he joined Benchmark
in 2022. He has authored or co-authored more
than 110 scientific publications, with several of his
discoveries applied in the aquaculture industry to
improve animal health and performance.
Trond Williksen
Chief Executive Officer
Septima Maguire
Chief Financial Officer
Jennifer Haddouk
Group Legal Counsel and Company Secretary
Biographies for the above individuals can be
found on pages 74 and 76 .
77
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance
Corporate Governance
Peter George
Chairman
Year in review
Throughout the year, the Group has been focused on delivering
its strategic priorities, and maintaining its high standards of
corporate governance. FY23 saw the Group complete the
refinancing of its revolving credit facility with a new facility of
£20 million, and achieve its dual-listing on AIM and Euronext
Growth Oslo. The Group also completed its acquisition of the
remaining minority interest in Benchmark Genetics Iceland;
a natural step in delivering shareholder value through full
ownership of the success of our genetics business.
The Board has been kept well informed of management’s
plans, with a Board strategy day held in September to review
strategy and consider the evolving environment and objectives
of theGroup.
Board changes and composition
Through the nomination committee, the Group focused on
Board succession and composition to ensure the Board has
the appropriate balance of skills, independence, experience
anddiversity.
The 2023 financial year saw the following changes to
theBoard:
• In December 2022, Laura Lavers was appointed Non-
Executive Director, as a shareholder representative of
JNE, who have an interest in Benchmark of 22.74%. Laura
was appointed with two decades of senior investment
experience and has brought valuable shareholder insight and
perspective into Board discussions.
• In April 2023, Atle Eide stepped down as Non-Executive
Director and Torgeir Svae was appointed as a Non-Executive
Director. Torgeir has extensive industry experience and is
responsible for the seafood portfolio at Kverva AS, who have
an interest in Benchmark of 22.35%.
• In June 2023, Marie Danielsson was appointed as Non-
Executive Director, with extensive financial and industry
experience and is currently CFO of BEWi ASA, who are listed
on the Oslo Stock Exchange.
• In September 2023 saw the retirement of long standing
Non-Executive Director Kevin Quinn.
In December 2023, Susan Searle, the Company’s most
tenured Board member, will conclude her service on the
Board. The Board wishes to express its heartfelt gratitude for
her exceptional contributions and dedicated work over the
pastdecade.
Chairman’s Governance Statement
Board evaluation
The Board conducted an extensive internal individual Board
evaluation which was followed by delivery of the results in
September 2023. It included a thorough internal evaluation of
the Board and its Committees, with the aim of ensuring that
they operate efficiently and effectively, with an appropriate
mix of skills and experience in order to help deliver the Group’s
strategy within an appropriate risk framework. The anonymous
evaluation allowed the Board to consider its composition and
diversity as well as failures and successes. I am pleased to
report that the conclusions of this evaluation were positive
and confirmed that the Board, its Committees and each of
its Directors continue to be effective. The Board has since
acted on a number of recommendations to ensure that it is
working effectively and acting on areas where opportunities for
improvement were identified. Results and further information
on this survey can be found on page 89 of this report.
Culture, ESG and stakeholder engagement
The Board has been engaged in active discussions this year
regarding the most appropriate corporate governance code for
the Company to follow in light of its dual-listing and maturity
stage and has taken the decision to move to complying with the
Quoted Companies Alliance (“QCA”) Code for the 2024 financial
year and onwards. The QCA Code is widely recognised as
being an appropriate corporate governance code for mid-sized
quoted companies such as Benchmark, and will provide the
Group with more flexibility than the UK Corporate Governance
Code 2018, while continuing to encourage good governance,
engagement, reporting and effective board processes. The
Board remains committed to maintaining effective corporate
governance and integrity, enabling us to deliver our strategy for
the long-term benefit of all ourstakeholders.
The evolution of the Group’s culture continues to be of strategic
importance, and we believe that the right culture and values,
supported by effective leadership and a consistent tone from
the top, are crucial to the success of the Group.
This year, we placed an emphasis on amplifying the positive
feedback we received from the Employee Engagement survey.
Our primary goal was to assess our strengths and identify areas
where we could improve, and to help achieve this, we conducted
a series of action planning workshops across all countries and
business areas. Additionally, we sustained our commitment to
global engagement campaigns, encouraging full participation
from all. We revamped our approach to onboarding, proactively
engaging with new employees prior to their start date, ensuring
they feel fully integrated into Benchmark from the outset.
Benchmark Holdings plc / Annual Report and Accounts 2023
78
Engaging with stakeholders and
understanding their views is crucial to
the Board and its decision-making.”
Peter George
During the year our Employee Representative was invited to
attend to the extended Executive Management team meetings,
to act as a voice from within the workforce and join at their
discretion. There are a strong team of employee champions
across the globe, and this year we improved the way they were
able to represent their respective groups and made it easier for
them to voice their opinions .
For additional information about these initiatives, please refer
to page 106.
I am pleased to note that this financial year, in light of
the importance of managing ethical and environmental
issues across the Group, the Group continued its ongoing
commitments to the Environmental, Social and Governance
(“ESG”) strategy and a plan for the reduction of the Group’s
carbon emissions. Progress has also been made on the roll-
out of the Group’s supplier code of conduct with a view to
ensuring that third parties we deal with live up to our values and
standards and share in our duty to trade responsibly.
As a Board we focus on how we engage withour stakeholders
and how we deliver apositive impact for them. Relationships
with our stakeholders in the UK and internationally are vital
to building asuccessful and sustainable business. The Board
receives regular updates throughout the year on engagement
with our stakeholders, including feedback from colleague
surveys, town halls, and shareholder meetings. During the year
we extensively consulted with our shareholders regarding a
potential delisting from AIM and uplisting to Oslo Børs, and
as a result have decided to maintain a dual listing on Euronext
Growth Oslo and on AIM for the foreseeable future. An uplisting
to Oslo Børs will be reviewed as part of ongoing strategy to
enhance Group positioning and share performance.
Looking forward
We will continue to review our governance framework with a
view to building on our strong foundations.
Peter George
29 November 2023
79
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Financial Statements Additional Information
Strategic Report
Governance
Contents Generation – Sub PageContents Generation – Page
The Group’s governance framework supports the Board in the delivery
of the Group’s strategy and long-term sustainable success in various
ways as detailed below.
Corporate Governance continued
Governance Framework
The Board
The Board is responsible for establishing the Company’s purpose, values and strategy, promoting its culture, overseeing
its conduct and affairs, and for promoting the success of the Company for the benefit of its members and stakeholders. It
discharges some of its responsibilities directly and others with the support of its Committees. Terms of reference for the
Board and its Committees are available on the Group’s website. Execution of the strategy and day-to-day management of the
Company’s business is delegated to the Executive Management Team, with the Board retaining responsibility for overseeing,
guiding and holding management to account.
The Board delegates certain matters to its committees
Nomination Committee Audit Committee Remuneration Committee Sustainability Committee Disclosure Committee
The Nomination
Committee leads the
process for and makes
recommendations to
the Board regarding
the appointment of
new Directors to the
Board, reviews the
composition and
structure of the Board,
evaluates the balance
of skills, knowledge
and experience of the
Directors and oversees
the Board’s annual
evaluation. In addition,
the Nomination
Committee supports
the Board with the
succession planning
process.
The Audit
Committee assists
the Board in fulfilling
its corporate
governance
obligations in relation
to the Group’s
financial reporting,
internal control and
risk management
systems.
The Remuneration
Committee reviews
and recommends
the policy on
remuneration of
the Chairman,
Executives and
senior management
team. In addition,
it monitors the
implementation of
the Remuneration
Policy and approves
awards under the
Group’s Long-Term
Incentive Plan.
The role of the
Board’s Sustainability
Committee is
to oversee the
Company’s ESG
strategy and its
implementation,
ensuring alignment
with the Company’s
commitment to act
as a responsible
operator driving
sustainability. This
includes setting
and reporting on
targets and KPI’s,
and developing
ESG Group policies.
The Committee is
also responsible for
ensuring that the
Board takes into
account relevant ESG
factors in its decision
making.
The Disclosure
Committee
ensures the legal
and regulatory
disclosure
obligations and
requirements
arising from
the listing of
the Company’s
securities and
bonds on the
London Stock
Exchanges and
Euronext Growth
Oslo are met. This
includes the timely
and accurate
disclosure to
the market
of all relevant
information.
The Disclosure
Committee meets
at such times as
is necessary or
appropriate.
Executive Management Team (EMT)
The Board delegates the execution of the Group’s strategy and the day-to-day management of the business to the EMT, who
are responsible for developing and delivering cross-Group opportunities, revenue and costs synergies, advancing integration,
and overseeing the financial and operational performance of the Group as a whole.
Benchmark Holdings plc / Annual Report and Accounts 2023
80
81
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
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Financial Statements Additional Information
Strategic Report
Governance
Contents Generation – Page Contents Generation – Sub Page
The Company is listed on AIM and
Euronext Growth Oslo, and is subject to
the AIM Rules and rules applicable to
companies listed on Euronext Growth.
The Board has voluntarily chosen to
comply with the UK Corporate
Governance Code 2018 (“the Code”)
and has taken the decision to move to
complying with the QCA Code from the
2024 financial year and onwards.
An overview of the Company’s compliance with the Code, and
an explanation of the Code provisions it has not implemented
and why, is set out in the Directors’ Report on pages 104 to 109.
The Company’s Corporate Governance Statement sets out
how it complies with the Code and the following sections
highlight how the Board has applied the principles of corporate
governance in a manner that is appropriate for the size and
circumstances of the Company.
Board leadership and Company purpose
The Board primary role is to ensure the Company’s long-term
success by setting the Group’s strategic direction, ensuring
that this remains aligned with the Group’s purpose and culture,
and promoting and protecting the Group’s interests for the
benefit of all our stakeholders. The Board is composed of highly
experienced individuals who bring a range of skills, perspective
and knowledge of the industry in which the Group operates.
The Board has delegated customary responsibilities to its five
principal committees in order to enable the Board, as a whole,
to dedicate time to the Group’s key priorities and manage its
time effectively. At each Board meeting (when required), the
agenda includes sufficient time for each committee chair
to report to the Board on such committee’s activities and to
provide recommendations.
In September 2023, the Board held its annual strategy day
during which the Board held strategy discussions with senior
management and conducted a thorough review of the Group’s
strategy. The discussions provided insight to the Board on the
progress made on strategy so far, and allowed an assessment
and review of the objectives set as well as giving management
and each Board member (especially the Non-Executive
Directors) an opportunity to challenge and provide input on the
Group’s strategy.
How governance supports our strategy
The Board recognises that it is responsible for promoting the
long-term sustainable success of the Group and for delivering
long-term value for stakeholders. The Board does this by
providing effective leadership and by ensuring that the Group’s
business is conducted with high standards of ethical behaviour
in a manner which contributes positively to wider society,
having regard to the interests of its different stakeholders. To
enable the business to meet its strategic priorities, the Board
oversees the development of the Group’s strategy and provides
strong leadership and support to the Group.
The Board continues to benefit from a strong mix of
complementary skills and experiences, as well as dynamics that
allow for open debate, challenge of existing assumptions and
asking difficult questions.
For further information, please refer to our Strategic Report on
pages 18 - 19 and for an outline of how the Board’s activities in
FY23 contributed to the Group’s strategic priorities please see
pages 84-85.
Culture
The Company’s vision is to be the leading aquaculture
biotechnology company and drive sustainability in aquaculture.
In order to achieve this, we invest in our people and business
partners. Development of the Group’s culture is a strategic focus
area and the Board believes that the right culture and values,
supported by effective leadership and a consistent tone from the
top, are crucial to the success of the Group. The integration of the
Group’s values and culture has been led by the CEO, Group Head
of People and the EMT. The Board continues to engage closely
with the Company Performance Management Framework and
the Chairman followed it for the performance review of the
Executive Directors. Creating the environment, frameworks and
tools for high performance, where the individual objectives of
our people are directly linked to the strategic priorities of the
Company constitutes a cornerstone of our culture.
How the Board monitors culture
In FY23, the Board monitored culture by:
• Engaging with and listening to our people: The Group
conducted its annual employee engagement survey. The
survey encourages employees to share their views on
key topics, which provides valuable insight into employee
engagement and the Group’s culture. The survey was
conducted in March 2023 and the key findings were
presented to the Board in April 2023. Action plans have
been prepared by the people team in collaboration with each
business area to address the priority issues raised by this
survey. In January 2023, the Board conducted a virtual site
tour of the Thailand plant, dedicating time to gain deeper
insights into the Thai’s operations and acknowledge the
accomplishments of the team since the previous visit. The
Board, in alignment with the Company’s strategic objectives,
also paid a visit to the Bergen office in September 2023 and
dedicated quality time to engage with employees, while also
convening with the PLC Board and strategy day.
• Leading by example: The Group’s Directors and senior
management act with integrity and lead by example,
promoting the Group’s culture to the workforce by living the
Group’s values.
• Reviewing cultural indicators: The Board regularly receives
updates on health and safety metrics and employee turnover
numbers, with a breakdown of the reasons given as to why
employees have left the Group. The Board also receives
monthly reports on the implementation of the people
strategic agenda.
• Monitoring ethics, whistleblowing, fraud and anti-bribery:
Mechanisms are in place to facilitate employees reporting
incidents of wrongdoing on a named or confidential basis
through a direct line to a Non-Executive Director in line with
the Code’s requirements. The Board, with the support of
Group Legal Counsel, regularly monitors and reviews the
Company’s policies, incidents and trends arising from any
such incidents and provides the Board with updates.
Corporate Governance continued
Corporate Governance Statement
Benchmark Holdings plc / Annual Report and Accounts 2023
82
The Non-Executive Director maintains confidentiality of the
employee as per our policy guidelines, and the employee
is protected in accordance with our whistleblowing policy.
Our policy is reinforced by mandatory annual training,
which every employee is required to complete. This training
ensures that they have a comprehensive understanding of
their rights and the policy itself.
Compliance
A strong focus continues to be placed on educating and raising
awareness among our employees about business ethics and
compliance through methods such as training, workshops
and policies accessible in local languages. While the Company
communicates directly with all employees through town hall
meetings, the Group has conducted a series of smaller group
workshops to further develop awareness of the compliance
policies within the Group. The employees have access to a
range of training materials and videos on an internally built
learning platform, which requires mandatory training to be
undertaken on an annual basis. Each employee is requested to
confirm they understand the policy, and this allows the Group
to monitor understanding globally on training requirements.
The results are monitored within the compliance team and
there is a dedicated compliance email address for employees to
raise concerns. In FY23, additional workshops were created to
promote and provide training for employees on the policies and
compliance necessary for their day-to-day responsibilities.
IT strategy and digital security
Throughout the year, the Board received updates on the IT
strategy of the group and its implementation, with insights
provided by the CFO and the senior IT Managers. This year,
particular emphasis was placed on fortifying the Group’s digital
security measures. The Board made a commitment to invest in
IT systems to bolster and enhance its cyber security defences,
acknowledging the ever-evolving threats in this domain. Regular
training and awareness initiatives regarding potential email,
internet, and physical risks constitute essential components of
Benchmark’s IT security posture. Internal phishing campaigns
were launched to simulate phishing attempts, enabling
employees to recognise the characteristics of phishing emails
and respond appropriately when confronted with a genuine
phishingattempt.
Over the past six months, the Company has reduced its Phishing
Prone percentage from 32.7% to 8.8%, which is now significantly
lower than the industry average of 19.3%. In addition to ongoing
real-time phishing campaigns, annual IT security awareness
training is provided to all employees, educating them on both
common and emerging threats to the security of our operations.
This training also encompasses physical security measures for
Benchmark premises.
Board and Committee attendance
The Board has a comprehensive annual agenda to monitor and
review strategy across the Group and its business areas. Board
agendas are carefully planned to ensure that sufficient time and
consideration are given to the Group’s strategic priorities and
key monitoring activities as well as reviews of strategic issues.
In advance of each meeting, the agenda, papers and relevant
materials are provided to Directors via a secure cloud platform.
The cloud-based secure platform also supports the Board to
access a library of relevant information relating to their role,
information based on the Company and Board procedures.
During the year, the Board held six scheduled Board meetings,
one scheduled comprehensive strategy day and nine additional
Board meetings. The Chairman ensured that regular meetings
were also held with the Non-Executive Directors without
the presence of the Executive Directors. All Directors were
expected to attend all Board and relevant Committee meetings
unless prevented from doing so by illness or conflict of interest.
The leadership team were invited, when appropriate, to attend
Board meetings to make presentations on their strategic
priorities and progress updates. All Directors recognise the
requirement to commit sufficient time to fulfil their duties as
included in each Letter of Appointment.
The majority of Board and Committee meetings took place
using secure virtual meeting technology. In February, June
and September 2023, the Board held physical meetings in
the UK and Norway where the Directors and leadership teams
were able to meet in person. For FY23 Board meetings and
committee structure please refer the timeline on pages 84
and85.
Board
Audit
Committee
Remuneration
Committee
Nomination
Committee
Sustainability
Committee
Scheduled Meetings held during the year* 7** 3 4 1 3
Peter George 7/7 (C) N/A 3/4 1/1(C) N/A
Susan Searle 7/7 1/3 4/4 (C) 1/1 N/A
Yngve Myhre 7/7 3/3 N/A N/A N/A
Trond Williksen 7/7 N/A N/A N/A 3/3
Septima Maguire 7/7 N/A N/A N/A N/A
Kristian Eikre 7/7 N/A N/A N/A N/A
Laura Lavers (appointed as a member of the Board in December 2022) 6/6 N/A N/A N/A N/A
Torgeir Svae (appointed as a member of the Board in April 2023) 4/4 N/A N/A N/A N/A
Marie Danielsson (appointed as a member of the Board in June 2023) 3/3 (C) N/A N/A N/A
Atle Eide (retired from the Board on 14 April 2023) 2/3 N/A N/A N/A N/A
Kevin Quinn (retired from the Board on 28 September 2023) 4/7 3/3(C) 3/4 1/1 3/3(C)
(C) Chair of the Committee
* Additional Board meetings were held during the year.
** inc. strategy day.
83
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance
Corporate Governance continued
What the Board and Committees achieved in FY23
The Board met throughout FY23 with an agreed agenda in advance of each meeting. Each Board meeting has standing
agenda items such as financial updates on performance.
The Company Secretary provides Board papers in advance of each meeting and ensures that Board feedback on such
documentation is fed back to management for improvement. The Company Secretary provides minutes of each meeting.
TheBoard continues to work closely with its AIM Nominated Adviser, Numis, and consults from time-to-time with Norwegian
counsel to ensure compliance with AIM and Euronext Growth Oslo best practices.
Key activities of the Board in FY23
Topic Specific actions undertaken
Leadership and
effectiveness
• Approved the appointment of Laura Lavers, Torgeir Svae and Marie Danielsson as members of the Board.
• Approved the resignation of Atle Eide and Kevin Quinn as members of the Board.
• Performed an internal evaluation of the Board and its Committees and agreed on the actions.
Legal,
compliance
and governance
• Approved the FY22 Annual Report and Accounts and interim results.
• Approved the newly updated sanction policy.
• Received regular legal, IP and compliance updates from the Group Legal Counsel and Company Secretary.
• Continued to review the conflict of interest and other significant principal activities of the Directors
of the Group, monitoring changes and developments.
Business
development
and strategy
• Received ongoing updates throughout the year from the CEO and business area heads on the implementation of the
Group’s strategy.
• Reviewed and approved the Group’s strategic priorities presented by the Executive Directors, the head
of each business area, Group Head of People, Head of Investor Relations and Head of Innovation.
• Received and approved the updated and improved Information Technology framework, which includes strengthened
internal control measures and significant security enhancements.
• Refinanced its USD15m RCF in the first quarter with a new GBP20m RCF with a maturity of June 2025.
• Approved the listing of the Company on Euronext Growth Oslo in the first quarter of FY23. Followed by a shareholder
consultation regarding the optimal structure and listing venue of the Company to support its growth, and decided to
maintain a dual listing on Euronext Growth Oslo and on AIM for the foreseeable future.
• Monitored the Group’s sustainability targets and overall ESG strategy.
Meeting Key Number of Meetings in FY22
Audit 3
Nominations
1
Remuneration
4
Sustainability
3
Meeting Key Number of Meetings in FY22
AGM 1
PLC Board
meeting
6
Strategy day
1
2022
2023
Oct
Nov Dec Feb MarJan
Board and Committee activity FY23 timeline
Benchmark Holdings plc / Annual Report and Accounts 2023
84
SepApr May Jun Jul Aug
Topic Specific actions undertaken
Employees • Received and discussed the results of the employee survey.
• Received an annual update from the Group Health and Safety Representative and discussed the continued
improvements being made across the Group.
• Received verbal updates from the Remuneration Committee Chair on the key areas discussed and actions agreed.
Communicating
with
shareholders/
other
stakeholders
• Attended ad hoc meetings with top shareholders, particularly as part of a consultation process in relation to a
potential listing in Oslo.
• Monitored investor engagement and received reports following meetings with shareholders throughout the year.
• Reviewed regular investor relations reports.
Monitoring
business
performance
• Approved the FY24 budget.
• Received regular updates on the Group’s financial performance and cash flow position.
• Reviewed the capital expenditure pipeline for the next five years and tracked expenditure and progress with
significant capital investments.
• Received regular verbal updates from the Audit Committee Chair on key areas and actions discussed.
Overseeing
culture
• CEO and CFO held monthly town halls with employees throughout the year.
• Received reports from the Head of People on matters including the implementation of a culture change centred
around the performance framework.
• Reviewed results from the Employee Engagement survey.
Risk
Management
• Received regular updates on health and safety.
• Reviewed the Group’s risk register which included an assessment of the Group’s emerging and principal risks.
• Received updates from the Senior IT managers on the Group’s IT strategy and cyber security.
85
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance
Roles within the Board
Role Name Responsibilities
Chairman Peter George • Lead the effective operation and governance of the Board.
• Set agendas which support efficient and balanced decision-making.
• Ensure effective Board relationships and a culture that supports constructive discussion,
challenge and debate.
• Understand the views of key stakeholders and seek assurance that they have been
considered.
• Oversee the annual Board evaluation and identify any actions required.
• Lead initiatives to assess the culture across the Group and ensures the Board sets the
correcttone.
CEO Trond Williksen • Lead the development and delivery of strategy and budget, to enable the Group to meet the
requirements of its shareholders.
• Oversee operation of the day-to-day business of the Group.
• Lead and oversee the executive management team of the Group.
• Establish an environment which allows the recruitment, engagement, retention and
development of the people needed to deliver the Group’s strategy.
CFO Septima Maguire • Support the CEO in developing and implementing strategy.
• Provide financial leadership to the Group and align the Group’s business and financial strategy.
• Responsible for financial planning and analysis, treasury and tax functions.
• Responsible for presenting and reporting accurate and timely historical financial information.
• Manage the capital structure of the Group.
• Investor relation activities, including communications with investors, alongside the CEO.
Senior
Independent
Non-Executive
Director
Susan Searle • Provide a ‘sounding board’ for the Chairman in matters of governance or the performance of
the Board.
• Be available to shareholders and other stakeholders if they have concerns which have not
been resolved through the normal channels of communication with the Company.
• To act as an intermediary for Non-Executive Directors when necessary and act as Chairman if
the Chairman is conflicted.
Non-Executive
Directors
Yngve Myhre
Kristian Eikre
Laura Lavers
Torgeir Svae
Marie Danielsson
• Provide constructive challenge to the executives, help to develop proposals on strategy and
monitor its execution.
• Ensure that no individual or group dominates the Board’s decision making.
• Promote the highest standards of integrity and corporate governance throughout the
Company and particularly at Board level.
• Review the integrity of financial reporting and that financial controls and systems of risk
management are robust.
Group Legal
Counsel &
Company
Secretary
Jennifer
Haddouk
• Ensure compliance with Board procedures and support the Chairman.
• Secretary to the Board and its Committees.
• Ensure the Board has high quality information, adequate time and the appropriate resources.
• Advise and keep the Board updated on corporate governance developments.
• Consider Board effectiveness in conjunction with the Chairman.
• Provide advice, services and support to all Directors as and when required.
Division of responsibilities
Corporate Governance continued
Benchmark Holdings plc / Annual Report and Accounts 2023
86
The Board assessed the independence of each Non-Executive
Director upon appointment and determined that they met the
criteria for independence. However, exceptions were made
for Kristian Eikre, who represents the Company’s largest
shareholder, FERD, on the Board; Torgeir Svae, who serves
as a shareholder representative of Kverva AS, a significant
shareholder of the Company; and Laura Lavers, who was
appointed by JNE Partners, another significant shareholder of
the Company. The Board reviews independence on an annual
basis and has concluded that except for Kristian, Torgeir and
Laura the Non-Executive Directors all remain independent.
Following Peter George’s return to his Non-Executive Chairman
role on 1 August 2020, the Board also considers Peter to
beindependent.
Other external appointments
The Board takes into account a Director’s other external
commitments when considering them for appointment to
satisfy itself that the individual can dedicate sufficient time to
the Board and assess any potential conflicts of interest. Our
Directors are required to notify the Chairman of any proposed
changes to their external commitments and, in accordance with
the Code, prior approval must be sought before any additional
external appointments are undertaken.
Executive Directors may accept a non-executive role at
another company with the approval of the Board. Currently,
Trond Williksen (CEO) has other roles outside of the Company.
The Board reviewed these positions at the time of Trond’s
appointment and was comfortable that these would still allow
sufficient time for Trond to discharge his responsibilities as CEO
effectively. The Board agreed that each role was not deemed to
be significant and will continue to monitor suchappointments.
When assessing additional directorships, the Board considers
the number of public directorships held by the individual already
and their expected time commitment for those roles (see
biographies on pages 74 to 76. The Board takes into account
guidance published by institutional investors and proxy advisers
as to the maximum number of public appointments which can
be managed efficiently.
Conflict of interest
Directors are obliged to seek authorisation from the Board
before taking up any position which conflicts, or which may
conflict, with the interests of the Company. The Board is
empowered to authorise situations of potential conflict, where
it sees fit, in order that a Director is not in breach of his/her
duties. The interested Director is excluded from voting on the
resolution to authorise the conflict. The Directors may resolve
that any such transaction or arrangement be subject to such
terms as they may determine.
All existing external appointments and other such situational
conflicts of Directors have been considered and authorised by
the Board.
Board composition
as at 30 September 2023
Chairman 1
Non-Executive Directors 6
Executive Directors 2
Board tenure
as at 30 September 2023
1-3 years 3
3-6 years 5
6-9 years 1
Board independence/roles
as at 30 September 2023
Independent Chairman 1
Independent Non-
Executive Directors
3
Non-Independent Non-
Executive Directors
3
Executive Directors 2
Independence
Independence of the Board.
87
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Financial Statements Additional Information
Strategic Report
Governance
Composition
Directors’ appointment
Non-Executive Directors are engaged under the terms of
a Letter of Appointment. For further details of Executive
Directors’ service contracts and termination arrangements,
please refer to the Remuneration Report on pages 96 to 103.
Non-Executive Directors are appointed for a specified term,
subject to re-election by shareholders, and terms beyond
six years are subject to rigorous review. Accordingly, Non-
Executive Directors are appointed for a maximum of two
additional terms of three years, and thereafter may serve for
an additional period only at the invitation of the Board following
scrutiny of their continued independence. However, Susan
Searle, Kristian Eikre, Laura Lavers and Torgeir Svae are all
subject to a one-year term and any renewal of their respective
terms are subject to Board review. All Directors are subject
to annual re-election at the Company’s AGM. Details of the
Directors’ length of service are set out on page 91.
Induction, business awareness and development
The Chairman is responsible for ensuring that new Directors
receive a comprehensive induction which includes:
• An overview of the Group, its operations and
governanceframework.
• Briefings on Directors’ responsibilities and compliance.
• Site visits to key locations.
Composition and evaluation
Corporate Governance continued
• Detailed reviews of strategic projects and initiatives
beingpursued.
• One-to-one meetings with senior management.
On appointment, Directors receive a formal induction and meet
the senior management team as part of the induction process.
Each year, Non-Executive Directors receive additional training
and presentations from across the businesses to update their
knowledge and develop their understanding of the Group. This
year the Board received updates from:
• The Chief Executive Officer, regarding the Group’s
strategicpriorities.
• The Heads of the Advanced Nutrition, Genetics and Health
business areas, regarding their strategic priorities.
• The Chief Financial Officer, with respect to the business
areas and Group budgets (which also involved a Q&A session
with the business area heads).
• The Group Head of People regarding the Group’s
peoplestrategy.
• The senior IT manager to provide updates on the Group’s
ITstrategy.
Business area heads attended Board meetings as appropriate
for discussions that were relevant to their areas of business or
for major initiatives which they were leading on.
Key strengths
The table below shows the range of our Board’s key strengths based on their education/qualifications, professional background,
current activity and expertise in each sector. In addition, further detailed biographies of each of the Group’s Directors are shown on
pages 74 to 76:
Directors Aquaculture Biotechnology Sustainability Financial
Governance,
Risk
Management
and Control People Strategy International
Capital
Markets
Peter George
Susan Searle
Yngve Myhre
Kristian Eikre
Torgeir Svae
Laura Lavers
Marie Danielsson
Trond Williksen
Septima Maguire
Benchmark Holdings plc / Annual Report and Accounts 2023
88
The 2023 Board evaluation process was undertaken in three phases:
Phase 1 Phase 2 Phase 3
The Chairman and Company Secretary created a comprehensive
online Board evaluation questionnaire seeking the Directors’
views on a number of topics. The questionnaire was designed
to allow members of the Board to provide improvement
suggestions.
The themes covered by the internal evaluation included:
• Board composition, diversity, skills and performance.
• Financial reporting and controls.
• Succession planning.
• Board functioning and material.
• Objectives, strategy and risk management.
• Culture and people.
• Director self-evaluation.
• Role of the Committees.
The questionnaire also included questions to be answered
by the EMT, as the Board wanted to receive feedback on its
performance from these stakeholders. Respondents completed
the questionnaire confidentially and the results were collated and
reportedanonymously.
A complementary questionnaire drafted by the Senior
Independent Director covering the Chairman’s performance was
also issued.
Responses to all questions
were sent to the Chairman and
responses on the effectiveness
of the Committees were also
submitted to the respective
Committee Chairs.
A report on the evaluation
process was prepared by the
Company Secretary. The results
of the evaluation process were
reviewed by the Board and the
Committees at their respective
meetings in September 2023.
The Chairman also provided
individual feedback to each
Director on their individual
performance.
The Senior Independent Director
led the review of the Chairman’s
performance, and the results
of the review were discussed
during the Board meeting with
theChairman.
The output from this review
was presented to the Board
by the Group Head of People,
who acted as a facilitator at the
Board’s September meeting. The
Board evaluation also identified
some opportunities for the
Board to adapt its procedures
and the Board is currently
reviewing and implementing
therecommendations.
In addition, each Board
Committee reviewed and
discussed the key findings of
thisreview.
Findings
The conclusions of the 2023 Board evaluation were positive and confirmed that the Board, its Committees and each of its
Directors continue to be effective. The Board benefits from positive dynamics and a collegiate boardroom culture that allows for
open discussion and constructive challenge. The Chairman continues to provide robust, effective and considerate leadership to
the Board. The key recommendations and actions are set out below:
Recommendation Status
Board composition and skills:
The Board acknowledged a gap of
knowledge in the shrimp industry,
Asian and LATAM markets.
The Board agreed that in making future appointments it should consider the set of skills and
experience relevant to the shrimp and Asian & LATAM markets. In the meantime, the Board
will continue to receive bi-annual updates from the Head of Nutrition to further increase the
Board’s knowledge of these markets.
Board composition and
independence:
The Board has recognised that
the current composition of the
Board departed from provision 11
of the Code. However, the Board
firmly believes that the Board’s
composition continues to be suitable,
considering the Company’s size and
its shareholding structure.
Based on this assessment, the Board decided to transition to the QCA Code for the 2024
financial year and beyond. While the Board remains committed to maintain high standards
of corporate governance, this transition is anticipated to provide the Company and its Board
greater flexibility in terms of Board composition and governance. This change will enable
better alignment with the Company’s strategic objectives, size and level of maturity.
Annual Board evaluation
89
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Financial Statements Additional Information
Strategic Report
Governance
Nomination Committee Report
Governance Report continued
Composition as at 30 September 2023
The members of the Nomination Committee are:
Member*
Number of meetings
attended
Committee
tenure
Peter George (Chair) 1/1 5 years
Susan Searle 1/1 9 years
Kevin Quinn (retired from the
Nomination Committee on 28
September 2023
1/1 5 years
Only the members of the Nomination Committee have the right
to attend committee meetings. The Group Head of People,
Executive Directors, other Board members and advisers may
be invited to attend and contribute on specific agenda items.
The Company Secretary acts as secretary to the Nomination
Committee. The Nomination Committee updates the Board
following its meetings and invites contributions and views from
the Board.
Responsibilities
The main responsibilities of the Nomination Committee are:
• To review the composition of the Board, having regard to its
size, balance of skills, knowledge, experience and diversity.
• To lead the process for Board appointments and recommend
the appointment of new Directors.
• To review the reappointment of Non-Executive Directors.
• To continue to review time commitments and independence
of each Board member as well as reviewing any potential
conflicts of interest.
• To make recommendations on the composition of
BoardCommittees.
• To consider succession for Board members and
seniormanagement.
The Nomination Committee is responsible for reviewing the
composition and effectiveness of the Board. It regularly reviews
the composition of the Board and is responsible for leading
a rigorous and transparent process for the identification and
appointment of new Directors.
The Nomination Committee’s terms of reference are
availableon the governance section of our website at
www.benchmarkplc.com/investors/corporate-governance.
Activities during FY23:
The Nomination Committee:
• Reviewed the composition of the Board, having regard to its
size, balance of skills, knowledge, experience and diversity;
• Developed a broader experience and understanding of our
stakeholder groups;
• Recommended the appointment of Laura Lavers, Torgeir
Svae and Marie Danielsson as a member of the Board; and
• Considered and recommended to the Board the re-election
of all Directors at the 2023 Annual General Meeting.
The 2023 evaluation of the Board, its committees and individual
Directors was internally facilitated by Corina Holmes, Group
Head of People and there were no significant mattersraised.
Succession planning for the Executive Director and
leadership team
2023 has been a year in which there have been a significant
number of career development moves utilising the Company’s
approach to talent health and succession planning. With the
alignment of our Health and Genetics business areas into
one organisation, we have seen a number of new leadership
appointments, including members of the EMT. Consequently,
the Nomination Committee chose to allow the new organisation
and leadership appointments to stabilise and, therefore,
postponed the formal review of talent and succession planning
until early FY24. The talent health and the succession plan
of the Executive Directors and Executive Management Team
will be updated and presented to the Nomination Committee
for their review and consideration in FY24 and this exercise
will be performed with the support of the CEO and Group
Head of People. The Group has emergency succession plans
in place with respect to its Executive Directors and Executive
Management Team, as well as developing medium and long-
term plans where internal talent pools have been identified
for development and progression opportunities. As part of the
Board evaluation process, gaps in knowledge were identified
as priority areas for focus when recruiting Board members in
thefuture.
In December 2023, Susan Searle’s mandate will come to an end
after 10 years (9 years plus an exceptional 1 year extension) and
the Board would like to thank Susan as she has demonstrated
exceptional performance over the past decade, playing a vital
role in supporting the growth of the Company.
Peter George
Chair of the Nomination Committee
Benchmark Holdings plc / Annual Report and Accounts 2023
90
Females 4
Males 5
Females 4
Males 4
Board gender diversity as at
30 September 2023
44%
Females
56%
Males
50%
Females
50%
Males
Executive Management Team gender
diversity as at 30 September 2023
The Company makes Board appointments on individual merit,
while recognising the benefits of Board diversity. Our diversity
policy aims to ensure that we consider diversity in its broadest
sense. A diverse Board has members with a wide range of
skills, social and ethnic backgrounds, regional and industry
experiences, and genders.
The Board, with the support of the Nomination Committee:
• Considers all aspects of diversity when reviewing the
Board’s composition;
• Encourages the development of high-calibre employees, to
create a pipeline of potential Executive Directors;
• Considers to a wide pool of candidates for appointment as
NEDs, whenever feasible;
• Ensures a significant portion of the long list for NED
positions are women and candidates from different
backgrounds; and
• Considers candidates against objective criteria and with
regard to the benefits of Board diversity.
Gender diversity
Benchmark is mindful of the importance of gender diversity at
all levels of the Group and welcomes the targets introduced by
the Hampton-Alexander Review, which include a 33% target for
female representation on boards and in senior management.
Benchmark is committed to working toward achieving this
target and to attracting the very best diverse talent to our
Board and senior management.
As at 30 September 2023, the percentage of female Directors
on our Board stood at 44%, and the percentage of females in
the leadership team stood at 50%. We are pleased with the
steps we are taking with respect to gender diversity within the
Group’s talent pipeline and will continue to prioritise diversity as
an important factor in Board composition as and when natural
succession changes arise.
Actions for the coming year
Through FY24, the Nomination Committee will continue to
monitor and receive reports on the implementation of the
succession planning initiative within the Group. It will also
continue to assess the size and composition of the Board to
evaluate whether this is suitable for the Group’s current stage
of development, containing an appropriate balance of skills,
knowledge and experience.
Peter George
Chair of the Nomination Committee
29 November 2023
Non-Executive Director tenure
The periods of service of our Non-Executive Directors are set out below as at 30 September 2023.
Name Position Date of appointment Term
Peter George
1
Chairman 8 May 2018 5 years, 4 months
Susan Searle Senior Independent Director 18 December 2013 9 years, 9 months
Yngve Myhre Non-Executive Director 6 November 2017 5 years, 10 months
Kristian Eikre Non-Executive Director (not independent) 14 March 2019 4 years, 6 months
Laura Lavers Non-Executive Director (not independent) 15 December 2022 10 months
Torgeir Svae Non-Executive Director (not independent) 17 April 2023 5 months
Marie Danielsson Non-Executive Director 30 June 2023 3 months
1 Peter George was a Non-Executive Director except between 19 August 2019 and 1 August 2020 where he stood in as Executive Chairman until the
appointment of and handover to Trond Williksen as Chief Executive Officer.
Achievements:
Reviewed the size, structure and composition of the Board
91
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Financial Statements Additional Information
Strategic Report
Governance
Contents Generation – Sub PageContents Generation – Page
Audit Committee Report
Governance Report continued
Marie Danielsson
Chair of the Audit Committee
Membership, meetings and attendance
The composition of the Audit Committee during the year was:
Member
Number of
meetings
attended
Committee
tenure
Kevin Quinn (Chair)
resigned 28 September 2023
3/3 6 years
Marie Danielsson (Chair)
appointed 28 September 2023*
0/0 2 days
Susan Searle 1/3 5 years
Yngve Myhre 3/3 2 years
* Marie Danielsson attended an audit committee meeting as a guest in
August 2023 before her formal appointment to the Committee
All Committee members are independent Non-Executive
Directors.
In addition to the Committee members, there are a number of
regular attendees at each meeting. The Chief Financial Officer
(CFO) and lead external Group Audit Partner normally attend all
scheduled Audit Committee meetings. The Audit Committee
members regularly take time before or after a meeting, without
any Executive Directors or senior management present, to raise
any questions and discuss issues with the external auditor.
Furthermore, the Chair of the Audit Committee frequently
meets the CFO and the external auditor separately to review
current issues and developments usually prior to each meeting
of the Audit Committee and with such meetings often taking
place by telephone.
The Audit Committee met three times during the year and
attendance at those meetings is shown in the table above.
Key objective
The Audit Committee acts on behalf of the Board and the
shareholders to ensure the integrity of the Group’s financial
reporting, evaluate its systems of risk management and internal
control and oversee the relationship and performance of the
external auditors.
Responsibilities
The main roles and responsibilities of the Committee are:
• To review accounting policies and the integrity and content
of the financial and narrative statements;
• To monitor disclosure controls around any formal
announcements relating to the Company’s financial
performance and procedures and the Group’s
internalcontrols;
• To monitor the integrity of the financial and narrative
statements of the Group, and to assist the Board in ensuring
that the Annual Report and Accounts 2022/23, when
taken as a whole, are fair, balanced and understandable
and provide the information necessary for shareholders to
assess the Company’s position and performance, business
model and strategy;
• To consider the adequacy and scope of external audits;
• To review and monitor the objectivity, independence and
effectiveness of the external auditor, including to develop
and implement policy on the engagement of the external
auditor to supply non-audit services, the scope and
expenditure on non-audit work and approve the auditor
remuneration and reporting to the Board as to how they
have discharged these responsibilities. When appropriate
to conduct the tender process for a new auditor and make
recommendations to the Board;
• To monitor and review the effectiveness of the Company’s
internal controls and in the absence of an internal audit
function considering annually whether there is a need for
one and make a recommendation associated with this to
theBoard;
• To review and recommend the statements to be included in
the Annual Report on internal control and risk management;
and
• To review and report on the significant issues and
judgements considered in relation to the financial and
narrative statements and how they are addressed.
The Committee’s terms of reference are reviewed annually and
a summary of these are available on the Governance section of
our website at www.benchmarkplc.com.
Benchmark Holdings plc / Annual Report and Accounts 2023
92
Judgements and significant risks considered by the
Audit Committee with respect to the Interim and
Annual Reports are set out below.
Going Concern
The Committee was presented by management with an
assessment of the Group’s future cash forecasts and profit
projections, available facilities, facility headroom, banking
covenants and the results of a sensitivity analysis. Detailed
discussions were held with management concerning the
matters outlined in the basis of preparation in Note 1 to
the financial statements. The Committee discussed the
assessment with management and was satisfied that the going
concern basis of preparation continues to be appropriate for
the Group and advised the Board accordingly.
Valuation of goodwill and intangible assets
The Committee considered the carrying value within the
accounts of the Group’s businesses, including goodwill
and intangible assets. Management performed an annual
impairment review on goodwill and other intangible assets held
within the Group. The Committee reviewed management’s
recommendations, which were also reviewed by the external
auditor, including an evaluation of the appropriateness of
the calculated weighted average cost of capital and of the
identification of cash generating units and other assumptions
applied in determining asset carrying values. The Committee
was satisfied with the assumptions and judgements applied
by management and agreed with the assessment that no
impairments were necessary in FY23.
Management override of internal controls
The Committee considered the inherent risk of management
override of internal controls as defined by auditing standards.
In doing so the Committee continues to review the overall
robustness of the control environment, including consideration
of the Group’s whistleblowing arrangements and the review by
the external auditor.
Revenue recognition
The Committee considered the inherent risk of fraud in revenue
recognition as defined by auditing standards and was satisfied
that there were no issues arising.
Valuation of biological assets
The Group holds significant biological assets on the balance
sheet at fair value less costs to sell, with the valuation
dependent on some subjective assumptions, including
some which relate to future egg sales prices and volumes
and seasonal variations. The Committee considered the
accounting policy employed by the Group for biological
assets, the assumptions used in the valuation calculations
and the disclosures provided in the financial statements.
The Committee was satisfied with the accounting policy
in force and with the estimates and judgements applied by
management in employing this policy which remains consistent
with previousyears.
Discontinued operations
Following the disposal of the group’s tilapia business in
September 2023, the Directors applied significant judgement
to conclude that this business represented a major line of
business and was therefore to be treated as a discontinued
operation in line with IFRS 5 Non-current assets held for sale
and discontinued operations. Had the Directors concluded that
the tilapia business did not represent a major line of business,
its results would have been aggregated into the continuing
operations of the group. Regardless of the classification of
the business as continuing or discontinued, the loss on sale of
£3.8m would have been presented within exceptional items,
excluded from adjusted EBITDA, as a non-recurring item whose
significance is sufficient to warrant separate disclosure and
identification. The group acquired the tilapia business in 2015
with expectations of significant growth based on strength of
the group’s knowhow. However, the tilapia market remains
immature and due to the scale of continuing costs and the
amount of continued investment that would be required in
order for the business to reach its potential within the group,
the directors took a strategic decision during the year to divest
the business. Reflecting the significance of the tilapia business
to the group’s results and prospects, the directors consider the
disposal to represent a substantial change in strategic focus
consistent with the disposal of a major line of business. The
Committee considered and agreed with this treatment.
93
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance
Presentation of results
At the request of the Board, the Committee reviewed the
presentation of the Group’s unaudited results for the six
months to 31 March 2023 and the audited results for the year
to 30 September 2023 to ensure they were fair, balanced and
understandable and provide sufficient information necessary
for shareholders and other users of the accounts to assess
the Group’s position and performance, business model and
strategy. In conducting this review, focus was given to the
disclosure included in the basis of preparation in Note 1 to
the financial statements in relation to the Group’s financial
projections and the suitability of the going concern assumption,
particularly in light of the current economic climate.
Particular attention continues to be paid to the presentation
of the results in the income statement which uses alternative
profit measures as indicators of performance. The Board
considers current treatment which retains reference to
“Adjusted EBITDA” and “EBITDA” to remain appropriate.
“EBITDA” is “earnings before interest, tax, depreciation and
amortisation, and “Adjusted EBITDA” is “EBITDA before
exceptional items and acquisition related expenditure”.
“Adjusted Operating Profit/Loss”, which adjusts Adjusted
EBITDA to include depreciation and amortisation of capitalised
development costs to reflect their part in the underlying
performance of the Group is also used, as well as Adjusted
EBITDA excluding fair value movement in biological assets,
which adjusts Adjusted EBITDA by removing the change in
value of biological assets related to fair value assumptions.
The Board regards these measures as an appropriate way to
present the underlying performance and development of the
business, reflecting the continuing investment being made by
the Group, particularly in relation to past and future acquisition
activity, and this is how the Board monitors progress of the
existing Group businesses.
Risk management
Effective risk management and control is key to the delivery
of the Group’s business strategy and objectives. Risk
management and control processes are designed to identify,
assess, mitigate and monitor significant risks, and can only
provide reasonable and not absolute assurance that the
group will be successful in delivering its objectives. The
Board is responsible for the oversight of how the Group’s
strategic, operational, financial, human, legal, environmental
and regulatory risks are managed and for assessing the
effectiveness of the risk management and internal control
framework but delegates the oversight for financial risk to the
Audit Committee.
A description of the Group’s risk management procedures and
the work completed in the year is provided in the Principal Risks
and Uncertainties section on pages 66-73.
Internal audit
During the year, the Committee made the decision to delay
the recruitment of an internal audit function. In the meantime,
additional internal assurance around risk has been sought by
sample testing some of the controls and reconciliations in
each business area identified during a quarterly review of the
controls being performed by each business area.
Safeguards and effectiveness of the external
auditor
The Committee recognises the importance of safeguarding
auditor objectivity. The following safeguards are in place to
ensure that auditor independence is not compromised.
• The Audit Committee carries out an annual review of the
external auditor as to its independence from the Group in
all material respects and that it is adequately resourced
and technically capable to deliver an objective audit to
shareholders. Based on this review the Audit Committee
recommends to the Board the continuation, or removal and
replacement, of the external auditor;
• A tax adviser separate from the external auditor is engaged
to provide tax-related services;
• The external auditor may provide audit-related services such
as regulatory and statutory reporting as well as formalities
relating to shareholder and other circulars;
• Non-audit services carried out by the external auditor are
generally limited to work that is closely related to the annual
audit, where the work is of such a nature that a detailed
understanding of the business is beneficial or where work
tobe carried out is mandated to be performed by the
external auditor;
• The Audit Committee reviews all fees paid for audit services
on a regular basis to assess the reasonableness of fees,
value of delivery and any independence issues that may have
arisen or may potentially arise in the future;
• The external auditor reports to the Directors and the Audit
Committee regarding their independence in accordance
with Auditing Standards. KPMG’s policy, in line with best
practice, is that audit partners are required to be rotated
every fifth year;
• Different teams are used on all other assignments
undertaken by the auditor; and
• The Audit Committee monitors these costs in absolute
terms and in the context of the audit fee for the year, to
ensure that the potential to affect auditor independence and
objectivity does not arise. The Committee does not adopt a
formulaic approach to this assessment. The split between
audit and non-audit fees for 2023 and information on the
nature of the non-audit fees incurred is detailed in Note 6
accompanying the consolidated financialstatements. During
the year, fees for audit related services included £757,000
for audit services associated with the listing of the Green
Bond and the potential uplisting of the Company on Oslo
Børs. The Audit Committee was comfortable that this work
did not impair the independence of KPMG as auditor.
During 2023, it was found that a KPMG member firm had
provided preparation of local GAAP financial statement
services over the period FY17 to FY23 to an entity that is and
has been in scope for the group audit. The services, which have
been terminated, were administrative in nature and did not
involve any management decision-making or bookkeeping. The
work was undertaken after the group statutory audit opinion
was signed by KPMG LLP for each of the impacted financial
years and had no direct or indirect effect on Benchmark plc’s
consolidated financial statements.
Audit Committee Report continued
Benchmark Holdings plc / Annual Report and Accounts 2023
94
It was concluded by KPMG that in their professional judgment,
based on their assessment of the breach, their integrity and
objectivity as auditor has not been compromised and that
they believe that an objective, reasonable and informed third
party would conclude that the provision of this service would
not impair their integrity or objectivity for any of the impacted
financial years. The audit committee concurred with this view.
The Audit Committee monitors the effectiveness of the
external audit. To comply with this requirement, the Committee
reviews and comments on the external audit plans before it
approves them. It then considers progress during the year by
assessing the major findings of their work, the perceptiveness
of observations, the implementation of recommendations
and management feedback. At the request of the Board, the
Committee also monitors the integrity of all financial and
narrative statements in the Annual Report and half year results
statements, and the significant financial reporting judgements
contained in them. Further details of the Committee’s
procedures to review the effectiveness of the Group’s systems
of internal control during the year can be found in the section on
effective risk management and internal control below.
The Committee recognises that all financial statements include
estimates and judgements by management. The key audit
areas are agreed with management and the external auditors
as part of the year-end audit planning process. This includes an
assessment by management both at business unit and at Group
level of the significant areas requiring management judgement.
These areas are reviewed with the auditors to ensure that
appropriate levels of audit work are performed and the results
of this work are reviewed by the Committee.
Effective risk management and internal control
One of the Board’s key responsibilities is to ensure that
management maintains a system of internal control which
provides assurance of effective and efficient operations,
internal financial controls and compliance with law and
regulation. The Group’s systems are designed to identify
principal and emerging financial and other risks to the Group’s
business and reputation, and to ensure that appropriate
controls are in place. Consideration is given to the relative costs
and benefits of implementing specific controls.
Assurance
On behalf of the Board, the Audit Committee examines the
effectiveness of:
• The systems of internal control, primarily through reviews
of the financial controls for financial reporting of the annual,
preliminary and half yearly financial statements and a review
of the nature, scope and reports of external audit;
• The management of risk by reviewing evidence of risk
assessment and management; and
• Any action taken to manage critical risks or to remedy any
control failings or weaknesses identified, ensuring these are
managed through to closure.
Where appropriate, the Audit Committee ensures that
necessary actions have been, or are being taken to remedy or
mitigate significant failings or weaknesses identified during
the year either from internal review or from recommendations
raised by the external auditor. The Group’s internal controls
over the financial and narrative reporting and consolidation
processes are designed under the supervision of the CFO
to provide reasonable assurance regarding the reliability of
financial and narrative reporting and the preparation and fair
presentation of the Group’s published financial statements for
external reporting purposes in accordance with IFRSs.
Because of its inherent limitations, internal control over
financial and narrative reporting cannot provide absolute
assurance and may not prevent or detect all misstatements
whether caused by error or fraud. The Group’s internal controls
over financial and narrative reporting and the preparation
of consolidated financial information include policies
and procedures that provide reasonable assurance that
transactions have been recorded and presented accurately.
Management regularly conducts reviews of the internal
controls in place in respect of the processes of preparing
consolidated financial information and financial and narrative
reporting. During the year there were no changes to the internal
controls over these processes that have or are reasonably likely
to materially affect the level of assurance provided over the
reliability of the financial statements.
Risk management and internal control system
features
Risk management control system
As well as the risks that management identify through the
ongoing processes of reporting and performance analysis, the
Audit Committee has additional risk identification processes,
which include:
• Risk and control process for identifying, evaluating and
managing major business risks. A risk register is maintained
defining each business risk identified and quantifying its
likely impact to ensure adequate priority is given to each
inturn;
• External audit reports, which comment on controls to
manage identified risks and identify new ones; and
• A confidential whistle-blowing helpline and an email address
available for employees to contact a designated Non-
Executive Director in confidence.
Internal control system
The internal controls which provide assurance to
the Committee of effective and efficient operations,
internal financial controls and compliance with law and
regulationinclude:
• A formal authorisation process for investments;
• An organisational structure where authorities and
responsibilities for financial management and maintenance
of financial controls are clearly defined;
• Anti-bribery and corruption policies and procedures and a
dedicated email hotline, designed to address the specific
areas of risk of corruption faced by the Group; and
• A comprehensive financial review cycle where annual
budgets and subsequent reforecasts are formally approved
by the Board and monthly variances are reviewed against
detailed financial and operating plans.
95
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance Financial Statements Additional Information
Strategic Report
Governance
Remuneration Committee Report
For the year ended 30 September 2023
Governance Report continued
Susan Searle
Chair of the Remuneration Committee
Composition as at 30 September 2023
The members of the Remuneration Committee during
the year were :
Member
Number of meetings
attended
Committee
tenure
Susan Searle (Chair) 4/4 9 years
Peter George 3/4 5 years
Kevin Quinn (retired from the
Board on 28 September 2023) 3/4 6 years
Marie Danielsson (appointed on 28
September 2023) 0/0 2 days
Statement from Susan Searle, Chair of the
Remuneration Committee
Our performance in 2023 and pay outcomes in FY2023
Three years ago, Benchmark embarked on a change and
transformation programme, and I am pleased to report that
the leadership team has delivered a third consecutive year
of financial growth and strategic progress, transforming
Benchmark into a strong, commercial organisation with
leading market positions focused on delivering growth and
shareholdervalue.
We made good progress across all three business areas. The
team delivered growth in revenue and Adjusted EBITDA with
challenging conditions in the global shrimp markets balanced
by achieving record sales in our Genetics sales. We also
saw continued revenue growth in our Health business. This
demonstrates the strength of our business and the agility of our
organisation to adapt – mitigating the impact of a soft market
and taking advantage of commercial opportunities to further
consolidate our leading market position.
It was also a year in which we demonstrated how our deep
industry insight and innovation capability keeps us at the
forefront of our markets. We invested in R&D, growing our core
genetics capability to focus on reproductive technologies, and
in Advanced Nutrition we partnered to use AI to revolutionise
the counting of artemia, with a new technology tool, SnappArt.
We also maintained a third year of consistently high employee
engagement through global, business area and people-focused
townhalls, together with sustainability webinars and an
innovation and science week. Through our People Agenda we
delivered a variety of diversity, health and wellbeing campaigns
for people to engage with, and I am pleased to report an
outstanding Employee Engagement survey participation of
92% and another top quartile employee engagement score
of 85%. The team also expanded its focus on the ESG agenda
and further information on our ESG strategy can be found on
page40-65.
For the financial year 2023 , the Group’s overall financial
performance and delivery against the strategic objectives set
for annual bonus purposes was above target. In addition to,
Adjusted EBITDA the Committee also set a cash flow target.
The financial measures account for 70% of the total and the
outturns for both were 105% and 110% respectively. In the
light of very strong operational performance against stretching
targets, the Remuneration Committee approved bonus
payments of 79.3% of maximum for the Chief Executive Officer
and 80.7% for the Chief Financial Officer. Further details are
shown on page 99.
Despite the strong performance of the Executive Directors and
their teams, the share price has remained flat over the year.
At the same time, the Remuneration Committee believes that
the Chief Executive Officer, the Chief Financial Officer and
the executive leadership team have performed exceedingly
well over the year and are an asset to shareholders and the
Company. The Committee took the view that making share
awards in 2023 was crucial both for aligning the interests of the
leadership teams with those of the shareholders and to manage
talent risk at senior levels. The window for making awards
of performance shares in December 2022 was not available
owing to the plans which have not been implemented to list on
the Oslo Børs. The Remuneration Committee discussed with
its largest shareholders the granting of special service-based
share awards in lieu of the usual performance shares awards.
Benchmark Holdings plc / Annual Report and Accounts 2023
96
Ordinary shares in the form of nominal cost options were
awarded under the Benchmark Holdings Company Share
Option Scheme in April 2023 . The vesting period is unusually
a two-year period and starts from 19 December 2022, and the
vesting of awards is subject only to continued service. Malus
and clawback provisions apply in the case of share awards
made to the Executive Directors and any vested shares will
be subject to a further two-year holding period from date of
vesting, amounting to a four-year period between the date of
grant and the date when the Executive Directors can trade
their shares. The value of the awards on grant amounted to
50% of salary for the Chief Executive Officer and 50% of
salary for the Chief Financial Officer. The level of the awards
was half of the usual performance shares awards to take into
account the foreshortened vesting period and the increased
certainty of vesting. The Committee’s rationale for the vesting
period of less than two years took into account the desire to
retain the Executive Directors for the next two years to lead the
transformation of the Group and the two-year holding period.
Looking forward to FY2024
The Remuneration Committee approved a budget of 6.5%
for salary increases across the Group for 2024. The average
individual increase for employees with effect from 1 January
2024 is just below 5%. Our approach to the annual salary review
process takes into account the inflationary environment, cost
of living, affordability and the cost of labour pressures facing all
our people in the markets in which we operate.
The CEO has been awarded a salary increase of 2% which will
increase his salary to £440,130 with effect from 1 January
2024. The CFO has been awarded an increase of 8% which will
increase her salary to £300,000 with effect from 1 January
2024. Her potential and performance during the year, and since
she joined Benchmark, left the Committee in no doubt that a
market adjustment was needed to her salary.
During FY23, the Company successfully listed on Euronext
Growth Oslo. We announced that the Company would
potentially uplist onto the Oslo Børs but following extensive
consultation with our largest shareholders, we are not
proceeding at this time. Consequently we are reviewing our
approach to long-term incentives to support Benchmark’s
strategy for growth. We expect to grant awards under new
arrangements at the end of 2023 and shall consult on the
proposals with our largest shareholders before we do so.
In FY23, the Remuneration Committee sought to abide by
the UK Corporate Governance Code. Following the decision
by the Board to comply instead with the QCA Code for the
2024 financial year and beyond, the Remuneration Committee
will review and update our Directors’ remuneration policy in
accordance with the QCA Code. In reaching this decision, the
Board took into account Benchmark’s size as an AIM-listed
company and international scope. The objective is still to
maintain high standards of corporate governance.
We shall as usual be submitting the Directors’ Remuneration
Report, on a voluntary basis, for shareholder approval. We
welcome the views of our shareholders on remuneration which
the Remuneration Committee believes is key to the success of
Benchmark Holdings.
My term on Benchmark Holdings’ Board and as Chair of the
Remuneration Committee is coming to an end and I am very
pleased with the progress we have made on our remuneration
design and application during my tenure. I am confident that I
leave the Committee in good order for my successor.
Susan Searle
Chair of the Remuneration Committee
29 November 2023
97
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance
Annual Report on Remuneration
An overview of the Remuneration Committee’s membership
and work
The composition of the Remuneration Committee during the
year was:
• Susan Searle (Chair)
• Kevin Quinn (resigned on 28 September 2023)
• Peter George
• Marie Danielsson (appointed on 28 September 2023)
The Committee membership comprises two independent Non-
Executive Directors and the Chairman who was independent
on his appointment to the Board. The Company Secretary
acts as secretary and the Group Head of People attends
committee meetings. At appropriate times, the Committee has
invited the views of the Chief Executive Officer and the Chief
Financial Officer. No individual is present when his or her own
remuneration or fees are discussed. The Committee continues
to seek professional, independent advice as and when it is
required from FIT Remuneration Consultants LLP.
The Committee is provided with an overview of remuneration
policies for employees throughout the business to assist in its
consideration of remuneration packages of the executives and
senior management to ensure consistency and alignment.
Key objectives: The key objectives of the Remuneration
Committee are to develop the Company’s policy on executive
remuneration and to determine the remuneration of the
Executive Directors, Chairman of the Board and the Group’s
most senior managers.
Responsibilities: The main responsibilities of the Committee
are to:
• monitor and develop the Group’s remuneration policy;
• determine the remuneration of the Executive Directors;
• approve the service agreements of the Executive Directors;
• determine the remuneration of senior management;
• determine the Chairman’s fee;
• review the Group’s annual bonus proposals (including
performance measures and targets) and to approve bonus
payments for the Executive Directors and senior managers;
• approve the design of and oversee all awards under the
Group’s share incentive plans and to approve performance
measures and targets;
• consider the Group’s engagement with employees
and review remuneration policies for all employees
inBenchmark;
• consider risks to the Group in light of its remuneration
policies; and
• consider the gender pay gap across the Group, evaluate
what this means and plan action to close the gaps.
The Remuneration Committee’s terms of reference are
available on the governance section of our website at
www. benchmarkplc.com/investors/corporate-governance/
Decisions and actions undertaken during the year:
During the year and the period prior to publication of the Annual
Report, the Committee:
• approved base salary increases for the Executive Directors
of 5% for our CEO and 6% for our CFO with effect from
1January 2023;
• approved the award of ordinary shares to Executive
Directors and senior management under the Group’s
Long-Term Incentive Plan. Over 59% of employees have
outstanding share awards in the Company; and
• acted as a sounding board on topics such as talent
management and succession planning, employee
engagement, culture, diversity and values ahead of further
detailed Board debate.
Although there is no statutory obligation for Benchmark to
report on the gender pay gap we have done so on a voluntary
basis for 2023.
Voting history
The Directors’ Remuneration Report for the year ended 30
September 2022 was subject to an advisory vote at the Annual
General Meeting held on 16 February 2023. The Remuneration
Committee for several years has chosen to give shareholders
the opportunity to vote on the Report at the Annual General
Meeting even though it is not a requirement. The Report was
last year approved by 99.49%.
Remuneration Committee Report continued
Benchmark Holdings plc / Annual Report and Accounts 2023
98
Single total figure of remuneration for the financial year ended 30 September 2023
The remuneration in respect of qualifying services of the Directors who served during the financial year ended 30 September
2023 is as set out below:
Executive Directors
Financial year 2023
Salary
(£) (a)
Bonus
(£) (b)
Taxable
benefits
(£) (c)
Long-term
incentive
(£) (d)
Pension
(£) (e)
Total fixed
Remuneration
(£) 2023
Total Variable
Remuneration
(£) 2023
Total
Remuneration
(£) 2023
Trond Williksen 440,056 342,180 1,901 210,429 42,638 484,595 552,609 1,037, 204
Septima Maguire 273,812 224,005 1,454 134,142 26,703 301,969 358,147 660,116
(a) The base salary reported above reflects the 2023 increase of 5% and 6% (subject to rounding) with effect from 1 January 2023. Trond Williksen’s base salary
amount includes holiday pay in accordance with Norwegian Holidays Act (Lov om ferie (ferieloven)). Approved base salary amount for Trond Williksen was
£431,500 in FY2023.
(b) Cash bonuses will be paid in January 2024 and are based on the salary at 30 September 2023.
(c) Benefits provided for all Executive Directors are medical insurance coverage for the Directors and their families, and death in service benefits.
(d) The Executive Directors did not make any gains on the exercise of any share options during 2023 or 2022. On 19 April 2023, Trond Williksen was granted
568,727 share options which will vest on 19 December 2024 with an exercise price of 0.1p. These options do not have performance related conditions
attached to them. The value on the date of grant was £210,429. Similarly, on 19 April 2023, Septima Maguire was granted 362,547 share options which will
vest on 19 December 2024 with an exercise price of 0.1p. These options do not have performance related conditions attached to them. The value on the date
of grant was £134,142.
(e) The Executive Directors receive 10% employer pension contribution. This is paid into their respective pension funds with any excess to the annual or lifetime
limits paid as an allowance.
Financial year 2022
Salary
(£) (a)
Bonus
(£) (b)
Taxable
benefits
(£) (c)
Long-term
incentive
(£) (d)
Pension
(£) (e)
Total fixed
Remuneration
(£) 2022
Total Variable
Remuneration
(£) 2022
Total
Remuneration
(£) 2022
Trond Williksen 417, 283 388,190 1,916 – 40,940 460,139 388,190 848,329
Septima Maguire 261,000 248,638 1,408 – 26,100 288,508 248,638 537,146
(a) The base salary reported above reflects the 2022 increase of 1.55% (subject to rounding) with effect from 1 January 2022. Trond Williksen’s base salary
amount includes holiday pay in accordance with Norwegian Holidays Act (Lov om ferie (ferieloven)). Approved base salary amount for Trond Williksen was
£410,000 in FY2022.
(b) Cash bonuses will be paid in January 2023 and are based on the salary at 30 September 2022.
(c) Benefits provided for all Executive Directors are medical insurance coverage for the Directors and their families, and death in service benefits.
(d) The Executive Directors did not make any gains on the exercise of any share options during both 2022 and 2021.
(e) The Executive Directors receive 10% employer pension contribution. This is paid into their respective pension funds with any excess to the annual or lifetime
limits paid as an allowance
99
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance Financial Statements Additional Information
Strategic Report
Governance
Annual Report on Remuneration continued
The Chairman and the Non-Executive Directors
Fees (£)
2023 2022
Restated
2021
Restated
Kristian Eikre 44,400
^
42,000
^
40,200
^
Susan Searle 53,018
*
53,018 51,014
Kevin Quinn 52,678
*
53,018 51,014
Yngve Myhre 45,518
*
45,518 45,389
Laura Lavers 37,500
^
– –
Torgeir Svae 20,000
^
– –
Peter George 121,380
*
121,380 121,035
Marie Danielsson 12,333 – –
Atle Eide 21,692
**
36,974 0
* It was intended that the Chairman’s fee and the base fee for the Non-
Executive Directors would be increased by 5% (rounded up) with effect
from 1 January 2023. However, the increases agreed for January 2023 in
the case of the Chairman by the Remuneration Committee and in the case
of the other Non-Executive Directors by the Chairman and the Executive
Directors were not implemented in 2023 and the fees will be adjusted
accordingly in FY24. Fees are not expected to be further increased in 2024.
Other than the services fees noted in the above table, the Chairman and
the other Non-Executive Directors received no other benefits.
** Prorated according to length of active service.
^ Kristian Eikre, Laura Lavers and Torgeir Svae are shareholder
representatives and are not paid by Benchmark. These amounts represent
an apportionment of the remuneration from the respective shareholders
they represent for the service provided to Benchmark.
Restated: the figures for 2022 and 2021 have been restated for Kristian
Eikre, one of the shareholder representatives, to include an apportionment
of the remuneration from the shareholder he represents for the service
provided to Benchmark during those years.
Executive Directors’ annual bonuses for the financial year
ended 30 September 2023
The annual bonus scheme allows for up 100% of salary to
be awarded based on the successful delivery of financial
performance as measured by Adjusted EBITDA and free
cash flow (70% of bonus) and five strategic priorities (30% of
bonus) based on the delivery of key projects and organisational
change. Performance against both financial targets were
ahead of target for Adjusted EBITDA and at the stretch level
for free cash flow. Performance against strategic targets was
over 80%. The combination resulted in bonus payments of
79.3% of maximum to the Chief Executive Officer and 80.7% of
maximum for the Chief Financial Officer.
Defined contribution pension scheme
All Executive Directors participate in defined contribution
pension schemes which are in alignment with those available to
employees in the UK and Norway respectively. Trond Williksen
participates in a Norwegian pension scheme.
In accordance with the policy set out on page 102, the Company
contributes 10% of salary for each Executive Director.
Long-term incentive awards (LTIP)
In April 2023 ordinary share options were awarded to Septima
Maguire and Trond Williksen in line with the Company’s
Remuneration Policy. These awards have exceptionally a two-
year vesting period (starting from 19 December 2022) with
vesting subject to continued service. A holding period of two
years applies from the date of vesting. Options were subject to
no performance criteria.
Executive Directors’ external appointments
The Executive Directors who held non-executive directorships
or external appointments with organisations other than the
Company in the financial year ended 30 September 2023 are
set out on pages 74-76.
Statement of implementation of our remuneration
policy in 2023/4
Executive Directors’ salaries
The CEO and CFO have been awarded salary increases of 2%
and 8% respectively, resulting in salaries of £440,130 and
£300,000 with effect from 1 January 2024. The increase for
the CFO reflects her potential, her performance during the year
and since she joined Benchmark, and her value to Benchmark.
Thus, the Committee applied a market adjustment to her salary
which represents just 0.5 percentage points above the UK
salary budget of 7.5% for FY2024 and 0.4 percentage points
above the average increase. It is, however, not out of line with
other market adjustments made across the business for other
high performers.
Salary (£) 2024 Salary (£) 2023
Increase in
salary 2023 to
2024 (%)
Trond Williksen 440,130 431,500 2
Septima Maguire 300,000 27 7,750 8
Bonus
The 2023 annual bonus will be implemented in line with the
remuneration policy framework, with a maximum of 100% of
salary payable. The metrics used will comprise 70% financial
and 30% non-financial objectives. Bonuses based on financial
objectives are paid out with a trigger point at 95% of the
Group’s financial budget, with a scale to 110% of financial
budget at which point 100% of the bonus based on financial
targets is paid. The financial measures for the 2023 financial
year are directly linked to achievement of the budget and
the non-financial measures relate to the strategic priorities,
which in addition to three commercial objectives also include
two objectives, one on ESG goals and one related to People
andCulture.
The fees of the Chairman and the Non-Executive Directors
for the financial year ended 30 September 2023
The Chairman’s fee
The Chairman’s fee was increased for 2023 from £121,380 to
£127,500 per year and will not be reviewed for 2024.
The Non-Executive Directors’ fees
In 2023, and as reported in the FY22 Directors Remuneration
Report, the fees of the Non-Executive Directors were increased,
resulting in a fee structure of £42,000 for those who do
not serve on a committee, and £48,000 for those who are
committee members. In addition, Susan Searle and Kevin Quinn
received an allowance of £7,500 to reflect their additional
responsibilities as chairs of the Remuneration and Audit
Committees respectively. There will be no change to the fees or
allowances for 2024.
Remuneration Committee Report continued
Benchmark Holdings plc / Annual Report and Accounts 2023
100
Additional information on Directors’ interests
Directors’ interests under the Company’s employee share plans (unaudited)
Details of the Executive Directors’ interests in share awards under the employee share plans during the financial year ended
30September 2023 are set out below:
Share
option
scheme
Options
held at 30
September
2022
Options
exercised
in year
Options
forfeited in
year
Options
granted in
year
At 30
September
2023
Exercise
price Grant date
Date from which
exercisable
Septima
Maguire
CSOP I 70,588 – – 70,588 42.5p 21 February 2020 20 February 2023
Septima
Maguire
CSOP II 329,412 – – 329,412 42.5p 21 February 2020 20 February 2023
Septima
Maguire
CSOP II 600,000 – – 600,000 31.5p 2 June 2020 1 June 2023
Septima
Maguire
CSOP II 380,597 – – 380,597 0.1p 5 January 2021 4 January 2024
Septima
Maguire
CSOP II 412,693 – – 412,693 0.1p 7 December 2021 6 December 2024
Septima
Maguire
CSOP II – – – 362,546 362,546 0.1p 19 April 2023 19 December 2024
Trond
Williksen
CSOP II 1,500,000 – – 1,500,000 31.5p 2 June 2020 1 June 2023
Trond
Williksen
CSOP II 597,015 – – 597,015 0.1p 5 January 2021 4 January 2024
Trond
Williksen
CSOP II 647,360 – – 647, 360 0.1p 7 December 2021 6 December 2024
Trond
Williksen
CSOP II – – – 568,727 568,727 0.1p 19 April 2023 19 December 2024
Directors’ interests in ordinary shares (unaudited)
At 30 September 2023, the interests of the Directors and their connected persons in ordinary shares was as follows:
Interests in ordinary
shares at
30 September
2023
% of Company’s
issued share capital
at 30 September
2023
Interests in ordinary
shares at
30 September
2022
Trond Williksen 270,000 0.04 270,000
Septima Maguire 342,028 0.05 342,028
Peter George 3,145,719 0.43 3,145,719
Yngve Myhre 1,326,401 0.18 1,126,401
Susan Searle 224,625 0.03 224,625
Laura Lavers 530,000 0.07 –
Kristian Eikre – – –
Torgeir Svae – – –
Marie Danielsson – – –
Atle Eide – – 120,000
Kevin Quinn – – 85,929
101
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance Financial Statements Additional Information
Strategic Report
Governance
A summary of the Directors’ remuneration policy
The Group’s remuneration policy seeks to balance three
keyobjectives:
• To pay competitively in the relevant talent markets to sustain
motivation and commitment, in light of Benchmark’s style
and culture.
• To remunerate in a way that makes economic sense for the
Company, ensuring there is a fair balance of return to the
executive team, management, employees and shareholders
for their contributions to the Company’s success.
• To encourage the cooperative behaviours which promote
business priorities and lead to high performance.
Remuneration policy
The UK Corporate Governance Code asks companies when
determining their remuneration policies to have considered the
following six factors:
1. Clarity
a. Our policy has three clear key objectives as set out above.
b. Each component of our policy (including its purpose,
how it is operated, maximum potential and applicable
performance measures) are set out in this report.
2. Simplicity
a. Our policy reflects what we believe to be standard
market practice for listed companies with the operation
of an annual potential bonus and long-term incentive
shareplan.
b. All incentive payments made are either in the form of
cash or Benchmark Holdings plc shares.
c. Restricted shares are simple.
3. Risk
a. The Committee has the ability to use its discretion to
override formulaic outcomes if considered appropriate.
b. Our policy includes malus and clawback provisions which
enable the recovery and/or withholding of payments if
considered appropriate.
c. Restricted Shares help to manage flight risk.
4. Predictability
a. Appropriate limits are set out in the policy and applicable
share plan rules so that outcomes can be predicted.
5. Proportionality
a. The outcomes of our incentive schemes are aligned to
our financial and non-financial targets.
b. Outcomes are assessed against a variety of metrics to
ensure performance is measured on a balanced basis.
6. Alignment of culture
a. Our policy objectives look to recognise the Group’s
culture and encourage cooperative behaviours which
promote strategic priorities and lead to high performance.
Pursuant to the remuneration policy approved in November
2020, the Executive Directors’ remuneration comprises fixed
elements in the form of a base salary, benefits and pension
contributions and variable elements in the form of an annual
cash bonus scheme and Long-Term Incentive Plan (LTIP).
Fixed elements of remuneration
The fixed elements of the Executive Directors’ remuneration
are designed to attract and retain Directors of the appropriate
calibre, with the requisite knowledge, skills and experience, and
to sustain motivation and commitment.
The Executive Directors may participate in defined contribution
pension schemes with the Company contributing 10% of the
Executive’s salary. They may instead receive a cash allowance
of up to 10% of salary or a combination. The Executive Directors
also receive private medical insurance for themselves and their
families and death in service benefits.
Variable elements of remuneration
Executive Directors are eligible for an annual performance
bonus. The maximum award is 100% of salary. The bonus
is designed to reward and incentivise success leading
to sustainable long-term growth and to recognise the
Directors’ commitment and contribution to the business.
The remuneration policy approved by the Remuneration
Committee enables the use of discretion to override formulaic
outcomes in line with the requirements of the UK Corporate
GovernanceCode.
The Executive Directors are also eligible to participate in the
Long-Term Incentive Plan with a maximum award of 100%
of salary. The performance period in respect of the share
awards is usually three years and in the case of the Executive
Directors any vested shares will be subject to a holding period
of twoyears.
Statement of consideration of employment conditions
elsewhere in the Group
Historically, the salaries across the Group have been increased
annually by reference to the consumer price index (“CPI”) in
each country in which the Company operates. Budgets include
an additional reserve to account for adjustments made for
additional responsibilities taken on by employees, promotions
and market adjustments.
All employees participate in an annual bonus plan with
bonus potential determined in accordance with the
remunerationpolicy.
The Company believes it is important to invest in, develop
and reward the contribution of our senior managers and our
approach to long-term share-based pay fosters a culture
of cooperation and shared participation in the Group’s
achievements. In April 2023 the Company issued 4,368,781
share options to 73 employees across the Group. Where we
are unable to grant options a cash mirror scheme is operated to
ensure consistent treatment of the teams globally.
Remuneration Committee Report continued
Benchmark Holdings plc / Annual Report and Accounts 2023
102
Executive Directors’ service contracts and remuneration
ontermination
The Company’s policy is that the contracts of the Executive
Directors are normally terminable by either party on six months’
notice at any time, and by the Company at any time and without
compensation in case of serious misconduct, breach of duty
or in similar circumstances. In the event of termination by the
Company without cause, the Executive Director is entitled
to receive payment of salary for any unexpired notice period
and any accrued holiday entitlement. This is the case for the
Chief Financial Officer. In accordance with Norwegian law,
however, Trond Williksen is entitled to receive an additional
three months’ salary in the event that his contract were to be
terminated by the Company. An additional payment of three
months’ salary will also be payable should the Board decide
to enforce the non-compete and non-solicit clauses of his
employment contract, again in accordance with Norwegian
law and irrespective of whether his contract is terminated with
or without cause. In the event of termination for cause, the
Director is not entitled to compensation in respect of salary.
The Executive Directors’ bonuses are fully discretionary. In the
event of termination during a bonus period, the Committee will
consider payment of a bonus on a pro rata basis for the relevant
portion of the year worked, having regard to the circumstances.
Under the Company’s remuneration policy, Executives have an
employment shareholding requirement of 100% of salary.
The terms of appointment of the Chairman and the
Non-Executive Directors
The Chairman and the Non-Executive Directors hold office
under letters of appointment. Each of the Non-Executive
Directors are appointed for an initial term of three years, and
are typically expected to serve two additional three-year terms,
subject to re-election by shareholders, and terms in aggregate
beyond six years are subject to rigorous review. However, Susan
Searle, Kristian Eikre, Laura Lavers and Torgeir Svae are subject
to a one-year term and any renewal of their terms are subject to
Board review.
Non-Executive Directors may serve for an additional period
only at the invitation of the Board following scrutiny of their
continued independence. Under the Non-Executive Directors’
terms of appointment, they are all required to stand for re-
election every year.
At the Company’s last AGM, held on 16 February 2023, Peter
George, Susan Searle, Kevin Quinn, Yngve Myhre, Kristian Eikre,
Septima Maguire, Trond Williksen and Atle Eide were re-elected
as Directors.
Either the Company or the Non-Executive Director may
terminate the appointment on one month’s notice (except
Susan Searle, Yngve Myhre and Peter George on three
months’ notice), and the appointments are subject to the
Company’s Articles of association and to the Director being
re-elected by shareholders upon retirement by rotation. On
termination as a result of the Non-Executive Director not
being re-elected by shareholders or under the Articles of
Association for reasons connected with outside interests or
independence, the appointment terminates immediately, and
the Non-Executive Director is not entitled to compensation.
Ontermination in other circumstances, including on one
month’s notice (or three months’ notice for Susan Searle, Yngve
Myhre and Peter George), a Non-Executive Director is entitled
to accrued but unpaid fees to the date of termination but no
othercompensation.
The dates of appointment of and length of service for each
Non-Executive Director and the Chairman are shown in the
table below.
Date of appointment
Length of service
at date of Annual
Report publication
Peter George 8 May 2018 5 years 6 months
Susan Searle 18 December 2013 9 years 11 months
Yngve Myhre 6 November 2017 6 years
Kristian Eikre 14 March 2019 4 years 8 months
Laura Lavers 15 December 2022 10 months
Torgeir Svae 17 April 2023 5 months
Marie Danielsson 30 June 2023 3 months
Share dilution
The total number of ordinary shares issued and issuable in
respect of options granted in any ten-year period under the
Company’s discretionary share option schemes (excluding pre-
IPO options under the Enterprise Management Incentive (‘EMI’)
scheme) is restricted to 10% of the Company’s issued ordinary
shares in any ten-year rolling period.
In the financial year ended 30 September 2023, the Company
allocated 4,368,781 ordinary shares on 19 April 2023 (0.60%
of issued share capital as at such date of grant) to employees
including senior management and Executive Directors as
mentioned on page 101. The total share dilution to the end of
the financial year is 5.02% of issued share capital.
Susan Searle
Chair of the Remuneration Committee
29 November 2023
103
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance Financial Statements Additional Information
Strategic Report
Governance
The Directors present their Annual
Report and audited financial
statements of the Company and
of the Group for the year ended
30 September 2023.
Benchmark Holdings plc is a public limited company,
incorporated and domiciled in England and Wales. Its shares
are admitted to trading on AIM, London Stock Exchange’s
international market for smaller growing companies and
Euronext Growth Oslo.
The disclosure requirements of the Companies Act 2006,
and where the Directors have deemed it appropriate, the UK
Disclosure Guidance and Transparency Rules, have been met by
the contents of this Directors’ Report, along with the Strategic
Report, Corporate Governance Report, Nomination Committee
Report, Audit Report and Remuneration Report, which should
be read in conjunction with this report.
UK Corporate Governance Code
The Company assesses its corporate governance
arrangements and practice against the UK Corporate
Governance Code 2018 (the “Code”). A copy of the Code is
available from the website of the Financial Reporting Council
(“FRC”) at frc.org.uk. In accordance with the AIM Rules, we
produce a statement setting out how the Company complies
with the principles of the UK Corporate Governance Code,
which is available on our website at benchmarkplc.com. The
statements and table below set out how Benchmark complies
with the Code, and where it deviates from the Code.
The Nomination Committee evaluates the performance of the
Board as a whole and in doing so evaluates the performance of
each of the Directors. An internal evaluation of the performance
of individual Directors was undertaken in August 2023 this year
with the results reviewed in September 2023, further details of
which can be found on page 88.
Overview of compliance with principles of UK
Corporate Governance Code 2018
The Board considers that it has complied with the Code during
the financial year covered by this Annual Report, except that:
• The Company’s remuneration policy was adopted in
November 2020 and updated in November 2021 and applies
to remuneration and awards made from November 2020
onwards. While the Company’s remuneration policy has been
introduced to ensure the Company’s compliance with the
new Code requirements relating to Directors’ remuneration,
there is one element of the Code’s recommendations which
have not been fully reflected by the new remuneration policy:
Directors’ Report
Governance Report continued
– The Company’s remuneration policy departed from
the requirements of Provision 36 of the Code. The new
remuneration policy includes a mandatory shareholding
requirement which the Executive Directors will be
required to achieve during their employment. For the
time being the Company has not introduced a mandatory
post-employment shareholding requirement for vested
and unvested shares, however there is a two-year
holding period applicable from the date of vesting, which
continues to apply to Executive Directors’ vested awards
despite any termination of employment and will prevent
the Executive Directors from immediately disposing of
awarded shares which remain subject to this holding
period post-employment.
• The Company’s board composition departed from the
requirements of Provision 11 of the Code. Excluding
the Chairman, there are two executive directors, three
non-independent non-executive directors, and three
independent non-executive directors. However, considering
that the Company has three significant shareholders, each
holding more than 20 percent of the issued share capital,
the Board believes that the current composition aligns with
the best interests of the Company and its shareholders as
awhole.
Directors
The Directors who held office during FY23 were as follows:
• Trond Williksen
• Septima Maguire
• Peter George
• Kevin Quinn (resigned on 28 September 2023)
• Susan Searle
• Yngve Myhre
• Kristian Eikre
• Laura Lavers (since 15 December 2022)
• Atle Eide (until 17 April 2023)
• Torgeir Svae (since 17 April 2023)
• Marie Danielsson (since 30 June 2023)
The Directors benefitted from qualifying third-party indemnity
provisions during the financial year and continue to do so at the
date of this report.
Re-election of Directors
At the AGM held in February 2023, in accordance with
Provision 18 of the Code, the appointments and re-elections
(as applicable) of all the Directors of the Company in situ at the
time were approved.
In accordance with Provision 18 of the Code, at the AGM to
be held on 8 February 2024, all the Directors will be standing
forre-election.
Benchmark Holdings plc / Annual Report and Accounts 2023
104
Substantial shareholders
The Company’s issued share capital, together with details
of movements during the year, are shown in Note 28
accompanying the financial statements. The Company has one
class of ordinary share which carries no right to fixed income.
Each ordinary share carries the right to one vote at general
meetings of the Company.
As at 29 November 2023 the Company has been notified of
the following substantial shareholdings under Rule 5 of the
Disclosure Guidance and Transparency Rules:
Significant shareholders
% of issued
share
capital
Ferd AS 25.96%
JNE Partners LLP 22.74%
Kverva Finans AS 22.35%
Harwood Capital 3.95%
Power to allot shares
Each year at the AGM, the Directors seek authority to allot
shares for the following year. At the last AGM held on 16
February 2023, shareholders authorised the Directors to
allot relevant securities up to an aggregate nominal value of
£492,796.76 representing approximately two thirds of the
issued share capital, and £246,398.38 of this authority was
reserved only for a fully pre-emptive rights issue, in accordance
with investment Association guidance. The authorities which
were granted expire at the conclusion of the next AGM.
The Board notes that Resolutions 15 (Disapplication of Pre-
emption Rights - General) and 16 (Disapplication of Pre-emption
Rights - Acquisitions and Specified Capital Investments)
which were proposed to the 2023 AGM, which were special
resolutions requiring a 75% majority, did not receive sufficient
support to be passed.
These resolutions were in line with the updatedPre-Emption
Group’sStatement of Principles and the Board considers
the flexibility afforded by these authorities to be in the best
interests of the Company. In accordance with Provision 4 of
theUKCorporate Governance Code, the Board consulted
and continues to engage with the relevant shareholders
to understand and discuss their concerns with respect to
theseresolutions.
At the forthcoming AGM similar authorities will be sought,
although the disapplication of pre-emption rights will be sought
in consideration of the feedback received from shareholders
previously about disapplication of pre-emption rights.
Authority for the Company to purchase its own
shares
At the Company’s 2023 AGM, shareholders renewed the
Company’s authorities to make market purchases of up to
73,919,514 ordinary shares, representing approximately 10%
of the Company’s issued share capital as at 11 January 2023.
These authorities were not used in the year. At the 2024
Annual General Meeting, shareholders will be asked to renew
these authorities for another year, and the resolution will once
again propose a maximum aggregate number of ordinary
shares which the Company can purchase equal to 10% of the
Company’s issued ordinary share capital.
The Company held no treasury shares during the year, or at the
date of this report.
Significant agreements – change of control
The Group’s principal banking and loan note facilities include
provisions that, in the event of a change of control of the
Company, the Group could be obliged to repay the facilities
together with penalties. Certain client and supplier contracts
and joint venture arrangements also contain change of control
provisions. Additionally, the company’s Long-Term Incentive
Plan and Employee Share Option Plan contain change of control
provisions which potentially allow for the acceleration of the
exercisability of awards in the event that a change of control
occurs with respect to the Company.
Stakeholder engagement
During the 2023 financial year, the Board was able to travel to
Norway to meet employees based on the office. In addition,
the Board continued to foster the Company’s business
relationships with suppliers, customers and other partners
through other means, including through hosting and attending
meetings and workshops, conducting surveys and attending
seminars and trade shows. The Group has a diverse community
of stakeholders which includes shareholders, employees,
customers and supplier partners, as well as the communities
in which the Group operates, and continues to listen to these
stakeholders; insights help shape the Group’s strategy and
decisions. The Board also receives regular updates throughout
the year on engagement with the Group’s stakeholders,
including feedback from employee surveys and engagement
forums, discussing customer and supplier surveys, and details
of stakeholder meetings.
Throughout the year, the Board considered the long-term
consequences of the decisions it made, focusing on the
interests of relevant stakeholders as appropriate. The key
strategic items considered by the Board in 2023 included:
• Approving the strategic priorities of the Group: refocussing
the Group’s direction with a view to providing long-term
sustainable growth for the benefit of shareholders,
employees, suppliers and customers.
• Approving the refinancing of the company’s RCF to allow
the Group to focus on commercial execution of its growth
strategy, while demonstrating its sustainability commitment.
105
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance
Directors’ Report continued
Stakeholder engagement continued
• Executing the Company’s listing on Euronext Growth Oslo:
a first step towards positioning the Company on the leading
seafood and aquaculture listing venue globally.
• Implementing its plans for the reduction of the Group’s
carbon emissions: taking steps to improve our sustainability
as a business and reduce our impact on the environment
for the benefit of our shareholders, employees, customers
andcommunity.
Workforce engagement
During FY23, the Employee Representative continued to report
to the extended-EMT to facilitate the Group’s engagement
with its workforce and strengthen the employee voice in the
boardroom. Various Employee Champions have been identified
throughout the sites at which the Group operates, who report
to the Employee Representative on key issues affecting the
workforce. The Employee Representative’s duties include:
• Gathering feedback from employees through
variouschannels;
• Attending at their discretion Extended-EMT meetings
andoffering advice and opinions based on their
knowledgeof workforce opinions and concerns;
• Reporting to the Extended-EMT on key workstreams; and
• Cascading non-confidential messages.
Additionally, the Group has continued its series of Global and
People town halls with the aim of:
• Establishing how informed people are about its strategy and
developments at Benchmark;
• Assessing people buy-in to the Group’s philosophy
andvalues;
• Understanding the extent to which employees feel informed
and motivated by communications from different sources;
• Capturing ideas around new initiatives;
• Giving employees an opportunity to speak up and be
heard; and
• Promoting employee engagement and collaboration.
Shareholder engagement
The Board recognises that it is vital for the Group’s success that
shareholders understand the Group’s strategy and the means
by which it will be delivered. All Directors welcome regular and
open engagement with shareholders.
A focus of the Company during the financial year was
strengthening its engagement and communication
withshareholders.
During the financial year, the Company had a regular
programme of meetings with institutional shareholders led
by Peter George (Chairman), Trond Williksen (Chief Executive
Officer) and Septima Maguire (Chief Financial Officer), and
also held ad hoc briefing sessions with certain shareholders
as requested. The Board is provided with summary reports
by its investor relations advisers which detail share price
and share register movements and approves all significant
announcements delivered to shareholders.
Viability statement
The Board assesses the Group’s going concern and viability
based on its cash flows and business plans, combined with
downside scenarios of the principal risks described on pages
66-73 and other financial and performance factors that
could threaten the Group’s plans, performance and financial
position including the nature of the business and its investment
and planning periods. The outcome of this analysis and the
appropriateness of the period over which the Board decided to
provide its viability statement are described below.
Assessing our prospects
The Group’s principal markets and strategy are described in
detail in the Strategic Report. The key factors affecting the
Group’s prospects are:
• Clear strategic focus with vision for commercially led
growthstrategy.
• High growth global aquaculture market.
• Clear portfolio focus with strong market positions in
aquaculture genetics and nutrition.
• Commercial ramp-up and modification to the business
model for the highly innovative and efficacious sea lice
treatment Ectosan® Vet and CleanTreat®.
• Committed and talented team driven by the desire to make
a difference.
• Innovative approach to delivering solutions for aquaculture
customer challenges.
• Ability to meet our ESG commitments in line with
ourmission.
The Directors believe that the business model is sustainable
and will continue to execute its strategy through its diversified
and innovative product portfolio, its geographic footprint and
investment in excellent facilities and technology platform
creating a strong basis to exploit the growing markets and
withstand any economic turbulence in the short term.
The assessment process and key assumptions
The Group’s prospects are assessed primarily through its
strategic and financial planning processes over a five-year time
period. The strategic plan is supported by a five-year financial
plan, both of which are updated annually by the Executive
Management Team (EMT) and reviewed by the Board. The
Board also reviews the Group’s principal risks on a rolling basis
throughout the year, based on updates from EMT.
The strategic planning process is conducted over a five year
time horizon and is updated annually. It:
• assesses market and environmental changes and the
opportunities and threats such changes may present;
• considers risks to sales and cost forecasts for each part
ofthe Group; and
• includes key assumptions to support longer
termprojections.
Benchmark Holdings plc / Annual Report and Accounts 2023
106
The financial plans are reviewed to confirm that adequate
financing facilities are in place or there is a reasonable likelihood
that alternate replacement facilities will be available should
they be required. The Group refinanced its NOK bond financing
in the prior year with the unsecured green bond issue of NOK
750 million and the refinancing exercise was completed at the
start of the current year with a new GBP20m RCF replacing
the old USD15m RCF. The green bond has a three-year term
maturing on 27 September 2025 and the RCF has a maturity in
June 2025. Furthermore, our NOK 180m term loan, which was
set to mature in October 2023 and our NOK 17.5m overdraft
facility were combined and refinanced into one NOK179.5m
facility with an extension to the term for a further 5 years, to no
later than 15 January 2028. Following this refinancing exercise,
the Directors are satisfied there are sufficient facilities in place
during the assessment period.
Progress against financial budgets, forecasts and key
business objectives are reviewed through monthly business
performance reviews at both Group and business unit levels.
Mitigating actions are taken to address underperformance.
The latest updates to the plans were reviewed in September
2023 and considered the Group’s current position, its future
prospects and reaffirmed the Group’s stated strategy.
Assessment period
The Board has determined that a five-year period to 30
September 2028 is an appropriate period over which to provide
its viability statement. This time period is supported by the
Group’s budget process, which includes detailed projections for
the next two financial years, and broader projections from year
three onwards of the five-year strategic planning process. The
Board believes this provides a sound framework for providing
reasonable assurance on the Group’s viability given the inherent
uncertainty associated with longer term forecasts.
Assessment of viability and going concern
In order to reach a conclusion on both the appropriateness of
adopting the going concern basis of accounting in preparing
the Annual Report and on our viability, the Board carried out
a robust assessment of the principal risks facing the Group,
including those that would threaten its business model, future
performance, solvency or liquidity.
Although the output of the Group’s strategic and financial
planning processes reflects the Board’s best estimate of
the future prospects of the business, the Group has also
conducted stress testing to assess the liquidity impact of a
range of downside scenarios. The key factors affecting the
Group’s prospects are the underlying conditions in our key
markets, our ability to maintain our leading position in Genetics
and Advanced Nutrition, the commercial delivery of our new
products, including Ectosan® Vet/CleanTreat® and SPR shrimp
as well as the resilience of the Group’s key markets against any
short-term economic uncertainty.
A number of severe but plausible downside scenarios were
considered around these factors, including modelling slower
ramp up of the commercialisation of Ectosan® Vet and
CleanTreat® through delayed roll-out of the revised operating
model for the service, together with reductions in expected
biomass treated and reduction in short-term treatment
capacity. Other key downside sensitivities modelled included
assumptions on slower commercialisation of SPR shrimp,
slower salmon egg sales growth in Chile and removal of an
additional financing opportunity within Genetics, along with
sensitivities on sales growth in revenues and pressure on
pricing on CIS artemia in Nutrition. Mitigating measures within
the control of management have been identified should they be
required in response to these sensitivities, including reductions
in areas of discretionary spend, tight control over new hires,
deferral of capital projects and temporary hold on R&D for non-
imminent products.
Under all of the above scenario analysis, the Group has
sufficient liquidity and resources throughout the period under
review while still maintaining adequate headroom against the
borrowing covenants. The Directors therefore remain confident
that the Group has adequate resources to continue to meet
its liabilities as and when they fall due within the period of 12
months from the date of approval of these financial statements.
Accordingly, the financial statements have been prepared on a
going concern basis.
Also, based on this assessment, the Directors have a
reasonable expectation that the Group will be able to continue
in operation and meet its liabilities as they fall due over the
period to September 2028.
Audit, risk and internal control
The Board is responsible to stakeholders for ensuring that
the Company has in place effective procedures for the
management of risk, and that the principal risks faced by
the Group are identified, assessed, appropriately mitigated
andmonitored.
Responsibility for oversight of the Group’s financial reporting
procedures, internal controls and audit process is delegated
to the Audit Committee, which also oversees the Group’s risk
management framework. The Audit Committee provides
regular updates to the Board on such matters.
For further details on audit, risk management and internal
control and the work of the Audit Committee, see pages 92-95.
107
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance
Annual General Meeting
The AGM will be held within six months of the close of the
financial year. The upcoming meeting will be convened by the
Board of Directors on Thursday 8 February 2023 at Travers
Smith LLP, 10 Snow Hill, London, EC1A 2AL. Details of the AGM
will be set out in the Notice of AGM which will be made available
to shareholders in due course.
Shareholder voting
In accordance with section 338 and section 303 respectively of
the Companies Act 2006:
• Shareholders of the Company can require the Company to
circulate a resolution to be voted on at the Company’s AGM
where such a request is made by either:
– Shareholders representing at least 5% of the total voting
rights of all shareholders who have a right to vote on the
resolution at that AGM; or
– 100 shareholders who have a right to vote on the
resolution at that meeting and hold shares that have been
paid up an average of at least GB£100 per shareholder.
• A shareholder or group of shareholders representing at
least 5% of voting rights can request the Directors of the
Company to call a special general meeting.
Length of notice of general meetings
The Company has taken authority under the Companies Act
2006 to call general meetings of the Company, other than
AGMs, on 14 days’ notice. The 14 days’ notice period will
only be used where the flexibility is merited by the business
of the meeting and is thought to be in the best interests of
shareholders as a whole. The Company offers the facility for
shareholders to vote by electronic means. This facility is open
to all shareholders and would be available if the Company were
to call a meeting on 14 clear days’ notice.
Employees with disabilities
The Group values diversity and aims to make best use of
everyone’s skills and abilities. We are therefore committed to
equal opportunities at every stage of our employees’ careers.
Our policy on employees with disabilities is to fully and fairly
consider people with disabilities for all vacancies.
We interview and recruit people with disabilities and endeavour
to retain employees if they become disabled while they work
for us. Where possible, we will retrain employees who become
disabled and adjust their working environment, so they can
maximise their potential.
Employee share ownership
The Group has a policy of encouraging share ownership and
54% of the Group’s employees hold shares or options in
theCompany.
Political contributions
Neither the Company nor any of its subsidiaries made any
political donations or incurred any political expenditure during
the current or prior year.
Auditor
In accordance with section 489 of the Companies Act 2006,
a resolution for the reappointment of KPMG LLP as auditor
of the Company is to be proposed at the forthcoming Annual
GeneralMeeting.
Disclosure of information to auditor
The Directors who held office at the date of approval of this
Directors’ Report confirm that, so far as they are each aware,
there is no relevant audit information of which the Company’s
auditor is unaware; and each Director has taken all the steps
that he/she ought to have taken as a Director to make himself/
herself aware of any relevant audit information and to establish
that the Company’s auditor is aware of that information.
Branches outside the UK
The Company dissolved its only branch in Switzerland in
October 2022.
Directors’ Report continued
Benchmark Holdings plc / Annual Report and Accounts 2023
108
Reporting requirements:
The following sets out the location of additional information forming part of the Director’s Report:
Reporting requirements Pages
Financial instruments Details of the Group’s financial risk management objectives and policies including
the Group’s policy for hedging, and the exposure of the Company and its
subsidiaries to price risk, credit risk, liquidity risk and cashflow risk.
137-142
Important events Particulars of important events affecting the Company and its subsidiaries. 2,4-5, 16-
17, 28-36
Post-balance sheets events Description of post-balance sheet events none
Future developments Likely future developments in the business of the Company or its subsidiaries. 4-5, 16-19
R&D Details of the R&D activities of the Company and its subsidiaries. 22-27
Risk management Details of the risk management framework, activities in the year and principal risk
and uncertainties.
66-73
Directors’ remuneration and interests Details of Director’s remuneration, interests in shares of the Company, share
options and pension arrangements.
96-103
Principal activities and business
review
Business review, details of 2023 results, key performance indicators, outlook for
future years.
2, 4-36
Financial risk management Objectives and policies for management of financial risk. 92-95
Share capital Details of the issued share capital and movements during the year. 179
Stakeholder engagement Details on how the Company engaged with its stakeholders (including employees
and shareholders).
37-39
Greenhouse gas emissions Details on greenhouse gas emissions and environmental protection. 57
Statement on Corporate Governance Details of the Corporate Governance Report, the Audit Committee Report,
Nomination Committee Report and Director’s Remuneration Report.
78-103
This report was approved by the Board on 29 November 2023 and signed on its behalf:
Jennifer Haddouk
Company Secretary
29 November 2023
109
Benchmark Holdings plc / Annual Report and Accounts 2023
Financial Statements Additional Information
Strategic Report
Governance
Statement of Directors’ responsibilities
in respect of the Annual Report and the
financial statements
The Directors are responsible for preparing the Annual Report
and the Group and Parent Company financial statements in
accordance with applicable law and regulations.
Company law requires the Directors to prepare Group and
Parent Company financial statements for each financial
year. Under the AIM Rules of the London Stock Exchange
they are required to prepare the Group financial statements
in accordance with UK-adopted international accounting
standards in conformity with the requirements of the
Companies Act 2006 and applicable law and they have elected
to prepare the Parent Company financial statements on the
same basis.
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 Group and Parent
Company and of the Group’s profit or loss for that period. In
preparing each of the Group and Parent Company financial
statements, the directors are required to:
• select suitable accounting policies and then apply
themconsistently;
• make judgements and estimates that are reasonable,
relevant and reliable;
• state whether they have been prepared in accordance with
international accounting standards in conformity with the
requirements of the Companies Act 2006;
• assess the Group and Parent Company’s ability to continue
as a going concern, disclosing, as applicable, matters related
to going concern; and
• use the going concern basis of accounting unless they either
intend to liquidate the Group or the Parent Company or to
cease operations, or have no realistic alternative but to do so.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Parent
Company’s transactions and disclose with reasonable accuracy
at any time the financial position of the Parent Company and
enable them to ensure that its financial statements comply
with the Companies Act 2006. They are responsible for such
internal control as they determine is necessary to enable the
preparation of financial statements that are free from material
misstatement, whether due to fraud or error, and have general
responsibility for taking such steps as are reasonably open to
them to safeguard the assets of the Group and to prevent and
detect fraud and other irregularities.
Directors’ Responsibilities
Governance Report continued
The Directors have decided to prepare voluntarily a Directors’
Remuneration Report in accordance with Schedule 8 to The
Large and Medium-sized Companies and Groups (Accounts and
Reports) Regulations 2008 made under the Companies Act
2006, as if those requirements applied to the Company. The
Directors have also decided to prepare voluntarily a Corporate
Governance Statement as if the Company were required to
comply with the Listing Rules and the Disclosure Guidance
and Transparency Rules of the Financial Conduct Authority in
relation to those matters.
Under applicable law and regulations, the Directors are also
responsible for preparing a Strategic Report and a Directors’
Report that complies with that law and those regulations.
The Directors are responsible for the maintenance and
integrity of the corporate and financial information included
on the Company’s website. Legislation in the UK governing the
preparation and dissemination of financial statements may
differ from legislation in other jurisdictions.
We consider the Annual Report and Accounts, taken as a
whole, is fair, balanced and understandable and provides the
information necessary for shareholders to assess the Group’s
position and performance, business model and strategy.
Statement from the Board of Directors
We hereby confirm that, to the best of our knowledge, the
financial statements for the period from 1 October to 30
September 2023 have been prepared in accordance with
applicable accounting standards and give a true and fair view of
the Group and of the Group’s assets, liabilities, financial position
and overall results. We also confirm that the Directors’ Report
gives a true and fair view of the development and performance
of the business and the position of the company and the Group,
as well as a description of the principal risks and uncertainties
facing the company and the Group.
This Statement was approved by the Board of directors and
signed on its behalf by:
Trond Williksen
Chief Executive Officer
29 November 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
110
1. Our opinion is unmodified
We have audited the financial statements of Benchmark
Holdings plc (“the Company”) for the year ended 30
September 2023 which comprise the Consolidated Income
Statement, Consolidated Statement of Comprehensive
Income, Consolidated Balance Sheet, Company Balance
Sheet, Consolidated Statement of Changes in Equity, Company
Statement of Changes in Equity, Consolidated Statement of
Cash Flows and Company Statement of Cash Flows., and the
related notes, including the accounting policies in note 1.
In our opinion:
• the financial statements give a true and fair view of the
state of the Group’s and of the parent Company’s affairs as
at 30September 2023 and of the Group’s loss for the year
thenended;
• the Group financial statements have been properly prepared
in accordance with UK-adopted international accounting
standards;
• the parent Company financial statements have been properly
prepared in accordance with UK-adopted international
accounting standards and as applied in accordance with the
provisions of the Companies Act 2006; and
• the financial statements have been prepared in accordance
with the requirements of the Companies Act 2006.
As explained in note 1 to the group financial statements, the
group, in addition to complying with its legal obligation to apply
UK-adopted international accounting standards, Benchmark
Holdings Plc. has also applied International Financial Reporting
Standards adopted pursuant to Regulation (EC) No 1606/2002
as it applies in the European Union (“IFRSs as adopted by
theEU”).
In our opinion the group financial statements have been properly
prepared in accordance with IFRSs as adopted by theEU.
Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (“ISAs (UK)”) and applicable law.
Ourresponsibilities are described below:
We believe that the audit evidence we have obtained is a
sufficient and appropriate basis for our opinion. We have fulfilled
our ethical responsibilities under, and are independent of the
Group in accordance with, UK ethical requirements including
the FRC Ethical Standard as applied to listed other entities of
publicinterest.
During 2023, we identified that a KPMG member firm had
provided preparation of local GAAP financial statement services
over the period FY17 to FY23 to an entity that is and has been
in scope for the group audit. The services, which have been
terminated, were administrative in nature and did not involve any
management decision-making or bookkeeping. The work was
undertaken after the group statutory audit opinion was signed
by KPMG LLP for each of the impacted financial years and had
no direct or indirect effect on Benchmark plc’s consolidated
financial statements.
In our professional judgment, we confirm that based on our
assessment of the breach, our integrity and objectivity as
auditor has not been compromised and we believe that an
objective, reasonable and informed third party would conclude
that the provision of this service would not impair our integrity
or objectivity for any of the impacted financial years. The audit
committee concurred with this view.
Overview
Materiality: group financial
statements as a whole
£1,740,000 (2022: £1,534,000)
1% of Group revenue from
continuing operations (2022: 1%
of total Group revenue)
Coverage 92% of Group revenue from
continuing operations (2022: 91%
of total Group revenue)
Key audit matters vs 2022
Recurring risks Valuation of goodwill
(Genetics and Nutrition)
Valuation of biological assets
Recoverability of Parent Company’s
investments in subsidiaries
Independent Auditor’s Report
to the members of Benchmark Holdings plc
111
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
2. Key audit matters: our assessment of risks of material misstatement
Key audit matters are those matters that, in our professional judgement, were of most significance in the audit of the financial
statements and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by us,
including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the
efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole,
and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In arriving at our audit opinion above,
the key audit matters, in decreasing order of audit significance, were as follows and updated from 2022.
We continue to perform procedures over Going Concern, Impairment of Intangibles, impairment of investments and recoverability
of intercompany receivables. However, following the refinancing of the borrowings and increased headroom in the forecasts during
the year, we have not assessed going concern as one of the most significant risks in our current year audit and, therefore, it is not
separately identified in our report this year. In addition, impairment of intangibles and certain Investments are no longer identified
as key audit matters given an increase in the headroom this year. Recoverability of debt due from group entities is also no longer
considered part of a key audit matter.
The risk Our response
Valuation of Goodwill
(Genetics and
Nutrition)
Goodwill: £102,490,000
(2022: £114,724,000)
Refer to page 93 (Audit
Committee Report,
page 131 (Accounting
policy) and page 160
(financial disclosures).
Forecast based assessment:
The estimated recoverable amount
of goodwill is subjective due to the
forecasting and discounting of cash
flows which inherently contain an
element of estimation uncertainty.
Significant areas of judgement include
sales growth rates and the discount
rate applied to future cash flows.
The effect of these matters is that,
as part of our risk assessment, we
determined that the value in use of
these CGUs, have a high degree of
estimation uncertainty, with a potential
range of reasonable outcomes greater
than our materiality for the financial
statements as a whole, and possibly
many times that amount. The financial
statements (note 17) disclose the
sensitivity estimated by the Group.
We performed the tests below rather than seeking to rely on any
of the Group’s controls because the nature of the balance is such
that we would expect to obtain audit evidence primarily through
the detailed procedures described.
Our procedures included:
• Data comparisons: We compared cash flows included in the
Group’s impairment model against the board approved budgets
and forecast to confirm consistency of assumptions;
• Methodology implementation: We tested the
Group’simpairment model to ensure it performs the
intendedcalculation;
• Benchmarking assumptions: We challenged group’s
assumptions by comparing them to externally derived
data inrelation to key inputs such as projected growth and
discountrates;
• Our valuation expertise: With the assistance of our own
valuation specialists, we assessed the discount rate assumption
by comparing it with our sector knowledge;
• Sensitivity analysis: We performed analysis of changes in key
assumptions, such as, reducing the forecast rate of revenue
growth linked to the commercialisation of certain immature
products/markets such as SPR shrimp, Chilean salmon
egg sales (Genetics), and reducing the growth rate of the
Nutritionbusiness;
• Historical comparison: We compared the prior periods’
prospective financial information against the prior period’s
actual results and compared the current period’s prospective
financial information with the post-year end actual results to
assess historical reliability of the forecasting;
• Comparing valuations: We compared each CGU to
price earnings ratio’s of similar businesses to assess the
recoverability of these cash generating units; and
• Assessing transparency: We assessed whether the Group’s
disclosures about the sensitivity of the outcome of the
impairment assessment to changes in key assumptions reflects
the risks inherent in the valuation of goodwill.
Independent Auditor’s Report continued
to the member of Benchmark Holdings plc
Benchmark Holdings plc / Annual Report and Accounts 2023
112
The risk Our response
Valuation of biological
assets
Salmon broodstock:
£33,411,000
(2022: £30,501,000)
Refer to page 93 (Audit
Committee Report),
page 134 (accounting
policy) and page 167
(financial disclosures).
Forecast based assessment:
The Group holds significant biological
assets, primarily at Benchmark
Genetics Iceland and Benchmark
Genetics Salten (Norway).
Under relevant accounting standards
these are required to be held at
fair value less cost to sell. Salmon
broodstock are classified as level 3
within the fair value hierarchy. The
calculation of fair value includes a
number of assumptions relating to
the future (e.g. egg sales prices, sales
volumes) which are significant areas
ofestimation uncertainty.
The effect of these matters is that
as part of our risk assessment,
we determined that fair value of
the salmon broodstock within the
biological assets has a high degree of
estimation uncertainty, with a potential
range of reasonable outcomes greater
than our materiality for the financial
statements as a whole. The financial
statement (note 21) disclose the
sensitivity estimated by the group.
We performed the tests below rather than seeking to rely on
any of the Group’s controls because the nature of the balance
is such that we would expect to obtain audit evidence primarily
through the detailed procedures described.
Our procedures included:
• Data comparisons: We compared cash flows included in the
Group’s valuation model against the board approved budgets
and forecast to confirm consistency of assumptions;
• Methodology implementation: We tested the Group’s valuation
model to ensure it performs the intended calculation;
• Benchmarking assumptions: We compared the Group’s
assumptions to externally derived data in relation to key inputs
such as selling price of eggs and historical sales volumes;
• Independent reperformance: We considered an alternative
valuation model. We compared the output of the model with the
Group’s valuation to assess whether it would yield a materially
different valuation;
• Historical comparison: We compared the prior periods’
prospective financial information against the prior period’s
actual results and compared the current period’s prospective
financial information with the post-year end actual results to
assess historical reliability of the forecasting; and
• Assessing transparency: We considered the adequacy of the
Group’s disclosures, including the sensitivity disclosures, in
respect of the valuation of biological assets
Recoverability of
Parent Company’s
investment in
subsidiaries
Investment in Nutrition
(Parent Company):
£233,687,000 ((2022:
233,444,000)
Refer to page 135
(accounting policy) and
page 164 (financial
disclosures).
Forecast-based assessment
The carrying amount of the Parent
Company’s investment in the
Nutrition subsidiary is significant and
at risk of irrecoverability due to the
inherent estimation uncertainty in
the assumptions of future financial
performance. As a result, the estimated
recoverability of these balances
is subjective. Significant areas of
judgement include sales growth rates
and the discount rate applied to future
cash flows.
The effect of the areas of estimation
and judgement stated above is that,
as part of our risk assessment, we
determined that the recoverable
amount of the cost of investment has a
high degree of estimation uncertainty,
with a potential range of reasonable
outcomes greater than our materiality
for the financial statements as a whole
and possibly many times that amount.
We performed the tests below rather than seeking to rely on any
of the Company’s controls because the nature of the balance
is such that we would expect to obtain audit evidence primarily
through the detailed procedures described.
Our procedures included:
• Comparing valuations: Comparing the carrying amount of the
investment with the equity value of the relevant CGU calculated
with reference to that CGU’s value in use.
• The value in use recoverable amount of the CGU has been
tested as described within the Valuation of goodwill key audit
matter on page 112.
• Assessing transparency: We assessed whether the Group’s
disclosures about the sensitivity of the outcome of the
recoverability assessment to changes in key assumptions
reflects the risks inherent in the calculation.
113
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
91%
(2022: 95%)
85%
(2022: 83%)
1
92
91
85
90
91
5
4
80
7
3
1
92%
(2022: 91%)
Independent Auditor’s Report continued
to the member of Benchmark Holdings plc
3. Our application of materiality and an
overview of the scope of our audit
Materiality for the Group financial statements as a whole was set
at £1,740,000 (2022: £1,534,000), determined with reference
to a benchmark of Group revenue from continuing operations of
which it represents 1% (2022: 1% of total revenue). We consider
revenue from continuing operations to be the most appropriate
benchmark as it provides a more stable measure year on year
than loss before tax.
Materiality for the parent Company financial statements as a
whole was set at £1,030,000 (2022: £900,000), which is the
component materiality for the parent company determined by
the group engagement team. This is lower than the materiality
we would otherwise have determined with reference to
a benchmark of Parent Company total assets, of which it
represents 0.2% (2022: 0.2%).
In line with our audit methodology, our procedures on
individual account balances and disclosures were performed
to a lower threshold, performance materiality, so as to reduce
to an acceptable level the risk that individually immaterial
misstatements in individual account balances add up to a
material amount across the financial statements as a whole.
Performance materiality was set at 75% (2022: 75%) of
materiality for the financial statements as a whole, which
equates to £1,300,000 (2022: £1,150,000) for the Group and
£772,500 (2022: £675,000) for the parent Company. We
applied this percentage in our determination of performance
materiality because we did not identify any factors indicating
anelevated level of risk.
We agreed to report to the Audit Committee any corrected
or uncorrected identified misstatements exceeding £87,000
(2022: £76,000) in addition to other identified misstatements
that warranted reporting on qualitative grounds.
Of the Group’s 61 (2022: 63) reporting components, we
subjected 12 (2022: 12) to full scope audits for group purposes
and 2 (2022: 2) to specified risk-focused audit procedures.
Thelatter were not individually financially significant enough
to require a full scope audit for group purposes, but did present
specific individual risks that needed to be addressed. We
subjected 1 (2022: 1) component to specified risk-focused
audit procedures over purchases and 1 (2022: 1) component to
specified risk-focused audit procedures over biological assets.
The components within the scope of our work accounted for the
percentages illustrated opposite.
The remaining 8% (2022: 9%) of the total Group revenue,
11%(2022: 17%) of Group loss before tax and 6% (2022:
5%) oftotal Group assets is represented by 47 (2022: 49) of
reporting components, none of which individually represented
more than 3% (2022: 3%) of any of total Group revenue, Group
loss before tax or total Group assets. For these components,
weperformed analysis at an aggregated group level to re-
examine our assessment that there were no significant risks
ofmaterial misstatement within these.
Group revenue
£169,476,000
(2022: Total Revenue
£158,277,000)
Group materiality
£1,740,000
(2022: £1,534,000)
£1,740,000 – Whole financial
statements materiality (2022:
£1,534,000)
£1,300,000 – Whole financial
statements performance materiality
(2022: £1,150,000)
£1,030,000 – Range of materiality at
14 (2022: 14) components (£210,000-
£1,030,000) (2022: £200.000 to
£900,000)
£87,000 – Misstatements reported to
the audit committee (2022: £76,000)
Full scope for group audit purposes 2023
Specified risk-focused audit procedures 2023
Full scope for group audit purposes 2022
Specified risk-focused audit procedures 2022
Residual components
Group revenue from
continuing operations
(2022: total revenue)
Group total assets
Group loss before tax from
continuing operations
(2022: total loss before tax)
(absolute)
Revenue
Group materiality
Benchmark Holdings plc / Annual Report and Accounts 2023
114
The Group team instructed component auditors as to the
significant areas to be covered, including the relevant risks
detailed above and the information to be reported back. The
Group team approved the component materialities, which
ranged from £210,000 to £1,030,000(2022: £200,000 to
£900,000), having regard to the mix of size and risk profile of
the Group across the components. The work on 12 of the 14
components (2022: 12 of 14 components) was performed by
component auditors and the rest, including the audit of the
parent Company was performed by the Group team.
The scope of the audit work performed was predominately
substantive as we placed limited reliance upon the Group’s
internal control over financial reporting.
The Group team held calls with all in scope component auditors to
assess the audit risk and strategy as part of the planning process.
During these, the audit approach to key risk areas were discussed.
The Group team visited 1 (2022: 0) component locations in
Iceland to assess the audit risk and strategy. Video and telephone
conference meetings were also held with these component
auditors and all others that were not physically visited. At these
visits and meetings, the findings reported to the Group team were
discussed in more detail, and any further work required by the
Group team was then performed by the component auditor.
4. Going concern
The Directors have prepared the financial statements on the
going concern basis as they do not intend to liquidate the Group
or the Company or to cease their operations, and as they have
concluded that the Group and the Company’s financial position
means that this is realistic. They have also concluded that there
are no material uncertainties that could have cast significant
doubt over their ability to continue as a going concern for at least
a year from the date of approval of the financial statements (“the
going concern period”).
We used our knowledge of the Group, its industry, and the
general economic environment to identify the inherent risks to
its business model and analysed how those risks might affect
the Group’s and Company’s financial resources or ability to
continue operations over the going concern period. The risks that
we considered most likely to adversely affect the Group’s and
Company’s available financial resources over this period were :
• The uncertainty in the cash flows in relation to future sales.
We considered whether these risks could plausibly affect the
liquidity in the going concern period by assessing the directors’
sensitivities over the level of available financial resources
indicated by the Group’s financial forecasts taking account of
severe, but plausible adverse effects that could arise from these
risks individually and collectively
Our procedures also included:
• Our sector experience: With the assistance of our specialists
we challenged the key assumptions in the prospective
financial information by reference to our knowledge of the
business and general market conditions;
• Funding assessment: we obtained and inspected the
financing agreements to ascertain the committed level of
financing, its duration and related covenant requirements;
• Historical comparisons: we compared the prior periods’
prospective financial information against prior and current
period’s actual results and compared the prior period’s
prospective financial information with the post-year end actual
trading results to assess historical reliability of the forecasting;
• Sensitivity analysis: we performed analysis of changes in key
assumptions, such as reducing the forecast rate of revenue
growth linked to the commercialisation of certain immature
products/markets such as SPR shrimp, Chilean salmon egg
sales and delaying the roll out of the new operating platform
for Ectosan Vet/CleanTreat by 12 months to understand the
sensitivity of the cash flow forecasts in relation to available
facility headroom; and
• Assessing transparency: We considered whether the going
concern disclosure in note 1 to the financial statements gives
a full and accurate description of the directors’ assessment of
going concern.
Our conclusions based on this work:
• we consider that the directors’ use of the going concern basis
of accounting in the preparation of the financial statements
isappropriate;
• we have not identified, and concur with the directors’
assessment that there is not, a material uncertainty related
to events or conditions that, individually or collectively, may
cast significant doubt on the Group’s or Company’s ability to
continue as a going concern for the going concern period; and
• we have nothing material to add or draw attention to in
relation to the directors’ statement in note 1 to the financial
statements on the use of the going concern basis of
accounting with no material uncertainties that may cast
significant doubt over the Group and Company’s use of that
basis for the going concern period, and we found the going
concern disclosure in note 1 to be acceptable
However, as we cannot predict all future events or conditions
and as subsequent events may result in outcomes that are
inconsistent with judgements that were reasonable at the time
they were made, the above conclusions are not a guarantee that
the Group or the Company will continue inoperation.
5. Fraud and breaches of laws and regulations –
ability to detect
Identifying and responding to risks of material
misstatement due to fraud
To identify risks of material misstatement due to fraud (“fraud
risks”) we assessed events or conditions that could indicate an
incentive or pressure to commit fraud or provide an opportunity
to commit fraud. Our risk assessment procedures included:
• Enquiring of Directors and inspection of policy documentation
as to the Group’s high-level policies and procedures to
prevent and detect fraud, as well as whether they have
knowledge of any actual, suspected or alleged fraud.
• Reading Board and relevant Committee meeting minutes.
• Using analytical procedures to identify any unusual or
unexpected transactions.
• Considering remuneration incentive schemes and
performance targets for senior management.
We communicated identified fraud risks throughout the audit
team and remained alert to any indications of fraud throughout
the audit. This included communication from the Group audit
team to in-scope component audit teams of relevant fraud risks
identified at the Group level and request to in-scope component
audit teams to report to the Group audit team any instances
of fraud that could give risk to a material misstatement at the
Group level.
115
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
5. Fraud and breaches of laws and regulations –
ability to detect continued
As required by auditing standards, and taking into account
possible pressures to meet performance targets and debt
covenants, we perform procedures to address:
• The risk of management override of controls
• The risk of fraudulent revenue recognition, in particular the
risk that revenue is overstated by recording in the wrong
period and the risk that Group and component management
may be in a position to make inappropriate accounting entries,
• The risk of bias in accounting estimates and judgements such
as valuation of Group goodwill, Biological assets, and of the
Parent Company’s investment in subsidiaries. Further detail
on the procedures performed over these balances are set out
in the key audit matters disclosed in section 2 of this report.
We also identified a fraud risk related to valuation of biological
assets in response to possible pressures and opportunity to
meet performance targets. Further detail on the procedures
performed over this balance is set out in the key audit matter
disclosures in section 2 of this report.
We performed procedures including:
• Identifying journal entries and other adjustments to test for all
full scope components based on risk criteria and comparing
the identified entries to supporting documentation. These
included those revenue and cash journal entries posted to
unexpected account combinations.
• Assessing whether the judgements made in making
accounting estimates are indicative of a potential bias.
• Identifying revenue transactions on either side of year
end date to test for all full scope components based on
risk criteria and comparing the identified transactions to
supporting documentation to ensure revenue is recognised in
correct accounting period.
Identifying and responding to risks of material
misstatement related to compliance with laws
andregulations
We identified areas of laws and regulations that could reasonably
be expected to have a material effect on the financial statements
from our general commercial and sector experience, through
discussion with the Directors and management (as required
by auditing standards) and from inspection of the Group’s
Board meeting minutes, and discussed with the Directors and
management the policies and procedures regarding compliance
with laws and regulations.
We communicated identified laws and regulations throughout
our team and remained alert to any indications of non-
compliance throughout the audit. This included communication
from the Group audit team to in-scope component audit teams of
relevant laws and regulations identified at the Group level, and a
request for full-scope component auditors to report to the Group
team any instances of non-compliance with laws and regulations
that could give risk to a material misstatement at group.
The potential effect of these laws and regulations on the
financial statements varies considerably.
Firstly, the Group is subject to laws and regulations that directly
affect the financial statements including financial reporting
legislation (including related companies legislation), distributable
profits legislation and taxation legislation, and we assessed the
extent of compliance with these laws and regulations as part of
our procedures on the related financial statement items.
Secondly, the Group is subject to many other laws and
regulations where the consequences of non-compliance
could have a material effect on amounts or disclosures in the
financial statements, for instance through the imposition of
fines or litigation or the loss of the Group’s license to operate in
respective sections and territories. We identified the following
areas as those most likely to have such an effect: health
and safety, Data protection laws, anti-bribery, employment,
environmental protection and Medicines and Healthcare
products Regulatory Agency (MHRA) regulation. Auditing
standards limit the required audit procedures to identify non-
compliance with these laws and regulations to enquiry of the
Directors and management and inspection of regulatory and
legal correspondence, if any. Therefore if a breach of operational
regulations is not disclosed to us or evident from relevant
correspondence, an audit will not detect that breach.
Context of the ability of the audit to detect fraud or breaches
of law or regulation
Owing to the inherent limitations of an audit, there is an Owing to
the inherent limitations of an audit, there is an unavoidable risk
that we may not have detected some material misstatements in
the financial statements, even though we have properly planned
and performed our audit in accordance with auditing standards.
For example, the further removed non-compliance with laws
and regulations is from the events and transactions reflected
in the financial statements, the less likely the inherently limited
procedures required by auditing standards would identify it.
In addition, as with any audit, there remained a higher risk of
non-detection of fraud, as these may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of
internal controls. Our audit procedures are designed to detect
material misstatement. We are not responsible for preventing
non-compliance or fraud and cannot be expected to detect non-
compliance with all laws and regulations.
6. We have nothing to report on the other
information in the Annual Report
The directors are responsible for the other information
presented in the Annual Report together with the financial
statements. Our opinion on the financial statements does not
cover the other information and, accordingly, we do not express
an audit opinion or, except as explicitly stated below, any form of
assurance conclusion thereon.
Our responsibility is to read the other information and, in
doing so, consider whether, based on our financial statements
audit work, the information therein is materially misstated
or inconsistent with the financial statements or our audit
knowledge. Based solely on that work we have not identified
material misstatements in the other information.
Strategic report and directors’ report
Based solely on our work on the other information:
• we have not identified material misstatements in the strategic
report and the directors’ report;
• in our opinion the information given in those reports for the
financial year is consistent with the financial statements; and
• in our opinion those reports have been prepared in
accordance with the Companies Act 2006.
Independent Auditor’s Report continued
to the member of Benchmark Holdings plc
Benchmark Holdings plc / Annual Report and Accounts 2023
116
Disclosures of emerging and principal risks and
longer-term viability
We are required to perform procedures to identify whether
there is a material inconsistency between the directors’
disclosures in respect of emerging and principal risks and
the viability statement, and the financial statements and our
auditknowledge.
Based on those procedures, we have nothing material to add
ordraw attention to in relation to:
• the directors’ confirmation within the Viability statement
(page 106) that they have carried out a robust assessment
ofthe emerging and principal risks facing the Group, including
those that would threaten its business model, future
performance, solvency and liquidity;
• the Principal Risks and Uncertainties disclosures describing
these risks and how emerging risks are identified, and
explaining how they are being managed and mitigated; and
• the directors’ explanation in the Viability statement of how
they have assessed the prospects of the Group, over what
period they have done so and why they considered that
period to be appropriate, and their statement as to whether
they have a reasonable expectation that the Group will be
able to continue in operation and meet its liabilities as they fall
due over the period of their assessment, including any related
disclosures drawing attention to any necessary qualifications
or assumptions.
Our work is limited to assessing these matters in the context of
only the knowledge acquired during our financial statements
audit. As we cannot predict all future events or conditions and as
subsequent events may result in outcomes that are inconsistent
with judgements that were reasonable at the time they were
made, the absence of anything to report on these statements
is not a guarantee as to the Group’s and Company’s longer-
termviability.
Corporate governance disclosures
We are required to perform procedures to identify whether We
are required to perform procedures to identify whether there
is a material inconsistency between the directors’ corporate
governance disclosures and the financial statements and our
audit knowledge.
Based on those procedures, we have concluded that each of the
following is materially consistent with the financial statements
and our audit knowledge:
• the directors’ statement that they consider that the annual
report and financial statements taken as a whole is fair,
balanced and understandable and provides the information
necessary for shareholders to assess the Group’s position
and performance, business model and strategy;
• the section of the annual report describing the work of the
Audit Committee does not appropriately address matters
communicated by us to the Audit Committee, and how these
issues were addressed; and
• the section of the annual report that describes the review
of the effectiveness of the Group’s risk management and
internal control systems.
7. We have nothing to report on the other matters
on which we are required to report by exception
Under the Companies Act 2006, we are required to report to you
if, in our opinion
• adequate accounting records have not been kept by the
parent Company, or returns adequate for our audit have not
been received from branches not visited by us; or
• the parent Company financial statements are not in
agreement with the accounting records and returns; or
• certain disclosures of directors’ remuneration specified by
law are not made; or
• we have not received all the information and explanations we
require for our audit.
We have nothing to report in these respects.
8. Respective responsibilities
Directors’ responsibilities
As explained more fully in their statement set out on page X, the
As explained more fully in their statement set out on page X,
the directors are responsible for: the preparation of the financial
statements including being satisfied that they give a true and
fair view; such internal control as they determine is necessary to
enable the preparation of financial statements that are free from
material misstatement, whether due to fraud or error; assessing
the Group and parent 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
they either intend to liquidate the Group or the parent Company or
to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities
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 our
opinion in an auditor’s report. Reasonable assurance is a high level
of assurance, but does not 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 aggregate,
they could reasonably be expected to influence the economic
decisions of users taken on the basis of the financial statements.
A fuller description of our responsibilities is provided on the
FRC’s website at www.frc.org.uk/auditorsresponsibilities.
9. The purpose of our audit work and to whom we
owe our responsibilities
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
and the terms of our engagement by the company. 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 the further matters we are required to state
to them in accordance with the terms agreed with the company,
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.
Johnathan Pass
(Senior Statutory Auditor)
for and on behalf of KPMG LLP, Statutory Auditor
Chartered Accountants
1 Sovereign Square, Sovereign Street, Leeds
29 November 2023
117
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Consolidated Income Statement
for the year ended 30 September 2023
Notes
2023
£000
2022
Restated*
£000
Revenue 4 169,47 6 1 5 7, 7 0 7
Cost of sales (82 ,7 26) (73, 777)
Gross profit 86 ,750 8 3 ,93 0
Research and development costs (6,0 69) (6 ,63 4)
Other operating costs (45,157) (4 4 ,0 95)
Share of (loss)/profit of equity-accounted investees, net of tax (32) (595)
Adjusted EBITDA² 3 5, 492 32,606
Exceptional – restructuring/acquisition and disposal related items 10 (3,904) 16
EBITDA¹ 31, 588 32 ,62 2
Depreciation and impairment 12 (1 8 ,40 9) (19,692)
Amortisation and impairment 12 (18 , 495) (1 9, 161)
Operating loss (5 , 316) (6, 2 31)
Finance cost 9 (15,048) (19, 893)
Finance income 9 7 ,670 4 , 74 1
Loss before taxation (1 2 , 694) (21 ,3 83)
Tax on loss 11 (3, 365) (7, 2 6 8)
Loss from continuing operations (16 ,059) (28,651)
Discontinued operations
Loss from discontinued operations, net of tax 12 (5 , 505) (1 , 800)
(21 , 56 4) (30,451)
Loss for the year attributable to:
– Owners of the parent (23 , 1 46) (32 ,087)
– Non-controlling interest 30 1 , 58 2 1 ,63 6
(21 , 56 4) (30,451)
Earnings per share
Basic loss per share (pence) 13 (3 . 16) (4 .6 0)
Diluted loss per share (pence) 13 (3 . 16) (4 .60)
Earnings per share - continuing operations
Basic loss per share (pence) 13 (2 .41) (4. 3 4)
Diluted loss per share (pence) 13 (2 .41) (4 . 3 4)
£000 £000
Adjusted EBITDA from continuing operations 35 ,49 2 32,606
Adjusted EBITDA from discontinued operations (1 , 25 4) (1,4 25)
Total Adjusted EBITDA 34,238 31 , 181
1 EBITDA – earnings before interest, tax, depreciation, amortisation and impairment.
2 Adjusted EBITDA – EBITDA before exceptional and acquisition-related items.
* 2022 numbers have been restated to reflect certain operations of the Group that have been classified as discontinued operations during the year in line with
IFRS 5 (see Note 12)
The accompanying notes form part of the financial statements.
Benchmark Holdings plc / Annual Report and Accounts 2023
118
Consolidated Statement of Comprehensive Income
for the year ended 30 September 2023
2023
£000
2022
£000
Loss for the year (2 1 , 5 64) (30,451)
Other comprehensive income
Items that are or may be reclassified subsequently to profit or loss
Foreign exchange translation differences (2 3 , 475) 4 7 ,606
Cash flow hedges – changes in fair value (2 , 1 23) 2, 627
Cash flow hedges – reclassified to profit or loss 2 ,6 23 2 , 54 6
Total comprehensive income for the period (4 4 , 5 3 9) 22 , 328
Total comprehensive income for the period attributable to:
– Owners of the parent (45 , 4 0 4) 20, 326
– Non-controlling interest 865 2, 002
(4 4 , 5 3 9) 2 2 , 328
Total comprehensive income for the period attributable to owners of the parent:
– Continuing operations (3 9, 777) 2 1, 509
– Discontinued operations* (5,6 27) (1, 183)
(45 , 4 0 4) 20, 326
* Total comprehensive income for the period relating to discontinued operations for FY23 includes the loss of £5 , 5 05 ,0 00 (2022: £1 , 8 00, 0 00) and foreign
exchange loss of £1 22 , 00 0 (2022: gain of £617 ,0 0 0).
The accompanying notes form part of the financial statements.
119
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Consolidated Balance Sheet
as at 30 September 2023
Notes
2023
£000
2022
£000
Assets
Property, plant and equipment 14 7 3, 411 8 1, 90 0
Right-of-use assets 15 19, 804 2 7, 0 3 4
Intangible assets 16 2 06 ,07 7 245 , 2 6 4
Equity-accounted investees 18 3 , 55 8 3,113
Other investments 14 1 5
Biological and agricultural assets 21 18 , 406 2 0, 878
Non-current assets 32 1 , 2 70 378 , 20 4
Inventories 20 25 , 269 29 ,8 13
Biological and agricultural assets 21 27 ,586 25 ,78 0
Trade and other receivables 22 59,7 95 56 , 37 7
Cash and cash equivalents 35 36, 52 5 36 , 399
14 9, 175 14 8 , 36 9
Assets held for sale 23 850 –
Current assets 15 0,025 148 , 36 9
Total assets 47 1 , 2 9 5 52 6, 5 73
Liabilities
Trade and other payables 24 (4 7, 3 2 9) (4 4 , 3 24)
Loans and borrowings 25 (2 0,045) (1 7, 0 9 1)
Corporation tax liability (6 ,42 2) (10 , 2 1 1)
Provisions 26 (1 , 280) (1,63 1)
Current liabilities (75 , 076) (73, 257)
Loans and borrowings 25 (81 , 95 4) (93 ,0 45)
Other payables 24 (6 ,8 42) (8, 996)
Deferred tax 27 (2 4, 106) (27 ,990)
Provisions 26 (70 0) –
Non-current liabilities (11 3 ,602) (1 30,03 1)
Total liabilities (188 ,678) (203, 288)
Net assets 2 8 2 , 6 17 32 3 , 285
Issued capital and reserves attributable to owners of the parent
Share capital 28 7 39 704
Additional paid-in capital* 28 37 ,428 42 0, 824
Capital redemption reserve 29 5 5
Retained earnings 29 183,489 (185 ,1 36)
Hedging reserve 29 (203) (70 3)
Foreign exchange reserve 29 54,94 7 7 7, 7 0 5
Equity attributable to owners of the parent 2 76 , 40 5 31 3, 3 99
Non-controlling interest 30 6 , 21 2 9, 886
Total equity and reserves 2 8 2 , 6 17 32 3 , 28 5
* See Note 28.
The financial statements on pages 118 to 187 were approved and authorised for issue by the Board of Directors on 29 November
2023 and were signed on its behalf by:
Septima Maguire
Chief Financial Officer
Company number: 04115910
The accompanying notes form part of the financial statements.
Benchmark Holdings plc / Annual Report and Accounts 2023
120
Company Balance Sheet
as at 30 September 2023
Notes
2023
£000
2022
£000
Assets
Non-current assets
Property, plant and equipment 14 39 50
Right-of-use assets 15 – 18
Intangible assets 16 22 25
Investments 19 281,938 251,368
Trade and other receivables 22 190,705 212,023
Total non-current assets 472,704 463,484
Current assets
Trade and other receivables 22 1,432 2,220
Cash and cash equivalents 35 321 3,210
Total current assets 1,753 5,430
Total assets 476,293 468,914
Liabilities
Current liabilities
Trade and other payables 24 (41,301) (48,832)
Loans and borrowings 25 (6,908) (4,019)
Total current liabilities (48,209) (52,851)
Non-current liabilities
Trade and other payables 24 (6,155) (8,387)
Loans and borrowings 25 (56,862) (61,054)
Total non-current liabilities (63,017) (69,441)
Total liabilities (111,226) (122,292)
Net assets 363,231 346,622
Issued capital and reserves attributable to owners of the parent
Share capital 28 739 704
Additional paid-in capital* 28 37,428 420,824
Capital redemption reserve 29 5 5
Hedging Reserve 29 389 (176)
Retained earnings 29 324,670 (74,735)
Total equity and reserves 363,231 346,622
* See Note 28
Included in retained earnings is a loss for the year of £4,164,000 (2022: loss of £16,474,000).
The financial statements on pages 118 to 187 were approved and authorised for issue by the Board of Directors on 29 November
2023 and were signed on its behalf by:
Septima Maguire
Chief Financial Officer
Company number: 04115910
The accompanying notes form part of the financial statements.
121
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Consolidated Statement of Changes in Equity
for the year ended 30 September 2023
Share
capital
£000
Additional
paid-in share
capital*
£000
Other
reserves
£000
Hedging
reserve
£000
Retained
earnings
£000
Total
attributable
to equity
holders of
parent
£000
Non-
controlling
interest
£000
Total
equity
£000
As at 1 October 2021 670 400,682 30 , 470 (5 , 8 76) (1 54, 231) 271,715 7, 8 8 4 279 , 599
Comprehensive income for the year
(Loss)/profit for the year – – – – (3 2,087) (32, 087) 1 ,6 36 (30,451)
Other comprehensive income – – 4 7, 2 4 0 5 , 17 3 – 5 2 ,41 3 36 6 5 2 ,7 79
Total comprehensive income for theyear – – 4 7, 2 4 0 5 , 17 3 (3 2,0 87) 20 , 326 2,0 02 2 2, 3 28
Contributions by and distributions
toowners
Share issue 34 2 0, 704 – – – 20,7 38 – 20 ,73 8
Share issue costs recognised
throughequity – (562) – – – (562) – (5 62)
Share-based payment – – – – 1 , 18 2 1 , 182 – 1 , 182
Total contributions by and distributions
to owners 34 2 0 , 142 – – 1 ,1 82 2 1 , 35 8 – 2 1, 3 58
Changes in ownership
Acquisition of NCI – – – – – – – –
Total changes in ownership interests – – – – – – – –
Total transactions with owners of
theCompany 34 2 0, 142 – – 1, 18 2 2 1 , 358 – 21 , 3 58
As at 30 September 2022 704 4 20 , 8 24 7 7,7 1 0 (703) (185 ,1 36) 31 3 , 39 9 9,8 86 32 3 , 285
Comprehensive income for the year
(Loss)/profit for the year – – – – (2 3 , 146) (2 3, 146) 1 ,5 82 (2 1 , 5 6 4)
Other comprehensive (loss)/income – – (22,758) 50 0 – (22, 258) (7 17) (22 , 975)
Total comprehensive income for theyear – – (22,758) 50 0 (2 3 , 14 6) (4 5 ,4 0 4) 86 5 (4 4 , 5 3 9)
Contributions by and distributions
toowners
Share issue 3 5 1 2 ,9 85 – – – 13 ,020 – 1 3 ,020
Share issue costs recognised
throughequity – (2 , 14 6) – – – (2 , 146) – (2 , 146)
Cancellation of part of share
premiumaccount – (394,235) – – 394,235 – – –
Share-based payment – – – – 1 ,006 1 ,006 – 1 ,006
Total contributions by and distributions
to owners 35 (3 83 , 39 6) – – 395, 241 1 1 , 880 – 11 , 8 80
Changes in ownership
Acquisition of NCI – – – – (3 , 47 0) (3 ,47 0) (4 , 5 3 9) (8,0 09)
Total changes in ownership interests – – – – (3 , 47 0) (3 , 47 0) (4 , 5 3 9) (8 ,009)
Total transactions with owners of
theCompany 35 (3 83 , 39 6) – – 39 1 ,7 71 8 ,410 (4 , 5 3 9) 3, 87 1
As at 30 September 2023 7 39 37 ,428 54,952 (2 03) 183,489 2 76 ,4 0 5 6, 2 12 2 8 2 , 6 17
* See Note 28
The accompanying notes form part of the financial statements.
Benchmark Holdings plc / Annual Report and Accounts 2023
122
Company Statement of Changes in Equity
for the year ended 30 September 2023
Share capital
£000
Additional paid-
in share capital*
£000
Capital
redemption
reserve
£000
Hedging
reserve
£000
Retained
earnings*
£000
Total
attributable to
equity holders
£000
At 1 October 2021 670 400,682 5 (5,736) (59,443) 336,178
Comprehensive income for the year
Loss for the year – – – – (16,474) (16,474)
Other comprehensive income – – – 5,560 – 5,560
Total comprehensive income for the year – – – 5,560 (16,474) (10,914)
Contributions by and distributions to owners
Share-based payment – – – – 1,182 1,182
Share issue 34 20,704 – – – 20,738
Share issue costs recognised through equity – (562) – – – (562)
Total contributions by and distributions to owners 34 20,142 – – 1,182 21,358
At 30 September 2022 704 420,824 5 (176) (74,735) 346,622
Comprehensive income for the year
Profit for the year – – – – 4,164 4,164
Other comprehensive income – – – 565 – 565
Total comprehensive income for the year – – – 565 4,164 4,729
Contributions by and distributions to owners
Share issue 35 12,985 – – – 13,020
Share issue costs recognised through equity – (2,146) – – – (2,146)
Share-based payment – – – – 1,006 1,006
Cancellation of part of share premium account – (394,235) – – 394,235 –
Total contributions by and distributions to owners 35 (383,396) – – 395,241 11,880
At 30 September 2023 739 37,428 5 389 324,670 363,231
* See Note 28
The accompanying notes form part of the financial statements.
123
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes
2023
£000
2022
£000
Cash flows from operating activities
Loss for the year (2 1 , 5 64) (30,451)
Adjustments for:
Depreciation and impairment of property, plant and equipment 12 8,453 8 ,6 02
Depreciation and impairment of right-of-use assets 12 10, 2 60 1 1 , 2 93
Other adjustments for non-cash items – (2 76)
Amortisation and impairment of intangible fixed assets 12 18 , 495 1 9, 161
Profit on sale of property, plant and equipment (12 1) (43)
Loss on sale of discontinued operation 3 , 7 74 –
Finance income (2 , 802) (319)
Finance costs 10, 53 5 18, 437
Increase in fair value of contingent consideration receivable – (1 , 203)
Share of loss of equity-accounted investees, net of tax 32 595
Foreign exchange gains (1 ,8 14) (3 ,985)
Share-based payment expense 33 1 ,0 05 1 , 18 2
Tax expense 12 3, 3 65 7, 2 74
Increase in trade and other receivables (6 , 5 70) (8 ,51 1)
Decrease/(increase) in inventories 2 , 877 (5,4 06)
Increase in biological and agricultural assets (1 ,659) (6 ,099)
Increase in trade and other payables
3, 909
6, 94 8
Increase in provisions
386
1 ,058
28 , 561
18 , 2 57
Income taxes paid (8 , 55 6) ( 7, 4 4 7 )
Net cash flows generated from operating activities 2 0,005 10 , 810
Investing activities
Acquisition of subsidiaries (4 8) –
Purchase of investments in associates (5 58) (378)
Receipts from disposal of subsidiaries 1 , 250 1 , 5 4 4
Purchases of property, plant and equipment (5, 953) (10,808)
Purchase of intangibles (19 6) (205)
Capitalised research and development costs (632) (1 ,70 8)
Proceeds from sale of fixed assets 227 22 0
Cash receipts from swap contracts 11 –
Interest received 627 11 9
Net cash flows used in investing activities (5, 272) (1 1 , 2 16)
Financing activities
Proceeds of share issues 13,02 0 20,737
Share-issue costs recognised through equity (2 , 14 6) (5 62)
Acquisition of minority interests in subsidiaries (8,00 9) –
Proceeds from bank or other borrowings 21 , 8 47 6 7, 9 3 9
Repayment of bank or other borrowings (1 8 , 470) (74 , 8 74)
Interest and finance charges paid (9, 13 1) (9,629)
Repayments of lease liabilities (9,438) (10 , 5 33)
Net cash used in financing activities (1 2, 327) (6, 922)
Net increase/(decrease) in cash and cash equivalents 2 ,4 06 (7, 3 2 8)
Cash and cash equivalents at beginning of year 36, 399 39,46 0
Effect of movements in exchange rate (2,2 8 0) 4, 267
Cash and cash equivalents at end of year 35 3 6, 52 5 36 , 399
Consolidated Statement of Cash Flows
for the year ended 30 September 2023
The accompanying notes form part of the financial statements.
Benchmark Holdings plc / Annual Report and Accounts 2023
124
Company Statement of Cash Flows
for the year ended 30 September 2023
Notes
2023
£000
2022
£000
Cash flows from operating activities
Profit/(loss) for the year 4,164 (16,474)
Adjustments for:
Depreciation and impairment of property, plant and equipment 14 17 29
Depreciation of right-of-use assets 15 9 59
Amortisation of intangible fixed assets 16 3 3
Finance income (11,636) (4,130)
Finance expense 9,392 16,862
Foreign exchange gains (7,962) (365)
Share-based payment expense 437 463
Tax expense – 2
Increase in trade and other receivables (478) (3,710)
Increase in trade and other payables 790 602
(5,264) (6,659)
Income taxes paid – (2)
Net cash flows from operating activities (5,264) (6,661)
Investing activities
Loans to subsidiary undertakings (5,992) (12,859)
Receipts from disposal of subsidiaries 1,250 1,544
Purchases of property, plant and equipment (6) (20)
Interest received 157 206
Dividends received – 3,924
Net cash used in investing activities (4,591) (7,205)
Financing activities
Proceeds of share issue 13,020 20,737
Share issue costs recognised through equity (2,146) (562)
Proceeds from bank borrowings (net of borrowing fees) 6,661 67,939
Payment of lease liabilities (10) (48)
Repayment of bank borrowings (4,000) (73,235)
Interest paid (6,327) (6,956)
Net cash from financing activities 7,198 7,875
Net decrease in cash and cash equivalents (2,657) (5,991)
Cash and cash equivalents at beginning of period 3,210 9,003
Effect of movements in exchange rate (232) 198
Cash and cash equivalents at end of period 35 321 3,210
The accompanying notes form part of the financial statements.
125
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements
for the year ended 30 September 2023
1 Accounting policies
Corporate information
Benchmark Holdings plc (the “Company”) is a public limited company, which is listed on the Alternative Investment Market (“AIM”),
a sub-market of the London Stock Exchange and listed on the Oslo Stock Exchange. The Company is incorporated and domiciled
in England. The registered company number is 04115910 and the registered office is at Benchmark House, Highdown House,
Yeoman Way, Worthing, West Sussex, BN99 3HH. The Group is principally engaged in the provision of technical services, products
and specialist knowledge that support the global development of sustainable food and aquaculture industries.
Basis of preparation
The principal accounting policies adopted in the preparation of the financial statements are set out below. The policies have been
consistently applied to all the years presented, unless otherwise stated. The Group’s business activities, together with the factors
likely to affect its future development, performance and position are set out in the Chairman’s Statement, the Strategic Report, the
FY23 Financial Review and the Audit Committee Report.
These Group and parent company financial statements were prepared and approved by the Directors in accordance with (i)
UK-adopted International Accounting Standards and (ii) IFRS adopted pursuant to Regulation (EC) No. 1606/2002 as it applied in
the European Union (“Adopted IFRS”). The Group reports earnings before interest, depreciation and amortisation (“EBITDA”) and
EBITDA before exceptional and acquisition related items (“Adjusted EBITDA”) to enable a better understanding of the investment
being made in the Group’s future growth and provide a better measure of our underlying performance.
The preparation of financial statements in compliance with adopted IFRSs requires the use of certain critical accounting estimates.
It also requires Group management to exercise judgement in applying the Group’s accounting policies. The areas where significant
judgements and estimates have been made in preparing the financial statements and their effect are disclosed in Note 2.
The financial statements are prepared on the historical cost basis except that the following assets and liabilities are stated at
their fair value: certain financial assets and financial liabilities (including contingent consideration receivable and derivatives) and
biological assets measured at fair value. Non-current assets and disposal groups held for sale are stated at the lower of previous
carrying amount and fair value less costs to sell.
Going concern
As at 30 September 2023 the Group had net assets of £282.6m (2022: £323.3m), including cash of £36.5m (2022: £36.4m)
as set out in the Consolidated Balance Sheet on page 120. The Group made a loss for the year of £21.6m (2022: £30.5m). As at
30 September 2023 the Company had net assets of £363.2m (2022: £346.6m), including cash of £0.3m (2022: £3.2m) as set out
on the Company Balance Sheet on page 121. The Company made a profit for the year of £4.2m (2022: £16.5m).
As noted in the Strategic Report, the business has performed steadily during the year, showing resilience to some tough market
conditions towards the end of the year. The Directors have reviewed forecasts and cash flow projections for a period of at least
12 months including downside sensitivity assumptions in relation to trading performance across the Group to assess the impact
on the Group’s trading and cash flow forecasts and on the forecast compliance with the covenants included within the Group’s
financing arrangements.
In the downside analysis performed, the Directors considered severe but plausible scenarios on the Group’s trading and cash flow
forecasts, firstly in relation to continued roll out of the Ectosan®Vet and CleanTreat offering. Sensitivities considered included
modelling slower ramp up of the commercialisation of Ectosan® Vet and CleanTreat® through delayed roll-out of the revised
operating model for the service, together with reductions in expected biomass treated and reduction in short-term treatment
capacity. Key downside sensitivities modelled in other areas included assumptions on slower commercialisation of SPR shrimp,
slower salmon egg sales growth in Chile and removal of an additional financing opportunity within Genetics, along with sensitivities
on sales growth in revenues and pressure on pricing on CIS artemia in Advanced Nutrition. Mitigating measures within the
control of management have been identified should they be required in response to these sensitivities, including reductions
in areas of discretionary spend, tight control over new hires, deferral of capital projects and temporary hold on R&D for
non-imminent products.
The refinancing exercise which commenced in FY22 was completed at the start of FY23, so that adequate finance facilities are in
place, and with financial instruments in place to fix interest rates and opportunities available to mitigate globally high inflation rates,
the Group continues to show resilience against current global economic pressures. The Directors are therefore confident that
even under all of the above sensitivity analysis, the Group has sufficient liquidity and resources throughout the period under review
whilst still maintaining adequate headroom against the borrowing covenants. They therefore remain confident that the Group
has adequate resources to continue to meet its liabilities as and when they fall due within the period of 12 months from the date
of approval of these financial statements. Based on their assessment, the Directors believe it remains appropriate to prepare the
financial statements on a going concern basis.
Benchmark Holdings plc / Annual Report and Accounts 2023
126
Basis of consolidation
The consolidated financial statements comprise the financial statements of the Group and its subsidiaries at 30 September 2023.
Subsidiaries are consolidated from the date of acquisition, being the date on which the Group obtained control, and continue to be
consolidated until the date when such control ceases.
Where the Company has power, either directly or indirectly, over another entity or business and the ability to use this power to
affect the amount of returns, as well as exposure or rights to variable returns from its involvement with the investee, it is classified
as a subsidiary. The consolidated financial statements present the results of the Company and its subsidiaries (the ‘Group’)
as if they formed a single entity. Inter-company transactions, balances, unrealised gains and losses resulting from intragroup
transactions and dividends are eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the acquisition method. In the
Consolidated Balance Sheet, the acquiree’s identifiable assets, liabilities and contingent liabilities are initially recognised at their
fair values at the acquisition date.
Non-controlling interests, presented as part of equity, represent a proportion of a subsidiary’s profit or loss and net assets that is
not held by the Group. The total comprehensive income or loss of non-wholly-owned subsidiaries is attributed to owners of the
Parent and to the non-controlling interests in proportion to their respective ownership interests.
A separate income statement for the Company is not presented, in accordance with section 408 of the Companies Act 2006.
The profit for the year for the Company was £4,164,000 (2022: loss of £16,474,000).
Standards issued but not effective
A number of new standards, amendments to standards and interpretations are not yet effective, and have not been applied in
preparing these consolidated financial statements. Those which may be relevant to the Group are set out below:
• IFRS 17 Insurance Contracts
• Amendments to IAS 1: Classification of liabilities as current or non-current
• Amendments to IFRS 17
• Amendments to IAS 1 and IFRS Practice Statement 2: Disclosure of Accounting Policies
• Amendments to IAS 8: Definition of Accounting Estimate
• Amendments to IAS 12 Income Taxes: Deferred Tax Related to Assets and Liabilities Arising from a Single Transaction
• Amendments to IFRS 17: Initial Application of IFRS 17 and IFRS 9 – Comparative Information
• Amendments to IFRS 16: Lease Liability in a Sale and Leaseback
• Disclosure of Accounting policies: Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2
Making Materiality Judgements
• Amendments to IAS 12: International Tax Reform—Pillar Two Model Rules
The Directors do not expect that the adoption of the above standards and interpretations will have a material impact on the
financial statements of the Group in future periods.
New standards and interpretations applied for the first time
The following standards which are effective for periods beginning on or after 1 January 2022 have been adopted without any
significant impact on the amounts reported in these financial statements:
• Amendments to IAS 37: Onerous Contracts – Cost of Fulfilling a Contract
• Annual Improvements to IFRS Standards 2018 – 2020
• Amendments to IAS 16: Property, Plant and Equipment: Proceeds before Intended Use
• Amendments to IFRS 3: Reference to the Conceptual Framework
Revenue
Revenue is measured at the fair value of consideration received or receivable, taking into account contractually defined terms of
payment and excluding taxes or duty. The Group assesses its revenue arrangements against specific criteria in order to determine
if it is acting as a principal or agent. The Group has concluded that it is acting as a principal in all of its revenue arrangements.
The following specific criteria must also be met before revenue is recognised:
127
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
1 Accounting policies continued
Sale of goods
Revenue from the sale of goods is measured at the fair value of the consideration and excludes intra-group sales and value added
and similar taxes. The primary performance obligation is the transfer of goods to the customer. Revenue from the sale of goods
is recognised when control of the goods is transferred to the customer, at an amount that reflects the consideration to which an
entity expects to be entitled in exchange for those goods.
As sales arrangements differ from time to time (for example by customer and by territory), each arrangement is reviewed to ensure
that revenue is recognised when control of the goods has passed to the customer.
This review and the corresponding recognition of revenue encompass a number of factors which include, but are not limited to
the following:
• Reviewing delivery arrangements and whether the buyer has accepted title, recognising revenue at the point at which full title
has passed; and/or
• Where distribution arrangements are in place, recognising revenue when control has passed either to the third party customer
or the distributor (for example by consideration of any rights of return) at the point at which title has passed.
Within Genetics, revenue from the sale of eggs is recognised when the control of the goods has transferred to the customer or
distributor, either on despatch or on receipt of goods by customer in line with the commercial terms governing the transaction.
Within Advanced Nutrition, revenue of products is recognised when the control of the goods has transferred to the customer
or distributor, either on despatch or when goods are loaded onto the freight vessel, in line with the commercial terms of the
transaction and relevant local regulations.
Within Health, revenue from the sale of licensed veterinary treatments is recognised when the control of the goods has transferred
to the customer or distributor, either on despatch or upon treatment of biomass by the customer in line with commercial terms of
the transaction.
Rendering of services
Services including technical consultancy and water purification following medicinal bath treatments are provided by Genetics, and
Health. Genetics also licenses production of its genetic lines to certain salmon farmers and receives royalties based on the number
of eggs produced by those farmers.
Within each contract, judgement is applied to determine the extent to which activities within the contract represent distinct
performance obligations to be delivered. Judgement is applied to determine first whether control passes over time and if not,
then the point in time at which control passes. Where control passes at a point in time then revenue is recognised at that point.
For all the services currently provided by the Group, control passes at a point in time upon delivery of the service and revenue is
recognised at that point. Royalty income from the licensed production of the Group’s genetic lines is recognised during the period
the farmer produces the eggs.
Business combinations
Business combinations are accounted for using the acquisition method. The consideration transferred for the acquisition of a
subsidiary is the fair values of the assets transferred, the liabilities incurred to the former owners of the acquiree and the equity
interests issued by the Group. The consideration transferred includes the fair value of asset or liability resulting from a contingent
consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination
are measured initially at their fair values at the acquisition date. The Group recognises any non-controlling interest in the acquiree
on an acquisition-by-acquisition basis, either at fair value or at the non-controlling interest’s proportionate share of the recognised
amounts of acquiree’s identifiable net assets.
Transaction costs, other than share and debt issue costs, are expensed as incurred. In accordance with IFRS 3: Business
Combinations, the Group has a 12-month period in which to finalise the fair values allocated to assets and liabilities determined
provisionally on acquisition.
Contingent consideration is measured at fair value based on an estimate of the expected future payments. Deferred consideration
is measured at the present value of the obligation.
If the business combination is achieved in stages, the previously held equity interest is remeasured at its acquisition date fair value
and any resulting gain or loss is recognised in the Consolidated Income Statement.
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
128
Foreign currency
The Group’s consolidated financial statements are presented in UK Pounds Sterling, which is also the Parent Company’s functional
currency. The Group determines the functional currency of each of its subsidiaries and items included in the financial statements
of each of those entities are measured using that functional currency.
Transactions entered into by Group entities in a currency other than the currency of the primary economic environment in which
they operate (their ‘functional currency’) are recorded at the rates ruling when the transactions occur. Foreign currency monetary
assets and liabilities are translated at the rates ruling at the reporting date. Exchange differences arising on the retranslation of
unsettled monetary assets and liabilities are recognised immediately in the Consolidated Income Statement.
On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the
transactions took place. All assets and liabilities of overseas operations, including goodwill arising on the acquisition of those
operations, are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net
assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income and
accumulated in the foreign exchange reserve.
Exchange differences recognised in the Income Statement in the Group entities’ separate financial statements on the translation
of long-term monetary items forming part of the Group’s net investment in the overseas operation concerned are reclassified to
other comprehensive income and accumulated in the foreign exchange reserve on consolidation.
On disposal of a foreign operation, the cumulative exchange differences recognised in the foreign exchange reserve relating
to that operation up to the date of disposal are transferred to the Consolidated Income Statement as part of the profit or loss
on disposal.
Financial assets
The Group has measured all of its financial assets (trade receivables and cash and cash equivalents), except for contingent
consideration receivable, at amortised cost.
Financial assets arise principally through the provision of goods and services to customers (e.g. trade receivables), but also
incorporate other types of contractual monetary asset. To determine whether financial assets may be measured at amortised cost
or fair value through other comprehensive income, management assesses whether the cash flows represent solely payments of
principal and interest on the principal amount (SPPI). Assets meeting the SPPI criterion are recognised at amortised cost using
the effective interest rate method, less provision for impairment, while assets that do not meet SPPI are measured at fair value
through profit and loss.
Impairment provisions for receivables, in accordance with IFRS 9, are calculated using an expected credit loss model. For trade
receivables, which are reported net, such provisions are recorded in a separate allowance account with the loss being recognised
within operating costs in the Consolidated Income Statement. On confirmation that the trade receivable will not be collectable, the
gross carrying value of the asset is written off against the associated provision.
Amounts owed by subsidiaries are classified and recorded at amortised cost and reduced by allowances for expected credit losses.
Estimated future credit losses are first recorded on initial recognition of a receivable and are based on estimated probability of
default. Individual balances are written off when management deems them not to be collectible. Amounts owed by subsidiaries
are unsecured, have no fixed date of repayment and are repayable on demand with sufficient liquidity in the group to flow funds
if required.
Cash and cash equivalents includes cash in hand, deposits held at call with banks, other short-term highly liquid investments with
original maturities of three months or less from inception, and for the purpose of the statements of cash flows, bank overdrafts.
Bank overdrafts are shown within loans and borrowings in current liabilities on the Consolidated Balance Sheet.
Any gain or loss arising on derecognition of a financial asset is recognised directly in the income statement. Financial assets are
derecognised when the rights to receive cash flows from the assets have expired or have been transferred and the Group has
transferred substantially all risks and rewards of ownership.
Financial assets fair value through profit and loss
Contingent consideration receivable is recognised at fair value with movements recognised in the Consolidated
Income Statement.
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Additional Information
Strategic Report
Governance Financial Statements
1 Accounting policies continued
Financial liabilities
The Group classifies its financial liabilities as other financial liabilities which include the following items:
• Bank borrowings which are initially recognised at fair value net of any transaction costs directly attributable to the issue of
the instrument. Such interest-bearing liabilities are subsequently measured at amortised cost using the effective interest
rate method, which ensures that any interest expense over the period to repayment is at a constant rate on the balance of the
liability carried in the Consolidated Balance Sheet.
• Trade payables and other short-term monetary liabilities, which are initially recognised at fair value and subsequently carried at
amortised cost using the effective interest method.
Any gain or loss arising on derecognition of a financial liability is recognised directly in the income statement. The Group
derecognises a financial liability when its contractual obligations are discharged or cancelled, or expire. The Group also
derecognises a financial liability when its terms are modified and the cash flows of the modified liability are substantially different,
in which case a new financial liability based on the modified terms is recognised at fair value.
Financial liabilities fair value through profit and loss
Contingent consideration is recognised at fair value with movements recognised in the Consolidated Income Statement. For
financial contracts which are designated as a fair value hedge, the fair value of the derivative is recognised in the Consolidated
Income Statement.
Financial liabilities fair value through hedging reserve
For financial contracts which are designated as a cash flow hedge, the effective portion of changes in the fair value of the
derivative is recognised in the Statement of Other Comprehensive Income (“OCI”) and accumulated in the hedging reserve. The
effective portion of changes in the fair value of the derivative that is recognised in OCI is limited to the cumulative change in fair
value of the hedged item, determined on a present value basis, from inception of the hedge.
Share capital
The Group’s ordinary shares are classified as equity instruments.
Derivative Financial Instruments
The Group uses derivative financial instruments to manage its exposure to foreign exchange rate risks and interest rate risks. In
accordance with its treasury policy, the Group does not hold or issue derivative financial instruments for speculative purposes.
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are remeasured to fair value at
each reporting date.
Cash Flow Hedges
Changes in the fair value of derivative financial instruments designated as cash flow hedges are recognised in other
comprehensive income to the extent that the hedge is effective. To the extent that the hedge is ineffective, changes in fair value
are recognised immediately in the income statement. If the hedging instrument no longer meets the criteria for hedge accounting,
expires or is sold, terminated or exercised, then hedge accounting is discontinued prospectively. The cumulative gain or loss
previously recognised in other comprehensive income remains there until the forecast transaction occurs.
Net Investment Hedge
For hedges of net investments in foreign operations where the hedge is effective, movements are recognised in other
comprehensive income. Ineffectiveness is recognised in the income statement. Gains and losses accumulated in equity are
included in the income statement when the foreign operation is partially disposed of or sold.
Retirement benefits: defined contribution schemes
Contributions to defined contribution pension schemes are charged to the income statement in the year to which they relate.
Share-based payments
Where equity-settled share options are awarded to employees, the fair value of the options at the date of grant is charged to the
Consolidated Income Statement over the vesting period. Non-market vesting conditions are taken into account by adjusting the
number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over
the vesting period is based on the number of options that eventually vest. Non-vesting conditions and market vesting conditions
are factored into the fair value of the options granted. As long as all other vesting conditions are satisfied, a charge is made
irrespective of whether the market vesting conditions are satisfied. The cumulative expense is not adjusted for failure to achieve
a market vesting condition or where a non-vesting condition is not satisfied.
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
130
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured
immediately before and after the modification, is also charged to the Consolidated Income Statement over the remaining
vesting period.
Where equity-settled share options are awarded to employees of subsidiaries, in the Company accounts a credit is made to equity
which is equal to the expense that should be recognised in the relevant subsidiary’s (and Group’s) accounts and an equal increase in
investments in subsidiaries is made. The credit to equity in the Parent will not be a realised profit and will not therefore be available
for distribution.
Goodwill
Goodwill is initially measured at cost, being the excess of the cost of a business combination over the total acquisition date fair
value of the identifiable assets, liabilities and contingent liabilities acquired. Goodwill is capitalised as an intangible asset with any
impairment in carrying value being charged to the Consolidated Income Statement. Where the fair value of identifiable assets,
liabilities and contingent liabilities exceed the fair value of consideration paid, the excess is credited in full to the Consolidated
Income Statement on the acquisition date.
Externally acquired intangible assets
Externally acquired intangible assets are initially recognised at cost and subsequently amortised over their useful economic lives
as outlined below, on a straight-line basis from the time they are available for use.
Intangible assets are recognised on business combinations if they are separable from the acquired entity or give rise to other
contractual/legal rights. The amounts ascribed to such intangibles are arrived at by using appropriate valuation techniques.
In-process research and development programmes acquired in such combinations are recognised as an asset, even if subsequent
expenditure is written off because it does not meet the criteria specified in the policy for development costs below.
The significant intangibles recognised by the Group, their useful economic lives and the methods used to determine the cost of
intangibles acquired in a business combination are as follows:
Intangible asset Useful economic life Validation method
Websites 5 years Assessment of estimated revenues and profits
Patents 2-5 years Cost to acquire
Trademarks 2-5 years Cost to acquire
Contracts 3-20 years Assessment of estimated revenues and profits
Licences 3-20 years
Cost to acquire, or if not separately identifiable, assessment of estimated revenues and
profits
Intellectual property Up to 20 years
Cost to acquire, or if not separately identifiable, assessment of estimated revenues and
profits
Customer lists Up to 26 years Assessment of estimated revenues and profits
Genetic material and
breeding nuclei 10-40 years
Cost to acquire, or if not separately identifiable, assessment of estimated revenues and
profits
Development costs Up to 10 years Cost to acquire
Impairment of non-financial assets (excluding inventories)
The carrying values of all non-current assets are reviewed for impairment, either on a stand-alone basis or as part of a larger cash-
generating unit (“CGUs”), when there is an indication that the assets might be impaired. Additionally, goodwill, intangible assets
with indefinite useful lives and intangible assets which are not yet available for use are tested for impairment annually. Where the
carrying value of an asset exceeds its recoverable amount (i.e. the higher of value in use and fair value less costs to sell), the asset
is written down accordingly. 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.
Where it is not possible to estimate the recoverable amount of an individual asset, the impairment test is carried out on the
smallest group of assets to which it belongs for which there are separately identifiable cash flows: its CGUs. Goodwill is allocated
on initial recognition to each of the Group’s CGUs that are expected to benefit from the synergies of the combination giving rise to
the goodwill.
Impairment charges are included in the Consolidated Income Statement, except to the extent they reverse gains previously
recognised in other comprehensive income. An impairment loss recognised for goodwill is not reversed.
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Additional Information
Strategic Report
Governance Financial Statements
1 Accounting policies continued
Internally generated intangible assets (development costs)
Expenditure on internally developed products is capitalised if it can be demonstrated that:
• it is technically feasible to develop the product for it to be sold;
• adequate resources are available to complete the development;
• there is an intention to complete and sell the product;
• the Group is able to sell the product;
• sale of the product will generate future economic benefits; and
• expenditure on the project can be measured reliably.
Capitalised development costs are recognised at cost, less accumulated amortisation and impairment losses and are amortised
over the period the Group expects to benefit from selling the products developed.
Development expenditure not satisfying the above criteria and expenditure on the research phase of internal projects are
recognised in the Consolidated Income Statement as incurred.
Finance income and costs
Finance costs include interest payable, finance charges on lease liabilities recognised in profit or loss using the effective interest
method, amortisation of capitalised borrowing fees, unwinding of the discount on provisions, ineffective portions of the fair value
movement of derivative financial instruments and net foreign exchange losses that are recognised in the income statement.
Finance income comprises interest receivable on funds invested, dividend income and net foreign exchange gains.
Interest income and interest payable is recognised in profit or loss as it accrues, using the effective interest method. Dividend
income is recognised in the income statement on the date the entity’s right to receive payments is established. Foreign currency
gains and losses are reported on a net basis.
Current tax
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or
substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Deferred taxation
Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability in the balance sheet differs
from its tax base, except for differences arising on:
• the initial recognition of goodwill;
• the initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the
transaction affects neither accounting or taxable profit; and
• investments in subsidiaries and jointly controlled entities where the Group is able to control the timing of the reversal of the
difference and it is probable that the difference will not reverse in the foreseeable future.
Recognition of deferred tax assets is restricted to those instances where it is probable that taxable profit will be available against
which the difference can be utilised. The carrying amount of deferred tax asset is reviewed at each balance sheet 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.
The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted by the reporting
date and are expected to apply when the deferred tax liabilities/assets are settled/recovered.
Deferred tax assets and liabilities are offset when the Group 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 on either:
• the same taxable Group company; or
• different Group entities which intend either to settle current tax assets and liabilities on a net basis, or to realise the assets and
settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax assets or liabilities are
expected to be settled or recovered.
Uncertain tax positions
In respect of uncertain tax positions, where an outflow of funds is believed to be probable and a reliable estimate of the outcome
can be made, management provides for its best estimate of the liability. Such provisions are measured using either the most likely
outcome method, or the expected value method depending on management’s judgement of which method better predicts the
resolution of the uncertainty. The methodology will be reviewed in each case upon the receipt of any new information.
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
132
Property, plant and equipment
Items of property, plant and equipment are initially recognised at cost. As well as the purchase price, cost includes directly
attributable costs and the estimated present value of any future unavoidable costs of dismantling and removing items.
The corresponding liability is recognised within provisions.
Freehold land is not depreciated. Assets in the course of construction which have not yet been brought into use are not
depreciated until fully commissioned and available for use. Depreciation is provided on all other items of property, plant and
equipment so as to write off their carrying value over their expected useful economic lives. It is provided at the following rates:
Freehold property – 2%–10% per annum straight line
Long-term leasehold property improvements – 2%–10% per annum straight line
Plant and machinery – 15% per annum reducing balance/10%–33% per annum straight line
Motor vehicles – 25% per annum reducing balance
E commerce infrastructure – 10% per annum straight line
Other fixed assets – 15%–33% per annum straight line
IFRS 16: Leases
The Group leases various properties, plant, equipment and vehicles with a wide range of rental periods.
At the inception of a contract, the Group assesses whether a contract is, or contains, a lease. 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. Lease terms
are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not
impose any covenants other than the security interests in the leased assets that are held by the lessor.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present
value of the following lease payments:
• Fixed payments (including in-substance fixed payments), less any lease incentives receivable.
• Variable lease payments that are based on an index or a rate, initially measured using the index or rate as at the
commencement date.
• Amounts expected to be payable by the Group under residual value guarantees.
• The exercise price of a purchase option if the Group is reasonably certain to exercise that option.
• Payments of penalties for terminating the lease, if the lease term reflects the Group exercising that option.
Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is
generally the case for leases in the Group, the lessee’s incremental borrowing rate is used, being the rate that the individual lessee
would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic
environment with similar terms, security and conditions.
To determine the incremental borrowing rate, the Group:
• Where possible, uses recent third-party financing received by the individual lessee as a starting point, adjusted to reflect
changes in financing conditions since third-party financing was received.
• Uses a build-up approach that starts with a risk-free interest rate adjusted for credit risk for leases held by the lessee which
does not have recent third-party financing.
• Makes adjustments specific to the lease, e.g. term, country, currency and security.
If a readily observable amortising loan rate is available to the individual lessee (through recent financing or market data) which
has a similar payment profile to the lease, then the Group entities use that rate as a starting point to determine the incremental
borrowing rate.
Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the lease
period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.
The lease liability is remeasured when there is a change in future lease payments arising from a change in the Group’s assessment
of whether it will exercise a purchase, extension or termination option or if there is a revised lease term for an existing lease. 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.
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Additional Information
Strategic Report
Governance Financial Statements
1 Accounting policies continued
IFRS 16: Leases continued
Right-of-use assets are measured at cost comprising the following:
• The amount of the initial measurement of lease liability.
• Any lease payments made at or before the commencement date less any lease incentives received.
• Any initial direct costs.
• Restoration costs.
Right-of-use assets are generally depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis.
If the Group is reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying asset’s
useful life.
Payments associated with short-term leases of equipment and vehicles and all leases of low-value assets, such as IT equipment,
are recognised on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months
or less.
Extension and termination options are included in a number of property and equipment leases across the Group. These are used
to maximise operational flexibility in terms of managing the assets used in the Group’s operations. The majority of extension and
termination options held are exercisable only by the Group and not by the respective lessor.
Inventories
Inventories are initially recognised at cost, and subsequently at the lower of cost and net realisable value. Cost comprises all costs
of purchase, costs of conversion and other costs incurred in bringing the inventories to their present location and condition.
The recoverability of the cost of inventories is assessed every reporting period, by considering the expected net realisable value of
inventory compared to its carrying value. Management considers the nature and condition of the inventory and considers expected
sales of work in progress, finished goods and goods for resale and future usage of raw materials. Where the net realisable value is
lower than the carrying value, a provision is recorded.
Biological assets
Biological assets comprise the asset types:
• Salmon eggs
• Salmon broodstock
• Salmon milt
• Lumpfish fingerlings
• Shrimp
Biological assets are, in accordance with IAS 41: Agriculture, measured at fair value, unless the fair value cannot be
measured reliably.
The categorisation, for each of the above asset types, of the level in the fair value hierarchy set out in IFRS 13 is detailed in Note 21.
For any biological assets where fair value cannot be measured reliably, the assets are measured at cost less any accumulated
depreciation and any accumulated impairment losses.
Non-current biological assets are those biological assets which will not be sold or produce saleable progeny within 12 months of
the balance sheet date. Further details of the valuation of biological assets are given in Note 21.
Government grants
Government grants received on capital expenditure are included in the balance sheet as deferred income and released to the
income statement over the life of the asset. Grants for revenue expenditure are netted against the cost incurred by the Group.
Where retention of a government grant is dependent on the Group satisfying certain criteria, it is initially recognised as deferred
income. When the criteria for retention have been satisfied, the deferred income balance is released to the Consolidated Income
Statement or netted against the asset purchased.
Provisions
A provision is recognised in the balance sheet when the Group has a present legal or constructive obligation as a result of a past
event, that can be reliably measured, and it is probable that an outflow of economic benefits will be required to settle the obligation.
The Group has recognised provisions for liabilities of uncertain timing or amount, including those for leasehold dilapidations and
future unavoidable costs of dismantling and removing items of equipment from leased items. The provision is measured at the
best estimate of the expenditure required to settle the obligation at the reporting date, discounted at a pre-tax rate reflecting
current market assessments of the time value of money and risks specific to the liability.
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
134
Investments in subsidiary undertakings
Investments in subsidiaries are stated at cost less provision for impairment.
Investments in equity-accounted investees
A joint venture is an entity over which the Group has joint control, under a contractual agreement. An associate is an entity over
which the Group has significant influence and that is neither a subsidiary nor an interest in a joint venture. Significant influence
is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over
those policies.
The results and assets and liabilities of joint ventures and associates are incorporated in the consolidated financial statements
using the equity method of accounting. Under the equity method, investments in joint ventures and associates are carried in the
Consolidated Balance Sheet at cost as adjusted for post-acquisition changes in the Group’s share of the net assets of the joint
venture or associate, less any impairment in the value of the investment. Losses of a joint venture or associate in excess of the
Group’s interest in that entity are not recognised. Additional losses are provided for, and a liability is recognised, only to the extent
that the Group has incurred legal or constructive obligations or made payments on behalf of the joint venture or associate.
The activities of the Group’s equity accounted investees are closely aligned with the Group’s principal activities, usually being set
up to exploit opportunities from the Intellectual Property (“IP”) held within the Group. As a result, the Group’s share of the results
of these entities is included within Operating Profit to provide more meaning to the operating results.
Any excess of the cost of acquisition over the Group’s share of the net fair value of the identifiable assets, liabilities and contingent
liabilities of the joint venture or associate recognised at the date of acquisition is recognised as goodwill. The goodwill is included
within the carrying amount of the investment.
Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits with an original maturity of three months or less. Bank
overdrafts that are repayable on demand and form an integral part of the Group’s cash management are included as a component
of cash and cash equivalents for the purpose of the statements of cash flows.
Dividends
Dividends are recognised when they become legally payable. In the case of interim dividends to equity shareholders, this is
when declared by the Directors. In the case of final dividends, this is when approved by the shareholders at the Annual General
Meeting (‘AGM’).
Assets held for sale
Any non-current assets, or disposal groups comprising assets and liabilities, are classified as held for sale if it is highly probable
that they will be recovered primarily through sale rather than through continuing use. Such assets, or disposal groups, are
generally measured at the lower of their carrying amount and fair value less costs to sell. Any impairment loss on a disposal group
is allocated first to goodwill, and then to the remaining assets and liabilities on a pro rata basis, except that no loss is allocated
to inventories, financial assets, deferred tax assets, employee benefit assets, investment property or biological assets, which
continue to be measured in accordance with the Group’s other accounting policies. Impairment losses on initial classification
as held for sale or held for distribution and subsequent gains and losses on remeasurement are recognised in profit or loss.
Once classified as held for sale, intangible assets and property, plant and equipment are no longer amortised or depreciated.
Discontinued operations
A discontinued operation is a component of the Group’s business, the operations and cash flows of which can be clearly
distinguished from the rest of the Group and which:
• represents a separate major line of business or geographic area of operations;
• is part of a single co-ordinated plan to dispose of a separate major line of business or geographic area of operations; or
• is a subsidiary acquired exclusively with a view to resale.
Classification as a discontinued operation occurs at the earlier of disposal or when the operation meets the criteria to be classified
as held for sale. When an operation is classified as a discontinued operation, the comparative consolidated income statement and
the comparative consolidated statement of comprehensive income are represented as if the operation had been discontinued
from the start of the comparative year.
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Additional Information
Strategic Report
Governance Financial Statements
2 Critical accounting estimates and judgements
The Group makes certain estimates and assumptions regarding the future. Estimates and judgements are continually evaluated
based on historical experience and other factors, including expectations of future events that are believed to be reasonable
under the circumstances. In the future, actual experience may differ from these estimates and assumptions. The estimates and
assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the
next financial year are discussed below.
Estimates
(a) Fair value measurement
A number of assets and liabilities included in the Group’s financial statements require measurement at, and/or disclosure of,
fair value.
The fair value measurement of the Group’s financial and non-financial assets and liabilities utilises market observable inputs and
data as far as possible. Inputs used in determining fair value measurements are categorised into different levels based on how
observable the inputs used in the valuation technique utilised are (the ‘fair value hierarchy’):
• Level 1: Quoted prices in active markets for identical items (unadjusted)
• Level 2: Observable direct or indirect inputs other than Level 1 inputs
• Level 3: Unobservable inputs (i.e. not derived from market data).
The classification of an item into the above levels is based on the lowest level of the inputs used that has a significant effect on the
fair value measurement of the item. Transfers of items between levels are recognised in the period they occur.
The key sources of estimation uncertainty in items the Group measures at fair value are in biological assets (Note 21), these are
the estimation of sales volumes and sales prices for uncontracted future sales of salmon eggs. This applies to salmon eggs and
broodstock with a fair value of £44,024,000.
(b) Impairment of goodwill
The Group is required to test, on an annual basis, whether goodwill has suffered any impairment. The recoverable amount is
determined based on value-in-use calculations. The use of this method requires the estimation of future cash flows and the choice
of a discount rate in order to calculate the present value of the cash flows. More information including carrying values is included in
Note 17.
Judgements
Recognition of deferred tax
Deferred tax is provided in full on temporary differences under the liability method using substantively enacted rates to the extent
that they are expected to reverse. Provision is made in full where the temporary differences result in liabilities, but deferred tax
assets are only recognised where the Directors believe it is probable that the assets will be recovered. Judgement is required to
determine the likelihood of reversal of the temporary differences in establishing whether an asset should be recognised.
Discontinued operations
Following the disposal of the group’s tilapia business in September 2023, the Directors applied significant judgement to conclude
that this business represented a major line of business and was therefore to be treated as a discontinued operation in line with
IFRS 5 Non-current assets held for sale and discontinued operations (see Note 12). Had the Directors concluded that the tilapia
business did not represent a major line of business, its results would have been aggregated into the continuing operations of the
group. Regardless of the classification of the business as continuing or discontinued, the loss on sale of £3.8m would have been
presented within exceptional items as a non-recurring item whose significance is sufficient to warrant separate disclosure and
identification, excluded from adjusted EBITDA. The group acquired the tilapia business in 2015 with expectations of significant
growth based on the strength of the group’s genetic knowhow. However, the tilapia market remains immature and due to the scale
of continuing costs and the amount of continued investment that would be required in order for the business to reach its potential
within the group, the directors took a strategic decision during the year to divest the business. Reflecting the significance of the
tilapia business to the group’s results and prospects, the directors consider the disposal to represent a substantial change in
strategic focus consistent with the disposal of a major line of business. The financial effect of the discontinued operation is set out
in Note 12.
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
136
3 Financial instruments – risk management
The Group is exposed through its operations to the following financial risks:
• Credit risk
• Fair value or cash flow interest rate risk
• Foreign exchange risk
• Liquidity risk
In common with all other businesses, the Group is exposed to risks that arise from its use of financial instruments. This note
describes the Group’s objectives, policies and processes for managing those risks and the methods used to measure them.
Further quantitative information in respect of these risks is presented throughout these financial statements. There have been
no substantive changes in the Group’s exposure to financial instrument risks, its objectives, policies and processes for managing
those risks or the methods used to measure them from previous periods unless otherwise stated in this note.
Principal financial instruments
The principal financial instruments used by the Group, from which financial instrument risk arises, are as follows:
• Trade and other receivables
• Cash and cash equivalents
• Trade and other payables
• Bank overdrafts
• Floating-rate bank loans
• Floating rate NOK Bond (‘FRN’)
• Cross-currency swap (‘CCS’)
• Interest rate swaps (“IRS”)
• Contingent consideration
The Group’s interest rate risk is primarily in relation to floating rate borrowings, which generates interest cost volatility. The Group’s
policy is to mitigate, to an acceptable level, this possible cost volatility.
The Group took out a NIBOR floating-to-fixed IRS in 2019 to fix a proportion of the interest payments on the NOK 180m term loan
in Benchmark Genetics Salten. The IRS fully matches the tenor of the loan and further information on the underlying loan can be
found in Note 25.
Following the issue of the NOK 750m FRN (Green Bond) in 2022 a floating-to-fixed CCS was entered which fully matches the
timing and tenor of the underlying FRN. The CCS converted NOK 450m (60%) to US dollars. The Group also took out a floating-to-
fixed IRS for the remaining NOK 300m. Further information on the CCS and IRS can be found in Note 25.
The CCS and IRS will be carried at fair value on the balance sheet. The effective portion of changes in fair value of the CCS will
either be taken directly to the income statement or to equity within the hedging reserve and recycled to profit or loss as the
hedged FRN impacts the profit or loss. To the extent that any ineffectiveness results, the ineffective portion of the gain or loss will
be recognised in profit or loss within finance expense. To measure actual ineffectiveness the change in fair value of the hedged
item is calculated using a hypothetical derivative method.
The main sources of ineffectiveness relating to interest rate risk hedges are differences in the critical terms, differences in
repricing dates and credit risk.
Hedges of the Group’s net investment in foreign operations principally comprise borrowings in the currency of the investment’s
net assets. This enables gains and losses arising on retranslation of these foreign currency borrowings to be charged to other
comprehensive income, providing a partial offset in equity against the gains and losses arising on translation of the net assets of
foreign operations.
137
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
3 Financial instruments – risk management continued
During the year the Group designated NOK 300m of the issued NOK 750m green bond as a net investment hedge of NOK net
assets. Any ineffective portion of the change in fair value is recognised immediately in the income statement.
As at September 2023
Notional Value
of contracts
thousands
Average
fixed rate
Change in fair
value of hedging
instrument
during reporting
period used
for measuring
ineffectiveness
£000
Fair value
recognised in
balance sheet
(Assets)
£000
Fair value
recognised in
balance sheet
(Liabilities)
£000
Change in fair
value of hedged
item during
reporting
period used
for measuring
effectiveness
£000
Ineffectiveness
recognised in
the period
£000
Interest rate risk - NOK NOK 82,800 5.98% 97 472 – 97 –
Interest rate risk - NOK NOK 300,000 10.15% 420 389 – 459 145
Net investment hedging
risk - NOK debt NOK 300,000 – (2,009) – –
(2,009) (261)
Cross-currency risk NOK 450,000 8.03% (970) – (6,544)
(1,315) 2,293
The line item in the balance sheet that the above hedging instruments is included in is trade and other payables. The item in the
profit and loss account that includes the recognised hedge ineffectiveness is finance cost. The ineffectiveness testing for the
cross-currency risk above is presented net of two synthetic cross-currency interest rate swaps. There was no ineffectiveness for
the Net Investment Hedge in the prior year 2022. Further information is shown in Note 24.
As at September 2022
Notional Value
of contracts
thousands
Average
fixed rate
Change in fair
value of hedging
instrument
during reporting
period used
for measuring
ineffectiveness
£000
Fair value
recognised in
balance sheet
(Assets)
£000
Fair value
recognised in
balance sheet
(Liabilities)
£000
Change in fair
value of hedged
item during
reporting
period used
for measuring
effectiveness
£000
Ineffectiveness
recognised in
the period
£000
Interest rate risk - NOK NOK 82,800 5.13% 529 375 – (529) –
Interest rate risk - NOK NOK 300,000 10.15% (176) – (176) 176 –
Cross-currency risk NOK 450,000 8.03% (1,504) – (8,211) 1,504 –
The line item in the balance sheet that the above hedging instruments is included in is trade and other payables. The item in the
profit and loss account that includes the recognised hedge ineffectiveness is finance cost.
Further information is shown in Note 24.
Group
A summary of the financial instruments held by category is provided below:
Financial assets
2023
£000
2022
£000
Financial assets measured at amortised cost
Cash and cash equivalents (Note 35) 36,525 36,399
Trade and other receivables (Note 22) 24,848 28,470
61,373 64,869
Financial assets at fair value through profit and loss
Other receivables - contingent consideration – 887
Total financial assets 61,373 65,756
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
138
Financial liabilities
2023
£000
2022
£000
Financial liabilities measured at amortised cost
Trade and other payables (Note 24) 48,084 44,711
Loans and borrowings (Note 25) 101,999 110,136
150,083 154,847
Financial liabilities at fair value through profit and loss
Financial contracts - hedging instrument (Note 24) 5,683 8,012
Total financial liabilities 155,766 162,859
Company
Financial assets
2023
£000
2022
£000
Financial assets measured at amortised cost
Cash and cash equivalents (Note 35) 321 3,210
Trade and other receivables (Note 22) 190,959 212,230
191,280 215,440
Financial assets at fair value through profit and loss
Other receivables - contingent consideration – 886
Total financial assets 191,280 216,326
Financial liabilities
2023
£000
2022
£000
Financial liabilities at amortised cost
Trade and other payables (Note 24) 41,301 48,832
Loans and borrowings (Note 25) 63,770 65,073
105,071 113,905
Financial liabilities at fair value through profit and loss
Finance contracts - hedging instrument (Note 24) 6,155 8,387
Total financial liabilities 111,226 122,292
There were no financial instruments classified as available for sale.
139
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
3 Financial instruments – risk management continued
General objectives, policies and processes
The Board has overall responsibility for the determination of the Group’s risk management objectives and policies and, whilst
retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes that ensure the
effective implementation of the objectives and policies to the Group’s finance function.
The Board receives monthly reports from the Group’s Chief Financial Officer through which it reviews the effectiveness of the
processes put in place and the appropriateness of the objectives and policies it sets.
The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Group’s
competitiveness and flexibility. Further details regarding these policies are set out below:
Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its
contractual obligations. The Group is mainly exposed to credit risk from credit sales. Trade receivables are written off when there
is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include, amongst others,
the failure of a debtor to engage in a repayment plan with the Group for debts past due. It is Group policy, implemented locally, to
assess the credit risk of new customers before entering contracts.
The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss
allowance for all trade receivables.
To measure the expected credit losses, trade receivables have been grouped based on shared credit-risk characteristics,
and the days past due. The expected loss rates are based on the payment profiles of sales over a period of 24 months before
30 September 2023 and the corresponding historical losses experienced within this period. The historical loss rates are adjusted
to reflect current and forward-looking information on macroeconomic factors affecting the ability of the customers to settle
the receivables.
The loss allowance provision as at 30 September 2023 and 30 September 2022 is determined as follows:
30 September 2023
Not due
£000
Past due (up to
one month)
£000
Past due (one to
three months)
£000
Past due (three
to 12 months)
£000
Past due (over
12 months)
£000
Total
£000
Expected loss rate 0.41% 0.63% 2.78% 19.05% 100.00%
Gross carrying amount - trade receivables 18,620 3,048 2,459 1,093 2,240 27,460
Loss allowance (76) (19) (68) (208) (2,240) (2,612)
Specific loss allowance – – – – – –
Total loss allowance (37) (18) (68) (249) (2,240) (2,612)
30 September 2022
Not due
£000
Past due (up to
one month)
£000
Past due (one to
three months)
£000
Past due (three
to 12 months)
£000
Past due (over
12 months)
£000
Total
£000
Expected loss rate 0.99% 0.99% 3.86% 18.68% 100.00% –
Gross carrying amount - trade receivables 22,603 3,754 2,021 530 2,310 31,218
Loss allowance (224) (37) (78) (99) (2,346) (2,748)
Specific loss allowance – – – – – –
Total loss allowance (224) (37) (78) (99) (2,346) (2,748)
The movement in Group provision for impairment of trade receivables is shown in Note 22.
Credit risk also arises from cash and cash equivalents and deposits with banks and financial institutions. For banks and financial
institutions, only independently rated parties with minimum rating ‘A’ are accepted.
Fair value and cash flow interest rate risk
The Group has borrowings that are impacted by the volatility in the interest rates Note 25. The Group manages its long-term
borrowings policy centrally and operates monthly cash flow forecasting to manage its net debt position to ensure exposure to
changes in interest rates are minimised where possible. The variable interest rate on green bond (NOK 750m) is hedged with
fixed interest rate derivatives so excluded from the below sensitivities.
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
140
Interest rate sensitivity
The Directors consider that 100 basis points is the likely change in the relevant interest rates over the next year, being the period
up to the next point at which the Group expects to make these disclosures. The loss after tax for the year ended 30 September
2023 would change by +/- £0.3m. If the interest rates were to move by 100 basis points (2022: +/- £1.0m).
A fundamental review and reform of major interest rate benchmarks is being undertaken globally. The Group renegotiated the
terms of its LIBOR Revolving Credit Facility in December 21 to Sterling Overnight Index Average Rate (SONIA). The impact of this
was not material.
The only interest rate benchmarks which the Group is predominantly exposed to and that is subject to reform is NIBOR. These
exposures relate to the FRN, Revolving Credit Facility, Benchmark Genetics Salten Term Loan and the associated floating-to-fixed
IRS and CCS. At present the Norwegian regulatory bodies have provided no further updates on NIBOR transition and no formal
cessation date has been agreed.
The Group continues to engage with its finance partners whilst closely monitoring the market and output from various industry
working groups managing the transition to new benchmark interest rates.
Foreign exchange risk
Foreign exchange risk arises when individual Group entities enter into transactions denominated in a currency other than their
functional currency (principally Sterling, Norwegian Krone, Icelandic Krona, Euro, US Dollars and Danish Krone). The Group’s policy
is, where possible, to allow Group entities to settle liabilities denominated in their functional currency with the cash generated from
their own operations in that currency. Where Group entities have liabilities denominated in a currency other than their functional
currency (and have insufficient reserves of that currency to settle them), cash already denominated in that currency will, where
possible, be transferred from elsewhere within the Group.
The following table shows the impact of a 10% increase and reduction in Sterling against the relevant foreign currencies, with
all other variables held constant, on the Group’s profit before tax and equity. A greater or smaller change would have a pro rata
effect. The movements in profit arise from retranslation of foreign currency denominated monetary items held at the year end,
including the foreign currency revolving credit facility, foreign currency bank accounts, trade receivables, trade and other payables.
The movements in equity arise from the retranslation of the net assets of overseas subsidiaries and the intangible assets arising
on consolidation in accordance with IFRS 10: Consolidated Financial Statements.
Foreign exchange risk
Increase/(decrease)
£/$ £/€ £/NOK £/ISK £/THB
Profit
£000
Equity
£000
Profit
£000
Equity
£000
Profit
£000
Equity
£000
Profit
£000
Equity
£000
Profit
£000
Equity
£000
2023 10% increase in rate (3,078) (11,697) (620) (3,465) 5,218 (1,734) – (3,494) 95 (2,619)
2023 10% reduction in rate 3,762 14,296 758 4,235 (6,377) 2,120 – 4,270 (116) 3,201
2022 10% increase in rate (1,310) (14,886) (344) (2,952) 6,085 (1,614) 5 (3,781) (520) (2,277)
2022 10% reduction in rate 1,601 18,194 420 3,608 ( 7,438) 1,973 (6) 4,621 635 2,783
Liquidity risk
Liquidity risk arises from the Group’s management of working capital and the finance charges and principal repayments on its
debt instruments. It is the risk that the Group will encounter difficulty in meeting its financial obligations as they fall due.
The Group’s policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become due.
To achieve this aim, the Group seeks to maintain cash balances (or agreed facilities) sufficient to meet expected requirements
detailed in rolling three-month cash flow forecasts, and in long-term cash flow forecasts for a minimum period of not less than
12 months.
141
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
3 Financial instruments – risk management continued
The following table sets out the contractual maturities (representing undiscounted contractual cash flows) of financial liabilities:
Group
As at September 2023
Up to
3 months
£000
Between
3 and 12 months
£000
Between
1 and 2 years
£000
Between
2 and 5 years
£000
Over
5 years
£000
Trade and other payables 36,900 10,026 78 – 1,081
Financial contracts - hedging instruments (167) (516) 6,838 – (472)
Loan notes and bank borrowings 10,087 6,933 66,689 16,264 1,784
Lease liabilities 3,050 9,260 4,769 3,218 1,311
Total 49,8 70 25,703 78,374 19,482 3,704
As at September 2022
Up to
3 months
£000
Between
3 and 12 months
£000
Between
1 and 2 years
£000
Between
2 and 5 years
£000
Over
5 years
£000
Trade and other payables 36,097 7,630 96 – 888
Financial contracts - hedging instruments 77 24 12 7,899 –
Loan notes and bank borrowings and other loans 2,005 5,962 21,086 69,455 1,420
Lease liabilities 3,071 10,374 10,861 2,091 –
Total 41,250 23,990 32,055 79,445 2,308
Company
As at September 2023
Up to
3 months
£000
Between
3 and 12 months
£000
Between
1 and 2 years
£000
Between
2 and 5 years
£000
Over
5 years
£000
Trade and other payables 39,899 1,402 – – –
Financial contracts (167) (516) 6,838 – –
Loan notes 1,613 4,803 63,950 – –
Lease liabilities – – – – –
Total 41,345 5,689 70,788 – –
As at September 2022
Up to
3 months
£000
Between
3 and 12 months
£000
Between
1 and 2 years
£000
Between
2 and 5 years
£000
Over
5 years
£000
Trade and other payables 46,548 2,284 – – –
Financial contracts 77 24 12 8, 274 –
Loan notes 1,613 4,786 6,416 68,319 –
Lease liabilities 9 10 – – –
Total 48,247
7,104 6,428 76,593 –
Capital management
The capital structure of the Group consists of debt, as analysed in Note 25, and equity attributable to the equity holders of the
Parent Company, comprising share capital, additional paid-in capital, merger reserve, capital redemption reserve, hedging reserve,
foreign exchange reserve, retained earnings, and share-based payment reserve, and non-controlling interest as shown in the
consolidated statement of changes in equity. The Group manages its capital with the objective that all entities within the Group
continue as going concerns while maintaining an efficient structure to minimise the cost of capital and ensuring that the Group
complies with the banking covenants associated with the external borrowing facilities. These covenants are related to minimum
liquidity, equity and borrowing ratios. The Group is not restricted by any externally imposed capital requirements.
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
142
4 Revenue
The Group’s operations and main revenue streams are those described in Note 1. The Group’s revenue is derived from contracts
with customers.
Disaggregation of revenue in the following tables: revenue is disaggregated by primary geographical market and by sales of goods
and services. The table includes a reconciliation of the disaggregated revenue with the Group’s reportable segments (see Note 8).
Sales of goods and provision of services
Year ended 30 September 2023
Genetics
£000
Advanced
Nutrition
£000
Health
£000
Corporate
£000
Inter-segment
sales
£000
Total
£000
Discontinued
£000
Continuing
£000
Sale of goods 61,372 78,449 17,707 – – 157,528 268 157,260
Provision of services 4,409 – 7,807 – – 12,216 – 12,216
Inter-segment sales 10 54 – 5,747 (5,811) – – –
65,791 78,503 25,514 5,747 (5,811) 169,744 268 169,476
Year ended 30 September 2022
Genetics
£000
Advanced
Nutrition
£000
Health
£000
Corporate
£000
Inter-segment
sales
£000
Total
£000
Discontinued
£000
Continuing
£000
Sale of goods 53,978 80,191 13,528 – – 147,697 570 147, 127
Provision of services 3,973 – 6,607 – – 10,580 – 10,580
Inter-segment sales 57 95 – 5,120 (5,272) – – –
58,008 80,286 20,135 5,120 (5,272) 158,277 570 157,707
Primary geographical markets
Year ended 30 September 2023
Genetics
£000
Advanced
Nutrition
£000
Health
£000
Corporate
£000
Inter-segment
sales
£000
Total
£000
Discontinued
£000
Continuing
£000
Norway 39,008 899 19,596 – – 59,503 – 59,503
Vietnam – 11,087 – – – 11,087 – 11,087
India – 9,743 – – – 9,743 – 9,743
Iceland 7,343 – – – – 7,343 – 7,343
Ecuador 38 7,257 – – – 7,295 – 7,295
Canada 3,071 96 4,032 – – 7,199 – 7,199
Turkey 93 7,009 – – – 7,102 – 7,102
Faroe Islands 6,160 – 718 – – 6,878 – 6,878
Greece – 6,759 – – – 6,759 – 6,759
China 327 4,502 – – – 4,829 – 4,829
UK 3,957 85 177 – – 4,219 – 4,219
Chile 1,824 12 991 – – 2,827 – 2,827
Rest of Europe 1,470 4,879 – – – 6,349 – 6,349
Rest of World 2,490 26,121 – – – 28,611 268 28,343
Inter-segment sales 10 54 – 5,747 (5,811) – – –
65,791 78,503 25,514 5,747 (5,811) 169,744 268 169,476
143
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
4 Revenue continued
Primary geographical markets continued
Year ended 30 September 2022
Genetics
£000
Advanced
Nutrition
£000
Health
£000
Corporate
£000
Inter-segment
sales
£000
Total
£000
Discontinued
£000
Continuing
£000
Norway 34,666 967 15,571 – – 51,204 – 51,204
Vietnam 32 10,512 – – – 10,544 – 10,544
India 619 12,001 – – – 12,620 – 12,620
Iceland 6,215 – – – – 6,215 – 6,215
Ecuador 18 6,472 – – – 6,490 – 6,490
Canada 1,348 65 2,907 – – 4,320 – 4,320
Turkey – 6,419 – – – 6,419 – 6,419
Faroe Islands 5,465 9 587 – – 6,061 – 6,061
Greece 2 6,197 – – – 6,199 – 6,199
China 313 4,329 – – – 4,642 – 4,642
UK 4,318 93 199 – – 4,610 54 4,556
Chile 1,006 15 871 – – 1,892 – 1,892
Rest of Europe 895 4,056 – – – 4,951 – 4,951
Rest of World 3,054 29,056 – – – 32,110 516 31,594
Inter-segment sales 57 95 – 5,120 (5,272) – – –
58,008 80,286 20,135 5,120 (5,272) 158,277 570 157,707
In 2022 and 2023 no customer accounted for more than 10% of revenue.
5 Expenses by nature
Continuing operations
2023
£000
Restated
2022
£000
Changes in inventories of finished goods and work in progress 1,564 (3,955)
Fair value movement in biological assets 103 (1,595)
Other movements in biological assets (1,810) (4,532)
Write-down of inventory to net realisable value 326 (14)
Raw materials and consumables used 55,166 59,422
Transportation expenses 3,838 4,813
Staff costs (see Note 7) 43,437 44,222
Motor, travel and entertainment 2,830 2,369
Premises costs 7,832 6,803
Vessel costs 4,346 3,158
Advertising and marketing 1,075 1,340
Professional fees 6,352 6,776
(Gains)/losses on disposal of property, plant and equipment (121) (43)
Exceptional expenses (see Note 10) 3,904 (16)
Other research and development costs 6,403 2,683
Depreciation of PPE (including impairment) 8,150 8,398
Depreciation of right-of-use assets (including impairment) 10,260 11,293
Amortisation and impairment of intangible assets 18,495 19,161
Net impairment (reversed)/recognised on trade receivables 77 89
Other costs 3,284 4,306
175,511 164,678
Other income (751) (1,335)
Total cost of sales, operating costs, depreciation, amortisation and impairment 174,760 163,343
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
144
Other income
2023
£000
Restated
2022
£000
Research and development expenditure credit 298 199
Grant 36 114
Royalties and compensation – 458
Other 417 564
751 1,335
6 Auditors remuneration
2023
£000
2022
£000
Audit of these financial statements 871 564
Additional charges relating to the audit of the FY22 financial statements – 35
Amounts receivable by auditors and their associates in respect of:
Audit of financial statements of subsidiaries pursuant to legislation 597 510
Audit related assurance services 761 5
All other services – 6
2,229 1,120
Fees for audit related services included £757,000 for audit services associated with the listing of the Green Bond and potential
uplisting of the Company on Oslo Børs.
7 Staff costs
Continuing operations
2023
£000
2022
Restated
£000
Staff costs (including Directors) comprise:
Wages and salaries 35,725 36,851
Social security contributions and similar taxes 4,061 3,829
Defined contribution pension cost 2,646 2,360
Share-based payment expense (Note 33) 1,005 1,182
43,437 44,222
During the year the Group received government grants totalling £nil (2022: £70,858) in relation to the UK’s Coronavirus Job
Retention Scheme and similar schemes in other countries. The above staff costs are shown net of these grants.
2023
No.
2022
No.
The average monthly number of employees, including Directors, during the year was as follows:
Production 658 656
Administration 125 101
Management 74 80
857 837
This includes an average number of 7 (2022: 8) employees within discontinued operations.
145
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
7 Staff costs continued
Directors’ remuneration
Directors’ emoluments and pension payments are detailed in the single total figure of remuneration for the financial year
ended 30 September 2023 table on page 99 and the Directors’ share options are detailed in the Directors’ interests under the
Company’s employee share plans table on page 101 in the Remuneration Report. These two tables form part of these audited
financial statements.
In addition to the above, there was an accounting charge for share-based payments in respect of the Directors £288,000
(2022: £209,000). No options were exercised by the Directors during the current or prior year (2022: None). The cost of
employer National Insurance contributions in relation to the Directors was £242,000 (2022: £216,000).
The key management of the Group are deemed to be the Board of Directors and Executive Management Team who have
authority and responsibility for planning and controlling all significant activities of the Group. Further information in relation
to remuneration of key management team personnel can be found in Note 34.
8 Segment information
Operating segments are reported in a manner consistent with the reports made to the chief operating decision maker. It is
considered that the role of chief operating decision maker is performed by the Board of Directors.
The Group operates globally and for management purposes is organised into reportable segments based on the following
business areas:
• Genetics – harnesses industry leading salmon breeding technologies combined with state-of-the-art production facilities
to provide a range of year-round high genetic merit ova.
• Advanced Nutrition – manufactures and provides technically advanced nutrition and health products to the global
aquaculture industry.
• Health – the segment now focuses on providing health products to the global aquaculture market.
In order to reconcile the segmental analysis to the Consolidated Income Statement, corporate and inter-segment sales are
also shown. Corporate sales represent revenues earned from recharging certain central costs to the operating business areas,
together with unallocated central costs.
Measurement of operating segment profit or loss
Inter-segment sales are priced along the same lines as sales to external customers, with an appropriate discount being applied to
encourage use of Group resources at a rate acceptable to local tax authorities. This policy was applied consistently throughout the
current and prior period.
Year ended 30 September 2023
Genetics
£000
Advanced
Nutrition
£000
Health
£000
Corporate
£000
Inter-segment
sales
£000
Total
£000
Revenue 65,791 78,503 25,514 5,747 (5,811) 169,744
Cost of sales (35,876) (34,704) (13,173) – 54 (83,699)
Gross profit / (loss) 29,915 43,799 12,341 5,747 (5,757) 86,045
Research and development costs (3,778) (2,071) (279) – – (6,128)
Operating costs (11,696) (23,354) (7,290) (9,064) 5,757 (45,647)
Share of profit of equity-accounted investees, net of tax (32) – – – – (32)
Adjusted EBITDA 14,409 18,374 4,772 (3,317) – 34,238
Exceptional (See notes 10 and 12) (3,913) (920) (509) (2,475) – ( 7,817 )
EBITDA 10,496 17,454 4,263 (5,792) – 26,421
Depreciation and impairment (4,703) (2,437) (11,559) (14) – (18,713)
Amortisation and impairment (1,894) (14,269) (2,329) (3) – (18,495)
Operating profit / (loss) 3,899 748 (9,625) (5,809) – (10,787)
Finance cost (15,082)
Finance income 7,670
Loss before tax (18,199)
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
146
Measurement of operating segment profit or loss continued
Year ended 30 September 2022
Genetics
£000
Advanced
Nutrition
£000
Health
£000
Corporate
£000
Inter-segment
sales
£000
Total
£000
Revenue 58,008 80,286 20,135 5,120 (5,272) 158,277
Cost of sales (25,971) (37,733) (11,544) 4 95 (75,149)
Gross profit / (loss) 32,037 42,553 8,591 5,124 (5,177) 83,128
Research and development costs (4,329) (1,990) (372) – – (6,691)
Operating costs (11,133) (21,546) (8,111) (9,048) 5,177 (44,661)
Share of profit of equity-accounted investees, net of tax (595) – – – – (595)
Adjusted EBITDA 15,980 19,017 108 (3,924) – 31,181
Exceptional - restructuring, acquisition and disposal
related items – (220) 18 218 – 16
EBITDA 15,980 18,797 126 (3,706) – 31,197
Depreciation and impairment (5,322) (2,236) (12,251) (88) – (19,897)
Amortisation and impairment (1,695) (15,000) (2,463) (3) – (19,161)
Operating profit / (loss) 8,963 1,561 (14,588) (3,797) – (7,861)
Finance cost (20,057)
Finance income 4,741
Loss before tax (23,177)
Reconciliation of segmental information to IFRS measures – Revenue and Loss before tax
Revenue
2023
£000
Restated
2022
£000
Total revenue per segmental information 169,744 158,277
Less: revenue from discontinued operations (268) (570)
Consolidated revenue 169,476 157,707
Loss before tax
2023
£000
Restated
2022
£000
Loss before tax per segmental information (18,199) (23,177)
Less: loss before tax from discontinued operations 5,505 1,794
Consolidated loss before tax (12,694) (21,383)
Non-current assets by location of assets
2023
£000
2022
£000
Belgium 144,344 173,135
Norway 74,541 83,752
UK 29,690 42,373
Iceland 37,631 39,448
Rest of Europe 1,017 953
Rest of world 34,047 38,543
321,270 378,204
147
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
9 Net finance costs
Continuing operations
2023
£000
2022
Restated
£000
Interest received on bank deposits 627 319
Foreign exchange gains on financing activities 158 4,422
Foreign exchange gains on operating activities 4,709 –
Cash flow hedges - ineffective portion of changes in fair value 2,176 –
Finance income 7,670 4,741
Leases (interest portion) (1,620) (1,580)
Cash flow hedges - re-classified from OCI – (2,546)
Cash flow hedges - in-effective portion of changes in fair value – (4,475)
Foreign exchange losses on operating activities (4,547) (1,620)
Interest expense on financial liabilities measured at amortised cost (8,881) (9,672)
Finance costs (15,048) (19,893)
Net finance costs recognised in profit or loss (7,378) (15,152)
10 Exceptional items from continuing operations – restructuring, acquisition and disposal related items
Items that are material because of their nature, non-recurring or whose significance is sufficient to warrant separate disclosure
and identification within the consolidated financial statements are referred to as exceptional items. The separate reporting of
exceptional items helps to provide an understanding of the Group’s underlying performance.
2023
£000
2022
£000
Acquisition related items 652 –
Exceptional restructuring costs 3,470 1,229
Disposal related items (218) (1,245)
Total exceptional items 3,904 (16)
Acquisition related items comprise fees incurred in the year in connection with an aborted acquisition.
Exceptional costs include: £2,598,000 (2022: £843,000) of legal and professional costs in relation to preparing for listing the
Group on the Oslo stock exchange, and £872,000 (2022: £276,000) relating to restructuring costs.
Disposal related items include a credit of £235,000 (2022: £1,203,000) in relation to additional contingent consideration received
and receivable from disposals in previous years (£294,000 relating to the disposal of Aquaculture UK on 7 February 2020, and
£909,000 relating to the disposal of Improve International Limited and its subsidiaries on 23 June 2020) together with legal fees,
lease costs and disposal items (net of proceeds received) totalling £17,000 relating to additional costs and disposals proceeds
relating to disposals that occurred in 2020.
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
148
11 Taxation
Amounts recognised in profit or loss
2023
£000
Restated
2022
£000
Analysis of charge in period
Current tax:
Current income tax expense on profits for the period 6,178 11,721
Adjustment in respect of prior periods (880) (39)
Total current tax charge 5,298 11,682
Deferred tax:
Origination and reversal of temporary differences (1,933) (4,414)
Deferred tax movements in respect of prior periods – –
Total deferred tax credit (Note 27) (1,933) (4,414)
Total tax charge on continuing operations 3,365 7,268
The reasons for the difference between the actual tax charge for the year and the standard rate of corporation tax in the UK
applied to profits for the year are as follows:
2023
£000
Restated
2022
£000
Accounting loss before income tax (12,694) (21,383)
Expected tax credit based on the standard rate of UK corporation tax at the domestic rate of
22.01% (2022: 19.0%) (2,794) (4,063)
Income not taxable (116) (180)
Expenses not deductible for tax purposes 1,365 1,235
Deferred tax not recognised 6,567 8,952
Adjustment to tax charge in respect of prior periods (880) (39)
Effects of changes in tax rates (12) –
Different tax rates in overseas jurisdictions (765) 1,364
Total tax charge on continuing operations 3,365 7,268
In the prior year the Group held a current provision within corporation tax of £1.0m in respect of uncertain tax positions, this has
been released in the current year and has been reflected in the adjustment to tax charge in the prior period.
Deferred tax not recognised of £6,567,000 (2022: £8,952,000) mainly relates to current year losses which largely originate in the
UK, and for which there is insufficient evidence that taxable profits will be available against which they can be utilised and so no
deferred tax asset is recognised. £544,000 (2022: £347,000) relates to current year tax losses on discontinued operations.
The above excludes a tax expense of £nil (2022: £6,000) from discontinued operations, this has been included in loss from
discontinued operations, net of tax (Note 12).
Changes in tax rates and factors affecting the future tax charge
The UK Finance Bill 2021 substantively enacted on 24 May 2021, included an increase in the main rate of UK corporation tax from
19% to 25%, effective 1 April 2023. UK deferred tax assets and liabilities as at 30 September 2023 have been measured using
these enacted tax rates and reflected in these financial statements accordingly.
Deferred taxation is measured at tax rates that are expected to apply in the periods in which temporary timing differences are
expected to reverse based on tax rates and laws that have been enacted or substantively enacted at the balance sheet date, in the
territories in which they arose.
There was no deferred tax recognised in other comprehensive income in the year (2022: £nil) .
149
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
12 Discontinued operations
During the year, the group divested its Tilapia business for consideration of USD 1 in a management buy out. Consequently, these
operations have been classified as discontinued in the current year with a corresponding restatement of the consolidated income
statement and OCI for the year ended 30 September 2022 to reflect these changes.
Summary of restatement of FY22 results as reported in FY22 financial statements
Continuing operations
Discontinued
operations
Revenue
£000
Adjusted
EBITDA
£000
Loss from
continuing
operations
£000
Loss from
discontinued
operations
£000
As stated in financial year 2022 financial statements 158,277 31,181 (30,451) –
Reclassified in financial year 2023 (570) 1,425 1,800 (1,800)
As stated in financial year 2023 financial statements 157,707 32,606 (28,651) (1,800)
2023
£000
Restated
2022
£000
Revenue 268 570
Cost of sales (973) (1,372)
Gross profit (705) (802)
Research and development costs (59) (57)
Other operating costs (490) (566)
Adjusted EBITDA (1,254) (1,425)
Exceptional loss on disposal (3,913) –
EBITDA (5,167) (1,425)
Depreciation and impairment (304) (205)
Operating loss / Loss before taxation (5,471) (1,630)
Net finance costs (34) (164)
Loss before taxation (5,505) (1,794)
Tax on loss – (6)
Loss from discontinued operations (5,505) (1,800)
Exceptional items within discontinued operations
2023
£000
2022
Restated
£000
Loss on disposal of trade and assets 3,774 –
Other costs relating to disposals 139 –
Total exceptional loss on disposal 3,913 –
Cash flows from discontinued operations
2023
£000
2022
£000
Net cash flow from operating activities (1,609) (1,312)
Net cash flow from investing activities (27) (341)
Net cash flow from financing activities (106) 77
Net cash flow from discontinued operations (1 ,742) (1,576)
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
150
Results from discontinued operations by segment
The results from discontinued operations relate solely to the Genetics operating segment.
Impact on the Group Consolidated Income Statement for the year ended 30 September 2023
2023
Continuing
£000
2023
Discontinued
£000
2023
Total
£000
Revenue 169,476 268 169,744
Cost of sales (82,726) (973) (83,699)
Gross profit 86,750 (705) 86,045
Research and development costs (6,069) (59) (6,128)
Other operating costs (45,157) (490) (45,647)
Share of profit of equity-accounted investees, net of tax (32) – (32)
Adjusted EBITDA 35,492 (1,254) 34,238
Exceptional - restructuring, acquisition and disposal related items (3,904) (3,913) (7,817)
EBITDA 31,588 (5,167) 26,421
Depreciation and impairment (18,409) (304) (18,713)
Amortisation and impairment (18,495) – (18,495)
Operating loss (5,316) (5,471) (10,787)
Net finance costs (7,378) (34) (7,412)
Loss before taxation (12,694) (5,505) (18,199)
Tax on loss (3,365) – (3,365)
Loss after tax for the financial period (16,059) (5,505) (21,564)
Impact on the Group Consolidated Income Statement for the year ended 30 September 2022
2022
Continuing
Restated
£000
2022
Discontinued
Restated
£000
2022
Total
Restated
£000
Revenue 157,707 570 158,277
Cost of sales (73,777) (1,372) (75,149)
Gross profit 83,930 (802) 83,128
Research and development costs (6,634) (57) (6,691)
Other operating costs (44,095) (566) (44,661)
Share of profit of equity-accounted investees, net of tax (595) – (595)
Adjusted EBITDA 32,606 (1,425) 31,181
Exceptional - restructuring, acquisition and disposal related items 16 – 16
EBITDA 32,622 (1,425) 31,197
Depreciation and impairment (19,692) (205) (19,897)
Amortisation and impairment (19,161) – (19,161)
Operating loss (6,231) (1,630) (7,861)
Net finance costs (15,152) (164) (15,316)
Loss before taxation (21,383) (1,794) (23,177)
Tax on loss (7, 268) (6) (7, 274)
Loss after tax for the financial period (28,651) (1,800) (30,451)
151
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
12 Discontinued operations continued
Effects of business disposals on the financial position of the Group
On 30 September, the tilapia businesses of a Group’s subsidiary was disposed of for consideration of USD 1. The assets sold are
highlighted in the table below.
Tilapia
£000
Assets
Property, plant and equipment (including Right of use assets) 738
Intangible assets 3,036
Net assets and liabilities 3,774
Total consideration –
Consideration received in cash –
Cash and cash equivalents disposed of –
Net cash inflow/(outflow) –
13 Loss per share
Basic loss per share is calculated by dividing the profit or loss attributable to ordinary equity holders of the Company by the
weighted average number of ordinary shares in issue during the period.
2023 2022
Continuing Discontinued Total Continuing Discontinued Total
Loss attributable to equity holders of the parent (£000) (17,641) (5,505) (23,146) (30,287) (1,800) (32,087)
Weighted average number of shares in issue (thousands) 731,935 698,233
Basic loss per share (pence) (2.41) (0.75) (3.16) (4.34) (0.26) (4.60)
Diluted loss per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume
conversion of all dilutive potential ordinary shares. This is done by calculating the number of shares that could have been acquired
at fair value based on the monetary value of the subscription rights attached to outstanding share options and warrants.
A total of 8,948,132 (2022: 6,240,304) potential ordinary shares have not been included within the calculation of statutory diluted
loss per share for the year as they are anti-dilutive and reduce the loss per share. However, these potential ordinary shares could
dilute earnings per share in the future. The diluted and basic loss per share are the same for both continuing and discontinued.
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
Benchmark Holdings plc / Annual Report and Accounts 2023
152
14 Property, plant and equipment
Group
Freehold Land
and Buildings
£000
Assets in the
course of
construction
£000
Long Term
Leasehold
Property
Improvements
£000
Plant and
Machinery
£000
Office
Equipment and
Fixtures
£000
Total
£000
Cost
Balance at 1 October 2021 63,027 1,807 6,421 32,893 2,751 106,899
Additions 4,025 1,616 283 4,546 338 10,808
Increase/(decrease) through transfers from
assets in the course of construction 251 (1,275) – 995 29 –
Exchange differences 1,924 116 432 2,377 146 4,995
Transfer to inventory – – – (1,514) – (1,514)
Disposals (224) – – (131) (126) (481)
Disposals through sale of subsidiary – – – – – –
Balance at 30 September 2022 69,003 2,264 7, 136 39,166 3,138 120,707
Balance at 1 October 2022 69,003 2,264 7, 136 39,166 3,138 120,707
Additions 2,164 560 28 2,662 539 5,953
On acquisition – – – 315 – 315
Reclassification 56 (106) – 50 – –
Increase/(decrease) through transfers from
assets in the course of construction 877 (1,556) – 679 – –
Exchange differences (4,446) (53) (344) (1,670) (328) (6,841)
Transfer to assets held for sale (1,392) – – – – (1,392)
Transfer from inventory – – – 94 – 94
Disposals (81) – (1,575) (2,121) (58) (3,835)
Balance at 30 September 2023 66,181 1,109 5,245 39,175 3,291 115,001
Accumulated Depreciation
Balance at 1 October 2022 7,829 – 4,723 14,806 761 28,119
Depreciation charge for the year 2,387 – 197 5,411 607 8,602
Exchange differences 792 – 256 1,200 141 2,389
Disposals (84) – – (102) (117) (303)
Balance at 30 September 2022 10,924 – 5,176 21,315 1,392 38,807
Balance at 1 October 2022 10,924 – 5,176 21,315 1,392 38,807
Depreciation charge for the year 2,266 – 79 5,513 595 8,453
Transfer to assets held for sale (542) – – – – (542)
Exchange differences (908) – (189) (810) (214) (2,121)
Disposals (81) – (1,575) (1,323) (28) (3,007)
Balance at 30 September 2023 11,659 – 3,491 24,695 1,745 41,590
Net book value
At 30 September 2023 54,522 1,109 1,754 14,480 1,546 73,411
At 30 September 2022 58,079 2,264 1,960 17, 851 1,746 81,900
At 1 October 2021 55,198 1,807 1,698 18,087 1,990 78,780
153
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
14 Property, plant and equipment continued
Company
Office
equipment and
fixtures
£000
Cost
Balance at 1 October 2021 1,351
Additions 20
Balance at 1 October 2022 1,371
Additions 6
Balance at 30 September 2023 1,377
Accumulated Depreciation
Balance at 1 October 2021 1,292
Depreciation charge for the year 29
Balance at 1 October 2022 1,321
Depreciation charge for the year 17
Balance at 30 September 2023 1,338
Net book value
At 30 September 2023 39
At 30 September 2022 50
At 1 October 2021 59
Benchmark Holdings plc / Annual Report and Accounts 2023
154
15 Leases
Group
Right-of-use-assets
2023
£000
2022
£000
Leasehold property 9,213 9,389
Plant and machinery 10,585 17, 582
Office equipment and fixtures 6 63
19,804 27,034
Lease liabilities
2023
£000
2022
£000
Current 11,567 11,522
Non-current 8,293 14,765
19,860 26,287
Depreciation charge of right-of-use assets
2023
£000
2022
£000
Leasehold property 1,210 1,383
Plant and machinery 9,038 9,176
Office equipment and fixtures 12 72
10,260 10,631
Additional information
2023
£000
2022
£000
Additions to right-of-use assets 2,120 497
Modifications to right-of-use assets 1,697 10,884
Impairment of leasehold property right-of-use asset – 664
Interest expense 1,654 1,744
Expense relating to short-term leases 237 152
Expense relating to leases of low-value leases 20 151
Total cash outflow for leases 9,438 10,533
Benchmark Animal Health Limited modified the existing leases for two PSV vessels, the FS Aquarius and the FS Pegasus to extend
the lease term only. These two assets constitute £8,405,000 of the net book value and £9,374,000 of the lease liability at the
year end.
155
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
15 Leases continued
Company
Right-of-use-assets
2023
£000
2022
£000
Leasehold property – 16
Office equipment and fixtures – 2
– 18
Lease liabilities
2023
£000
2022
£000
Current – 19
Non-current – –
– 19
Depreciation charge of right-of-use assets
2023
£000
2022
£000
Leasehold property 8 58
Office equipment and fixtures 1 1
9 59
Additional information
2023
£000
2022
£000
Modifications to right-of-use assets (8) –
Interest expense – 2
Expense relating to leases of low-value leases – 1
Total cash outflow for leases 10 51
Benchmark Holdings plc / Annual Report and Accounts 2023
156
16 Intangible assets
Group
Websites
£000
Goodwill
£000
Patents and
Trademarks
£000
Intellectual
Property
£000
Customer
Lists
£000
Contracts
£000
Licences
£000
Genetics
£000
Development
costs
£000
Total
£000
Cost or valuation
Balance at 1 October 2021 319 140,055 338 133,201 5,271 6,602 34,479 22,636 27,579 370,480
Additions - externally
acquired 94 – 111 – – – – – – 205
Additions - internally
developed – – – – – – – – 1,708 1,708
Exchange differences 34 24,619 3 27,206 1,107 (27) 5,841 599 1,935 61,317
Balance at 30 September
2022 447 164,674 452 160,407 6,378 6,575 40,320 23,235 31,222 433,710
Balance at 1 October 2022 447 164,674 452 160,407 6,378 6,575 40,320 23,235 31,222 433,710
Additions - on acquisition – – – – – – – – – –
Additions - externally
acquired 80 1 115 – – – – – – 196
Additions - internally
developed – – – – – – – – 632 632
Disposals – (3,036) (21) – – – (150) – – (3,207)
Reclassification to assets
held for resale – – – – – – – – – –
Exchange differences (15) (13,682) (1) (13,737) (559) (70) (3,186) (1,267) (982) (33,499)
Balance at 30 September
2023 512 147,957 545 146,670 5,819 6,505 36,984 21,968 30,872 397,832
Accumulated amortisation
and impairment
Balance at 1 October 2021 67 41,358 133 73,541 1,166 6,210 13,077 4,111 1,777 141,440
Amortisation charge for the
period 67 – 70 13, 574 215 102 2,027 636 2,165 18,856
Impairment – – – 305 – – – – – 305
Exchange differences 9 8,592 3 16,966 275 (19) 1,839 139 41 27,845
Balance at 30 September
2022 143 49,950 206 104,386 1,656 6,293 16,943 4,886 3,983 188,446
Balance at 1 October 2022 143 49,950 206 104,386 1,656 6,293 16,943 4,886 3,983 188,446
Amortisation charge for the
period 85 – 91 12,605 222 94 1,818 606 2,437 17,958
Impairment – 1 – 61 – – 476 – – 538
Disposals – – (21) – – – (150) – – (171)
Exchange differences (4) (4,484) (2) (8,868) (143) (52) (1,177) (253) (33) (15,016)
Balance at 30 September
2023 224 45,467 274 108,184 1,735 6,335 17,910 5,239 6,387 191,755
Net book value
At 30 September 2023 288 102,490 271 38,486 4,084 170 19,074 16,729 24,485 206,077
At 30 September 2022 304 114,724 246 56,021 4,722 282 23,377 18,349 27,239 245,264
At 1 October 2021 252 98,697 205 59,660 4,105 392 21,402 18,525 25,802 229,040
157
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
16 Intangible assets continued
Group
Description Category
NBV 2023
£000
NBV 2022
£000
Remaining life
2023
Acquisition of INVE in 2015
Goodwill Goodwill 79,909 87,585 –
Harvesting rights Licences 19,029 22,449 12
Product technology Intellectual property – 446 –
Product rights Intellectual property 24,880 39,390 2
Brand names Intellectual property 10,945 12,976 12
In-process R&D Intellectual property 535 847 2
Customer relationships Customer lists 4,085 4,723 18
Total relating to acquisition of INVE 139,383 168,416 –
Acquisition of Salmobreed AS (Now part of Benchmark Genetics
Norway AS) in 2014
Goodwill Goodwill 6,063 6,523 –
Genetic material and breeding nuclei Genetics 8,926 9,911 31
Total relating to acquisition of Salmobreed AS 14,989 16,434 –
Acquisition of Stofnfiskur( Now Benchmark Genetics Iceland) in
2014
Goodwill Goodwill 11,999 12,467 –
Genetic material and breeding nuclei Genetics 7,598 8,147 31
Total relating to acquisition of Stofnfiskur 19,597 20,614 –
Acquisition of Akvaforsk Genetics Center AS (Now part of
Benchmark Genetics Norway AS) in 2015
Goodwill Goodwill 4,520 7,348 –
Licences Licences – 292 –
Contracts Contracts 170 282 2
Total relating to acquisition of Akvaforsk Genetics Center AS 4,690 7,922 –
Capitalised development costs
Ectosan®Vet/CleanTreat® Development costs 14,048 15,840 8
Live food alternative diets Development costs 3,879 4,115
Not yet ready
for use
SPR Shrimp Development costs 5,453 6,686 8
Total capitalised development costs 23,380 26,641
Other purchased material intangible assets Intellectual Property 1,408 1,497 16
Total relating to other purchased intangible assets 1,408 1,497
Other individually immaterial goodwill and intangibles 2,630 3,740
Total net book value at 30 September 206,077 245,264
Benchmark Holdings plc / Annual Report and Accounts 2023
158
Company
Patents and
trademarks
£000
Cost
Balance at 1 October 2021 30
Balance at 1 October 2022 30
Balance at 30 September 2023 30
Accumulated amortisation
Balance at 1 October 2021 2
Amortisation charge for the year 3
Balance at 1 October 2022 5
Amortisation charge for the year 3
Balance at 30 September 2023 8
Net book value
At 30 September 2023 22
At 30 September 2022 25
At 1 October 2021 28
159
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
17 Impairment testing of goodwill and other intangible assets
The Group tests goodwill and other intangibles not yet ready for use annually for impairment, or more frequently if there are
indications that goodwill or the other intangible assets might be impaired. Goodwill acquired in a business combination is allocated,
at acquisition, to the cash generating units (CGUs) that are expected to benefit from the business combination. The only intangible
assets not yet ready for use are generally the capitalised development costs on internally developed products. The development
costs included in the table below represents only those that are not yet ready for use.
Due to the interdependence of the operations within each of the business areas and the way in which they are managed,
management have determined the CGUs are the business areas themselves – Health, Genetics and Advanced Nutrition. These
are the smallest groups of assets that independently generate cashflows and whose cashflows are largely independent of those
generated by other assets. Goodwill and capitalised development costs arise across the Group, and are allocated specifically
against the CGUs as follows:
Genetics
2023
£000
Advanced
Nutrition
2023
£000
Total
2023
£000
Benchmark Genetics AS 6,062 – 6,062
Benchmark Genetics Iceland HF (Previously Stofnfiskur HF) 11,999 – 11,999
Akvaforsk Genetic Center* 4,520 – 4,520
INVE Aquaculture Group – 79,909 79,909
Goodwill 22,581 79,909 102,490
Development costs – 3,879 3,879
* Includes goodwill arising from the joint acquisition of Akvaforsk Genetics Center AS (which was transferred into Benchmark Genetics Norway AS) and
Benchmark Genetics USA Inc (formerly Akvaforsk Genetics Center Inc).
Genetics
2022
£000
Advanced
Nutrition
2022
£000
Total
2022
£000
Benchmark Genetics AS 6,522 – 6,522
Benchmark Genetics Iceland HF (Previously Stofnfiskur HF) 12,467 – 12,467
Akvaforsk Genetic Center* 8,150 – 8,150
INVE Aquaculture Group – 87,585 87,585
Goodwill 27, 139 87, 585 114,724
Development costs – 4,115 4,115
* Includes goodwill arising from the joint acquisition of Akvaforsk Genetics Center AS (which was transferred into Benchmark Genetics Norway AS) and
Benchmark Genetics USA Inc (formerly Akvaforsk Genetics Center Inc).
The recoverable amounts of the above CGUs have been determined from value-in-use calculations. These calculations used Board
approved cash flow projections from five-year business plans based on actual operating results and current forecasts. These
forecasts were then extrapolated into perpetuity taking account of specific terminal growth rates for future cash flows, using
individual business operating margins based on past experience and future expectations in light of anticipated economic and
market conditions. The pre-tax cash flows that these projections produced were discounted at pre-tax discount rates based on the
Group’s beta adjusted cost of capital, further adjusted to reflect management’s assessment of specific risks related to the markets
and other factors pertaining to each CGU. Forecasts also include any costs in relation to the Group’s climate change strategy and
climate change factors have been considered when setting the long-term growth rates.
The values assigned to the key assumptions represent management’s assessment of future trends in the relevant industries and
have been based on historical data from both external and internal sources.
Benchmark Holdings plc / Annual Report and Accounts 2023
160
Genetics
The pre-tax cashflows from the five-year projections were discounted using a pre-tax discount rate of 15.7% (2022: 14.7%).
CAGR of revenue of 9% (2022: 15%) is implied by the five-year plan and a long-term growth rate of 2.5% (2022: 2.5%) has
been used to extrapolate the terminal year cashflow into perpetuity.
Having conducted a sensitivity analysis of key assumptions, no reasonably possible changes that would result in the elimination
of all headroom were identified.
Advanced Nutrition
The pre-tax cashflows from the five-year projections were discounted using a pre-tax discount rate of 16.4% (2022: 15.6%). CAGR
of revenue of 12% (2022: 10%) is implied by the five-year plan and a long-term growth rate of 3.5% (2022: 3.5%) has been used to
extrapolate the terminal year cashflow into perpetuity. Market analysis reports predict long-term growth rates of c.5.0%, and the
health benefits of shrimp are still very much in evidence. Management believes that a long-term growth rate of 3.5% represents
both a prudent and consistent approach for the CGU.
Sensitivity analysis has been performed on the key assumptions. Reducing the forecast growth rates for less mature parts of the
CGU within Health and Diets products did not result in elimination of headroom. However, the forecasts growth rates for the CGU
include an assumption around the ongoing recovery in global shrimp markets, and if that recovery is slower than the forecasts
anticipate, due to factors such as continued reduced end market demand for Shrimp, to the extent that the CAGR of revenue
implied over the five-year plan falls to 9%, this would result in a potential impairment.
The sensitivity to movements in the terminal growth rate and discount rate were also assessed, and a reduction in terminal growth
rate from 3.5% to 1.5%, or an increase in the discount rate from 16.4% to 18.4%, either of which are considered to be reasonably
possible, would reduce the headroom on the Advanced Nutrition CGU of £31.6m to nil. Should the growth rate reduce or discount
rate increase further than this, then an impairment would be likely.
Health
The pre-tax cashflows from the five-year projections were discounted using a pre-tax discount rate of 17.4% (2022: 16.4%). An
assumed CAGR of revenue of 23% (2022: 27%) in the five-year plan reflects the importance of the successful commercial ramp-
up of the business area’s new sea lice treatment in the forecast period. A long-term growth rate of 0.0% (2022: 0.0%) has been
used to extrapolate the terminal year cashflow into perpetuity. The prudent assumption in the long-term growth rate is intended
to reflect that the business area’s new sea lice treatment is the principal source of cash generation, and only benefits from patent
protection against generic competitors for a finite period of time.
The valuation of the Health cash generating unit indicates sufficient headroom such that a reasonably possible change to key
assumptions is unlikely to result in an impairment in related development costs.
161
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
18 Equity-accounted investees
2023
£000
2022
£000
Interest in joint venture 1,158 1,106
Interest in associates 2,400 2,007
3,558 3,113
Joint ventures
Salmar Genetics AS (SGA) is a joint venture in which the Group has joint control and a 50% ownership interest.
SGA is structured as a separate vehicle and the Group has a residual interest in the net assets of SGA. Accordingly, the Group has
classified its interest in SGA as a joint venture. SGA is a provider of breeding and genetics services related to Atlantic salmon and
as such is strategically aligned to the Group.
The Group’s interest in SGA is 50% of its net assets, including 50% of its result and total comprehensive income each year.
The company is registered in Norway and the registered address is 7266 Kverva, Frøya, Norway.
Associates
The Group has a 22% interest in an associate Great Salt Lake Brine Shrimp Cooperative, Inc (the ‘Cooperative’). The Cooperative
is one of the Group’s strategic suppliers and is an aquacultural cooperative organised for the purpose of harvesting,
processing, manufacturing.
The Group’s interest in the Cooperative represents the aggregate of the cost of the investment in the Cooperative and the post
acquisition movements in the Group’s share of the unallocated and allocated equity reserves.
The company is registered in USA and the registered address is 1750 West 2450 South, Ogden, Utah.
The Group also has a 44% interest in an associate Benchmark Genetics (Thailand) Limited (“BGTL”). BGTL engages in shrimp
production in the form of a multiplication centre by selecting and growing marine shrimp species products (including broodstock,
nauplii and post-larvae, based on Benchmark’s and its Affiliates’ genetic strains) which are locally optimised for Thailand.
The company is registered in Thailand and the registered address is No. 471, Bond Street Road, Bangpood Sub-district,
Pakkred District, Nonthaburi Province, Thailand.
The Group had a 34% interest in an associate Baggfossen Mikrokraft AS (“BMAS”). BMAS is a power generation business and
provides electricity to Benchmark Genetics Salten AS. In June, the Group acquired 66% of the remaining issued share capital
of Baggfossen Mikrokraft AS to bring the total owned to 100%, when the company ceased to be an associate and became
a subsidiary.
Benchmark Holdings plc / Annual Report and Accounts 2023
162
19 Subsidiary undertakings
The direct and indirect subsidiary undertakings of Benchmark Holdings plc, all of which have been included in these consolidated
financial statements, are as follows:
Company name Registered address
Country of
incorporation
Direct/
indirect
Group
interest Share class
% of share
capital/
voting rights
held by Group
companies Note
Genetics
Benchmark Genetics Brasil Cultivo
de Especies Aquaticas Ltda
Rua Dr Ribamar Lobo 451, Fortaleza,
Ceara, Brazil, CEEP 60.192-230
Brazil Indirect ordinary 100%
Akvaforsk Genetic Center Spring
Mexico, SA de CV (dormant)
Caguama 3023, Loma Bonita, Zapopan,
Jalisco CP 45086, Mexico
Mexico Indirect ordinary 100%
Benchmark Genetics USA Inc 15369 County Road 512 Fellsmere, FL
32948, USA
USA Indirect ordinary 100%
Benchmark Genetics Chile SpA Santa Rosa 560 Oficina 25 B, Puerto
Varas, Chile
Chile Indirect shares 100%
Benchmark Genetics Limited Highdown House, Yeoman Way,
Worthing, West Sussex, United Kingdom,
BN99 3HH
United
Kingdom
Direct £1 ordinary 100%
Benchmark Genetics Colombia SAS Cra 2 # 11 41 of 1002 Torre Grupo Area
Bocagrande, Cartagena 13001, Colombia
Colombia Indirect ordinary 100%
Benchmark Genetics Norway AS Bradbenken 1, 5003 Bergen, Norway Norway Indirect ordinary 100%
Icecod A Islandi EHF (dormant) Bæjarhraun 14 – 220 Hafnarfjörður,
Iceland
Iceland Indirect ordinary 99.32%
Benchmark Genetics Salten AS Sørfjordmoen, Kobbelv, 8264 Engan,
Norway
Norway Indirect ordinary 75%
Baggfossen Mikrokraft AS Sørfjordmoen, Kobbelv, 8264 Engan,
Norway
Norway Indirect ordinary 100%
Stofnfiskur Chile Limitada (dormant) (As Icecod address above) Chile Indirect ordinary 100%
Benchmark Genetics Iceland HF (As Icecod address above) Iceland Indirect ordinary 100%
Stofngen EHF (dormant) (As Icecod address above) Iceland Indirect ordinary 100%
Sudourlax EHF (dormant) (As Icecod address above) Iceland Indirect ordinary 100%
Advanced Nutrition
Fortune Ocean Americas, LLC 3528 W 500 South, Salt Lake City, Utah
84104
USA Indirect N/A 100%
Fortune Ocean Technologies Ltd
(dormant)
25/F., OTB Building 160 Gloucester Road,
Wanchai
Hong Kong Indirect 1 HKD
ordinary
100%
Golden West Artemia 3528 W 500 South, Salt Lake City, Utah
84104
USA Indirect $1 shares 100%
Inland Sea Incorporated 3528 W 500 South, Salt Lake City, Utah
84104
USA Indirect shares 100%
INVE (Thailand) Ltd. No. 79/1 Moo 1, Nakhon Sawan-
Phitsanulok Road, Tambon Nong Lum,
Wachirabarami, Phichit, Thailand, 66220
Thailand Indirect THB 1,000
shares
100%
Inve Animal Health, S.A. Verlengde Poolseweg 16,4818 CL Breda Spain Indirect 10€ shares 100%
Inve Aquaculture Europe Holding B.V. Verlengde Poolseweg 16, 4818 CL Breda Netherlands Indirect 1€ shares 100%
Benchmark Holding Europe B.V. Verlengde Poolseweg 16, 4818 CL Breda Netherlands Indirect $1 shares 100%
Inve Aquaculture México, S.A. de C.V. Carretera Internacional No. 3436 Local 2,
Colonia El Venadillo Mazatlán Sinaloa C.P.
82129 MEXICO
Mexico Direct MXN
$1,000
shares
100%
163
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
19 Subsidiary undertakings continued
Company name Registered address
Country of
incorporation
Direct/
indirect
Group
interest Share class
% of share
capital/
voting rights
held by Group
companies Note
Advanced Nutrition continued
Inve Aquaculture NV Hoogveld 93, 9200 Dendermonde Belgium Indirect shares 100%
Inve Aquaculture Temp Holding B.V. Verlengde Poolseweg 16, 4818 CL Breda Netherlands Indirect 1€ shares 100%
INVE Aquaculture, Inc. 3528 W 500 South, Salt Lake City, Utah
84104
USA Indirect shares 100%
Inve Asia Ltd 25/F., OTB Building, 160 Gloucester Road,
Wanchai
Hong Kong Indirect $1 shares 100%
INVE Asia Services Ltd. 471 Bond Street, Tambon Bangpood,
Amphur Pakkred, Nonthaburi, Thailand,
11120
Thailand Indirect THB 100
shares
100%
Inve do Brasil Ltda. Rua Augusto Calheiros, n° 226,
Messejana, Fortaleza, Ceará, Zip Code
60.863-290
Brazil Indirect BRL 1
shares
100%
Inve Eurasia SA Karacaoğlan Mahallesi 6170 Sokak No.
17/B Işikkent/Izmir
Turkey Indirect 6.25 TL
shares
100%
Inve Hellas S.A. 93 Kiprou Str., 16451, Argyroupoli Greece Indirect $29.35
shares
100%
Inve Latin America B.V. Verlengde Poolseweg 16, 4818 CL Breda Netherlands Indirect 10€ shares 100%
Inve Technologies NV Hoogveld 93, 9200 Dendermonde Belgium Indirect shares 100%
INVE USA Holdings, Inc. 3528 W 500 South, Salt Lake City, Utah
84104
USA Indirect $0.001
shares
100%
Inve Vietnam Company Ltd 8FI-19 Tan Canh, Ward 1, Tan Binh
District, Ho Chi Minh City
Vietnam Indirect N/A 100%
Invecuador S.A. Avenida Las Americas 510, Sky Building
Piso 11 officina 1113, Guayaquil, Guayas
Ecuador Indirect $1 shares 100%
Inveservicios, S.A. de C.V. Carretera Internacional No. 3436 Local 2,
Colonia El Venadillo Mazatlán Sinaloa C.P.
82129 MEXICO
Mexico Indirect shares 100%
Maricoltura di Rosignano Solvay S.r.l. Rosignano Marittimo (LI), in via Pietro
Gigli, 57013, Solvay Loc. Lillatro
Italy Indirect shares 100%
PT. Inve Indonesia Ruko Prominence Blok 38E No.7 Jl. Jalur
Sutera Boulevard Panunggangan Timur
Pinang 15143 Kota Tangerang Banten
Indonesia Indirect A shares &
B shares
100%
Salt Creek Holdings, Inc 3528 W 500 South, Salt Lake City, Utah
84104
USA Indirect $0.001
shares
100%
Salt Creek, Inc. 3528 W 500 South, Salt Lake City, Utah
84104
USA Indirect $0.05
shares
100%
Salt Creek Holdings, Inc 3528 W 500 South, Salt Lake City, Utah
84104
USA Indirect N/A 100%
Tianjin INVE Aquaculture Co., Ltd Room 605-607, Building #10, Binhai
Information Security Industrial Park,
No.399 Huixiang Road, Tanggu Ocean
Science and Technology Park, Binhai
High-Tech Zone, Tianjin
China Indirect shares 100%
United Aquaculture Technologies,
LLC
3528 W 500 South, Salt Lake City, Utah
84104
USA Indirect N/A 100%
Benchmark Holdings plc / Annual Report and Accounts 2023
164
Company name Registered address
Country of
incorporation
Direct/
indirect
Group
interest Share class
% of share
capital/
voting rights
held by Group
companies Note
Health
Benchmark Animal Health Group
Limited
Highdown House, Yeoman Way,
Worthing, West Sussex, United Kingdom,
BN99 3HH
United
Kingdom
Direct £1 ordinary 100%
Benchmark Animal Health Limited Highdown House, Yeoman Way,
Worthing, West Sussex, United Kingdom,
BN99 3HH
United
Kingdom
Indirect £1 ordinary 100%
Benchmark Vaccines Limited Highdown House, Yeoman Way,
Worthing, West Sussex, United Kingdom,
BN99 3HH
United
Kingdom
Indirect £1 ordinary 100%
Benchmark R&D (Thailand) Limited No. 57/1, Moo. 6, Samet Sub-district,
Mueang Chonburi District, Chonburi
Province, 20000, Thailand
Thailand Indirect THB 10
ordinary
100%
Benchmark Animal Health Inc 800 René-Lévesque Boulevard West,
Suite 2220, Montréal (Québec), H3B 1X9
Canada Indirect CAD 1
ordinary
100%
Benchmark Animal Health US, Inc Severin M. Beliveau, Corporation Service
Company, 45 Memorial Circle, Augusta,
ME 04330
USA Indirect $10
common
stock
100%
Benchmark Animal Health Chile SpA Avenida Apoquindo 3721, piso 22,
comuna de Las Condes, Santiago Chile
Chile Indirect $1.20
ordinary
100%
Benchmark Animal Health Norway
AS
Bradbenken 1, 5003 Bergen Norway Indirect NOK 100
ordinary
100%
Knowledge Services
FAI Aquaculture Limited Highdown House, Yeoman Way,
Worthing, West Sussex, United Kingdom,
BN99 3HH
United
Kingdom
Direct £1 ordinary 100% a
Notes
a FAI Aquaculture Limited (company number 04450207) is exempt from the requirements of the Companies Act 2006 under S479A-479C relating to the audit
of individual accounts. Benchmark Holdings plc will guarantee the debts and liabilities of FAI Aquaculture Limited in accordance with Section 479C of the
Companies Act 2006.
165
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
19 Subsidiary undertakings continued
Company
Investments
in subsidiary
companies
£000
Cost or valuation
Balance at 1 October 2021 255,285
Additions 720
Disposals (2,427)
Balance at 1 October 2022 253,578
Additions 30,570
Balance at 30 September 2023 284,148
Provisions
Balance at 1 October 2021 (4,637)
Disposals 2,427
Balance at 1 October 2022 (2,210)
Balance at 30 September 2023 (2,210)
Net book value
At 30 September 2023 281,938
At 30 September 2022 251,368
At 1 October 2021 250,648
During 2023, £570,000 (2022: £720,000) of the charge associated with share options relates to employees of the subsidiary
companies, and so this amount has been treated as an investment by the Company. In addition, £30,000,000 of a loan balance due
from Benchmark Genetics Limited, an existing subsidiary company, was converted into further shares in that company (2022: £nil).
In 2022 the following companies were dissolved: Dust Collective Limited £317,000, 5M Enterprises Inc £nil, 5M Enterprises
Limited £2,100,000, and Bark SPV £10,000, all of which were fully impaired.
For impairment testing purposes, the Group has determined that the Parent Company’s net assets exceed the Group’s net assets
which is a trigger for an impairment review. Management have performed an impairment review of the investments in subsidiaries
at the period end taking into account both net assets of the subsidiaries and value-in-use calculations using assumptions
consistent with those disclosed in Note 17. The impairment testing is performed at a CGU level due to the companies these
investments are held in being the head of these CGU’s. The sensitivity testing conducted did not sufficiently reduce the NPV of the
Health or Genetics CGUs to a level where they would not support the investments.
Advanced Nutrition 2023: 233,687,000 (2022: 233,444,000)
The pre-tax cashflows from the five-year projections were discounted using a pre-tax discount rate of 16.4% (2022: 15.6%). CAGR
of revenue of 12% (2022: 10%) is implied by the five-year plan and a long-term growth rate of 3.5% (2022: 3.5%) has been used to
extrapolate the terminal year cashflow into perpetuity. Market analysis reports predict long-term growth rates of c.5.0%, and the
health benefits of shrimp are still very much in evidence. Management believes that a long-term growth rate of 3.5% represents
both a prudent and consistent approach for the CGU. Sensitivity analysis has been performed on the key assumptions. Reducing
the forecast growth rates for less mature parts of the CGU within Health and Diets products did not result in elimination of
headroom. However, the forecasts growth rates for the CGU include an assumption around the ongoing recovery in global shrimp
markets, and if that recovery is slower than the forecasts anticipate, due to factors such as continued reduced end market demand
for Shrimp, to the extent that the CAGR of revenue implied over the five-year plan falls to 9%, this would result in a potential
impairment. The sensitivity to movements in the terminal growth rate and discount rate were also assessed, and a reduction in
terminal growth rate from 3.5% to 1.7%, or an increase in the discount rate from 16.4% to 18.2%, either of which are considered
to be reasonably possible, would reduce the headroom on the Advanced Nutrition CGU of £29.2m to nil. Should the growth rate
reduce or discount rate increase further than this, then an impairment would be likely.
Benchmark Holdings plc / Annual Report and Accounts 2023
166
20 Inventories
Group
2023
£000
2022
£000
Raw materials 5,703 7,107
Work in progress 3,813 3,722
Finished goods and goods for resale 15,753 18,984
Total inventories at the lower of cost and net realisable value 25,269 29,813
During 2023, £56,263,000 (2022: £60,780,000) was recognised as an expense for inventories carried at net realisable value. This
is recognised in cost of sales. For discontinued operations £972,000 was recognised as an expense (2022 restated: £1,372,000)
The cost of inventories recognised as a debit includes £326,000 (2022 credit: £14,000) in respect of write-downs of inventory to
net realisable value.
The Company did not have any inventories at the year end (2022: £nil).
21 Biological assets
Book value of biological assets recognised at fair value
Group
2023
£000
2022
£000
Salmon eggs 10,631 14,037
Salmon broodstock 33,411 30,501
Salmon milt 796 606
Lumpfish fingerlings 757 1,090
Shrimp 397 424
Total biological assets 30 September 45,992 46,658
Analysed as
Current 27,586 25,780
Non-current 18,406 20,878
Total biological assets 30 September 45,992 46,658
Change in book value of biological assets
2023
£000
2022
£000
Biological assets 1 October 46,658 38,365
Increase from production 42,393 48,067
Reduction due to sales (40,583) (43,535)
Other movements in biological assets (see Note 5) 1,810 4,532
Foreign exchange movement before fair value adjustment (1,562) 1,704
Change in fair value through income statement (see Note 5) (103) 1,595
Foreign exchange impact on fair value adjustment (811) 462
Biological assets 30 September 45,992 46,658
167
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
21 Biological assets continued
Assumptions used for determining fair value of biological assets
IAS 41 requires that biological assets are accounted for at the estimated fair value net of selling and harvesting costs. Fair value is
measured in accordance with IFRS 13 and is categorised into levels in the fair value hierarchy which are described in Note 2.
The fair value inputs for salmon eggs are categorised as level 2. The calculation of the fair value of the salmon eggs is based upon
the current seasonally adjusted selling prices for salmon eggs less transport and incubation costs and taking account of the
market capacity. The valuation also takes account of the mortality rates of the eggs and expected life as sourced from internally
generated data.
The fair value inputs for salmon broodstock are categorised as level 3. The broodstock contain generations of genetic
improvements and cannot be valued purely on the market weight of salmon. The Group does not sell its broodstock commercially
so there is no observable input in this respect. Therefore, the calculation of the estimated fair value of salmon broodstock is
primarily based upon its main harvest output being salmon eggs, which are priced upon the current seasonally adjusted selling
prices for the Group’s salmon eggs. These prices are reduced for harvesting costs, freight costs, incubation costs and market
capacity to arrive at the net value of broodstock. The valuation also reflects the internally generated data to arrive at the biomass.
This includes the weight of the broodstock, the yield that each kilogram of fish will produce and mortality rates. The fish take
four years to reach maturity, and the age and biomass of the fish is taken into account in the fair value. Finally, the valuation takes
account of future expected sales volumes.
Change in book value of salmon broodstock
2023
£000
2022
£000
Biological assets 1 October 30,501 26,700
Increase from production 25,494 28,720
Transfer to salmon eggs following harvesting (22,677) (26,509)
Foreign exchange movement before fair value adjustment (1,199) 1,326
Change in fair value through income statement 1,853 (31)
Foreign exchange impact on fair value adjustment (561) 295
Biological assets 30 September 33,411 30,501
Significant unobservable inputs used in the valuation of salmon broodstock
2023 2022
Number of eggs valued in broodstock (m units) 250 222
Average selling price per egg (GBP) 0.131 0.135
Future costs per egg (GBP) (0.016) (0.021)
The fair value inputs for lumpfish fingerlings and shrimp are categorised as level 2. The calculation of the fair value of lumpfish
fingerlings and shrimp is valued on current selling prices less transport costs. Internally generated data is used to incorporate
mortality rates and the weight of the biomass.
The fair value inputs for salmon milt are categorised as level 3. Where we have identified individual salmon carrying particular traits
or disease resistance, semen (milt) can be extracted and deep-frozen using cryopreservation techniques (the process of freezing
biological material at extreme temperatures in liquid nitrogen). The calculation of the fair value of milt is based on production and
freezing costs and, where appropriate, an uplift to recognise the additional selling price that can be achieved from eggs fertilised
by premium quality milt.
There is a presumption that fair value can be measured reliably for a biological asset. However, we sometimes face a situation
where alternative estimates of fair value are determined to be clearly unreliable (for example, where we establish a new broodstock
farm in a new territory). In such a case, that biological asset shall be measured at its cost less any accumulated impairment losses.
In the year this applied to £2,038,000 of broodstock in Chile. As at 30 September the gross carrying amount was £5,074,000
(2022: £4,704,000) and the accumulated impairment losses were £3,036,000 (2022: £2,735,000).
Benchmark Holdings plc / Annual Report and Accounts 2023
168
The valuation models by their nature are based upon uncertain assumptions on sales prices, market capacity, weight, mortality
rates, yields and assessment of the discounts to reflect the stages of maturity. The Group has a degree of expertise in these
assumptions but these assumptions are subject to change. Relatively small changes in assumptions would have a significant
impact on the valuation. A 1% increase/decrease in the assumed selling price per egg would increase/decrease the fair value of
salmon broodstock and eggs by £440,000. A 10% increase/decrease in the biomass of salmon broodstock and the quantity of
salmon eggs valued would increase/decrease the fair value of those biological assets by £4,404,000.
The Group is exposed to financial risks arising from changes in the market value of the salmon eggs, lumpfish fingerlings and
shrimp broodstock that it sells. The Group does not anticipate that prices will decline significantly in the foreseeable future and,
therefore, has not entered into derivative or other contracts to manage the risk of a decline in the price of its products. The Group
reviews its outlook for salmon eggs, lumpfish fingerlings and shrimp broodstock prices regularly in considering the need for active
financial risk management.
Risk management strategy related to aquaculture activity
The Group is exposed to the following risks relating to its aquaculture activities. These risks and management’s strategies to
mitigate them are described below:
Regulatory and environmental risks
The nature of certain of the Group’s operating activities exposes us to certain significant risks to the environment, such as
incidents associated with releases of chemicals or hazardous substances when conducting our operations, which could result in
liability, fines, risk to our product permissions and reputational damage. There is a risk that natural disasters could lead to damage
to infrastructure, loss of resources, products or containment of hazardous substances. Our business activities could be disrupted if
we do not respond, or are perceived not to respond, in an appropriate manner to any major crisis or if we are not able to restore or
replace critical operational capacity.
In mitigation we have implemented standards and requirements which govern key risk management activities such as inspection,
maintenance, testing, business continuity and crisis response.
Biological risks
The Group is exposed to the risk of disease within the Group’s own operations and disease in the market resulting in possible
border closures. In mitigation, the Group:
• Operates the highest levels of biosecurity.
• Holds genetic stock at multiple sites and increasingly sources from its own land-based salmon breeding facilities.
• Operates containment zones which mitigates the risk of border closures affecting its ability to import or export.
• Has placed increased focus on insuring its biological stock.
Outputs and quantities held
Total output of aquaculture activity in the year was:
2023 2022
Salmon eggs 334.7m units 291.1m units
Lumpfish fingerlings 1.5m units 2.0m units
Total quantities held at 30 September were:
2023 2022
Salmon eggs 85.6m units 103.9m units
Salmon broodstock 1,517 tonnes 1,737 tonnes
Lumpfish fingerlings 0.4m units 0.7m units
The Company did not hold any biological assets during the year or the prior year.
169
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
22 Trade and other receivables
Group
2023
£000
2022
£000
Trade receivables 27,460 31,218
Less: provision for impairment of trade receivables (2,612) (2,748)
Trade receivables – net 24,848 28,470
Total financial assets other than cash and cash equivalents measured at amortised cost 24,848 28,470
Other receivables - contingent consideration – 887
Total financial assets other than cash and cash equivalents classified as measured at fair value through
profit and loss – 887
Prepayments 18,081 14,989
Other receivables 16,866 12,031
Total trade and other receivables 59,795 56,377
Other receivables relate to the following items: VAT recoverable £4,353,000 (2022: £4,386,000), research and development
expenditure tax credits and similar items £157,000 (2022: £154,000), the right to receive an agreed proportion of a key supplier’s
harvest* £10,173,000 (2022: £5,249,200), accrued income of £1,177,000 (2022: £1,377,000) and other amounts receivable of
£1,006,000 (2022: £865,000).
*A financial liability of £10,173,000 (2022: £5,249,200) is recognised (within trade payables) for the amount invoiced and
remaining outstanding at the year-end in relation to the Group’s contractual obligation to pay for a specified share of the harvest
of a supplier, regardless of delivery and without recourse to the supplier. As at 30 September, as the Group has not taken physical
delivery of the harvested product and as the Group does not control the harvested product, an ‘other receivable’ of £10,173,000
(2022: £5,249,200) has been recorded in relation to the Group’s right to receive the product in the future.
The financial asset at fair value through profit and loss related to contingent consideration outstanding from the disposal of
Improve International Limited in FY20. This related to deferred cash consideration dependent on the delivery of certain future
revenues in the financial year ended 30 September 2022 and the fair value was derived from the likely receivable amount based
on expectations of performance against the targets. The amount recovered in the financial year ended 30 September 2023 was
not materially different to management's estimate.
The fair values of trade and other receivables measured at amortised cost are not materially different to their carrying values.
As at 30 September 2023 trade receivables of £6,313,000 (2022: £5,943,000) were past due but not impaired. They relate to
customers with no default history. The ageing analysis of these receivables is as follows:
2023
£000
2022
£000
Up to 3 months overdue 5,480 5,761
3 to 6 months overdue 833 218
6 to 12 months overdue – (36)
6,313 5,943
Benchmark Holdings plc / Annual Report and Accounts 2023
170
Movements on the Group provision for impairment of trade receivables are as follows;
2023
£000
2023
£000
At 1 October 2,748 2,493
Provided during the year 696 281
Unused provisions reversed (600) (180)
Provisions used during the year (32) –
Foreign exchange movements (200) 154
At 30 September 2,612 2,748
The movement on the provision for impaired receivables has been included in the operating costs line in the Consolidated Income
Statement.
Other classes of financial assets included within trade and other receivables do not contain impaired assets.
Company
2023
£000
2022
£000
Loans and receivables due from subsidiary companies 190,959 212,230
Total financial assets other than cash and cash equivalents measured at amortised costs 190,959 212,230
Other receivables - contingent consideration – 886
Total financial assets other than cash and cash equivalents classified as measured at fair value through
profit and loss – 886
Prepayments 1,049 888
Other receivables 129 239
Total trade and other receivables 192,137 214,243
Less: non-current portion: loans provided to subsidiary companies (190,705) (212,023)
Current portion 1,432 2,220
The balance of loans provided to subsidiary companies include a provision for impairment of £11,489,000 (2022: £11,504,000).
The balance has been specifically provided against as the relevant subsidiary companies no longer trade. During the year £15,000
of the provision was released following repayment of part of the loan due from FAI Aquaculture Limited (2022: £76,000). In 2022,
a £1,909,000 of the provision was released as the loan due from 5M Enterprises Limited was waived.
For all the loans provided to subsidiary companies outstanding at 30 September 2023 no interest is payable. No interest was
payable on loans provided to subsidiary companies outstanding at 30 September 2022.
Loans and receivables due from subsidiary companies of £190,705,000 (2022: £212,023,000) have been classified as non-
current assets, even though these balances are repayable on demand, as at 30 September 2023 the Company did not expect to
realise them in the next 12 months.
171
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
23 Assets and liabilities held for sale
During the year, management committed to sell certain property, plant and equipment with a market value of £850,000 which is
held within the Health business area. The property concerned is no longer required by the business, and so the decision was made
to sell. It is anticipated that sale will take place within the next 12 months. The applicable criteria for inclusion as held for sale were
met so the assets were transferred from Property, Plant and Equipment and have been presented as held for sale. This property
was transferred from fixed assets at book value which is equal to the market value. There were no liabilities directly associated
with the assets held for sale.
Assets held for sale
Transferred to
held for sale
£000
Fair Value
Adjustment
£000
Total assets
transferred
£000
Property, plant and equipment 850 – 850
Total Assets held for sale 850 – 850
Measurement of fair values
Fair value hierarchy – The fair value measurement for assets held for sale has been categorised as a Level 1 fair value based on
market data used.
24 Trade and other payables
Group
2023
£000
2022
£000
Trade payables 26,657 22,149
Other payables 2,213 1,127
Accruals 16,257 17,636
Other payables - tax and social security payments 2,957 3,799
Financial liabilities, excluding loans and borrowings, classified as financial liabilities measured
at amortised cost 48,084 44,711
Financial contracts - hedging instrument 5,683 8,012
Financial liabilities, excluding loans and borrowings, classified as financial liabilities
at fair value through profit or loss 5,683 8,012
Deferred income 404 597
Total trade and other payables 54,171 53,320
Less: non-current portion of other payables (6,842) (8,996)
Current portion 47,329 44,324
Book values approximate to fair value at 30 September 2023 and 2022.
Of the financial contracts £6,155,000 (2022: £8,387,000) relates to a NOKUSD floating to fixed cross-currency interest rate swap
(CCS) and a NOK interest rate swap (IRS), both of which were entered to fully match the timing and tenor of the underlying new
senior unsecured floating rate listed bond issue of NOK 750m.
The floating-to-fixed NOK IRS (notional NOK 300m) is designated a cash flow hedge where any changes in the fair value of the
swap will be taken directly to equity within the hedging reserve and recycled to profit or loss as the bond impacts the profit or loss.
The NOKUSD CCS (notional NOK450m) has been separated into two synthetic swaps; the first is a floating-to-fixed NOKGBP
interest rate swap, being a cash flow hedge of the foreign exchange and interest rate risk on NOK denominated debt. The fair value
of this synthetic swap is posted to the hedging reserve in equity. The second synthetic swap is a fixed-to-fixed GBPUSD swap
designated as a net investment hedge in the USD net assets in the consolidated accounts of Benchmark Holdings plc. The fair
value of this leg is posted to the foreign exchange translation reserve in equity.
Benchmark Holdings plc / Annual Report and Accounts 2023
172
Company
2023
£000
2022
£000
Trade payables 840 460
Loans received from subsidiary companies 36,070 44,447
Accruals 4,149 3,713
Other payables - tax and social security payments 242 212
Financial liabilities, excluding loans and borrowings, classified as financial liabilities measured at
amortised cost 41,301 48,832
Financial contracts - hedging instrument 6,155 8,387
Financial liabilities, excluding loans and borrowings, classified as financial liabilities at fair value through
profit or loss 6,155 8,387
Total trade and other payables 47,456 57, 219
Less: non-current portion of other payables (6,155) (8,387)
Current portion 41,301 48,832
The amount within loans received from subsidiary companies is the balance due to Inve Aquaculture Holding B.V., the loan is
repayable on demand and interest is incurred at a rate of 2% plus LIBOR per annum.
Of the financial contracts £6,155,000 (2022: £8,387,000) relates to a NOKUSD CCS and NOK IRS, both of which are deemed to be
effective hedges against the senior unsecured floating rate listed bond issue of NOK 750m.
Book values approximate to fair value at 30 September 2023 and 2022.
25 Loans and borrowings
Group
2023
£000
2022
£000
Non-Current
2025 750m NOK Loan notes 57,604 61,976
Bank borrowings 16,799 17,226
Unamortised debt issue costs
(742)
(922)
Lease liabilities (Note 15) 8,293 14,765
81,954 93,045
Current
Bank borrowings 9,320 5,569
Unamortised debt issue costs (842) –
Lease liabilities (Note 15) 11,567 11,522
20,045 17,091
Total loans and borrowings 101,999 110,136
At 30 September 2023 the fair value of the unsecured floating rate listed green bond of NOK 750m was NOK 791m.
On 21 November 2022, the Group refinanced its USD15m RCF with a secured GBP20m RCF provided by DNB Bank ASA, maturing
on 27 June 2025. The margin on this facility is a minimum of 2.75% and a maximum of 3.25%, dependent upon the leverage of the
Group above the relevant risk free reference or IBOR rates depending on which currency is drawn.
173
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
25 Loans and borrowings continued
Benchmark Genetics Salten AS had the following loans (which are ring-fenced debt without recourse to the remainder of the
Group) at 30 September 2023:
• Term loan with a balance of NOK 171.9m provided by Nordea Bank Norge Abp. The loan is a five-year term loan maturing no
later than January 2028 at an interest rate of 2.5% above three-month NIBOR. This loan refinanced the previous term loan
from the same bank when the outstanding balance of NOK 162 million was repaid in February 2023.
• NOK 20.0m 12-month working capital facility provided by Nordea Bank Norge Abp. This was undrawn at 30 September 2023
(2022: undrawn).
• Term loan with a balance of NOK 35.5m (2022: NOK 40.1m) provided by Innovasjon Norge. The loan is a 12-and-a-half-year term
loan maturing in March 2031. The interest rate on this loan at 30 September 2023 was 7.45%. The interest rate on this loan
is variable.
• A new term loan with a balance of NOK 10.0m provided by Innovasjon Norge. The loan is a 15-year term loan maturing in July
2038. The interest rate on this loan at 30 September 2023 was 7.45%. The interest rate on this loan is variable.
• NOK 21.75m loan provided by Salten Stamfisk AS (the minority shareholder). The loan attracts interest at 2.5% above three
month NIBOR and is repayable on maturity of the Nordea term loan above.
The lease liabilities are secured on the assets to which they relate.
Group
The currency profile of the Group’s loans and borrowings is as follows:
2023
£000
2022
£000
Sterling 16,680 19,697
Norwegian Krone 76,730 81,634
Thai Baht 464 954
Euro 614 272
US Dollar 6,460 6,888
Iceland Krona 585 545
Other 466 146
101,999 110,136
Company
The book value and fair value of loans and borrowings are as follows:
2023
£000
2022
£000
Non-Current
2025 750m NOK Loan notes 57,604 61,976
Unamortised debt issue costs (742) (922)
56,862 61,054
Current
RCF 7,750 4,000
Unamortised debt issue costs (842) –
Lease liabilities (Note 15) – 19
6,908 4,019
Total loans and borrowings 63,770 65,073
Benchmark Holdings plc / Annual Report and Accounts 2023
174
At 30 September 2023 the fair value of the unsecured floating rate listed green bond of NOK 750m was NOK 791m.
At 30 September 2022 the fair value of the green bond was not materially different to the nominal value and was not
separately disclosed.
The currency profile of the Company’s loans and borrowings is as follows:
2023
£000
2022
£000
Sterling 6,167 3,097
Norwegian Krone 57,603 61,976
63,770 65,073
Reconciliation of movements of liabilities to cash flows arising from financing activities.
Group
Year ended 30 September 2023
Loans and
borrowings
£000
Share capital/
additional paid-
in capital
£000
Retained
earnings
£000
Non-controlling
interest
£000
Total
£000
Balance at 1 October 2022 110,136 421,528 (185,136) 9,886
Changes from financing cash flows
Proceeds of share issues – 10,874 – – 10,874
Acquisition of NCI – – (3,470) (4,539) (8,009)
Proceeds from bank or other borrowings 21,847 – – – 21,847
Repayment of bank or other borrowings (18,470) – – – (18,470)
Interest and finance charges paid (9,131) – – – (9,131)
Payments to finance lease creditors (9,438) – – – (9,438)
Total changes from financing cash flows (15,192) 10,874 (3,470) (4,539) (12,327)
The effect of changes in foreign exchange rates (6,679) – – –
Other changes - liability-related
Interest expense 9,209 – – –
Loan acquired 241 – – –
Capitalised borrowing fees 565 – – –
New leases 3,101 – – –
Leases modified 702 – – –
Interest accrual movement (84) – – –
Total liability-related other changes 13,734 – – –
Total equity-related other changes – (394,235) 372,095 865
Balance at 30 September 2023 101,999 38,167 183,489 6,212
175
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
25 Loans and borrowings continued
Group continued
Year ended 30 September 2022
Loans and
borrowings
£000
Share capital/
additional paid-
in capital
£000
Retained
earnings
£000
Non-controlling
interest
£000
Total
£000
Balance at 1 October 2021 120,391 401,352 (154,231) 7,884
Changes from financing cash flows
Proceeds of share issues – 20,175 – 20,175
Proceeds from bank or other borrowings 67,939 – – – 67,939
Repayment of bank or other borrowings (74,874) – – – ( 74,874)
Interest and finance charges paid (9,629) – – – (9,629)
Payments to finance lease creditors (10,533) – – – (10,533)
Total changes from financing cash flows (27,097) 20,175 – – (6,922)
The effect of changes in foreign exchange rates (6,087) – – –
Other changes - liability-related
Interest expense 9,488 – – –
Capitalised borrowing fees 1,937 – – –
New leases 11,380 – – –
Interest accrual movement 124 – – –
Total liability-related other changes 22,929 – –
Total equity-related other changes – 1 (30,905) 2,002
Balance at 30 September 2022 110,136 421,528 (185,136) 9,886
Company
Year ended 30 September 2023
Loans and
borrowings
£000
Share capital/
additional paid-
in capital
£000
Total
£000
Balance at 1 October 2022 65,073 421,528
Changes from financing cash flows
Proceeds of share issues – 10,874 10,874
Proceeds from bank or other borrowings 6,661 – 6,661
Repayment of bank borrowings (4,000) – (4,000)
Interest and finance charges paid (6,327) – (6,327)
Repayments of lease liabilities (10) – (10)
Total changes from financing cash flows (3,676) 10,874 7,198
The effect of changes in foreign exchange rates (4,529) –
Other changes - liability-related
Interest expense 6,411 –
Capitalised borrowing fees 565 –
Interest accrual movement (82) –
Lease modified 8 –
Total liability-related other changes 6,902 –
Total equity-related other changes – (394,235)
Balance at 30 September 2023 63,770 38,167
Benchmark Holdings plc / Annual Report and Accounts 2023
176
Year ended 30 September 2022
Loans and
borrowings
£000
Share capital/
additional paid-
in capital
£000
Total
£000
Balance at 1 October 2021 75,545 401,352
Changes from financing cash flows
Proceeds of share issues – 20,175 20,175
Proceeds from bank or other borrowings 67,939 – 67,939
Repayment of bank borrowings (73,235) – (73,235)
Interest and finance charges paid (6,956) – (6,956)
Repayments of lease liabilities (48) – (48)
Total changes from financing cash flows (12,300) 20,175 7,875
The effect of changes in foreign exchange rates (7,065) –
Other changes - liability-related
Interest expense 6,832 –
Capitalised borrowing fees 1,937 –
Interest accrual movement 124 –
Total liability-related other changes 8,893 –
Total equity-related other changes – 1
Balance at 30 September 2022 65,073 421,528
26 Provisions
Total
£000
At 1 October 2021 (563)
Provisions made during the year (1,127)
Provisions used 69
Increase/decrease through net exchange differences (10)
At 1 October 2022 (1,631)
Provisions made during the year (457)
Provisions used 21
Unused provisions reversed 50
Increase/decrease through net exchange differences 37
At 30 September 2023 (1,980)
Current (1,280)
Non-current (700)
At 30 September 2023 (1,980)
Current (1,631)
Non-current –
At 30 September 2022 (1,631)
Other provisions
During the year, £400,000 (2022: £700,000) was provided in respect of costs relating to contractual commitments in leases
entered into during the year to restore certain leased assets to their original condition at the end of the lease period. The costs
have been capitalised and are being depreciated over the life of the relevant asset.
During the year a provision of £57,000 was made as part of the sale of the Tilapia business. In the prior year £427,000 was made
for maintenance costs on a Tilapia production site which is surplus to requirements. The lease is due to complete in 2027.
During the year we have released £50,000 of dilapidation provisions no longer required.
No provisions were held by the Company at the year end (2022: £nil).
177
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
27 Deferred tax
Deferred tax is calculated in full on temporary differences under the liability method using the substantively enacted rates in the
relevant territories in which the temporary differences and tax losses are expected to reverse.
The movement on the net deferred tax account is as shown below:
Group
2023
£000
2022
£000
At 1 October (27,990) (28,224)
Recognised in income statement
Tax credit on continuing activities (see Note 11) 1,933 4,414
Exchange differences 1,951 (4,180)
At 30 September (24,106) (27,990)
The Company did not have a deferred tax balance at the year end (2022: £nil).
There was no deferred tax recognised in other comprehensive income.
Deferred tax assets have been recognised in respect of all tax losses and other temporary differences giving rise to
deferred tax assets where the Directors believe it is probable that these assets will be recovered. The Directors believe there is
sufficient evidence that the amounts recognised will be recovered against future taxable profits in the relevant tax jurisdiction.
The Group did not recognise deferred tax assets of £52,764,000 (2022: £44,576,000) in respect of losses amounting to
£179,577,000 (2022: £146,241,000) and temporary differences of £25,149,000 (2022: £28,145,000), where there was
insufficient evidence that the amounts will be recovered. Of the unused tax losses on which no deferred tax is recognised,
£144,115,000 have no expiry date and £35,463,000 expire between 2028 and 2035.
No deferred tax is recognised on the unremitted earnings of overseas subsidiaries and joint ventures. The aggregate amount of
temporary differences associated with investments in subsidiaries, branches and associates and interests in joint arrangements,
for which deferred tax has not been recognised is £168,235,000. As the earnings are continually reinvested by the Group and
there is no intention for these entities to pay dividends, no tax is expected to be payable on them in the foreseeable future.
The movements in deferred tax assets and liabilities (prior to the offsetting of balances within the same jurisdiction as
permitted by IAS 12) during the period, together with amounts recognised in the Consolidated Income Statement and amounts
recognised in other comprehensive income are as follows:
Group
Asset
2023
£000
Liability
2023
£000
Net
2023
£000
(Charged)/
credited to
profit or loss
2023
£000
(Charged)/
credited to
equity
2023
£000
Accelerated capital allowances – (1,273) (1,273) 115 –
Short term timing difference – (18,404) (18,404) 3,768 –
Biological assets – (4,797) (4,797) (688) –
Other temporary and deductible differences 288 – 288 (1,272) –
Available losses – – – – –
Fair value of share options 80 – 80 10 –
Net tax assets / (liabilities) 368 (24,474) (24,106) 1,933 –
Benchmark Holdings plc / Annual Report and Accounts 2023
178
Group
Asset
2022
£000
Liability
2022
£000
Net
2022
£000
(Charged)/
credited to
profit or loss
2022
£000
(Charged)/
credited to
equity
2022
£000
Accelerated capital allowances – (1,317) (1,317) 100 –
Short term timing difference – (24,194) (24,194) 3,976 –
Biological assets – (4,109) (4,109) (850) –
Other temporary and deductible differences 1,560 – 1,560 1,169 –
Available losses – – – (5) –
Fair value of share options 70 – 70 24 –
Net tax assets / (liabilities) 1,630 (29,620) (27,990) 4,414 –
The Company did not have any deferred tax in the profit or loss or balance sheet at the year end (2022: £nil). The Company has
not recognised deferred tax assets of £17,957,000 (2022: £16,520,000) in respect of losses amounting to £48,506,000
(2022: £39,010,108) and temporary differences of £22,060,000 (2022: £25,827,000) for which there is insufficient evidence
that taxable profits will be available in the near term against which they can be utilised.
28 Share capital and additional paid-in capital
Allotted, called up and fully paid
Number
Share Capital
£000
Additional paid-
in share capital
£000
Ordinary shares of 0.1 penny each
Balance at 30 September 2021 670,374,484 670 400,682
Exercise of share options 184,694 – 73
Shares issued through placing and open offer 33,401,620 34 20,069
Balance at 30 September 2022 703,960,798 704 420,824
Exercise of share options 202,242 – –
Shares issued through placing and open offer 35,189,350 35 10,839
Cancellation of part of the share premium account – – (394,235)
Balance at 30 September 2023 739,352,390 739 37,428
The holders of ordinary shares are entitled to one vote per share at meetings of the company, and to receive dividends from time
to time as declared.
During the year ended 30 September 2022, the Group issued a total 202,242 ordinary shares of 0.1p each to certain employees of
the Group relating to share options, all of which were exercised at a price of 0.1pence.
On 15 December 2022, the Company issued 35,189,350 new ordinary shares of 0.1 pence each by way of a placing and
subscriptions at an issue price of 37.0 pence per share. Gross proceeds of £13.0m were received for the placing and subscription
shares. Non-recurring costs of £2.1m were in relation to the share issue and this has been charged to the share premium account
(presented within additional paid-in share capital).
The share premium account is used to record the aggregate amount of value of the premiums paid when the Company’s shares
are issued/redeemed at a premium. On 20 March 2023, part of the Company’s share premium account was cancelled following the
confirmation of the capital reduction by the High Court of England and Wales on 14 March 2023 and the subsequent registration
of the court order with the Registrar of Companies. The capital reduction created additional distributable reserves to the value of
£394,235,072.
During the year ended 30 September 2022, the Group issued a total of 184,694 ordinary shares of 0.1p each to certain employees
of the Group relating to share options, of which 12,509 were exercised at a price of 0.1 pence, 172,185 were exercised at a price of
42.5 pence.
179
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
29 Reserves
The following describes the nature and purpose of each reserve within equity:
Reserve Description and purpose
Share premium reserve Amount subscribed for share capital in excess of nominal value.
Merger reserve Under merger relief, the amount in excess of nominal value attributed to shares issued as consideration
in an acquisition where the Group has secured at least a 90% equity holding in the other company.
Capital redemption reserve Amounts transferred from share capital on redemption of issued shares.
Foreign exchange reserve Gains/losses arising on retranslating the net assets of overseas operations into Sterling.
Hedging reserve Comprises the effective portion of the cumulative net change in fair value of hedging instruments used
in cash flow hedges pending subsequent recognition on profit or loss or directly included in the initial
cost or other carrying amount of a non-financial asset or non-financial liability.
Retained earnings All other net gains and losses and transactions with owners (e.g. dividends) not recognised elsewhere.
To simplify presentation, the share-based payment reserve has been combined with the retained
earnings reserve. The share-based payment reserve recognised the value of equity-settled share-
based payment transactions provided to employees, including management personnel, as part of their
remuneration. Refer to Note 33 for further details of these plans.
The balance of additional paid-in share capital includes the merger reserve balance of £33,188,000, the balance being the
share premium reserve. The merger reserve arose due to the Company issuing 38,635,671 shares of 0.1p each at 86p as part
consideration for the acquisition of INVE Aquaculture Holdings B.V. on 30 December 2015.
30 Non-controlling interest
The following table summarises the information relating to each of the Group’s subsidiaries that has a material non-controlling
interest (‘NCI’), before any intra-group eliminations.
Year ended 30 September 2023
Benchmark
Genetics
Iceland HF
£000
Benchmark
Genetics
Salten AS
£000
Total
£000
NCI percentage 0%* 25%
Non-current assets – 35,672
Current assets – 22,198
Non-current liabilities – (17,057)
Current liabilities – (15,992)
Net assets – 24,821
Net assets attributable to NCI – 6,212 6,212
Revenue 9,314 21,070
Profit 821 5,978
OCI (3,570) (1,373)
Total comprehensive income (2,749) 4,605
Profit allocated to NCI 86 1,496 1,582
OCI allocated to NCI (374) (343) (717)
Cash flows from operating activities 3,541 6,202
Cash flows used in investment activities (21) (2,024)
Cash flows (used in)/from financing activities (dividends to NCI: £nil) (123) (545)
Net increase in cash and cash equivalents 3,397 3,633
* NCI percentage holding has changed, see Note 38 business combinations and transactions in subsidiary companies for further detail
Benchmark Holdings plc / Annual Report and Accounts 2023
180
Year ended 30 September 2022
Benchmark
Genetics
Iceland HF
£000
Benchmark
Genetics
Salten
AS
£000
Total
£000
NCI percentage 10% 25%
Non-current assets 18,836 38,212
Current assets 35,606 13,977
Non-current liabilities (3,548) (17,510)
Current liabilities (4,796) (14,463)
Net assets 46,098 20,216
Net assets attributable to NCI 4,826 5,060 9,886
Revenue 26,103 15,676
Profit 7,522 3,390
OCI 3,517 (8)
Total comprehensive income 11,039 3,382
Profit allocated to NCI 787 849 1,636
OCI allocated to NCI 368 (2) 366
Cash flows from operating activities 6,210 5,578
Cash flows used in investment activities (2,779) (1,302)
Cash flows (used in)/from financing activities (dividends to NCI: £nil) (481) (2,795)
Net increase in cash and cash equivalents 2,950 1,481
31 Retirement benefits
The Group operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the
Group in an independently administered fund. The pension cost represents contributions payable by the Group and amounted to
£2,623,000 (2022: £2,361,000). Contributions totalling £1,298,000 (2022: £1,126,000) were payable to the fund at the balance
sheet date and are included in other payables.
32 Capital commitments
At 30 September 2023, the Group and Company had capital commitments as follows:
Group
2023
£000
Group
2022
£000
Company
2023
£000
Company
2022
£000
Contracted for but not provided within these financial statements 362 1,476 – –
181
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
33 Share-based payment
Share options
The Group operates equity-settled and cash-settled share-option schemes for certain employees. If the options remain
unexercised after a period of seven years from the vesting date the options expire. Options are forfeited, other than in limited
circumstances, if the employee leaves the Group before the end of the vesting period. In these limited circumstances options will
be exercisable in a specified period following termination of employment after which they will lapse.
For options granted in 2021 and 2022 additional performance measures apply. The performance measures are EPS growth, where
25% vests at threshold performance and 100% vests at maximum performance and Relative Total Shareholder Return measured
against the FTSE AIM 100 index, where 25% vests at a ranking of median rising to 100% for a ranking of upper quartile or higher. In
the case of Executive Directors, any vested shares will be subject to a two-year holding period.
The share options under the scheme are as follows:
Year ended 30 September 2023:
Number of Options
Year
As at
1 October
2022
Granted in
2023
Exercised in
2023
Forfeited in
2023
As at
30 September
2023
Option
Price*
Exercise
Period
2013 42,000 – (42,000) – – 0.10p August 2016 to July 2023
2015 93,197 – (34,314) – 58,883 0.10p March 2018 to February 2025
2015 44,073 – (9,879) – 34,194 0.10p July 2018 to June 2025
2016 360,582 – (59,619) (10,500) 290,463 0.10p March 2019 to February 2026
2017 115,172 – (32,790) – 82,382 0.10p March 2020 to February 2027
2018 4,801,111 – – (466,278) 4,334,833 69.5p January 2021 to January 2028
2019 5,494,400 – – (552,600) 4,941,800 58.5p January 2022 to January 2029
2020 8,908,797 – – (647,914) 8,260,883 42.5p February 2023 to February 2030
2020 2,100,000 – – – 2,100,000 31.5p June 2023 to June 2030
2021 3,370,258 – – (149,503) 3,220,755 0.10p January 2024 to January 2031
2021 205,899 – – – 205,899 0.10p May 2024 to May 2031
2022 4,267,914 – – (400,770) 3,867,144 0.10p December 2024 to December 2031
2023 – 4,368,781 – (433,783) 3,934,998 0.10p December 2024 to December 2031
1 The option price is the nominal value of the Parent Company’s shares for options issued except for the options issued in 2018, 2019 and 2020 for which the
option price is the market price of the share on the date the options were granted.
Year ended 30 September 2022:
No. of options
Year
As at 30
September
2021
Granted in
2022
Exercised in
2022
Forfeited in
2022
As at
30 September
2022
Option
Price*
Exercise
Period
2013 42,000 – – – 42,000 0.10p August 2016 to July 2023
2015 93,197 – – – 93,197 0.10p March 2018 to February 2025
2015 46,553 – – (2,480) 44,073 0.10p July 2018 to June 2025
2016 376,203 – (12,509) (3,112) 360,582 0.10p March 2019 to February 2026
2017 115,172 – – – 115,172 0.10p March 2020 to February 2027
2018 5,373,668 – – (572,557) 4,801,111 69.5p January 2021 to January 2028
2019 6,167,383 – – (672,983) 5,494,400 58.5p January 2022 to January 2029
2020 10,175,359 – (172,185) (1,094,377) 8,908,797 42.5p February 2023 to February 2030
2020 2,100,000 – – – 2,100,000 31.5p June 2023 to June 2030
2021 3,737,134 – – (366,876) 3,370,258 0.10p January 2024 to January 2031
2021 205,899 – – – 205,899 0.10p May 2024 to May 2031
2022 – 4,569,496 – (301,582) 4,267,914 0.10p December 2024 to December 2031
1 The option price is the nominal value of the Parent Company’s shares for options issued except for the options issued in 2018 and 2019 for which the option
price is the market price of the share on the date the options were granted.
Benchmark Holdings plc / Annual Report and Accounts 2023
182
Of the total number of options outstanding at 30 September 2023, 20,709,870 (2022: 11,267,925 ) were exercisable. In addition
to all of the outstanding share options from 2013 to 2020, the balance of options exercisable also included nil options (2022:
246,555) from 2020, 356,439 options (2022: 63,772) from 2021, 201,994 options (2022: 7,063) from 2022, and 47,999 options
(2022: nil) from 2023 which had vested early, not been exercised and had not lapsed. The early vests were due to employees
leaving the Group as part of the structural efficiencies programme and the restructuring of management.
Options exercised in 2023 resulted in 136,602 shares being issued at a weighted average price of 0.1p. The related weighted
average share price at the time of exercise was 38.6p per share. Options exercised in 2022 resulted in 184,694 shares being
issued at a weighted average price of 40.3p. The related weighted average share price at the time of exercise was 62.5p per share.
The fair value of all of the equity-settled share-options granted above is estimated at the date of grant using the Black-Scholes
Merton model taking into account the terms and conditions on which the options were granted. The weighted average fair value
of the share options granted during the period was 37.1p (2022: 51.0p). Other inputs used in the fair value measurement include:
Inputs 2023 2022
Expected share price volatility n/a 39.61%
Risk-free rate n/a 0.39%
Expected dividend yield n/a 0.00%
The expected price volatility is based on the historic volatility (based on the remaining life of the options).
The total charge reflected in the consolidated income statement in relation to the share-base transactions listed in the table below.
The share based payment expense comprises:
Share options issued
Weighted
average
exercise
price
Weighted
average
remaining
contractual
life
2023
£000
2022
£000
August 2013 0.1p Zero – –
March 2015 and July 2015 0.1p One years – –
March 2016 0.1p Two years – –
March 2017 0.1p Three years – –
January 2018 69.5p Four years – –
January 2019 58.5p Five years – 101
February 2020 42.5p Six years 162 330
June 2020 31.5p Six years 30 57
January 2021 0.1p Seven years 295 293
May 2021 0.1p Seven years 9 16
December 2021 0.1p Eight years 143 385
April 2023 0.1p Nine years 366 –
Equity-settled schemes 1,005 1,182
Total share based payment charge 1,005 1,182
The expense recognised above has been recognised in the income statement and included within operating costs.
The Group did not enter into any other share-based payment transactions with parties other than employees during the current or
previous period.
The total charge reflected in the Company’s income statement was £437,000 (2022: £463,000), all charged to operating costs in
both years.
183
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
34 Related party transactions
All related party transactions were made on terms equivalent to those that prevail in arm’s length transactions.
Subsidiaries
Transactions between the Company and its subsidiary undertakings (see Note 19), which are related parties, amounted to
£5,747,000 in the year (202: £5,120,000). These transactions related to inter-company recharges. Balances with subsidiary
undertakings are shown in Notes 22 and 24. Details of transactions between the Group and other related parties are disclosed
in the following note.
Other related party transactions
Upon refinancing our Bond debt in September 2022, some related parties participated, at arms length, in the newly issued
unsecured green bond. Those related parties and the amounts invested were as follows: FERD AS (NOK 6.5m), Kverva Finans
AS (NOK 20.0m), JNE Partners LLP (NOK 6.5m), each of whom are deemed to be substantial shareholders of Benchmark
Holdings PLC.
During the year, Group entities entered into the following trading transactions with related parties during the year that are not
members of the Group:
Transaction values for the
year ended 30 September
Balance outstanding
as at 30 September
2023
£000
2022
£000
2023
£000
2022
£000
Sales of goods and services
Salmar Genetics AS
1
40 93 – 26
Benchmark Genetics (Thailand) Limited
2
48 23 88 60
Great Salt Lake Brine Shrimp Cooperative, Inc
2
758 473 78 142
Purchases
Great Salt Lake Brine Shrimp Cooperative, Inc
2
19,208 24,583 10,350 5,961
Baggfossen Mikrokraft AS
3
12 21 – –
Marco Polo Events Ltd
4
11 8 – –
1 Joint venture.
2 Associate.
3 Baggfossen Mikrokraft AS was an associate until the remainder of the shares were purchased in June
4 A director is a director of Marco Polo Events Ltd.
Remuneration of key management personnel
The aggregate remuneration of the key management personnel of the Group, is set out below in aggregate for each of the
categories specified in IAS 24 Related Party Disclosures. In 2023 and 2022 the key management personnel of the Group were
considered to be the Board of Directors and the Executive Management Team.
2023
£000
2022
£000
Salary 1,959 1,799
Bonus 1,194 1,422
Social security 633 459
Taxable benefits 23 24
Pension 134 124
Fees 294 307
Share-based payment 562 404
Total 4,799 4,539
Parent and ultimate controlling party
The Company is controlled by the shareholders. There is no single controlling party.
Benchmark Holdings plc / Annual Report and Accounts 2023
184
35 Notes supporting statement of cash flows
Cash and cash equivalents for the purposes of the statement of cash flows comprises:
Group
2023
£000
2022
£000
Cash at bank and in hand 36,525 36,399
Cash and cash equivalents 36,525 36,399
Company
Cash at bank and in hand 321 3,210
Cash and cash equivalents 321 3,210
36 Alternative profit measures and other metrics
Alternative profit measures
Management has presented the performance measures EBITDA, Adjusted EBITDA, Adjusted Operating Profit and Adjusted
Profit Before Tax because it monitors performance at a consolidated level and believes that these measures are relevant to an
understanding of the Group’s financial performance.
EBITDA, a widely used measure, which reflects profitability, is earnings before interest, tax, depreciation, amortisation and
impairment and is shown on the income statement.
Adjusted EBITDA which reflects underlying profitability, is earnings before interest, tax, depreciation, amortisation, impairment,
exceptional items and acquisition-related items and is shown on the income statement.
Adjusted operating profit is operating loss before exceptional items including acquisition-related items and amortisation of
intangible assets excluding development costs as reconciled below.
Adjusted profit before tax is earnings before tax, amortisation and impairment of acquired intangibles, exceptional items and
acquisition-related items as reconciled below. These measures are not defined performance measures in IFRS. The Group’s
definition of these measures may not be comparable with similarly titled performance measures and disclosures by other entities.
Reconciliation of adjusted operating profit to operating loss
2023
£000
2022
Restated
£000
Revenue 169,476 157,707
Cost of sales (82,726) (73,777)
Gross profit 86,750 83,930
Research and development costs (6,069) (6,634)
Other operating costs (45,157) (44,095)
Depreciation and impairment (18,409) (19,692)
Amortisation of capitalised development costs (2,437) (2,165)
Share of profit of equity accounted investees net of tax (32) (595)
Adjusted Operating Profit 14,646 10,749
Exceptional restructuring, acquisition and disposal related items (3,904) 16
Amortisation and impairment of intangible assets excluding development costs (16,058) (16,996)
Operating loss (5,316) (6,231)
185
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
Notes Forming Part of the Financial Statements continued
for the year ended 30 September 2023
36 Alternative profit measures and other metrics continued
Reconciliation of adjusted profit before tax to adjusted operating profit
2023
£000
2022
Restated
£000
Loss before taxation (12,694) (21,383)
Exceptional including restructuring, acquisition and disposal related items 3,904 (16)
Amortisation and impairment of intangible assets excluding development costs 16,058 16,996
Adjusted (Loss)/Profit Before Tax 7, 268 (4,403)
Other metrics
Total R&D Investment
2023
£000
2022
Restated
£000
Research and development costs
- Continuing operations 6,069 6,634
- Discontinued operations 59 57
Internal capitalised development costs (Note 16) 632 1,708
Total R&D investment 6,760 8,399
2023
£000
2022
Restated
£000
Adjusted EBITDA excluding fair value movement in biological assets
Adjusted EBITDA 35,492 32,606
Fair value movement in biological assets 103 (1,595)
Adjusted EBITDA excluding fair value movement in biological assets 35,595 31,011
Liquidity
Following the refinancing in September 2023 a key financial covenant is a minimum liquidity of £10m as cash plus
undrawn facilities.
2023
£000
2022
Restated
£000
Cash and cash equivalents 36,525 36,399
Undrawn bank facility 12,250 9,398
Liquidity 48,775 45,797
The undrawn bank facility relates to the RCF (Note 25). At 30 September 2023, £7,750,000 (2022: £4,000,000) of the RCF was
drawn, leaving £12,250,000 (2022: £9,398,000) undrawn.
37 Net debt
Net debt is cash and cash equivalents less loans and borrowings.
2023
£000
2022
£000
Cash and cash equivalents 36,525 36,399
Loans and borrowings (excluding lease liabilities) – current (8,478) (5,569)
Loans and borrowings (excluding lease liabilities) – non-current (73,661) (78,280)
Net debt excluding lease liabilities (45,614) (47,450)
Lease liabilities – current (11,567) (11,522)
Lease liabilities – non-current (8,293) (14,765)
Net debt (65,474) (73,737)
Benchmark Holdings plc / Annual Report and Accounts 2023
186
38 Business combinations and transactions in subsidiary companies
In June, the Group acquired 66% of the issued share capital of Baggfossen Mikrokraft AS to bring the total owned to 100% for
consideration of £48,000. The goodwill has been impaired in the period. The following table shows the consideration paid and the
fair value of the assets acquired.
Business combinations
Total
£000
Consideration
Cost of investment 48
Satisfied by:
Cash 48
Total consideration 48
Fair value of assets acquired
Fixed assets 307
Accounts Receivable (13)
Other receivables 1
Financial instrument - interest rate swap 10
Accounts payable (1)
Other current liabilities - advance from customers (3)
Bank loan (235)
Advance from Salten Stamfisk (10)
Advance from BG Salten (12)
Total identifiable net assets 44
Goodwill 4
On 15 February 2023, the Group purchased the minority interest’s shareholding of 14,981,272 shares in Benchmark Genetics
Iceland HF for €9,000,000 (£8,009,000). Following this acquisition, Benchmark Genetics Limited, a subsidiary of Benchmark
Holdings PLC, now owns 100% of the share capital of Benchmark Genetics Iceland HF.
On 6 February 2023, the Group exercised the put/call option in place to purchase the final 20% of Benchmark Genetics USA Inc
for 1 NOK.
On 11 May 2023, the Group received £1,250,000 as the final part of the deferred consideration for Improve International
Limited and its subsidiaries which was sold in June 2020.
187
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
for the year ended 30 September 2023
Glossary
Adjusted EBITDA EBITDA before exceptional and acquisition costs (see income statement)
Adjusted Operating Profit Adjusted Operating Profit is operating loss before exceptional items including acquisition-related items and
amortisation and impairment of intangible assets excluding development costs (see Note 36)
AEBITDA EBITDA before exceptional and acquisition-related items (see income statement)
AER Actual exchange rate
AGM Annual General Meeting
AIM Alternative Investment Market
APHIS Animal and Plant Health Inspection Service
ASC Aquaculture Stewardship Council
Breeders Broodstock shrimp
CAGR Compound Annual Growth Rate - the average annual growth rate over a period assuming that growth is
compounded
CCS Cross-currency swap
CEO Chief Executive Officer
CER Constant exchange rate
CFO Chief Financial Officer
CGU Cash-Generating Unit
CleanTreat® Benchmark’s water purification system that removes medicines from treatment water
CO
2
Carbon Dioxide
Constant currency 2023 figures in GBP converted using average foreign exchange rates prevalent in 2022
EBITDA Earnings before interest, tax, depreciation, and amortisation (see income statement)
Ectosan®Vet Sea Lice veterinary medicinal treatment used together with CleanTreat®
ESG Environmental, Social, Governance
FAO Food and Agriculture Organisation
FAWC Farm Animal Welfare Committee
FRN Floating rate NOK Bond
GHG Greenhouse Gas Emissions
GRI Global Reporting Initiative. Organisation producing reporting standards.
GSI Global Salmon Initiative
IAS International Accounting Standards
IEA International Energy Agency
IFRS International Financial Reporting Standards
Investing Activities Investing Activities are those activities which have no associated income stream in the current period, but
which are intended to provide the Group with income-generating operations in future periods. Includes
exceptional items, R&D expenditure, pre-operational expenses for new ventures and costs of acquiring
newbusinesses
IP Intellectual Property
IRS Interest rate swap
ISO International Organisation for Standardisation
LIBOR London Interbank Offered Rate
Liquidity Undrawn bank facilities plus cash and cash equivalents
Benchmark Holdings plc / Annual Report and Accounts 2023
188
LTIP Long-Term Incentive Plan
MWh MegaWatt hours. Unit of measure for energy.
Net debt Net debt is cash and cash equivalents less loans and borrowings
Net zero A net zero organisation will set and pursue an ambitious 1.5 °C aligned science-based target for its full
value-chain emissions. Any remaining hard-to-decarbonise emissions can be compensated using certified
greenhouse gas removal
NIBOR Norwegian Interbank Offered Rate
R&D Research & Development
Salmosan®Vet Benchmark’s sea lice bath treatment
SASB Sustainability Accounting Standards Board
Sea lice Parasite in salmon farming causing significant economic loss and welfare issues
SECR Streamlined Energy of Carbon Reporting. The requirement to report carbon emissions annually
SONIA Sterling Overnight Index Average Rate
SPR Specific Pathogen Resistant
SSP Sustainable Shrimp Partnership
tCO
2
e Tonnes of CO2 equivalent. Unit of measure for reporting all greenhouse gas emissions in a common way
TCFD Task Force on Climate-Related Financial Disclosures, common global framework for companies to report how
climate change will affect their business
Total Adjusted EBITDA Adjusted EBITDA for continuing and discontinued operations (see income statement)
USDA U.S. Department of Agriculture
WRI World Resources Institute
Glossary continued
189
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance Financial Statements
189
Benchmark Holdings plc / Annual Report and Accounts 2023
Additional Information
Strategic Report
Governance
Advisers
Broker:
Deutsche Numis
45 Gresham Street
London
EC2V 7BF
Auditor:
KPMG LLP
1 Sovereign Square
Sovereign Street
Leeds
LS1 4DW
Registrar:
Equiniti Limited
Aspect House
Spencer Road
Lancing
West Sussex
BN99 6DA
Financial Public Relations:
MHP Communications
60 Great Portland Street
London
W1W 7RT
Lawyer:
Travers Smith LLP
10 Snow Hill
London
EC1A 2AL
Banker:
HSBC UK Bank plc
1 Centenary Square
Birmingham
B1 1HQ
United Kingdom
DNB Bank ASA
London Branch
8th Floor, The Walbrook Building
25 Walbrook
London
EC4N 8AF
United Kingdom
Benchmark Holdings plc / Annual Report and Accounts 2023
190
Printed by a CarbonNeutral® Company certified to ISO 14001 environmental
management system.
Printed on material from well-managed, FSC® certified forests and other
controlled sources.
100% of the inks used are HP Indigo ElectroInk which complies with RoHS
legislation and meets the chemical requirements of the Nordic Ecolabel (Nordic
Swan) for printing companies, 95% of press chemicals are recycled for further use
and, on average 99% of any waste associated with this production will be recycled
and the remaining 1% used to generate energy.
The paper is Carbon Balanced with World Land Trust, an international conservation
charity, who offset carbon emissions through the purchase and preservation of
high conservation value land. Through protecting standing forests, under threat of
clearance, carbon is locked-in, that would otherwise be released.
CBP00019082504183028
Benchmark Holdings plc
Highdown House
Yeoman Way
Worthing
West Sussex
BN99 3HH
UK
t. +44 (0)114 240 9939
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