11 June 2024

BSF Enterprise PLC

("BSF" or the "Company")

Interim Results

BSF (LSE: BSFA), (OTCQB: BSFAF), a UK listed biotech company and owner of pioneering UK-based tissue engineering company, 3D Bio-Tissues (3DBT), and corneal replacement company, Kerato, is pleased to announce its unaudited interim results for the six months ending 31 March 2024.

Highlights

·    Successfully completed 60-week study in partnership with a prominent multinational fashion brand, establishing an early proof of concept for 3DBT's tissue engineered skin.

·    Formation of subsidiary company Kerato Ltd, to focus specifically on developing applications and exploiting opportunities for corneal tissue engineering.

·    Joint venture formed between 3DBT and CellulaRevolution Ltd. to establish a leading end-to-end platform for cost-effective cultivated meat production.

·    UK's foremost cultivated meat producer, Ivy Farm Technologies Ltd,  working with the Group to establish cultivated meat production in Greater China. 

·    Cash balance as at 31 March 2024 of £1,373,000

·    Established a new subsidiary company, Lab-Grown Leather Limited, which will be the vehicle for further customer driven product development of our skin technology.

·    Appointment of Marcelo Bravo as Chief Business Officer with responsibility for strategic partnerships and overall business operations.

 Che Connon, CEO of BSF Enterprise commented:

"This year started with remarkable advancements for us, marked by pivotal proof-of-concept agreements for lab-grown leather, the expansion of our strategic partnerships, and the receipt of grant funding to bolster our product development. Our collaborations with leading fashion brands, have validated the future market potential for this sustainable tissue engineered skin.

"Our strategy is to establish our skin technology as the premier sustainable leather material solution and partner with the best-known brands and other key players within the fashion industry to increase market penetration and credibility, this will be done via our wholly owned spin out company Lab-Grown Leather Ltd. Similarly, we are seeking to develop novel product processes for scalable meat production, in partnership with an existing food manufacturer. Overall, we are currently focused on supporting the growth and self-sufficiency of BSF's portfolio of companies. 

"Looking ahead, we are confident that our strategic direction and execution will continue to drive growth and create value for all our stakeholders. I am excited about the opportunities that lie ahead and look forward to sharing our progress with you throughout the coming year."

For further enquiries, please visit www.bsfenterprise.com or contact:

ISIN of the Ordinary Shares is GB00BHNBDQ51

SEDOL Code is BHNBDQ5.

Notes to Editors

BSF Enterprise PLC (BSF) is focused on unlocking the next generation of biotechnological solutions to deliver sustainable materials and products across a variety of sectors. BSF Enterprise's core technology platform in industrial tissue engineering allows the manufacture at scale of lab-grown alternatives to animal and human tissues, helping deliver sustainable products and materials of the future. The Company's technologies have multiple applications across consumer and medical markets including lab-grown leather, cultivated meat, human corneas and in vitro animal models.

BSF owns 100% of pioneering UK-based tissue engineering companies 3D Bio-Tissues (3DBT), that successfully produced the UK's first high-quality cultivated meat and lab-grown skin from its laboratory and Kerato, a developer of lab-grown corneal replacement tissue for medical and research uses. In addition, it owns 100% of BSF Enterprise (Hong Kong) Limited which is actively supporting commercialisation of our technology in China and Asia.

BSF aims to deliver growth to shareholders through the continued commercialisation and expansion of the Groups IP, which has multiple applications, as well as through M&A. BSF aims to build a comprehensive portfolio in tissue engineering and related applications and license out IP to various stakeholders in the supply chain to enable manufacture at scale and achieve widespread market penetration.

Chairman's Statement

It is with great pride and on behalf of the Board, I present the 2024 Interim financial statements of BSF Enterprise Plc for the six months ended 31 March 2024.

During the period and year to date, the Company has made remarkable advances in bringing to life its strategy. This has been marked by continuing progress in the development and demonstration of applications of its technology, coupled with the expansion of strategic partnerships, setting the stage for future commercial development.

Most recently, the Company announced significant strides in its lab-grown leather programme. In partnership with a prominent multinational fashion company, we have completed a 60-week study, establishing early proof of concept for 3DBT's tissue engineered skin as a viable and ethical alternative to animal skin. This represents a crucial first step in the programme and is an industry milestone, as we believe this to be the first scaffold-free skin product, thereby containing no additives.

In parallel, the Company has announced a collaboration with Maison Amelie Pichard, a renowned sustainable fashion brand. Going forward, the Company plans to establish a range of partnerships with major multinational brand owners while in parallel collaborating with designers to demonstrate finished product applications and position its 3DBT Skin product as the premier sustainable leather material solution.

We are also pleased to announce that in February 2024 we completed the formation of Lab-Grown Leather Ltd as a subsidiary company of BSF. This will be the vehicle for further customer driven product development of our skin technology.

In a further strategic step, BSF has partnered with Ivy Farm Technologies Ltd ('Ivy Farm'), a foremost cultivated meat producer in the UK. This collaboration aims to fundraise, introduce, and expand Ivy Farm's cultivated meat initiatives in China through BSF Enterprise (Hong Kong) Ltd which was established back in March. Noteworthy, 3DBT is collaborating with Ivy Farm to test its City Mix™ media additive, aiming to reduce cultivated meat production costs in Asia. 

Also, in the period the Company announced the intent of forming a joint venture with CellulaRevolution Ltd. combining CellulaRevolution's bioprocessing expertise with 3DBT's muscle tissue engineering knowledge, aiming to establish a leading platform for cost-effective cultivated meat production. Detailed objectives milestones for this joint venture will be announced in the coming months.

Earlier in the period the Company announced the formation of Kerato Ltd, to focus specifically on developing applications and exploiting opportunities for corneal tissue engineering.  As part of its broader agenda, the Company has recently announced a collaboration with Newcastle University to work on the development of an ethical, and sustainable model for ocular toxicity testing. 

BSF Enterprise's partnerships and collaborations highlight its commitment to sustainability, ethics, and innovation in sectors such as materials, food technology, and biotechnology. Through strategic alliances, BSF advances tissue engineering and other related technologies that promote environmental sustainability and ethical production practices. Overall, BSF remains committed to driving advancements in biotechnology to foster a more ethical and sustainable future across various industries.

On behalf of the Board, I wish to convey our profound appreciation to our shareholders for persistently backing us and having faith in our aspirations and plans. We are resolute in honouring our commitments and generating enduring worth for all interested parties.

Chief Executive's Report

I am pleased to present my report for the six months ended 31 March 2024.

Financial summary

The net loss for the period ended 31 March 2024 was £864,775 (2023: £656,206 loss). The increase in the loss compared with the corresponding six-month period in 2023 is, in the main, reflective of an increase in the Group's research and marketing activities. This includes the establishment of Kerato in October 2023. Grant income of £3,779 was received in the period (2023: £84,926), and the Group generated revenues of £54,295 (2023: £nil).

The loss per share increased from 0.76 pence per share to 0.84 pence per share.

Cash flow

The Group's cash balances as at 31 March 2024 were £1,373,000 (compared with £2,319,000 at 30 September 2023). The reduction in cash balances reflects the losses for the period.

Dividends 

During the period ended 31 March 2024, there were no dividends paid or proposed.

Business Review

Successful Lab-grown Leather Proof of Concept Agreements

BSF and 3DBT, has received over £90,000 to date in payments, support and funding for several proof-of-concept (PoC) agreements for the development of lab-grown leather samples.

In 2023, 3DBT agreed to provide a major multinational fashion company with four bio-engineered samples of animal skin tissue, measuring up to 10 by 10 cm in size and between 0.5 mm to 1 mm in thickness. The partnership was carried out to look at the validity and suitability of 3DBT's tissue engineered skin as a sustainable, ethical alternative for leather tanning and the production of traditional leather goods.

Following the conclusion of a 60-week study, in which 3DBT's PoC study successfully achieved and fulfilled the technical and operational requirements of the agreement, a more formal strategic and financial partnership has since continued with 3DBT now developing bio-engineered samples measuring up to 10 by 10 cm in size and 2 mm in thickness. To date, BSF has received over £50,000 in initial payments from the partnership and which has been included in reported revenues.

The production of tissues with such thickness and their successful application with a prominent global fashion brand represents an important milestone for 3DBT and the wider industrial tissue engineering industry. 3DBT is currently engaged with other fashion companies to establish the suitability of its skin product as a sustainable, ethical alternative to traditional leather. We hope to make a further update on formal commercial agreements in the coming months.

Additionally, BSF Enterprise has benefitted from £38,000 in grant funding from the Government agency Innovate UK to begin its project with the University of Northampton. The project will use 3DBT's bio-equivalent dermal tissue, combined with the University of Northampton's leather manufacturing knowledge, for the development of ethical and sustainable leather.

The project will look to use 3DBT's tissue engineered dermis as a replacement for animal skin and hide, developing processes to transform this innovative raw material into a premium material, suitable for leather-based footwear, apparel, handbags, furniture, fashion, automotive and accessories. The resulting technology gained alongside that previously developed by 3DBT will be transferred into BSF Enterprise's latest spinout Lab-Grown Leather Ltd, facilitating a more focused group to move forward with the tissue engineered leather opportunities.

City-Mix^TM

Numerous companies have successfully tested City-Mix^TM, with several cultivated meat producers progressing to larger scale testing for various applications. In addition, we have started a collaboration with Ivy Farm, which is assessing the ability of City Mix™ to reduce the cost of cultivated meat production in Asia. 

Following exhibitions of City-Mix^TM at prominent bio-pharma events we have had numerous enquiries and are working to understand the potential application of City Mix to a variety of disciplines including gene therapy, stem cells and regenerative medicine.

Kerato

Kerato, BSF's corneal replacement company, was founded during the period and the Company is making strong operational progress. Kerato has identified a number of opportunities for corneal tissue engineering and we expect to update the market on our progress in the near future.

Appointment of Chief Business Officer

Marcelo Bravo appointed as Chief Business Officer with responsibility for strategic partnerships and overall business operations.  Marcelo is a seasoned entrepreneur and C-level executive with expertise in life sciences, consumer healthcare, advanced materials, and FMCG. He has founded four startups, raising approximately £50 million and leading two to public listing on the AIM market.

Marcelo has extensive experience in launching and expanding businesses, leveraging partnerships with major corporates worldwide. He is currently Executive Chairman of FoodMarble Digestive Health Ltd and Chairman of Oxford Pharmascience Ltd.   Marcelo holds degrees in Chemistry (B.A.), Chemical Engineering (B.Sc.), Management (M.Sc.), and Experimental Therapeutics (M.Sc.).

Outlook

This year started with remarkable advancements for us, marked by pivotal proof-of-concept agreements for lab-grown leather, the expansion of our strategic partnerships, and the receipt of grant funding to bolster our product development. Our collaborations with leading fashion brands, have validated the future market potential for this sustainable material.

Our strategy is to establish our skin technology as the premier sustainable leather material solution and partner with the best-known brands and other key players within the leather industry to increase market penetration and credibility, this will be done via our wholly owned spin out company Lab-Grown Leather Ltd. Similarly we are seeking to develop novel product processes for scalable meat production, in partnership with an existing food manufacturer. Overall, we are currently focused on supporting the growth and self-sufficiency of BSF's portfolio of companies. 

Looking ahead, we are confident that our strategic direction and execution will continue to drive growth and create value for all our stakeholders. I am excited about the opportunities that lie ahead and look forward to sharing our progress with you throughout the coming year.

Che Connon, Chief Executive Officer

10 June 2024

Registered number: 11554014

BSF Enterprise Plc

Unaudited Interim Consolidated Financial Statements

for the period ended 31 March 2024

Statement of directors' responsibilities in respect of the interim results

The Directors; being Min Yang (Non-Executive Chairman), Dr Che Connon (Managing Director), Geoffrey Baker (Executive Director) and Dennis Ow (Non-Executive Director) confirm that the set of Interim Financial Statements has been prepared in accordance with International Accounting Standard 34 "interim financial reporting", as it applies in the European Union and that interim report includes a fair review of the information required by DTR 4.2.7R and DTR 4.2.8R, namely:

·    an indication of important events that have occurred during the first six months of the financial year;

·    and material related party transactions in the first six months and any material changes in the related party transactions described in the last annual report.

By order of the Board

Min Yang

Chairman

10 June 2024

Consolidated Statement of Comprehensive Income

for the period ended 31 March 2024

There are no items of other comprehensive income.

The notes to the interim financial statements form an integral part of these interim financial statements.

Consolidated Statement of Financial Position

as at 31 March 2024

  The notes to the interim financial statements form an integral part of these interim financial statements.

Consolidated Statement of Changes in Equity

for the period ended 31 March 2024

Consolidated Statement of Cash Flows

for the period ended 31 March 2024