Document And Entity Information
Document And Entity Information | 3 Months Ended |
Sep. 30, 2023 | |
Document Information Line Items | |
Entity Registrant Name | MOOLEC SCIENCE SA |
Document Type | 6-K |
Current Fiscal Year End Date | --06-30 |
Amendment Flag | false |
Entity Central Index Key | 0001937737 |
Document Period End Date | Sep. 30, 2023 |
Document Fiscal Year Focus | 2024 |
Document Fiscal Period Focus | Q1 |
Entity File Number | 001-41586 |
Unaudited Interim Condensed Con
Unaudited Interim Condensed Consolidated Statements of Comprehensive Loss - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Continuing operations | ||
Revenue | $ 1,740,050 | |
Cost of sales | (1,519,642) | |
Research and development expense | (387,736) | (372,932) |
Marketing expense | (219,260) | (19,318) |
Administrative expense | (1,863,418) | (314,565) |
Other operating expense | (17,909) | (11,500) |
Loss from operations | (2,267,915) | (718,315) |
Other Financial Results | 554,938 | (3,111) |
Financial costs | (93,317) | |
Net loss before Income tax | (1,806,294) | (721,426) |
Income tax benefit | 215,291 | |
Loss of the period | $ (1,591,003) | $ (721,426) |
Basic loss per share (in Dollars per share) | $ (0.04) | $ (0.02) |
Other comprehensive income/loss | ||
Foreign exchange differences on translation of foreign operations | $ (30,676) | |
Total other comprehensive income/(loss) | (30,676) | |
Total comprehensive loss for the period | $ (1,621,679) | $ (721,426) |
Unaudited Interim Condensed C_2
Unaudited Interim Condensed Consolidated Statements of Comprehensive Loss (Parentheticals) - $ / shares | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Profit or loss [abstract] | ||
Diluted loss per share (in Dollars per share) | $ (0.04) | $ (0.02) |
Unaudited Interim Condensed C_3
Unaudited Interim Condensed Consolidated Statements of Financial Position - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 |
Non- current assets | ||
Intangible assets | $ 8,330,685 | $ 8,519,098 |
Fixed assets | 1,191,665 | 1,142,082 |
Goodwill | 248,273 | 251,440 |
Right-of-use of assets | 413,687 | 43,806 |
Other non-current receivables | 9,110,507 | 8,763,027 |
Total non-current assets | 19,294,817 | 18,719,453 |
Current assets | ||
Cash and cash equivalents | 853,594 | 2,527,673 |
Short-term investments | 263 | 306,034 |
Trade receivables | 502,949 | 361,097 |
Other receivables | 1,307,444 | 1,330,177 |
Prepayments | 142,639 | 341,107 |
Inventories | 390,293 | 465,748 |
Total current assets | 3,197,182 | 5,331,836 |
TOTAL ASSETS | 22,491,999 | 24,051,289 |
Equity | ||
Share capital | 375,641 | 375,641 |
Share premium | 66,996,982 | 66,996,982 |
Shares to be issued | 3,068 | 3,068 |
Equity settled share-based payment | 1,742,609 | 1,335,253 |
Cumulative translation adjustment | (12,564) | 18,112 |
Accumulated deficit | (60,214,126) | (58,623,123) |
Total equity | 8,891,610 | 10,105,933 |
Liabilities | ||
Financial debts | 99,046 | |
Other liabilities | 30 | 175,312 |
Lease liability | 243,903 | |
Deferred tax liability | 843,032 | 1,071,807 |
Total non-current liabilities | 1,086,965 | 1,346,165 |
Current liabilities | ||
Accounts payable | 7,762,752 | 7,479,614 |
Financial debts | 2,392,786 | 2,546,243 |
Other liabilities | 1,839,357 | 1,685,645 |
Warrants liabilities | 389,961 | 887,689 |
Lease liability | 128,568 | |
Total current liabilities | 12,513,424 | 12,599,191 |
TOTAL LIABILITIES | 13,600,389 | 13,945,356 |
TOTAL LIABILITIES AND EQUITY | $ 22,491,999 | $ 24,051,289 |
Unaudited Interim Condensed C_4
Unaudited Interim Condensed Consolidated Statements of Changes in Equity - USD ($) | Capital shares issued | Capital shares to be issued | Share premium | Cumulative translation adjustment | Equity settled share-based payment | Retained (deficit) | Total |
Balance at Jun. 30, 2022 | $ 310,000 | $ 7,290,000 | $ 838,576 | $ (6,834,243) | $ 1,604,333 | ||
Net loss of the period | (721,426) | (721,426) | |||||
Balance at Sep. 30, 2022 | 310,000 | 7,290,000 | 838,576 | (7,555,669) | 882,907 | ||
Balance at Jun. 30, 2023 | 375,641 | 3,068 | 66,996,982 | 18,112 | 1,335,253 | (58,623,123) | 10,105,933 |
Equity settled share-based payment | 407,356 | 407,356 | |||||
Exchange differences on translation of foreign operations | (30,676) | (30,676) | |||||
Net loss of the period | (1,591,003) | (1,591,003) | |||||
Balance at Sep. 30, 2023 | $ 375,641 | $ 3,068 | $ 66,996,982 | $ (12,564) | $ 1,742.609 | $ (60,214,126) | $ 8,891,610 |
Unaudited Interim Condensed C_5
Unaudited Interim Condensed Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities | ||
Loss for the period | $ (1,591,003) | $ (721,426) |
Adjustments to reconcile loss for the period to net cash flows | ||
Deferred income tax | (215,291) | |
Depreciation and amortization | 180,623 | 425 |
Depreciation of right-of-use assets | 9,894 | |
Employee share-based payment | 407,356 | |
Financial income / expenses | (943,583) | 3,110 |
Changes in working capital | ||
Accounts receivable | (146,394) | |
Other receivables | 9,065 | (407) |
Prepayment | 198,467 | |
Inventories | 69,596 | |
Accounts Payable | 292,432 | 106,219 |
Other liabilities | (14,725) | 621,727 |
Net cash (used in) / generated from operating activities | (1,743,563) | 9,648 |
Cash flows from investing activities | ||
Additions of fixed assets | (104,441) | |
Short-term investments withdrawals | 279,004 | |
Net cash generated from investing activities | 174,563 | |
Cash flows from financing activities | ||
Proceeds from financial debts | 117,763 | |
Payment of loans | (182,976) | |
Payments of interest | (48,279) | |
Payments of lease liabilities | (13,952) | |
Net cash used in financing activities | (127,444) | |
Net (decrease) / increase in cash and cash equivalents | (1,696,444) | 9,648 |
Cash and cash equivalents at beginning of the year | 2,527,673 | 1,081,808 |
Effect of exchange rate changes and inflation on cash and equivalents | 22,365 | (3,084) |
Cash and cash equivalents at end of the period | 853,594 | 1,088,372 |
Non-cash financing activities | ||
Increase in Right-of-use asset recognition through an increase in Lease liabilities | $ 380,321 |
General Information
General Information | 3 Months Ended |
Sep. 30, 2023 | |
General Information [Abstract] | |
General information | Note 1. General information Moolec Science SA (“the Company’’, “the Group” or “Moolec Science’’) is a public limited liability company (société anonyme) incorporated under the laws of the Grand Duchy of Luxembourg on May 23, 2022 (“date of incorporation”), created to develop affordable alternative proteins using molecular farming technology. The Company is registered with the Luxembourg Trade and Companies’ Register (Registre de Commerce et des Sociétés, Luxembourg) under number B268440. Its registered address is 17, Boulevard F.W. Raiffeisen, L-2411 Luxembourg, Grand Duchy of Luxembourg. The subsidiaries and joint arrangements of the Company, of which their financial results have been included in the interim condensed consolidated Financial Statements, and in which the Company holds a majority of the voting rights or shares joint control as of September 30, 2023 are as follows: Name Principal activities Country of % Equity Moolec Science Limited (i) Investment in subsidiaries United Kingdom 100 % LightJump Acquisition Corporation Investment in subsidiaries USA 100 % ValoraSoy S.A. (ii) Investment in subsidiaries Argentina 100 % AG Biomolecules LLC (DE) Investment in subsidiaries USA 100 % Microo Foods Ingredients S.L. (iii) Investment in joint arrangements Spain 50 % (i) Moolec Science Limited has a branch office in Argentina, Moolec Science Limited S.E. (ii) Incorporated through the acquisition on April 24, 2023. (iii) During December 2022, the Company agreed to participate in a joint arrangement with the 50% of participation of the newly created company named Microo Food Ingredients Sociedad Limitada. Introductory note On December 30, 2022, the Company consummated the previously announced business combination by and among LightJump Acquisition Corporation (“LightJump” or “SPAC”, a Delaware corporation), Moolec Science Limited (“Moolec” or “Moolec Science Limited”, a private limited company incorporated under the laws of England and Wales), the Company, and Moolec Acquisition, Inc. (“Merger Sub”, a Delaware corporation) (referred together with Moolec Science SA as “the Group”). As a result of the business combination, Moolec and SPAC had become direct wholly-owned subsidiaries of the Company and Moolec shareholders and SPAC shareholders became holders of issued Company Ordinary Shares of Moolec Science SA. Negative working capital As of September 30, 2023, the Group has a negative working capital of $9,316,239 generated mainly by reorganization expenses pending to be paid as well as account payables and financial debt balances that are higher than the account receivables. However, as part of the continuous efforts of management to strengthen the financial situation of the Group, as of October 15, 2023, Moolec Science has entered into an agreement to issue a convertible note due 2026 to Grupo Insud (“Insud”). As a consequence of the cash inflow related to the convertible note, the Group concludes it will, for the next 12 months from the issuance of these unaudited interim condensed consolidated financial statements, be able to realize its assets and discharge its liabilities in the normal course of operations. See note 23: Events after the reporting period. |
Accounting Standards and Basis
Accounting Standards and Basis of Preparation | 3 Months Ended |
Sep. 30, 2023 | |
Accounting Standards and Basis of Preparation [Abstract] | |
Accounting standards and basis of preparation | Note 2. Accounting standards and basis of preparation Note 2.1. Basis of Presentation These unaudited interim condensed consolidated financial statements of the Group have been prepared in accordance with the International Accounting Standard (“IAS ”) IAS 34 Interim Financial Reporting, as issued by International Accounting Standard Board (“IASB”) and should be read in conjunction with the Group’s last annual consolidated financial statements as at and for the year ended June 30, 2023. These unaudited interim condensed consolidated financial statements do not include all the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group’s financial position and performance since the last annual consolidated financial statements. These unaudited interim condensed consolidated financial statements of the Group were authorized by the Board of Directors of Moolec Science SA in January 22, 2024. Note 2.2. Use of estimates and judgements The preparation of the unaudited interim condensed consolidated financial statements requires Management to make judgements, estimates and assumptions that affect the application of accounting policies and the reporting amounts as presented in the unaudited interim condensed consolidated financial statements for all periods presented. Estimates and underlying assumptions are reviewed on an ongoing basis. The significant judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 30 June 2023. Note 2.3. Going concern Management has evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about the Group’s ability to continue as a going concern after the accompanying interim condensed consolidated Financial Statements are issued. The accompanying unaudited interim condensed consolidated financial statements have been prepared on a going concern basis. The Group concludes it will, for the next 12 months from the issuance of these unaudited interim condensed consolidated financial statements, be able to realize its assets and discharge its liabilities in the normal course of operations. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of significant accounting policies | Note 3. Summary of significant accounting policies The accounting policies applied in these unaudited interim condensed consolidated financial statements are the same as those applied in the Group’s consolidated financial statements as at and for the year ended 30 June 2023. The policy for recognizing and measuring income taxes in the interim periods is consistent with that applied in the previous interim period and is described in Note 15: Income tax. Note 3.2. New and amended IFRS Standards that are effective for the current period a) The following new standards, amendments and interpretations became applicable for the current reporting period and adopted by the Group. - Amendment to IAS 12 –Deferred tax related to assets and liabilities arising from a single transaction. - International Tax Reform—Pillar Two Model Rules (Amendments to IAS 12). - Amendments to IAS 1 and IFRS Practice Statement 2- Disclosure of Accounting Policies. - Amendments to IAS 8-Definition of Accounting Estimates. - IFRS 17, “Insurance Contracts”These new standards and amendments did not have any material impact on the Group. b) The following new standards are not yet adopted by the Group. - Amendments to IFRS 16- Lease Liability in a Sale and Leaseback. The amendments are effective for annual reporting periods beginning on or after 1 January 2024. - Amendments to IAS 1 – Non- current liabilities with covenants. The amendments are effective for annual reporting periods beginning on or after 1 January 2024. - Amendments to IAS 7- Statement of Cash Flows & to IFRS 7- Financial Instruments: Disclosures. The amendments are effective for annual reporting periods beginning on or after 1 January 2024. - Amendments to IAS 21- The Effects of Changes in Foreign Exchange Rates Titled Lack of Exchangeability. The amendments are effective for annual reporting periods beginning on or after 1 January 2025. - Amendment to IAS 7 and IFRS 7 - Supplier Financing. The amendments are effective for annual periods beginning on or after January 1, 2024. These amendments are not expected to have a material impact on the Group. Note 3.3. Segment reporting The Group operates in a single operating segment, which is “science-based food ingredients”. Operating segments are defined as components of an enterprise for which separate financial information is regularly evaluated by the chief operating decision maker, who in the Group’s case is the Executive Team, in deciding how to allocate resources and assess performance. The Executive Team is composed of the Chief Executive Officer (“CEO”), the Chief Financial Officer (“CFO”), the Chief Product Officer (“CPO”), the Chief Technology Officer (“CTO”) and the Chief Science Officer (“CSO”). The Executive Team evaluates the Group’s financial information and resources and assess the financial performance of these resources on a consolidated basis on the basis of Net revenue/loss for the period. The Group’s revenue, results and assets for this one reportable segment can be determined by reference to the unaudited interim condensed consolidated statement of comprehensive income and unaudited interim condensed consolidated statement of financial position. As required by IFRS 8 Operating Segments, below are presented applicable entity-wide disclosures related to Moolec Science’s revenues. Revenues breakdown: The Company’s revenues arise from operations in Argentina. During the periods covered by these unaudited interim condensed consolidated financial statements the Company had no revenues from customers attributed to the entity’s country of domicile. Non-current assets other than financial instruments Non-current assets other than financial instruments are located in the following countries: As of As of Luxembourg $ 248,277 $ 251,440 United Kingdom 4,770,086 4,774,320 Argentina 4,730,355 4,930,666 United States 435,592 - Total non-current assets other than financial instruments $ 10,184,310 $ 9,956,426 |
Critical Accounting Judgements
Critical Accounting Judgements and Estimates | 3 Months Ended |
Sep. 30, 2023 | |
Critical Accounting Judgements and Estimates [Abstract] | |
Critical accounting judgements and estimates | Note 4. Critical accounting judgements and estimates The Group makes certain estimates and assumptions regarding the future. Estimates and judgments 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 the same as those described in the last annual financial statements. |
Comparative Information
Comparative Information | 3 Months Ended |
Sep. 30, 2023 | |
Comparative Information [Abstract] | |
Comparative Information | Note 5. Comparative Information The information disclosed for comparative purposes arises from the consolidated financial statements of Moolec as of June 30, 2023 and from unaudited financial information and for the period of July 1, 2022 through September 30, 2022, respectively. The exchange of shares related to the capital Reorganization contemplated by the business combination agreement, explained in Note 1 of the Group’s last annual consolidated financial statements as at and for the year ended June 30, 2023, has been given a retrospective effect in the share capital of the statement of changes in equity. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Sep. 30, 2023 | |
Intangible Assets [Abstract] | |
Intangible Assets | Note 6. Intangible Assets 2023 2022 As of June 30, Cost 8,613,615 4,598,930 Accumulated Amortization (94,517 ) - Net book amount $ 8,519,098 $ 4,598,930 Three months period ended September 30 Opening net book amount 8,519,098 4,598,930 Effect of changes in foreign exchange rates (48,421 ) - Amortization (i) (139,992 ) - Closing net book amount $ 8,330,685 $ 4,598,930 As of September 30, Cost 8,565,194 4,598,930 Accumulated Amortization (234,509 ) - Net book amount $ 8,330,685 $ 4,598,930 (i) The charge of the amortization is included in Administrative expenses and Research and development expenses (see notes 17 and 18). |
Fixed Assets
Fixed Assets | 3 Months Ended |
Sep. 30, 2023 | |
Fixed Assets [Abstract] | |
Fixed Assets | Note 7. Fixed Assets 2023 2022 As of June 30, Cost 1,171,286 10,617 Accumulated Amortization (29,204 ) (1,699 ) Net book amount $ 1,142,082 $ 8,918 Three months ended September 30, 2023 Opening net book amount 1,142,082 8,918 Effect of changes in foreign exchange rates (14,227 ) - Additions 104,441 - Depreciation (i) (40,631 ) (425 ) Closing net book amount $ 1,191,665 $ 8,494 As of September 30, 2023 Cost 1,261,500 10,617 Accumulated Depreciation (69,835 ) (2,123 ) Net book amount $ 1,191,665 $ 8,494 (i) The depreciation charge is included in Administrative expenses and Cost of sales (see notes 17 and 19). |
Other Receivables
Other Receivables | 3 Months Ended |
Sep. 30, 2023 | |
Other Receivables [Abstract] | |
Other receivables | Note 8. Other receivables Non-current As of As of Receivables with shareholders (i) 9,110,507 8,763,027 Total Other receivables $ 9,110,507 $ 8,763,027 (i) Moolec Science Limited issued an aggregate number of Moolec Science Limited ordinary shares equal to 2,354,069 (or 1,500,000 of Moolec Science SA shares after the transaction) to current individual shareholders of Bioceres S.A., and Bioceres Group PLC, (“New shareholders”) Moolec and the new shareholders entered into a subscription agreement (the “shareholders’ subscription agreement”) prior to the transaction pursuant to which Moolec Science Limited agreed to issue 2,354,069 of Moolec Science Limited ordinary shares. The subscription agreement was dated December 22, 2022. The new shareholders agreed to pay an aggregate purchase price of $15,000,000 within 5 years from the date of such subscription agreement. Such shareholders’ subscription agreement accrues an internal rate of return of 13.20%. |
Cash and Cash Equivalents
Cash and Cash Equivalents | 3 Months Ended |
Sep. 30, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Cash and cash equivalents | Note 9. Cash and cash equivalents Cash and cash equivalents at each end of period/year, as disclosed in the Unaudited interim condensed consolidated statements of cash flows, may be reconciled against the items related to the Unaudited interim condensed consolidated Statement of Financial Position as follows: As of As of Cash $ 138 $ 2,443 Bank accounts 823,008 2,061,636 Short-term investments 30,448 463,594 Total cash and cash equivalents $ 853,594 $ 2,527,673 |
Inventories
Inventories | 3 Months Ended |
Sep. 30, 2023 | |
Inventories [Abstract] | |
Inventories | Note 10. Inventories As of As of Raw materials 126,911 179,368 Finished goods 263,382 286,380 Total Inventories $ 390,293 $ 465,748 |
Share Capital and Share Premium
Share Capital and Share Premium | 3 Months Ended |
Sep. 30, 2023 | |
Share Capital and Share Premium [Abstract] | |
Share capital and share premium | Note 11. Share capital and share premium As of September 30, 2023, the share capital stock and share premium amounts to $66,996,982. The following table sets forth details of the balances as of September 30, 2023 and as of June 30, 2023: Number of Shares Shares Share Balance as of June 30, 2023 and as of September 30, 2023 37,563,768 375,641 3,068 66,996,982 Share Purchase Agreement On April 2023, the Company entered into a Share Purchase Agreement with Nomura Securities International, Inc (“Nomura”). The Agreement provides for a committed equity financing facility under which the Company has the option, but not the obligation, to sell up to the equivalent of $50 million in aggregate gross purchase price of its ordinary shares to Nomura over a 36-month period, subject to the terms of the Agreement. The Company intends to use the proceeds from any future sales of securities under the financing facility, if it is utilized, for general corporate purposes. Sales of ordinary shares to Nomura, and the timing of any such sales, will be determined by the Company from time to time in its sole discretion and will depend on a variety of factors, including, among other things, market conditions, the trading price of the ordinary shares and determinations by the Company regarding the use of proceeds from any sale. As of September 30, 2023, 3,600 shares (equivalent to $10,647) were issued under the Share Purchase Agreement. |
Share Based Payment
Share Based Payment | 3 Months Ended |
Sep. 30, 2023 | |
Share Based Payment [Abstract] | |
Share based payment | Note 12. Share based payment Under the share-based compensation plan, some employees and members of the executive management team as defined by the Board of Directors, were granted share options or restricted stock units (“RSU”) in return for their services to the Group. As of September 30, 2023, Moolec had the following shared-based payment arrangements: Share option plan for executives and senior management: ● Group 1 granted up to 579,078 underlying ordinary shares. The options have an exercise price of $1.52 and expire in December 2030 (except one case in June 2031). ● Group 2 granted up to 344,555 underlying ordinary shares. The options have an exercise price of $8.00 and expire in December 2030. ● Group 3 granted up to 700,000 underlying ordinary shares. The options have an exercise price of $4.25. 500,000 expire in January 2033 and the other 200,000 in March 2023. The fair value is defined as the actuarial expected value of the future benefits under the Plan calculated at the date in which benefits are granted and it is estimated using the option valuation method known as ‘binomial trees’. The estimate considers the effects of rotation, the vesting schedule and the possible dilutive effect of the future exercise of options. Factor Group 1 Group 2 Group 3 Fair value of shares $ 1.00 $ 1.00 $ 2.97 Exercise price $ 1.52 $ 8.00 $ 4.25 Expected volatility 70 % 70 % 70 % Dividend rate - - - Reference risk-free interest rate 3.00 % 3.00 % 4.25 % Plan duration 10 years 10 years 10 years Fair value of stock options at measurement date $ 9.11 $ 7.25 $ 2.04 There are no market-related performance conditions or non-vesting conditions that should be considered for determining the fair value of options. Moolec Science estimates an expected rotation of 2.00% annually at constant value, taking into account historical patterns of executives maintaining their jobs and the probability of exercising the options. This estimate is reviewed at the end of each annual or interim period. The following table shows the amount and exercise price and the movements of the stock options of executives and managers of the Group for the period ended September 30, 2023. September 30, 2023 Group 1 Group 2 Group 3 Number Exercise Number Exercise Number Exercise At the beginning 325,826 $ 1.52 206,598 $ 8.00 700,000 $ 4.25 Granted during the period - - - - - $ - Forfeited during the period - - - - - - Exercised during the period - - - - - - Expired during the period - - - - - - At the ending 325,826 $ 1.52 206,598 $ 8.00 700,000 $ 4.25 The charge of the plans based on options recognized during the three months period ended on September 30, 2023 and 2022, was $235,522 and $42,373. |
Accounts Payable and Other Liab
Accounts Payable and Other Liabilities | 3 Months Ended |
Sep. 30, 2023 | |
Accounts Payable and Other Liabilities [Abstract] | |
Accounts Payable and other liabilities | Note 13. Accounts Payable and other liabilities September 30, As of June 30, 2023 Transaction expenses payable 3,579,057 3,579,057 Related parties 756,887 774,460 Accruals 1,113,604 787,010 Trade payables 2,313,204 2,339,087 Total Accounts payable $ 7,762,752 $ 7,479,614 As of As of Related parties 677,000 677,000 Deferred payment related to Business Combination 498,772 492,799 Wages 265,745 221,141 Taxes 30,926 23,334 Others 366,914 271,371 Total Other liabilities $ 1,839,357 $ 1,685,645 The book value is reasonably approximate to the fair value given its short-term nature. |
Warrants Liabilities
Warrants Liabilities | 3 Months Ended |
Sep. 30, 2023 | |
Warrants Liabilities [Abstract] | |
Warrants liabilities | Note 14. Warrants liabilities Each of the Warrants to purchase an aggregate of 11,110,000 Ordinary Shares are exercisable to purchase one Ordinary Share and only whole warrants are exercisable. The exercise price of the Warrants is $ 11,50 0,01 18,00 Considering that the fair value as of September 30, 2023 and June 30, 2023, is $0.0351 and $0.0799 per Ordinary Share respectively, the valuation of warrants is the following: As of September 30, As of June 30, At the beginning of the period $ 887,689 $ - Issued by the SPAC - 1,666,500 Fair value remeasurement (Gain) (497,728 ) (778,811 ) At the end of the period $ 389,961 $ 887,689 |
Income Tax
Income Tax | 3 Months Ended |
Sep. 30, 2023 | |
Income Tax [Abstract] | |
Income Tax | Note 15. Income Tax Income tax recognized through profit or loss Income tax expense is recognized at an amount determined by multiplying the profit (loss) before tax for the interim reporting period by management’s best estimate of the weighted-average annual income tax rate expected for the full financial year, adjusted for the tax effect of certain items recognized in full in the interim period. As such, the effective tax rate in the condensed consolidated interim financial statements may differ from management’s estimate of the effective tax rate for the annual financial statements. The Group’s consolidated loss before income tax for the three months ended September 30, 2023 amounts to $1,806,294 (loss for the three months ended September 30, 2022 $721,426). The income tax benefit for the three months ended September 30, 2023 was $215,291 (for the three months ended September 30, 2022 was a loss amounted to $137,071, for which no The Group consolidated effective tax rate with respect to continuing operations for the three months ended September 30, 2023 was 12%. The tax rate used for 2023 represents the tax rate of 15% on the taxable income payable by the Group entities in Luxembourg, in accordance with the tax laws of this jurisdiction (in 2022: the tax rate was 19% in the UK). Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdiction. |
Financial Income _ Expenses
Financial Income / Expenses | 3 Months Ended |
Sep. 30, 2023 | |
Financial Income / Expenses [Abstract] | |
Financial income / expenses | Note 16. Financial income / expenses For the three months September 30, September 30, Financial Costs Interest expense (93,317 ) - Total Financial Costs $ (93,317 ) $ - Other financial results Exchange rate difference (920,898 ) (3,084 ) Investment results 110,262 - Interest income (Shareholders’ loan) 346,513 Net fair value gain of warrant liabilities 497,728 - Lease Liability Interest (6,102 ) - Inflation adjustment 536,178 - Other (8,743 ) (27 ) Total Other financial results 554,938 (3,111 ) Total net financial income / (expenses) $ 461,621 $ (3,111 ) |
Administrative Expenses
Administrative Expenses | 3 Months Ended |
Sep. 30, 2023 | |
General Information [Abstract] | |
Administrative expenses | Note 17. Administrative expenses For the three months September 30, September 30, Audit, legal and accountancy fees (693,851 ) (130,264 ) Equity settled share-based payment (432,097 ) (42,373 ) Payroll Expenses (200,833 ) (53,250 ) Insurance (141,941 ) (10,103 ) Professional fees (70,100 ) (58,000 ) Travel Expenses (36,583 ) - Amortization (138,111 ) - Depreciation (4,053 ) - Other office and admin expenses (145,849 ) (20,575 ) Total Administrative expenses $ (1,863,418 ) $ (314,565 ) |
Research and development expens
Research and development expense | 3 Months Ended |
Sep. 30, 2023 | |
Research and development expense [Abstract] | |
Research and development expense | Note 18. Research and development expense For the three months September 30, September 30, Professional fees (216,835 ) (132,011 ) Laboratories’ related expenses (40,731 ) (98,983 ) Amortization (1,881 ) (425 ) Depreciation of right-of-use assets (9,894 ) - Other research and development expenses (118,394 ) (141,513 ) Total Research and development expenses $ (387,736 ) $ (372,932 ) |
Cost of Sales
Cost of Sales | 3 Months Ended |
Sep. 30, 2023 | |
Cost of Sales [Abstract] | |
Cost of sales | Note 19. Cost of sales For the three months September 30, September 30, Inventories at beginning (465,748 ) - Purchases (1,097,249 ) - Production costs Payroll and professional fees (202,812 ) - Maintenance, energy and fuel related to fixed assets (101,635 ) - Amortization and depreciation (36,578 ) - Other production costs (126,628 ) - Sub-total production costs (467,653 ) - Foreign currency translation 120,715 - Sub-total (1,909,935 ) - Inventories as of the end 390,293 - Cost of sales (1,519,642 ) - |
Net Loss per Share
Net Loss per Share | 3 Months Ended |
Sep. 30, 2023 | |
Net Loss per Share [Abstract] | |
Net loss per share | Note 20. Net loss per share The Group’s basic and diluted loss per ordinary share are the same because the Group has generated net loss to ordinary shareholders. The following table presents the calculation of basic and diluted loss per ordinary share for the periods ended on September 30, 2023 and September 30, 2022 as follows: Numerator September 30, September 30, Loss for the period, attributable to the owners of the Group (1,591,003 ) (721,426 ) Loss attributable to the ordinary shareholders (1,591,003 ) (721,426 ) Weighted-average number of ordinary shares (basic and diluted) Denominator September 30, September 30, Weighted-average number of ordinary shares 37,806,468 31,000,000 Net loss attributable to ordinary shareholders per share September 30, September 30, Basic and Diluted (0.04 ) (0.02 ) |
Related Parties
Related Parties | 3 Months Ended |
Sep. 30, 2023 | |
Related Parties [Abstract] | |
Related parties | Note 21. Related parties Balances and transactions between the Group entities, which are related parties, have been eliminated on consolidation and are not disclosed in this note. Transactions between the Group and its directors and/or executive board members and the Company and the Parent are disclosed below. Transactions with key management personnel Key management personnel compensation comprised: Other Related Party Transactions For the three months In USD ($) September 30, September 30, Short-term employee benefits 15,375 - Share based payment 214,963 40,341 Other Related Party Transactions In USD ($) Note For the three months period ended September 30, For the three months period ended September 30, Share based payment Key management 214,963 40,341 Expenses Paid on Behalf of the Company Parent of BG Farming Technologies - Bioceres S.A. (i) - 182,634 Services Provided by Other Companies 30% owned by Bioceres S.A. - INMET S.A.- Ingenieria Metabolica S.A (ii) 19,750 - 98.6% owned by Bioceres S.A. - INDEAR S.A.- Instituto de Agrobiotecnología Rosario (iii) 26,114 - Owned by Bioceres S.A. - Agrality Inc. (iv) 26,750 - Founded and operated by the Company’s CPO - Future Foods B.V. (v) 1,580 10,461 Moolec Science SA Shareholders (vii) 346,517 - (i) Expenses paid by Bioceres LLC on behalf of the Company. (ii) The Company entered into an agreement with INMET S.A.- Ingenieria Metabolica S,A through which it would receive research services in exchange for payment. (iii) The Company entered into an agreement with INDEAR S.A.- Instituto de Agrobiotecnologia Rosario where it would receive research services in exchange for payment. (iv) The Company entered into an agreement with Agrality Inc, for the provision of services. (v) The Company entered into an agreement with Future Foods B.V. for the provision of services. (vi) The Company entered into an agreement with shareholders which accrues an internal rate of return. Other Related Party Balances In USD ($) Balance Balance 100% Subsidiary of Bioceres S.A. - (623,629 ) (623,629 ) Moolec S.A. Shareholders 9,109,544 8,763,027 Union Group Ventures Limited (677,000 ) (677,000 ) INDEAR S.A. (46,380 ) (72,494 ) Future Foods B.V (40,378 ) (78,337 ) INMET S.A.- Ingenieria Metabolica S.A (19,750 ) - Agrality Inc. (26,750 ) - |
Financial instruments
Financial instruments | 3 Months Ended |
Sep. 30, 2023 | |
Financial Instruments [Abstract] | |
Financial instruments | Note 22. Financial instruments Accounting classification and fair value Financial assets and liabilities are recognized when an entity of the Group becomes party to the contractual provisions of an instrument. The Company applies a hierarchy to classify valuation methods used to measure financial instruments carried at fair value. Levels 1 to 3 are defined based on the degree to which fair value inputs are observable and have a significant effect on the recorded fair value, as follows: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2: Valuation techniques use significant observable inputs, either directly (i.e., as prices) or indirectly (i.e., derived from prices), or valuations are based on quoted prices for similar instruments; and Level 3: Valuation techniques use significant inputs that are not based on observable market data (unobservable inputs). The following represents the carrying value and fair value of the Company’s financial instruments and non-financial derivatives: Recurring measurements Note As of As of Financial Assets Amortized costs Cash and cash equivalents (i) 823,146 2,064,079 Trade and other receivables (i) 10,920,899 10,454,301 Fair value through profit or loss Cash and cash equivalents (ii) 30,448 463,594 Short-term investments (ii) 263 306,034 Total financial assets $ 11,774,756 $ 13,288,008 Financial Liabilities Amortized costs Trade and other payables (i) 9,602,140 9,340,571 Financial debt (i) 2,392,784 2,645,289 Lease liabilities (i) 372,471 - Fair value through profit or loss Warrant liabilities (ii) 389,961 887,689 Total financial liabilities $ 12,757,356 $ 12,873,549 Net financial asset /(liability) $ (982,600 ) $ 414,459 (i) Cash, short-term investments, trade and other receivables, prepayments, trade and other payables, financial debts and lease liabilities are recorded at carrying value, which approximates fair value due to their short-term nature and generally negligible credit losses. (ii) Fair value of cash equivalent, short-term investment and warrants has been determined using the quoted market price at the period-end (level 1). |
Events after the Reporting Peri
Events after the Reporting Period | 3 Months Ended |
Sep. 30, 2023 | |
Events after the Reporting Period [Abstract] | |
Events after the reporting period | Note 23. Events after the reporting period Management has considered subsequent events through the date these interim condensed consolidated financial statements were issued. As of October 15, 2023, the Company has entered into an agreement to issue a convertible note due 2026 to Grupo Insud (“Insud”) amount of approximately $21 million (the “Insud Convertible Note”) with a strike price of US $6.00 per share. The Insud Convertible Note will be issued against a cash payment of US $10 million and in-kind contributions to be made by Insud to Moolec Science. In-kind contributions include credits to access Insud’s state-of-the-art industrial capabilities, operational services, and the incorporation of joint agreement participation, started with the Company in the past. At maturity, Moolec Science will hold the option to deliver ordinary shares, cash, or a combination of cash and ordinary shares. The agreement signed with Insud, follows Moolec Science’s previous announcement that it entered into a Memorandum of Understanding with Bioceres Crop Solutions “BIOX”) that secures the supply of approximately 15,000 tons of HB4® soybeans (the “BIOX Supply Agreement”) that may be upsized for a similar volume. The BIOX Supply Agreement will be paid through the issuance of a convertible note (the “BIOX Convertible Note” and together with the Insud Convertible Note, the “Convertible Notes”) on arms-length terms to the Insud Convertible Note. Together, the Convertible Notes total approximately US $30 million of cash and in-kind contributions that include soybean inventories, operational services, and the acquisition of joint arrangement participation. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
New and amended IFRS Standards that are effective for the current period | Note 3.2. New and amended IFRS Standards that are effective for the current period a) The following new standards, amendments and interpretations became applicable for the current reporting period and adopted by the Group. - Amendment to IAS 12 –Deferred tax related to assets and liabilities arising from a single transaction. - International Tax Reform—Pillar Two Model Rules (Amendments to IAS 12). - Amendments to IAS 1 and IFRS Practice Statement 2- Disclosure of Accounting Policies. - Amendments to IAS 8-Definition of Accounting Estimates. - IFRS 17, “Insurance Contracts”These new standards and amendments did not have any material impact on the Group. b) The following new standards are not yet adopted by the Group. - Amendments to IFRS 16- Lease Liability in a Sale and Leaseback. The amendments are effective for annual reporting periods beginning on or after 1 January 2024. - Amendments to IAS 1 – Non- current liabilities with covenants. The amendments are effective for annual reporting periods beginning on or after 1 January 2024. - Amendments to IAS 7- Statement of Cash Flows & to IFRS 7- Financial Instruments: Disclosures. The amendments are effective for annual reporting periods beginning on or after 1 January 2024. - Amendments to IAS 21- The Effects of Changes in Foreign Exchange Rates Titled Lack of Exchangeability. The amendments are effective for annual reporting periods beginning on or after 1 January 2025. - Amendment to IAS 7 and IFRS 7 - Supplier Financing. The amendments are effective for annual periods beginning on or after January 1, 2024. These amendments are not expected to have a material impact on the Group. |
Segment reporting | Note 3.3. Segment reporting The Group operates in a single operating segment, which is “science-based food ingredients”. Operating segments are defined as components of an enterprise for which separate financial information is regularly evaluated by the chief operating decision maker, who in the Group’s case is the Executive Team, in deciding how to allocate resources and assess performance. The Executive Team is composed of the Chief Executive Officer (“CEO”), the Chief Financial Officer (“CFO”), the Chief Product Officer (“CPO”), the Chief Technology Officer (“CTO”) and the Chief Science Officer (“CSO”). The Executive Team evaluates the Group’s financial information and resources and assess the financial performance of these resources on a consolidated basis on the basis of Net revenue/loss for the period. The Group’s revenue, results and assets for this one reportable segment can be determined by reference to the unaudited interim condensed consolidated statement of comprehensive income and unaudited interim condensed consolidated statement of financial position. As required by IFRS 8 Operating Segments, below are presented applicable entity-wide disclosures related to Moolec Science’s revenues. Revenues breakdown: The Company’s revenues arise from operations in Argentina. During the periods covered by these unaudited interim condensed consolidated financial statements the Company had no revenues from customers attributed to the entity’s country of domicile. Non-current assets other than financial instruments Non-current assets other than financial instruments are located in the following countries: As of As of Luxembourg $ 248,277 $ 251,440 United Kingdom 4,770,086 4,774,320 Argentina 4,730,355 4,930,666 United States 435,592 - Total non-current assets other than financial instruments $ 10,184,310 $ 9,956,426 |
General Information (Tables)
General Information (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
General Information [Abstract] | |
Schedule of Consolidated Financial Statements, and Holds a Majority of the Voting Rights | The subsidiaries and joint arrangements of the Company, of which their financial results have been included in the interim condensed consolidated Financial Statements, and in which the Company holds a majority of the voting rights or shares joint control as of September 30, 2023 are as follows: Name Principal activities Country of % Equity Moolec Science Limited (i) Investment in subsidiaries United Kingdom 100 % LightJump Acquisition Corporation Investment in subsidiaries USA 100 % ValoraSoy S.A. (ii) Investment in subsidiaries Argentina 100 % AG Biomolecules LLC (DE) Investment in subsidiaries USA 100 % Microo Foods Ingredients S.L. (iii) Investment in joint arrangements Spain 50 % |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Summary of Significant Accounting Policies [Abstract] | |
Schedule of Non-Current Assets Other than Financial Instruments | Non-current assets other than financial instruments are located in the following countries: As of As of Luxembourg $ 248,277 $ 251,440 United Kingdom 4,770,086 4,774,320 Argentina 4,730,355 4,930,666 United States 435,592 - Total non-current assets other than financial instruments $ 10,184,310 $ 9,956,426 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Intangible Assets [Abstract] | |
Schedule of Intangible Assets | 2023 2022 As of June 30, Cost 8,613,615 4,598,930 Accumulated Amortization (94,517 ) - Net book amount $ 8,519,098 $ 4,598,930 Three months period ended September 30 Opening net book amount 8,519,098 4,598,930 Effect of changes in foreign exchange rates (48,421 ) - Amortization (i) (139,992 ) - Closing net book amount $ 8,330,685 $ 4,598,930 As of September 30, Cost 8,565,194 4,598,930 Accumulated Amortization (234,509 ) - Net book amount $ 8,330,685 $ 4,598,930 (i) The charge of the amortization is included in Administrative expenses and Research and development expenses (see notes 17 and 18). |
Fixed Assets (Tables)
Fixed Assets (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Fixed Assets [Abstract] | |
Schedule of fixed assets | 2023 2022 As of June 30, Cost 1,171,286 10,617 Accumulated Amortization (29,204 ) (1,699 ) Net book amount $ 1,142,082 $ 8,918 Three months ended September 30, 2023 Opening net book amount 1,142,082 8,918 Effect of changes in foreign exchange rates (14,227 ) - Additions 104,441 - Depreciation (i) (40,631 ) (425 ) Closing net book amount $ 1,191,665 $ 8,494 As of September 30, 2023 Cost 1,261,500 10,617 Accumulated Depreciation (69,835 ) (2,123 ) Net book amount $ 1,191,665 $ 8,494 |
Other Receivables (Tables)
Other Receivables (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Other Receivables [Abstract] | |
Schedule of Non-Current Other Receivables | As of As of Receivables with shareholders (i) 9,110,507 8,763,027 Total Other receivables $ 9,110,507 $ 8,763,027 (i) Moolec Science Limited issued an aggregate number of Moolec Science Limited ordinary shares equal to 2,354,069 (or 1,500,000 of Moolec Science SA shares after the transaction) to current individual shareholders of Bioceres S.A., and Bioceres Group PLC, (“New shareholders”) Moolec and the new shareholders entered into a subscription agreement (the “shareholders’ subscription agreement”) prior to the transaction pursuant to which Moolec Science Limited agreed to issue 2,354,069 of Moolec Science Limited ordinary shares. The subscription agreement was dated December 22, 2022. The new shareholders agreed to pay an aggregate purchase price of $15,000,000 within 5 years from the date of such subscription agreement. Such shareholders’ subscription agreement accrues an internal rate of return of 13.20%. |
Cash and Cash Equivalents (Tabl
Cash and Cash Equivalents (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Cash and Cash Equivalents | Cash and cash equivalents at each end of period/year, as disclosed in the Unaudited interim condensed consolidated statements of cash flows, may be reconciled against the items related to the Unaudited interim condensed consolidated Statement of Financial Position as follows: As of As of Cash $ 138 $ 2,443 Bank accounts 823,008 2,061,636 Short-term investments 30,448 463,594 Total cash and cash equivalents $ 853,594 $ 2,527,673 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Inventories [Abstract] | |
Schedule of Inventories | As of As of Raw materials 126,911 179,368 Finished goods 263,382 286,380 Total Inventories $ 390,293 $ 465,748 |
Share Capital and Share Premi_2
Share Capital and Share Premium (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Share Capital and Share Premium [Abstract] | |
Schedule of Share Capital and Share Premium Amounts | The following table sets forth details of the balances as of September 30, 2023 and as of June 30, 2023: Number of Shares Shares Share Balance as of June 30, 2023 and as of September 30, 2023 37,563,768 375,641 3,068 66,996,982 |
Share Based Payment (Tables)
Share Based Payment (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Share Based Payment [Abstract] | |
Schedule of Possible Dilutive Effect of the Future Exercise of Options | The estimate considers the effects of rotation, the vesting schedule and the possible dilutive effect of the future exercise of options. Factor Group 1 Group 2 Group 3 Fair value of shares $ 1.00 $ 1.00 $ 2.97 Exercise price $ 1.52 $ 8.00 $ 4.25 Expected volatility 70 % 70 % 70 % Dividend rate - - - Reference risk-free interest rate 3.00 % 3.00 % 4.25 % Plan duration 10 years 10 years 10 years Fair value of stock options at measurement date $ 9.11 $ 7.25 $ 2.04 |
Schedule of Amount and Exercise Price and the Movements of the Stock Options of Executives and Managers | The following table shows the amount and exercise price and the movements of the stock options of executives and managers of the Group for the period ended September 30, 2023. September 30, 2023 Group 1 Group 2 Group 3 Number Exercise Number Exercise Number Exercise At the beginning 325,826 $ 1.52 206,598 $ 8.00 700,000 $ 4.25 Granted during the period - - - - - $ - Forfeited during the period - - - - - - Exercised during the period - - - - - - Expired during the period - - - - - - At the ending 325,826 $ 1.52 206,598 $ 8.00 700,000 $ 4.25 |
Accounts Payable and Other Li_2
Accounts Payable and Other Liabilities (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Accounts Payable and Other Liabilities [Abstract] | |
Schedule of Accounts Payable | September 30, As of June 30, 2023 Transaction expenses payable 3,579,057 3,579,057 Related parties 756,887 774,460 Accruals 1,113,604 787,010 Trade payables 2,313,204 2,339,087 Total Accounts payable $ 7,762,752 $ 7,479,614 |
Schedule of Other Liabilities | As of As of Related parties 677,000 677,000 Deferred payment related to Business Combination 498,772 492,799 Wages 265,745 221,141 Taxes 30,926 23,334 Others 366,914 271,371 Total Other liabilities $ 1,839,357 $ 1,685,645 |
Warrants Liabilities (Tables)
Warrants Liabilities (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Warrants Liabilities [Abstract] | |
Schedule of Fair Value of Valuation of Warrants | Considering that the fair value as of September 30, 2023 and June 30, 2023, is $0.0351 and $0.0799 per Ordinary Share respectively, the valuation of warrants is the following: As of September 30, As of June 30, At the beginning of the period $ 887,689 $ - Issued by the SPAC - 1,666,500 Fair value remeasurement (Gain) (497,728 ) (778,811 ) At the end of the period $ 389,961 $ 887,689 |
Financial Income _ Expenses (Ta
Financial Income / Expenses (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Financial Income / Expenses [Abstract] | |
Schedule of Financial Income / Expenses | For the three months September 30, September 30, Financial Costs Interest expense (93,317 ) - Total Financial Costs $ (93,317 ) $ - Other financial results Exchange rate difference (920,898 ) (3,084 ) Investment results 110,262 - Interest income (Shareholders’ loan) 346,513 Net fair value gain of warrant liabilities 497,728 - Lease Liability Interest (6,102 ) - Inflation adjustment 536,178 - Other (8,743 ) (27 ) Total Other financial results 554,938 (3,111 ) Total net financial income / (expenses) $ 461,621 $ (3,111 ) |
Administrative Expenses (Tables
Administrative Expenses (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
General Information [Abstract] | |
Schedule of Administrative Expenses | For the three months September 30, September 30, Audit, legal and accountancy fees (693,851 ) (130,264 ) Equity settled share-based payment (432,097 ) (42,373 ) Payroll Expenses (200,833 ) (53,250 ) Insurance (141,941 ) (10,103 ) Professional fees (70,100 ) (58,000 ) Travel Expenses (36,583 ) - Amortization (138,111 ) - Depreciation (4,053 ) - Other office and admin expenses (145,849 ) (20,575 ) Total Administrative expenses $ (1,863,418 ) $ (314,565 ) |
Research and development expe_2
Research and development expense (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Research and development expense [Abstract] | |
Schedule of Research and Development Expense | For the three months September 30, September 30, Professional fees (216,835 ) (132,011 ) Laboratories’ related expenses (40,731 ) (98,983 ) Amortization (1,881 ) (425 ) Depreciation of right-of-use assets (9,894 ) - Other research and development expenses (118,394 ) (141,513 ) Total Research and development expenses $ (387,736 ) $ (372,932 ) |
Cost of Sales (Tables)
Cost of Sales (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Cost of Sales [Abstract] | |
Schedule of Cost of Sales | For the three months September 30, September 30, Inventories at beginning (465,748 ) - Purchases (1,097,249 ) - Production costs Payroll and professional fees (202,812 ) - Maintenance, energy and fuel related to fixed assets (101,635 ) - Amortization and depreciation (36,578 ) - Other production costs (126,628 ) - Sub-total production costs (467,653 ) - Foreign currency translation 120,715 - Sub-total (1,909,935 ) - Inventories as of the end 390,293 - Cost of sales (1,519,642 ) - |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Net Loss per Share [Abstract] | |
Schedule of Net Loss Per Share | The following table presents the calculation of basic and diluted loss per ordinary share for the periods ended on September 30, 2023 and September 30, 2022 as follows: Numerator September 30, September 30, Loss for the period, attributable to the owners of the Group (1,591,003 ) (721,426 ) Loss attributable to the ordinary shareholders (1,591,003 ) (721,426 ) Denominator September 30, September 30, Weighted-average number of ordinary shares 37,806,468 31,000,000 Net loss attributable to ordinary shareholders per share September 30, September 30, Basic and Diluted (0.04 ) (0.02 ) |
Related Parties (Tables)
Related Parties (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Related Parties [Abstract] | |
Schedule of Other Related Party Transactions | Other Related Party Transactions For the three months In USD ($) September 30, September 30, Short-term employee benefits 15,375 - Share based payment 214,963 40,341 |
Schedule of Share Based Payment | Other Related Party Transactions In USD ($) Note For the three months period ended September 30, For the three months period ended September 30, Share based payment Key management 214,963 40,341 Expenses Paid on Behalf of the Company Parent of BG Farming Technologies - Bioceres S.A. (i) - 182,634 Services Provided by Other Companies 30% owned by Bioceres S.A. - INMET S.A.- Ingenieria Metabolica S.A (ii) 19,750 - 98.6% owned by Bioceres S.A. - INDEAR S.A.- Instituto de Agrobiotecnología Rosario (iii) 26,114 - Owned by Bioceres S.A. - Agrality Inc. (iv) 26,750 - Founded and operated by the Company’s CPO - Future Foods B.V. (v) 1,580 10,461 Moolec Science SA Shareholders (vii) 346,517 - (i) Expenses paid by Bioceres LLC on behalf of the Company. (ii) The Company entered into an agreement with INMET S.A.- Ingenieria Metabolica S,A through which it would receive research services in exchange for payment. (iii) The Company entered into an agreement with INDEAR S.A.- Instituto de Agrobiotecnologia Rosario where it would receive research services in exchange for payment. (iv) The Company entered into an agreement with Agrality Inc, for the provision of services. (v) The Company entered into an agreement with Future Foods B.V. for the provision of services. (vi) The Company entered into an agreement with shareholders which accrues an internal rate of return. |
Schedule of Other Related Party Balances | Other Related Party Balances In USD ($) Balance Balance 100% Subsidiary of Bioceres S.A. - (623,629 ) (623,629 ) Moolec S.A. Shareholders 9,109,544 8,763,027 Union Group Ventures Limited (677,000 ) (677,000 ) INDEAR S.A. (46,380 ) (72,494 ) Future Foods B.V (40,378 ) (78,337 ) INMET S.A.- Ingenieria Metabolica S.A (19,750 ) - Agrality Inc. (26,750 ) - |
Financial instruments (Tables)
Financial instruments (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Financial Instruments [Abstract] | |
Schedule of Carrying Value and Fair Value of the Company’s Financial Instruments | The following represents the carrying value and fair value of the Company’s financial instruments and non-financial derivatives: Recurring measurements Note As of As of Financial Assets Amortized costs Cash and cash equivalents (i) 823,146 2,064,079 Trade and other receivables (i) 10,920,899 10,454,301 Fair value through profit or loss Cash and cash equivalents (ii) 30,448 463,594 Short-term investments (ii) 263 306,034 Total financial assets $ 11,774,756 $ 13,288,008 Financial Liabilities Amortized costs Trade and other payables (i) 9,602,140 9,340,571 Financial debt (i) 2,392,784 2,645,289 Lease liabilities (i) 372,471 - Fair value through profit or loss Warrant liabilities (ii) 389,961 887,689 Total financial liabilities $ 12,757,356 $ 12,873,549 Net financial asset /(liability) $ (982,600 ) $ 414,459 (i) Cash, short-term investments, trade and other receivables, prepayments, trade and other payables, financial debts and lease liabilities are recorded at carrying value, which approximates fair value due to their short-term nature and generally negligible credit losses. (ii) Fair value of cash equivalent, short-term investment and warrants has been determined using the quoted market price at the period-end (level 1). |
General Information (Details)
General Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
General Information (Details) [Line Items] | ||
Negative working capital | $ 9,316,239 | |
Microo Foods Ingredients S.L. [Member] | ||
General Information (Details) [Line Items] | ||
Investment in joint arrangements | 50% | 50% |
General Information (Details) -
General Information (Details) - Schedule of Consolidated Financial Statements, and Holds a Majority of the Voting Rights | 3 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Moolec Science Limited [Member] | ||
General Information (Details) - Schedule of Consolidated Financial Statements, and Holds a Majority of the Voting Rights [Line Items] | ||
Principal activities, subsidiaries | Investment in subsidiaries | |
Country of incorporation and principal place of business, subsidiaries | United Kingdom | |
% Equity interest as of September 30, 2023, subsidiaries | 100% | |
LightJump Acquisition Corporation [Member] | ||
General Information (Details) - Schedule of Consolidated Financial Statements, and Holds a Majority of the Voting Rights [Line Items] | ||
Principal activities, subsidiaries | Investment in subsidiaries | |
Country of incorporation and principal place of business, subsidiaries | USA | |
% Equity interest as of September 30, 2023, subsidiaries | 100% | |
ValoraSoy S.A. [Member] | ||
General Information (Details) - Schedule of Consolidated Financial Statements, and Holds a Majority of the Voting Rights [Line Items] | ||
Principal activities, subsidiaries | Investment in subsidiaries | |
Country of incorporation and principal place of business, subsidiaries | Argentina | |
% Equity interest as of September 30, 2023, subsidiaries | 100% | |
AG Biomolecules LLC [Member] | ||
General Information (Details) - Schedule of Consolidated Financial Statements, and Holds a Majority of the Voting Rights [Line Items] | ||
Principal activities, subsidiaries | Investment in subsidiaries | |
Country of incorporation and principal place of business, subsidiaries | USA | |
% Equity interest as of September 30, 2023, subsidiaries | 100% | |
Microo Foods Ingredients S.L. [Member] | ||
General Information (Details) - Schedule of Consolidated Financial Statements, and Holds a Majority of the Voting Rights [Line Items] | ||
Principal activities, joint arrangements | Investment in joint arrangements | |
Country of incorporation and principal place of business, joint arrangements | Spain | |
% Equity interest as of September 30, 2023, joint arrangements | 50% | 50% |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - Schedule of Non-Current Assets Other than Financial Instruments - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 |
Summary of Significant Accounting Policies (Details) - Schedule of Non-Current Assets Other than Financial Instruments [Line Items] | ||
Total non-current assets other than financial instruments | $ 10,184,310 | $ 9,956,426 |
Luxembourg [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of Non-Current Assets Other than Financial Instruments [Line Items] | ||
Total non-current assets other than financial instruments | 248,277 | 251,440 |
United Kingdom [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of Non-Current Assets Other than Financial Instruments [Line Items] | ||
Total non-current assets other than financial instruments | 4,770,086 | 4,774,320 |
Argentina [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of Non-Current Assets Other than Financial Instruments [Line Items] | ||
Total non-current assets other than financial instruments | 4,730,355 | 4,930,666 |
United States [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of Non-Current Assets Other than Financial Instruments [Line Items] | ||
Total non-current assets other than financial instruments | $ 435,592 |
Intangible Assets (Details) - S
Intangible Assets (Details) - Schedule of Intangible Assets - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Jun. 30, 2022 | ||
2023 [Member] | |||
Schedule of Intangible Assets [Line Items] | |||
Cost | $ 8,613,615 | ||
Accumulated Amortization | (94,517) | ||
Net book amount | 8,519,098 | ||
Three months period ended September 30 | |||
Opening net book amount | 8,519,098 | ||
Effect of changes in foreign exchange rates | (48,421) | ||
Amortization | [1] | (139,992) | |
Closing net book amount | 8,330,685 | ||
As of September 30, | |||
Cost | 8,565,194 | ||
Accumulated Amortization | (234,509) | ||
Net book amount | $ 8,330,685 | ||
2022 [Member] | |||
Schedule of Intangible Assets [Line Items] | |||
Cost | $ 4,598,930 | ||
Accumulated Amortization | |||
Net book amount | 4,598,930 | ||
Three months period ended September 30 | |||
Opening net book amount | 4,598,930 | ||
Effect of changes in foreign exchange rates | |||
Amortization | [1] | ||
Closing net book amount | 4,598,930 | ||
As of September 30, | |||
Cost | 4,598,930 | ||
Accumulated Amortization | |||
Net book amount | $ 4,598,930 | ||
[1] The charge of the amortization is included in Administrative expenses and Research and development expenses (see notes 17 and 18). |
Fixed Assets (Details) - Schedu
Fixed Assets (Details) - Schedule of fixed assets - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule Of Fixed Assets Abstract | ||
Cost | $ 1,171,286 | $ 10,617 |
Accumulated Amortization | (29,204) | (1,699) |
Net book amount | 1,142,082 | 8,918 |
Three months ended September 30, 2023 | ||
Opening net book amount | 1,142,082 | 8,918 |
Effect of changes in foreign exchange rates | (14,227) | |
Additions | 104,441 | |
Depreciation | (40,631) | (425) |
Closing net book amount | 1,191,665 | 8,494 |
As of September 30, 2023 | ||
Cost | 1,261,500 | 10,617 |
Accumulated Depreciation | (69,835) | (2,123) |
Net book amount | $ 1,191,665 | $ 8,494 |
Other Receivables (Details)
Other Receivables (Details) | 3 Months Ended |
Sep. 30, 2023 USD ($) shares | |
Other Receivables [Line Items] | |
Purchase payment term | 5 years |
Internal rate of return percentage | 13.20% |
Subscription Agreements [Member] | |
Other Receivables [Line Items] | |
Aggregate purchase price (in Dollars) | $ | $ 15,000,000 |
Top of range [Member] | |
Other Receivables [Line Items] | |
Ordinary shares issued | 2,354,069 |
Bottom of range [Member] | |
Other Receivables [Line Items] | |
Ordinary shares issued | 1,500,000 |
Moolec Science Limited [Member] | |
Other Receivables [Line Items] | |
Ordinary shares issued | 2,354,069 |
Other Receivables (Details) - S
Other Receivables (Details) - Schedule of Non-Current Other Receivables - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 | |
Schedule of Non-Current Other Receivables [Abstract] | |||
Receivables with shareholders | [1] | $ 9,110,507 | $ 8,763,027 |
Total Other receivables | $ 9,110,507 | $ 8,763,027 | |
[1]Moolec Science Limited issued an aggregate number of Moolec Science Limited ordinary shares equal to 2,354,069 (or 1,500,000 of Moolec Science SA shares after the transaction) to current individual shareholders of Bioceres S.A., and Bioceres Group PLC, (“New shareholders”) Moolec and the new shareholders entered into a subscription agreement (the “shareholders’ subscription agreement”) prior to the transaction pursuant to which Moolec Science Limited agreed to issue 2,354,069 of Moolec Science Limited ordinary shares. The subscription agreement was dated December 22, 2022. The new shareholders agreed to pay an aggregate purchase price of $15,000,000 within 5 years from the date of such subscription agreement. Such shareholders’ subscription agreement accrues an internal rate of return of 13.20%. |
Cash and Cash Equivalents (Deta
Cash and Cash Equivalents (Details) - Schedule of Cash and Cash Equivalents - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 |
Schedule of cash and cash equivalents [Abstract] | ||
Cash | $ 138 | $ 2,443 |
Bank accounts | 823,008 | 2,061,636 |
Short-term investments | 30,448 | 463,594 |
Total cash and cash equivalents | $ 853,594 | $ 2,527,673 |
Inventories (Details) - Schedul
Inventories (Details) - Schedule of Inventories - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 |
Schedule of Inventories [Abstract] | ||
Raw materials | $ 126,911 | $ 179,368 |
Finished goods | 263,382 | 286,380 |
Total Inventories | $ 390,293 | $ 465,748 |
Share Capital and Share Premi_3
Share Capital and Share Premium (Details) - USD ($) | Apr. 30, 2023 | Sep. 30, 2023 | Jun. 30, 2023 |
Share Capital and Share Premium [Line Items] | |||
Capital stock and share premium | $ 66,996,982 | $ 66,996,982 | |
Number of share issued (in Shares) | 37,563,768 | ||
Share Purchase Agreement [Member] | |||
Share Capital and Share Premium [Line Items] | |||
Sale of stock value | $ 50,000,000 | ||
Number of share issued (in Shares) | 3,600 | ||
Number of share issued value | $ 10,647 |
Share Capital and Share Premi_4
Share Capital and Share Premium (Details) - Schedule of Share Capital and Share Premium Amounts - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 |
Schedule of Share Capital and Share Premium Amounts [Abstract] | ||
Number of shares, Balance (in Shares) | 37,563,768 | |
Shares issued amount, Balance | $ 375,641 | $ 375,641 |
Shares to be issued amount, Balance | 3,068 | 3,068 |
Share Premium, Balance | $ 66,996,982 | $ 66,996,982 |
Share Based Payment (Details)
Share Based Payment (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |
Mar. 31, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share Based Payment [Line Items] | |||
Share options expired | 200,000 | 500,000 | |
Constant value percentage | 2% | ||
Options recognized amount (in Dollars) | $ 235,522 | $ 42,373 | |
Group 1 Granted [Member] | |||
Share Based Payment [Line Items] | |||
Underlying ordinary shares | 579,078 | ||
Exercise price (in Dollars per share) | $ 1.52 | ||
Group 2 Granted [Member] | |||
Share Based Payment [Line Items] | |||
Underlying ordinary shares | 344,555 | ||
Exercise price (in Dollars per share) | $ 8 | ||
Group 3 Granted [Member] | |||
Share Based Payment [Line Items] | |||
Underlying ordinary shares | 700,000 | ||
Exercise price (in Dollars per share) | $ 4.25 |
Share Based Payment (Details) -
Share Based Payment (Details) - Schedule of Possible Dilutive Effect of the Future Exercise of Options | 3 Months Ended |
Sep. 30, 2023 $ / shares $ / item | |
Group 1 [Member] | |
Share Based Payment (Details) - Schedule of Possible Dilutive Effect of the Future Exercise of Options [Line Items] | |
Fair value of shares (in Dollars per share) | $ / shares | $ 1 |
Exercise price (in Dollars per Item) | 1.52 |
Expected volatility | 70% |
Dividend rate | |
Reference risk-free interest rate | 3% |
Plan duration | 10 years |
Fair value of stock options at measurement date (in Dollars per Item) | 9.11 |
Group 2 [Member] | |
Share Based Payment (Details) - Schedule of Possible Dilutive Effect of the Future Exercise of Options [Line Items] | |
Fair value of shares (in Dollars per share) | $ / shares | $ 1 |
Exercise price (in Dollars per Item) | 8 |
Expected volatility | 70% |
Dividend rate | |
Reference risk-free interest rate | 3% |
Plan duration | 10 years |
Fair value of stock options at measurement date (in Dollars per Item) | 7.25 |
Group 3 [Member] | |
Share Based Payment (Details) - Schedule of Possible Dilutive Effect of the Future Exercise of Options [Line Items] | |
Fair value of shares (in Dollars per share) | $ / shares | $ 2.97 |
Exercise price (in Dollars per Item) | 4.25 |
Expected volatility | 70% |
Dividend rate | |
Reference risk-free interest rate | 4.25% |
Plan duration | 10 years |
Fair value of stock options at measurement date (in Dollars per Item) | 2.04 |
Share Based Payment (Details)_2
Share Based Payment (Details) - Schedule of Amount and Exercise Price and the Movements of the Stock Options of Executives and Managers | Sep. 30, 2023 $ / shares shares |
Group 1 [Member] | |
Share Based Payment (Details) - Schedule of Amount and Exercise Price and the Movements of the Stock Options of Executives and Managers [Line Items] | |
Number of options, At the beginning | shares | 325,826 |
Exercise price, At the beginning | $ / shares | $ 1.52 |
Number of options, Granted during the period | shares | |
Exercise price, Granted during the period | $ / shares | |
Number of options, Forfeited during the period | shares | |
Exercise price, Forfeited during the period | $ / shares | |
Number of options, Exercised during the period | shares | |
Exercise price, Exercised during the period | $ / shares | |
Number of options, Expired during the period | shares | |
Exercise price, Expired during the period | $ / shares | |
Number of options,At the ending | shares | 325,826 |
Exercise price, At the ending | $ / shares | $ 1.52 |
Group 2 [Member] | |
Share Based Payment (Details) - Schedule of Amount and Exercise Price and the Movements of the Stock Options of Executives and Managers [Line Items] | |
Number of options, At the beginning | shares | 206,598 |
Exercise price, At the beginning | $ / shares | $ 8 |
Number of options, Granted during the period | shares | |
Exercise price, Granted during the period | $ / shares | |
Number of options, Forfeited during the period | shares | |
Exercise price, Forfeited during the period | $ / shares | |
Number of options, Exercised during the period | shares | |
Exercise price, Exercised during the period | $ / shares | |
Number of options, Expired during the period | shares | |
Exercise price, Expired during the period | $ / shares | |
Number of options,At the ending | shares | 206,598 |
Exercise price, At the ending | $ / shares | $ 8 |
Group 3 [Member] | |
Share Based Payment (Details) - Schedule of Amount and Exercise Price and the Movements of the Stock Options of Executives and Managers [Line Items] | |
Number of options, At the beginning | shares | 700,000 |
Exercise price, At the beginning | $ / shares | $ 4.25 |
Number of options, Granted during the period | shares | |
Exercise price, Granted during the period | $ / shares | |
Number of options, Forfeited during the period | shares | |
Exercise price, Forfeited during the period | $ / shares | |
Number of options, Exercised during the period | shares | |
Exercise price, Exercised during the period | $ / shares | |
Number of options, Expired during the period | shares | |
Exercise price, Expired during the period | $ / shares | |
Number of options,At the ending | shares | 700,000 |
Exercise price, At the ending | $ / shares | $ 4.25 |
Accounts Payable and Other Li_3
Accounts Payable and Other Liabilities (Details) - Schedule of Accounts Payable - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 |
Schedule of Accounts Payable [Abstract] | ||
Transaction expenses payable | $ 3,579,057 | $ 3,579,057 |
Related parties | 756,887 | 774,460 |
Accruals | 1,113,604 | 787,010 |
Trade payables | 2,313,204 | 2,339,087 |
Total Accounts payable | $ 7,762,752 | $ 7,479,614 |
Accounts Payable and Other Li_4
Accounts Payable and Other Liabilities (Details) - Schedule of Other Liabilities - USD ($) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Jun. 30, 2023 | |
Schedule of Other Liabilities [Abstract] | ||
Related parties | $ 677,000 | $ 677,000 |
Deferred payment related to Business Combination | 498,772 | 492,799 |
Wages | 265,745 | 221,141 |
Taxes | 30,926 | 23,334 |
Others | 366,914 | 271,371 |
Total Other liabilities | $ 1,839,357 | $ 1,685,645 |
Warrants Liabilities (Details)
Warrants Liabilities (Details) - Warrants [member] - $ / shares | 3 Months Ended | |
Sep. 30, 2023 | Jun. 30, 2023 | |
Warrants Liabilities (Details) [Line Items] | ||
Purchase of Aggregate Shares (in Shares) | 11,110,000 | |
Exercise price per share | $ 1,150 | |
Price per warrant | 1 | |
Price per share | 1,800 | |
Ordinary shares [member] | ||
Warrants Liabilities (Details) [Line Items] | ||
Share price | $ 0.0351 | $ 0.0799 |
Warrants Liabilities (Details)
Warrants Liabilities (Details) - Schedule of Fair Value of Valuation of Warrants - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 |
Schedule of Fair Value of Valuation of Warrants [Abstract] | ||
At the beginning of the period | $ 887,689 | |
Issued by the SPAC | 1,666,500 | |
Fair value remeasurement (Gain) | (497,728) | (778,811) |
At the end of the period | $ 389,961 | $ 887,689 |
Income Tax (Details)
Income Tax (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax [Line Items] | ||
Loss before income tax | $ (1,806,294) | $ (721,426) |
Income tax benefit | $ (215,291) | 137,071 |
Deferred tax assets | ||
Effective tax rate | 12% | |
Taxable income rate | 15% | 19% |
Financial Income _ Expenses (De
Financial Income / Expenses (Details) - Schedule of Financial Income / Expenses - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Financial Costs | ||
Interest expense | $ (93,317) | |
Total Financial Costs | (93,317) | |
Other financial results | ||
Exchange rate difference | (920,898) | (3,084) |
Investment results | 110,262 | |
Interest income (Shareholders’ loan) | 346,513 | |
Net fair value gain of warrant liabilities | 497,728 | |
Lease Liability Interest | (6,102) | |
Inflation adjustment | 536,178 | |
Other | (8,743) | (27) |
Total Other financial results | 554,938 | (3,111) |
Total net financial income / (expenses) | $ 461,621 | $ (3,111) |
Administrative Expenses (Detail
Administrative Expenses (Details) - Schedule of Administrative Expenses - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule of Administrative Expenses [Abstract] | ||
Audit, legal and accountancy fees | $ (693,851) | $ (130,264) |
Equity settled share-based payment | (432,097) | (42,373) |
Payroll Expenses | (200,833) | (53,250) |
Insurance | (141,941) | (10,103) |
Professional fees | (70,100) | (58,000) |
Travel Expenses | (36,583) | |
Amortization | (138,111) | |
Depreciation | (4,053) | |
Other office and admin expenses | (145,849) | (20,575) |
Total Administrative expenses | $ (1,863,418) | $ (314,565) |
Research and development expe_3
Research and development expense (Details) - Schedule of Research and Development Expense - Research and development expenses [Member] - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Research and development expense (Details) - Schedule of Research and Development Expense [Line Items] | ||
Professional fees | $ (216,835) | $ (132,011) |
Laboratories’ related expenses | (40,731) | (98,983) |
Amortization | (1,881) | (425) |
Depreciation of right-of-use assets | (9,894) | |
Other research and development expenses | (118,394) | (141,513) |
Total Research and development expenses | $ (387,736) | $ (372,932) |
Cost of Sales (Details) - Sched
Cost of Sales (Details) - Schedule of Cost of Sales - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule of Cost of Sales [Abstract] | ||
Inventories at beginning | $ (465,748) | |
Purchases | (1,097,249) | |
Production costs | ||
Payroll and professional fees | (202,812) | |
Maintenance, energy and fuel related to fixed assets | (101,635) | |
Amortization and depreciation | (36,578) | |
Other production costs | (126,628) | |
Sub-total production costs | (467,653) | |
Foreign currency translation | 120,715 | |
Sub-total | (1,909,935) | |
Inventories as of the end | 390,293 | |
Cost of sales | $ (1,519,642) |
Net Loss per Share (Details) -
Net Loss per Share (Details) - Schedule of Net Loss Per Share - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule of Net Loss Per Share [Abstract] | ||
Loss for the period, attributable to the owners of the Group | $ (1,591,003) | $ (721,426) |
Loss attributable to the ordinary shareholders | $ (1,591,003) | $ (721,426) |
Weighted-average number of ordinary shares (in Shares) | 37,806,468 | 31,000,000 |
Basic (in Dollars per share) | $ (0.04) | $ (0.02) |
Net Loss per Share (Details) _2
Net Loss per Share (Details) - Schedule of Net Loss Per Share (Parentheticals) - $ / shares | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule of Net Loss Per Share [Abstract] | ||
Diluted | $ (0.04) | $ (0.02) |
Related Parties (Details) - Sch
Related Parties (Details) - Schedule of Other Related Party Transactions - USD ($) | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Schedule Of Other Related Party Transactions Abstract | ||
Short-term employee benefits | $ 15,375 | |
Share based payment | $ 214,963 | $ 40,341 |
Related Parties (Details) - S_2
Related Parties (Details) - Schedule of Share Based Payment - USD ($) | 3 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | ||
Share based payment | |||
Key management | $ 214,963 | $ 40,341 | |
Expenses Paid on Behalf of the Company | |||
Parent of BG Farming Technologies - Bioceres S.A. | [1] | 182,634 | |
Bioceres S.A. - INMET S.A.- Ingenieria Metabolica S.A [Member] | |||
Services Provided by Other Companies | |||
Services Provided by Other Companies | [2] | 19,750 | |
Bioceres S.A. - INDEAR S.A.- Instituto de Agrobiotecnología Rosario [Member] | |||
Services Provided by Other Companies | |||
Services Provided by Other Companies | [3] | 26,114 | |
Bioceres S.A. - Agrality Inc [Member] | |||
Services Provided by Other Companies | |||
Services Provided by Other Companies | [4] | 26,750 | |
Company’s CPO - Future Foods B.V. [Member] | |||
Services Provided by Other Companies | |||
Services Provided by Other Companies | [5] | 1,580 | 10,461 |
Moolec Science SA Shareholders [Member] | |||
Services Provided by Other Companies | |||
Services Provided by Other Companies | [6] | $ 346,517 | |
[1] Expenses paid by Bioceres LLC on behalf of the Company. The Company entered into an agreement with INMET S.A.- Ingenieria Metabolica S,A through which it would receive research services in exchange for payment. The Company entered into an agreement with INDEAR S.A.- Instituto de Agrobiotecnologia Rosario where it would receive research services in exchange for payment. The Company entered into an agreement with Agrality Inc, for the provision of services. The Company entered into an agreement with Future Foods B.V. for the provision of services. The Company entered into an agreement with shareholders which accrues an internal rate of return. |
Related Parties (Details) - S_3
Related Parties (Details) - Schedule of Share Based Payment (Parentheticals) | 3 Months Ended |
Sep. 30, 2023 | |
Bioceres S.A. - INMET S.A.- Ingenieria Metabolica S.A [Member] | |
Related Parties (Details) - Schedule of Share Based Payment (Parentheticals) [Line Items] | |
Owned percentage | 30% |
Bioceres S.A. - INDEAR S.A.- Instituto de Agrobiotecnología Rosario [Member] | |
Related Parties (Details) - Schedule of Share Based Payment (Parentheticals) [Line Items] | |
Owned percentage | 98.60% |
Related Parties (Details) - S_4
Related Parties (Details) - Schedule of Other Related Party Balances - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 |
100% Subsidiary of Bioceres S.A. - Bioceres LLC [Member] | ||
Related Parties (Details) - Schedule of Other Related Party Balances [Line Items] | ||
Other related party balances | $ (623,629) | $ (623,629) |
Moolec S.A. Shareholders [Member] | ||
Related Parties (Details) - Schedule of Other Related Party Balances [Line Items] | ||
Other related party balances | 9,109,544 | 8,763,027 |
Union Group Ventures Limited [Member] | ||
Related Parties (Details) - Schedule of Other Related Party Balances [Line Items] | ||
Other related party balances | (677,000) | (677,000) |
INDEAR S.A.[Member] | ||
Related Parties (Details) - Schedule of Other Related Party Balances [Line Items] | ||
Other related party balances | (46,380) | (72,494) |
Future Foods B.V [Member] | ||
Related Parties (Details) - Schedule of Other Related Party Balances [Line Items] | ||
Other related party balances | (40,378) | (78,337) |
INMET S.A.- Ingenieria Metabolica S.A [Member] | ||
Related Parties (Details) - Schedule of Other Related Party Balances [Line Items] | ||
Other related party balances | (19,750) | |
Agrality Inc.[Member] | ||
Related Parties (Details) - Schedule of Other Related Party Balances [Line Items] | ||
Other related party balances | $ (26,750) |
Related Parties (Details) - S_5
Related Parties (Details) - Schedule of Other Related Party Balances (Parentheticals) | Sep. 30, 2023 | Jun. 30, 2023 |
100% Subsidiary of Bioceres S.A. - Bioceres LLC [Member] | ||
Related Parties (Details) - Schedule of Other Related Party Balances (Parentheticals) [Line Items] | ||
Subsidiary percentage | 100% |
Financial instruments (Details)
Financial instruments (Details) - Schedule of Carrying Value and Fair Value of the Company’s Financial Instruments - Recurring fair value measurement [member] - USD ($) | Sep. 30, 2023 | Jun. 30, 2023 | |
Amortized costs | |||
Cash and cash equivalents | [1] | $ 823,146 | $ 2,064,079 |
Trade and other receivables | [1] | 10,920,899 | 10,454,301 |
Fair value through profit or loss | |||
Cash and cash equivalents | [2] | 30,448 | 463,594 |
Short-term investments | [2] | 263 | 306,034 |
Total financial assets | 11,774,756 | 13,288,008 | |
Amortized costs | |||
Trade and other payables | [1] | 9,602,140 | 9,340,571 |
Financial debt | [1] | 2,392,784 | 2,645,289 |
Lease liabilities | [1] | 372,471 | |
Fair value through profit or loss | |||
Warrant liabilities | [2] | 389,961 | 887,689 |
Total financial liabilities | 12,757,356 | 12,873,549 | |
Net financial asset /(liability) | $ (982,600) | $ 414,459 | |
[1] Cash, short-term investments, trade and other receivables, prepayments, trade and other payables, financial debts and lease liabilities are recorded at carrying value, which approximates fair value due to their short-term nature and generally negligible credit losses. Fair value of cash equivalent, short-term investment and warrants has been determined using the quoted market price at the period-end (level 1). |
Events after the Reporting Pe_2
Events after the Reporting Period (Details) $ / shares in Units, $ in Millions | Oct. 15, 2023 USD ($) $ / shares |
Events after the Reporting Period [Abstract] | |
Principal amount | $ 21 |
Strike price per share (in Dollars per share) | $ / shares | $ 6 |
Cash payment | $ 10 |
Supply of stock in tons | 15,000 |
Cash and in kind | $ 30 |