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R.E.A. Holdings plc (RE)
R.E.A. HOLDINGS PLC (the company)
ANNUAL FINANCIAL REPORT 2025
The company's annual report for the year ended 31 December 2025 (including notice of the AGM to be held on 10 June 2026) (the annual report) will shortly be available for downloading from www.rea.co.uk/investors/financial-reports.
A copy of the notice of AGM will also be available to download from www.rea.co.uk/investors/calendar.
Upon completion of bulk printing, copies of the annual report will be despatched to persons entitled thereto and will be submitted to the National Storage Mechanism to be made available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
The sections below entitled Chairman's statement, Dividends, Principal risks and uncertainties, Longer-term viability statement, Going concern and Directors' responsibilities have been extracted without material adjustment from the annual report. The basis of presentation of the financial information set out below is detailed in note 1 to the financial statements below.
HIGHLIGHTS
Overview
• Successful completion of initiatives improving the group’s financial position, including CDM sale • Increased profitability in the core agricultural operations
Financial
• Revenue increased 3.7 per cent to $194.9 million (2024: $187.9 million), with higher average selling prices offsetting lower CPO sales volumes • Average selling prices for CPO up 4.2 per cent at $853 per tonne (2024: $819 per tonne) and for CPKO up 48.9 per cent at $1,629 per tonne (2024: $1,094 per tonne) • EBITDA up 9.5 per cent to $67.4 million (2024: $61.6 million) reflecting higher selling prices • Profit before tax of $24.0 million, after net non-routine losses of $3.8 million (2024: $38.9 million, after net non-routine gains of $17.0 million) • Net indebtedness reduced by $7.0 million to $152.3 million at 31 December 2025 (31 December 2024: $159.3 million) with an improved maturity profile • Indonesian bank loans repackaged and increased, partially refinancing maturing indebtedness • Redemption in August 2025 of the outstanding £21.4 million nominal of sterling notes at 104 per cent • Redemption of not less than $17.6 million nominal of the outstanding $27.0 million dollar notes postponed from 30 June 2026 to 31 December 2028
Agricultural operations
• FFB harvested by the continuing group (ex CDM) 620,508 tonnes (2024: 636,826 tonnes) from mature hectarage again reduced by replanting • CPO extraction rate maintained above 22 per cent • Oil losses consistently better than industry standards
Stone and sand operations
• ATP stone moving into production and confirming contracts for some 1 million tonnes in 2026–2027 • Sand washing plant upgraded to improve the purity and increase sales potential of the silica sand; evidence of good demand • Both ATP and MCU now under direct control of the group
Sustainability and climate
• 100 per cent of the group’s own plantations now RSPO certified • ZSL SPOTT score improved to 97.1 per cent (2024: 91.5 per cent), ranking REA second out of 100 companies assessed • NDPE verification assessed the group’s supply base as ‘delivering’ 100 per cent and fully compliant with NDPE commitments • Programmes to promote sustainable development and climate action for both the group and smallholders continuing to expand
Outlook
• Steady increase in crops and extraction rates expected as immature areas coming into production substitute for replanted mature areas • Current CPO prices comfortably above 2025 average level with supply and demand balance for CPO maintaining prices at rewarding levels; effects of the Middle East conflict likely to underpin prices • Continuing replanting and extension planting programme improving the quality and lowering the average age of the group's estates • Outlook encouraging for increasing returns from the agricultural operations, augmented by contributions from stone and silica sand
CHAIRMAN'S STATEMENT
Operating profit for 2025 was 15.2 per cent higher than in the previous year at $40.3 million (2024: $35.0 million). Higher sales prices for both CPO and CPKO more than offset both the reduction in mature hectarage available for harvesting and the delays in cropping and crop ripening resulting from unseasonal climate conditions in the second half of the year.
Total revenue for the year, including sales of stone, was 3.7 per cent higher than in 2024 at $194.9 million (2024: $187.9 million). EBITDA was up 9.5 per cent at $67.4 million (2024: $61.6 million).
FFB harvested during the year totalled 620,508 tonnes (excluding CDM), 16,318 tonnes lower than in 2024 reflecting the reduction of mature plantings due to the ongoing replanting programme. Additionally, the sale in mid 2025 of the subsidiary company CDM reduced harvested crop year on year by 34,520. High rainfall during the year also resulted in lower than expected crop levels during the second half of 2025.
Mill operations continued to operate satisfactorily through the year, with oil losses again remaining better than industry standards. Extraction rates were again at respectable levels, notwithstanding the impact on fruit quality caused by adverse weather conditions. Production of CPO, CPKO and palm kernels totalled, respectively, 189,215 tonnes (2024: 190,235 tonnes), 17,461 tonnes (2024: 18,086 tonnes) and 43,798 tonnes (2024: 44,286 tonnes).
Replanting during the year continued on schedule with approximately 1,400 hectares completed, whilst extension planting at PU totalled approximately 800 hectares. Both programmes are planned to continue through 2026 and beyond, but new plantings are expected to be undertaken at a slower pace with a target programme of 700 hectares against the 1,000 hectares originally planned.
The group remains committed to ensuring that sustainability remains at the centre of all areas of activity. Following the sale of the subsidiary CDM, 100 per cent of the group’s plantations are now RSPO certified and all three mills have retained their certification. The group continues to encourage and assist smallholders in achieving RSPO certification and EU regulatory compliance. A number of new programmes were launched during the year to support independent smallholders in this endeavour, with the group providing training and facilitating the building of long-term partnerships.
The group’s status as a leading sustainable palm oil producer was reinforced by the achievement of a ZSL SPOTT score of 97.1 per cent (2024: 91.5 per cent), ranking the group second out of the 100 companies assessed.
The anticipated scaling up of the development and commercialisation of the group’s stone operation was hampered by adverse weather conditions in the first half of the year. Blasting commenced in September and the production capacity has steadily increased. Crushed stone production totalled some 187,000 tonnes during the year, of which some 104,000 tonnes were sold to third parties, the balance being utilised by the group for road hardening. Demand for stone from neighbouring coal companies remains strong but actual offtake to date has been slower than originally anticipated largely due to regulatory factors.
The upgraded sand washing plant that was installed during 2025 is now being commissioned. The enhancements to the plant are designed to improve the purity of the silica sand produced and increase its sales potential. Demand for silica sand appears to be strong and, if translated into firm orders, the sand operation will be well placed to move rapidly to large scale production.
CPO and CPKO prices, CIF Rotterdam remained consistently above $1,000 per tonne and $1,500 per tonne respectively, largely as a consequence of generally slower growth in production and increased demand. The Indonesian government’s B40 (40 per cent biofuel diesel blend) mandatory requirement, introduced in January 2025, added to this demand. The CIF Rotterdam prices currently stand at $1,555 per tonne for CPO and $2,220 per tonne for CPKO. The average selling prices for the group’s CPO and CPKO during 2025, including premia for oil with certified sustainability credentials, net of export duty and levy, adjusted to FOB Samarinda were, respectively, $853 per tonne (2024: $819 per tonne) and $1,629 per tonne (2024: $1,094 per tonne).
Profit before tax for 2025 amounted to $24.0 million compared with $38.9 million in 2024. Excluding the losses and gains on the disposal of subsidiaries and similar charges, foreign exchange movements and other non-routine items, profit before tax would have amounted to $27.8 million comfortably ahead of the $21.9 million equivalent in 2024. Cost of sales for 2025 totalled $136.5 million, unchanged from 2024, and administrative expenses were also broadly in line with those of the previous year. Losses on the disposal of subsidiaries comprised a $5.7 million loss on the sale of CDM and a $0.6 million loss on the dissolution of REAF. Other gains and losses during the year related to exchange movements on borrowings. Finance costs for 2025 amounted to $13.4 million (2024: $16.4 million), the decrease being principally a result of the lower average level of borrowings during the year.
The semi-annual dividends arising on the preference shares in June and December were paid on their due dates.
Several initiatives to improve the group’s financial position were undertaken during the year. In addition to the sale of CDM, a number of existing loan facilities provided by Bank Mandiri were repackaged and increased with extended final maturities. New loan facilities were also arranged to fund a proportion of the costs of extension planting at PU and the replanting programme at REA Kaltim.
In August 2025, the group redeemed the outstanding £21.4 million nominal of sterling loan notes. Later in the year, arrangements were agreed to extend the redemption date from June 2026 to December 2028 of not less than $17.6 million nominal of dollar loan notes.
As a result, total group net indebtedness at 31 December 2025 was $152.3 million, $7.0 million lower than at 31 December 2024 and with a more extended maturity profile. It remains the group’s intention to reduce net debt as prudently and quickly as possible. Nevertheless, debt reduction needs to be balanced with the requirements of both maintaining and enhancing operations.
As reported previously, the Indonesian government initiated a review during 2025 of regulatory compliance by the Indonesian oil palm industry. The inspection of the group’s operations, conducted as part of this review, did not identify any areas of non-compliance within the group’s own oil palm plantings. However, three small areas, owned by local cooperatives and smallholders but managed by the group, were subject to further investigation. The group does not believe that it should have any liability in relation to these areas. As far as is known, there will be no further assessments of the group pursuant to the Indonesian government’s review of regulatory compliance by oil palm companies. Nevertheless, given this highlighted focus on regulatory compliance, the group intends to proceed earlier than originally planned with the renewal of its land titles that are due to expire between 2028 and 2029. Concurrently, the group is also reviewing or formalising other key titles.
Looking ahead, harvested crops should steadily increase as immature areas coming into production begin to more than substitute for crops lost as a result of replanting. Oil extraction rates can also be expected to improve as those younger areas mature.
The increasingly tight balance between supply and demand experienced in recent months coupled with the knock on effects of rising petroleum oil prices following the conflict in the Middle East have caused CPO prices, adjusted to FOB Samarinda, to rise to above $900 per tonne and are likely to maintain CPO prices at rewarding levels for quite a while. However, this conflict is also likely to cause a significant increase in the cost of fuel and fertiliser. As a consequence, the group will adopt a prudent approach to incurring capital expenditure in 2026. As stated earlier, the extension planting programme has been scaled back by some 30 per cent and purchases of capital equipment that are not time critical will be deferred. While the offtake of crushed stone was slower than expected during 2025, the group is confirming contracts for delivery of in excess of 1 million tonnes during 2026 and 2027 which should make a significant contribution to group revenues. This contribution should be progressively augmented by sales of silica sand for which demand appears to be strong.
With the prospect of CPO and CPKO prices remaining at current or better levels, notwithstanding probable higher fuel and fertiliser costs, and with the addition of significant contributions from stone and silica sand sales, the outlook is encouraging.
Following on from the changes to the board of directors in early 2026, three of the company’s longest serving non-executive directors, John Oakley, Michael St. Clair-George and Richard Robinow will retire at the conclusion of the annual general meeting to be held in June 2026. On behalf of the board, I would like to express our sincere appreciation and thanks to all of them.
John joined the company in 1983, was appointed managing director in 2002, and following his retirement from that position in 2016, remained on the board as a non-executive director. Michael joined the board in 2016 as a non-executive director and subsequently was appointed as the senior independent director and chairman of the audit committee.
Richard was instrumental in shaping the current REA group at the end of the 1980s, laying the foundation for the company’s first oil palm operations in 1992. An astute investor with a flair for commercial opportunity, coupled with a keen sense of responsibility, Richard has consistently driven REA’s growth and developed the operations to create an enduring legacy that will benefit generations to come. A truly outstanding accomplishment.
David J BLACKETT Chairman
DIVIDENDS
The fixed semi-annual dividends that fell due on the preference shares in June 2025 and December 2025 were paid on their due dates. 2024 payments included arrears of dividend which amounted in aggregate to 11.5p per preference share as at 31 December 2023.
ANNUAL GENERAL MEETING
The sixty sixth annual general meeting (AGM) of R.E.A. Holdings plc to be held at the London office of Ashurst LLP at London Fruit & Wool Exchange, 1 Duval Square, London E1 6PW on 10 June 2026 at 10.00 am.
Attendance
To help manage the number of people in attendance, it is requested that only shareholders or their duly nominated proxies or corporate representatives attend the AGM in person. Anyone who is not a shareholder or a duly nominated proxy or corporate representative of a shareholder should not attend the AGM unless arrangements have been made in advance with the company secretary by emailing company.secretary@rea.co.uk.
Shareholders are strongly encouraged to submit a proxy vote on each of the resolutions in the notice in advance of the meeting:
(i) by visiting Computershare’s electronic proxy service www.investorcentre.co.uk/eproxy (and so that the appointment is received by the service by no later than 10.00 a.m. on 8 June 2026);
(ii) via the CREST electronic proxy appointment service;
(iii) by completing, signing and returning a form of proxy to the company’s registrar, Computershare Investor Services PLC, The Pavilions, Bridgwater Road, Bristol BS99 6ZY as soon as possible and, in any event, so as to arrive by no later than 10.00 a.m. on 8 June 2026; or
(iv) in the case of an institutional investor, by using the Proxymity platform (for more information see Notice).
The company will publish updates, if any, about the meeting at www.rea.co.uk/investors/regulatory-news and on the website's home page. Shareholders are accordingly requested to visit the group’s website for any such updates.
The directors and the chairman of the AGM, and any person so authorised by the directors, reserve the right, as set out in article 67 in the company’s articles of association, to take such action as they think fit for securing the safety of people at the AGM and promoting the orderly conduct of business at the meeting.
PRINCIPAL RISKS AND UNCERTAINTIES
The group’s business involves risks and uncertainties. Risks and uncertainties that the directors currently consider to be material or prospectively material are described below, together with climate-related risks and the opportunities that these may provide. There are or may be further risks and uncertainties faced by the group (such as future natural disasters or acts of God) that the directors currently deem immaterial, or of which they are unaware, that may have a material adverse impact on the group.
Identification, assessment, management and mitigation of the risks associated with sustainability matters forms part of the group’s system of internal control for which the board has ultimate responsibility. The board discharges that responsibility as described in Corporate governance in the annual report. Material risks, related policies and measures taken by the group to address sustainability matters as respects the agricultural operations are described in more detail in Climate-related risks and opportunities below. This does not include information as respects the stone and sand operations due to the low level of these operations during 2025 and to date. The stone (ATP) and sand (MCU) companies became group companies in, respectively, July 2024 and August 2025 as described in the Strategic report under Stone and sand operations in the annual report. The group expects to report on these matters for both ATP and MCU from 2026 onwards.
Geopolitical uncertainty, such as may be caused by wars, can lead to pricing volatility and shortages of the necessary inputs to the group’s operations, such as fuel and fertiliser, inflating group costs and negatively impacting the group’s production volumes. The impact of input shortages, however, may be offset by a consequential benefit to prices of the group’s outputs.
Where risks are reasonably capable of mitigation, the group seeks to mitigate them. Beyond that, the directors endeavour to manage the group’s finances on a basis that leaves the group with some capacity to withstand adverse impacts from both identified and unidentified areas of risk, but such management cannot provide insurance against every possible eventuality.
Risks assessed by the directors as currently being of particular significance are those detailed below under:
• Agricultural operations – Produce prices • Agricultural operations – Other operational factors • Stone and sand operations – Sales • General – Funding
The directors’ assessment, as respects the above risks, reflects both the key importance of those risks in relation to the matters considered in the Longer-term viability statement below and more generally the extent of the negative impact that could result from adverse incidence of such risks.
Climate-related risks and opportunities
S Short term (1-3 years; acute) M Medium term (3-5 years) L Long term (5-15 years; chronic)
These time horizons are aligned with the group’s targets, with 2023 as the baseline, 2030 the mid-term milestone, and 2050 the long-term target.
LONGER-TERM VIABILITY STATEMENT
The group’s business activities, together with the factors likely to affect its future development, performance and financial position are described in the Strategic report of the annual report which also provides (under the heading Finance) a description of the group’s cash flow, liquidity and financing development and treasury policies. In addition, note 26 to the group financial statements includes information as to the group’s policy, objectives, and processes for managing capital, its financial risk management objectives, details of financial instruments and hedging policies and exposures to credit and liquidity risks.
Principal risks and uncertainties section above describes the material risks faced by the group and actions taken to mitigate those risks. In particular, there are risks associated with the group’s local operating environment and the group is materially dependent upon selling prices for CPO and CPKO over which it has no control.
The group has material indebtedness in the form of bank loans and listed dollar notes. At 31 December 2025, over half of this indebtedness was due for repayment in the three year period to 31 December 2028 which is also the date of redemption of the 7.5 per cent dollar notes 2028. For this reason, the directors have chosen that period for their assessment of the longer-term viability of the group.
Total group indebtedness at 31 December 2025, as detailed in Capital structure in the Strategic report of the annual report, amounted to $175.5 million, comprising Indonesian rupiah denominated term bank loans equivalent in total to $144.9 million, drawings under Indonesian rupiah denominated working capital facilities equivalent to $3.9 million and $27.0 million nominal of 7.5 per cent dollar notes 2028. The total borrowings repayable in the period to 31 December 2028 (based on exchange rates ruling at 31 December 2025) amounted to the equivalent of $96.9 million of which, assuming that the maximum possible amount of $9.4 million falls due for payment in June 2026 in respect of the group’s dollar notes, a total of $33.2 million will fall due in 2026, $21.7 million in 2027 and $42.0 million in 2028.
In addition to the cash required for debt repayments, the group also faces substantial demands on cash to fund capital expenditure and dividends on the company’s preference shares.
Whilst the group has some flexibility in determining its annual levels of capital expenditure, the directors will continue to balance the need for significant reductions in the group’s net debt against capital expenditure on maintaining and enhancing the value of the group's assets. To this end, in 2026, the group aims to continue its extension and replanting programmes but with a slightly reduced extension planting programme of 700 hectares (scaled back from the 1,000 hectares originally planned) and a maintained replanting programme of some 1,400 hectares. Other reductions in previously planned capital expenditure to accommodate the additional expenditure that will be required to renew HGU titles over 16,332 hectares of existing land holdings (as discussed under Agricultural operations in the annual report) will be achieved by temporarily deferring purchases of capital equipment that are not time critical and where deferral is unlikely to have any material effect on the group's performance.
After the substantial investments already made in the stone and sand operations, capital expenditure within those operations should be limited going forward.
In January 2026, an additional replanting loan was agreed by REA Kaltim with Bank Mandiri. The total loan is the equivalent of $20.6 million and is split into three tranches, each tranche providing financing for a certain number of hectares that are being replanted. The loan will be drawn down in instalments with $7.2 million expected to be drawn down in 2026 (of which $2.2 million has already been drawn), $6.1 million in 2027 and the balance in subsequent years but by the end of 2032. Repayments of each tranche will occur over 8 years commencing 3.5 years after the last withdrawal within each tranche. The additional replanting loan carries interest at 8.25 per cent per annum and is secured similarly to the existing Bank Mandiri loans to REA Kaltim.
Additionally, in March 2026, Bank Mandiri provided a loan equivalent to $5.9 million to a smallholder cooperative (plasma) scheme managed by the group. The loan has been guaranteed by REA Kaltim. The proceeds of the loan were applied in repaying monies previously borrowed by the scheme from REA Kaltim and resulted in a cash inflow to the group of $5.9 million.
REA Kaltim is currently in discussions with Bank Mandiri in respect of a new term loan of $20.0 million, to be drawn between 2026 and 2028. The initial drawing will principally be used to finance the dollar note repayments in 2026 of up to $9.4 million, although the making of these repayments is not dependent on the approval of this term loan.
Due to current conflicts in the Middle East and Eastern Europe, global commodity markets are experiencing significant volatility and the group is particularly affected by price increases in fuel and fertiliser, which it is seeking to minimise by stockpiling in the case of fuel and agreeing forward contracts in the case of fertiliser. However, the group expects that CPO and CPKO prices will remain at remunerative levels for the immediate future and that improved operating efficiencies, facilitated by the substantial investments of recent years in roads, factories and equipment, will limit other cost increases. With financing costs continuing to reduce as net debt falls, the group’s plantation operations should generate cash flows at good levels. Stone is not yet in full production but indications are that it will provide a significant addition to group cash flows in 2026. Positive cash flows from sand are also likely to make a useful contribution.
Taking account of the cash and deposits already held by the group at 31 December 2025 of $23.2 million, the expected cash inflow from the new Bank Mandiri loans ($40.6 million) and plasma refinancing ($5.9 million) and projected cash flow from the group’s operations, the group should be well placed to meet its obligations from 2026 to 2028.
Based on the foregoing, the directors have a reasonable expectation that the company and the group have adequate resources to continue in operational existence for the period to 31 December 2028 and to remain viable during that period.
GOING CONCERN
Factors likely to affect the group’s future development, performance and financial position are described in the Strategic report of the annual report. The directors have carefully considered those factors, together with the principal risks and uncertainties faced by the group which are set out in the Principal risks and uncertainties section above and have reviewed key sensitivities which could impact on the liquidity of the group.
As at 31 December 2025, the group had cash and deposits of $23.2 million, and borrowings of $175.5 million (in both cases as set out in note 26 to the group financial statements). The total borrowings repayable by the group in the period to 30 April 2027 (based on exchange rates ruling at 31 December 2025) amounted to the equivalent of $34.7 million. In addition to the cash required for debt repayments, the group also requires cash in the period to 30 April 2027 to fund capital expenditure and preference dividends as referred to in the Longer-term viability statement above. That statement also notes the cash inflows from new bank loans and the group’s expectations regarding positive cash flows from its various operations.
Having regard to the foregoing, based on the group’s forecasts and projections (taking into account reasonable possible changes in trading performance and other uncertainties) and having regard to the group’s cash position and available borrowings, the directors expect that the group should be able to operate within its available borrowings for at least 12 months from the date of approval of the financial statements.
On that basis, the directors have concluded that it is appropriate to prepare the financial statements on a going concern basis.
DIRECTORS’ RESPONSIBILITIES
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
To the best of the knowledge of each of the directors, they confirm that:
• the group financial statements, prepared in accordance with UK adopted IFRS, give a true and fair view of the assets, liabilities, financial position, and profit or loss of the company and the subsidiary undertakings included in the consolidation taken as a whole; • the company financial statements, prepared in accordance with UK Accounting Standards, comprising FRS 101 Reduced Disclosure Framework, give a true and fair view of the company’s assets, liabilities, and financial position of the company; • the Strategic report and Directors' report of the annual report include a fair review of the development and performance of the business and the position of the company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and • the annual report and financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the group's and the company’s position, performance, business model and strategy.
The current directors of the company and their respective functions are set out in the Board of directors section of the annual report.
CONSOLIDATED INCOME STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2025
All operations for both years are continuing.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2025
CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2025
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2025
* Restated for restricted cash at bank
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
The consolidated financial statements and notes 1 to 24 below (together the financial information) have been extracted without material adjustment from the consolidated financial statements of the group for the year ended 31 December 2025 (the 2025 financial statements). The auditor has reported on those accounts; the reports were unqualified and did not contain statements under sections 498(2) or (3) of the Companies Act 2006 (CA 2006). Copies of the 2025 financial statements will be filed in the near future with the Registrar of Companies. The accompanying financial information does not constitute statutory accounts of the company within the meaning of section 434 of the CA 2006.
Whilst the 2025 financial statements have been prepared in accordance with UK adopted IFRS and with the requirements of the CA 2006, as applicable to companies reporting under IFRS. As at the date of authorisation of those accounts the accompanying financial information does not itself contain sufficient information to comply with IFRS.
The 2025 financial statements and the accompanying financial information were approved by the board of directors on 21 April 2026.
The group operates in two segments: the cultivation of oil palms and stone and sand operations (2024: oil palms and stone operation and sand interest). In 2025 the latter met the quantitative thresholds set out in IFRS 8: Operating segments and, accordingly, analyses are provided by business segment.
Other interest income in 2025 included $0.4 million interest receivable in respect of the sand loan, representing interest receivable in the period prior to the borrowing company becoming a subsidiary (see note 19) (2024: $2.3 million interest receivable in respect of stone, sand and coal loans. Interest from stone represented interest receivable in the period prior to the borrowing company becoming a subsidiary).
The provision of $6.6 million reversed in 2024 was in respect of past interest due from the stone company which commenced commercial production and sales.
During the period REA Kaltim sold its wholly owned subsidiary CDM, generating a loss on disposal of $5.7 million (see note 20). As part of this disposal, $338,000 was reclassified from the translation reserve to the profit and loss account.
Following the redemption and cancellation on 31 August 2025 of all of the outstanding sterling notes issued by the company’s wholly owned subsidiary, REAF, REAF was put into liquidation. Its net assets were distributed to the company and on 23 December 2025 REAF was formally dissolved resulting in a loss of $0.6 million.
In 2024 the $3.1 million release of impairment provision on the sale of non-current assets was the amount receivable for the transfer of hectarage to plasma schemes by CDM, the carrying value of which had been fully impaired.
Other finance charges comprise bank charges and fees and amortised bank loan and loan note issue expenses.
Amounts included as additions to PPE arose on borrowings applicable to the Indonesian operations and reflected a capitalisation rate of 29.0 per cent (2024: 17.1 per cent). There is no directly related tax relief.
Taxation is provided at the rates prevailing for the relevant jurisdiction. For Indonesia, the current and deferred taxation provision is based on a tax rate of 22 per cent (2024: 22 per cent) and for the UK, the taxation provision reflects a corporation tax rate of 25 per cent (2024: 25 per cent) and a deferred tax rate of 25 per cent (2024: 25 per cent).
The fixed semi-annual dividends that fell due on the preference shares in June 2025 and December 2025 were paid on their due dates. 2024 payments included arrears of dividend which amounted in aggregate to 11.5p per preference share as at 31 December 2023.
The depreciation charge for the year includes $637,000 (2024: $376,000) which has been capitalised as part of additions to plantings and buildings and structures.
At the balance sheet date, the group had entered into $3.6 million contractual commitments for the acquisition of PPE (2024: $3.7 million).
At the balance sheet date, PPE of $124.2 million (2024: $131.8 million) had been charged as security for bank loans (see note 15).
Additions to PPE include $1,985,000 of new right-of-use assets which are not included in purchases of PPE within the consolidated cash flow statement.
Balances classified as land represent amounts invested in land utilised for the purpose of the plantation operations in Indonesia.
There are two types of plantation cost, one relating to the acquisition of HGUs and the other relating to the acquisition of Izin Lokasi.
At 31 December 2025, certificates of HGU had been obtained in respect of areas covering 53,833 hectares (2024: 63,617 hectares). An HGU is effectively a government certification entitling the holder to utilise the land for agricultural and related purposes. Retention of an HGU is subject to payment of annual land taxes in accordance with prevailing tax regulations. HGUs are normally granted for periods of up to 35 years and are renewable on expiry of such term.
The other cost relates to the acquisition of Izin Lokasi, each of which is an allocation of Indonesian state land granted by the Indonesian local authority responsible for administering the land area to which the allocation relates. Such allocations are preliminary to the process of fully titling an area of land and obtaining an HGU in respect of it. Izin Lokasi are normally valid for periods of between one and three years but may be extended if steps have been taken towards obtaining full titles.
At the balance sheet date, land titles of $38.2 million (2024: $36.9 million) had been charged as security for bank loans (see note 15).
Sand interest at 31 December 2024 comprised monies owed to group companies by MCU which holds a silica sand concession in East Kalimantan. It was agreed in 2022 that, once all licences required for mining had been secured, the group would subscribe for new shares in MCU so as to provide it with a 49 per cent participation in MCU. This agreement was amended on 27 March 2025 to provide for the group’s economic interest in MCU to be increased by 46 per cent to 95 per cent for a consideration of $2.0 million. The monies owed to group companies by MCU comprised loans to finance pre-production costs. On 1 August 2025, the group assumed management and control of MCU’s operations and MCU has been consolidated as a group company with effect from that date with balances owed by MCU to group companies thereafter treated as intercompany balances and eliminated on consolidation.
Coal interests comprise monies owed to group companies by IPA and connected persons and at 31 December 2024 also monies owed to group companies by PSS. Both IPA and PSS hold coal concessions in East Kalimantan. Concurrently with the agreement to acquire the 95 per cent economic interest in ATP, the group relinquished its interest in PSS on terms that ATP would meet the repayment of the monies owed to group companies by PSS (which ATP had guaranteed). Accordingly, since 1 July 2024 $9.7 million of the group loans to PSS have been reconstituted as intercompany balances owed by ATP.
Regulations governing foreign ownership of mining rights in Indonesia are complex. The group had planned to take legal ownership of its interests in ATP and MCU and for legal ownership of 95 per cent of IPA to be acquired by MCU (since the concessions held by MCU and IPA overlap). This plan is now under review following legal advice that it may not provide the optimal legal structure for the group’s mining interests. Pending conclusion of such review, the group is confident that agreements already in place are effective in securing the group’s financial interests in ATP, MCU and IPA.
Prepayments in respect of non-current assets comprise legal fees and direct renewal charges incurred during non-current asset license renewal processes. These costs are transferred to the relevant non-current asset category when the renewal process is complete.
Plasma advances are discussed under Credit risk in note 26 of the annual report.
Other non-current receivables is a participation advance to a third party formerly holding a five per cent non-controlling interest in a group subsidiary.
All bank loans are denominated in rupiah and are stated above net of unamortised issuance costs of $2.2 million (2024: $2.3 million). The bank loans repayable within one year include $3.9 million drawings under working capital facilities (2024: $2.8 million).
The bank loans at 31 December 2025 and 31 December 2024 carry interest rates of 8.25 or 8.5 per cent and the working capital facilities 8.25 per cent . The weighted average interest rate on all bank borrowings for 2025 was 8.3 per cent (2024: 8.3 per cent).
The gross bank loans of $151.0 million (2024: $136.8 million) are secured on certain land titles, PPE and cash assets held by REA Kaltim, SYB, KMS and PU having an aggregate book value of $166.7 million (2024: assets held by REA Kaltim, SYB, KMS and CDM with a book value of $177.5 million), and are the subject of an unsecured guarantee by the company. The banks are entitled to have recourse to their security on usual banking terms.
REA Kaltim, SYB and KMS have agreed certain financial covenants under the terms of the bank facilities relating to debt service coverage, debt equity ratio, EBITDA margin and the maintenance of positive net income and positive equity; such covenants are tested annually upon delivery to Bank Mandiri of the audited financial statements in respect of each year by reference to the consolidated results for that year, and consolidated closing financial position as at the year end, of REA Kaltim and its subsidiaries. The covenants have been complied with for 2025 and 2024. PU covenants are tested on a standalone basis, until 2028 the only covenant is the maintenance of positive equity which has been complied with for 2025.
Under the terms of their bank facilities, certain plantation subsidiaries are restricted to an extent in the payment of interest on borrowings from, and on the payment of dividends to, other group companies. The directors do not believe that the applicable covenants will affect the ability of the company to meet its cash obligations.
At the balance sheet date, the group had no undrawn rupiah denominated facilities (2024: nil).
The sterling notes at 31 December 2024 comprised £21.7 million nominal of 8.75 per cent guaranteed 2025 sterling notes issued by the company’s subsidiary, REAF. The repayment obligation in respect of the sterling notes was carried on the balance sheet at $28.2 million which included the amortised premium to date. The sterling notes were guaranteed by the company and another wholly owned subsidiary of the company, REAS, and were secured principally on unsecured loans made by REAS to an Indonesian plantation operating subsidiary of the company.
In January 2025 £0.3 million nominal of notes were purchased for cancellation. With effect from 31 August 2025 all of the £21.4 million nominal outstanding sterling notes were redeemed at 104 per cent of their principal amount (that is, at a premium of £0.04 per £1 nominal of sterling notes) in accordance with the terms of the Trust Deed constituting the sterling notes. All of the sterling notes have now been cancelled.
The dollar notes at 31 December 2025 and 2024 comprise $27.0 million nominal of 7.5 per cent dollar notes and are stated net of the unamortised balance of the note issuance costs.
On 4 September 2025 the proposal to extend the repayment date for the dollar notes from 30 June 2026 to 31 December 2028 was approved at a meeting of the noteholders. The dollar notes are thus now due for repayment on 31 December 2028.
In conjunction with the proposal to extend the redemption date for the dollar notes, the company has put in place arrangements whereby any noteholder who wishes to realise their holding of dollar notes by the previous redemption date of 30 June 2026 is offered the opportunity to do so. The company has undertaken to procure that REAS purchases at par, on 30 June 2026, the dollar notes held by any noteholder who has indicated by no later than 29 May 2026 that they do not wish to retain their notes beyond 30 June 2026 and for which the company's brokers have been unable to arrange buyers on terms acceptable to such noteholder. REAS may seek to re-sell, over time, any dollar notes so acquired by it.
There are currently $27.0 million nominal of dollar notes in issue. The group has received an irrevocable undertaking from an existing holder of $17.6 million nominal of the notes that it will retain that holding.
The company will pay on 30 June 2026 to those noteholders who have not elected to take advantage of the sale facility a roll-over fee in an amount equal to:
(1% + 2A) × B
where A is the percentage amount (if any) by which the 180 day average Secured Overnight Financing Rate published by the Federal Reserve Bank of New York on 23 June 2026 exceeds 4.5 per cent (and nil if such rate does not exceed 4.5 per cent); and B is the nominal amount of dollar notes held by the qualifying noteholder at 6.00 pm on 3 September 2025.
The loan from non-controlling shareholder at 31 December 2024 comprised an $8.7 million interest bearing loan which was repaid in April 2025.
The directors estimate that the fair value of other loans and payables approximates their carrying value.
As previously discussed (see note 14), pending completion of the formalities of the ownership structure, the sand company, MCU, is being managed and controlled by the group and has therefore been consolidated from 1 August 2025. Consideration of $2.0 million was paid in 2025 in respect of the agreement to increase the group’s economic interest in MCU by 46 per cent to 95 per cent and there are no transaction costs.
The net assets of MCU at the date of assumption of control were as follows:
The assets and liabilities were valued at fair value at the date of acquisition of control. This resulted in a fair value adjustment of $7.0 million to the mining assets acquired (included within PPE) that management considers appropriate in view of future cash flows and the long-term value to the group. At acquisition the non-controlling interest of 5 per cent amounts to $nil.
In November 2023 the company reached an agreement with DSN for a further investment by the DSN group in REA Kaltim and, in conjunction with that agreement, granted the DSN group a priority right, for a limited period, to acquire CDM on an agreed basis. Accordingly, at 31 December 2023, the assets of CDM with were treated as assets held for sale. However, DSN concluded, and confirmed in June 2024, that it would not exercise its priority right. Following that decision, the company sought alternative offers for CDM but the one offer received was at a price that the directors considered too low. The decision was made to retain CDM and CDM was therefore reconsolidated and its assets and liabilities were reclassified from held for sale as at 31 December 2024.
Subsequently the group was able to reach agreement with TPA for the sale of CDM on terms that valued the business of CDM at close to the value that was reflected in the priority right granted to DSN.
On 13 June 2025 the group completed the sale of CDM to TPA, all conditions pursuant to the sale agreement dated 22 April 2025 having been satisfied. The disposal of CDM's assets and liabilities has generated a loss of $5.7 million, calculated as follows.
Total cash movement on disposal of CDM was $8.0 million being net consideration less cash divested.
Transactions between the company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note. Transactions between the company and its subsidiaries are dealt with in the company’s individual financial statements.
Remuneration of key management personnel
The remuneration of the directors, who are 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. Further information about the remuneration of, and fees paid in respect of services provided by, individual directors is provided in the audited part of the Directors’ remuneration report.
There have been no material post balance sheet events that would require disclosure in, or adjustment to, these financial statements.
References to group operating companies in Indonesia are as listed under the map on page 5 of the annual report.
The terms FFB, CPO and CPKO mean, respectively, fresh fruit bunches, crude palm oil and crude palm kernel oil.
References to dollars and $ are to the lawful currency of the United States of America.
References to rupiah and Rp are to the lawful currency of Indonesia.
References to sterling, pounds sterling and £ are to the lawful currency of the United Kingdom.
Other terms are listed in the glossary of the annual report.
Press enquiries to: R.E.A. Holdings plc Tel: 020 7436 7877 Dissemination of a Regulatory Announcement that contains inside information in accordance with the Market Abuse Regulation (MAR), transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. View original content: EQS News |
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| ISIN: | GB0002349065 |
| Category Code: | ACS |
| TIDM: | RE |
| LEI Code: | 213800YXL94R94RYG150 |
| Sequence No.: | 424625 |
| EQS News ID: | 2312452 |
| End of Announcement | EQS News Service |
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