TIDMAPTA
RNS Number : 8591S
Aptamer Group PLC
09 November 2023
9 November 2023
Aptamer Group plc
("Aptamer", the "Company" or the "Group")
Full year results for the twelve months ended 30 June 2023
Aptamer Group plc (AIM: APTA), the developer of novel Optimer(R)
binders to enable innovation in the life sciences industry, today
announces its full year results for the twelve months ended 30 June
2023 (the "Period"). Shareholders are directed to the Chairman's
Statement, Financial Statements and accompanying notes below.
Highlights
-- Revenue of GBP1.8 million (2022: GBP4.0 million)
-- Adjusted EBITDA loss of GBP4.7 million (2022: GBP1.7 million)
-- Relocation to new premises
-- Post year end:
o Refinanced with GBP3.5 million in two equity placings (balance
at end of October 2023: GBP2.6 million)
o New management team
o Strategy reset - focusing on achieving EBITDA and cash break
even within two years
o Cost base reduced
Operational Highlights
-- Contracts signed with a top five pharmaceutical company to
develop multiple Optimer(R) binders as immunohistochemistry (IHC)
reagents to support pipeline development and early discovery
targets (Jul 2022)
-- Partnership to develop Optimer(R) therapeutics to block the
activity of naturally occurring antibodies within the body for use
as a potential therapy to prevent transplant rejection. (Nov
2022)
-- Multiple deals signed with Novavax, a vaccine developer for
respiratory diseases, who require Optimer(R) binders to improve the
selectivity of their Quality Control (QC) assays (Nov 2022)
-- Multiple deals signed (and expanded) with a multinational
consumer goods company for Optimer(R) binders supporting the
development of novel direct-to-consumer personal care products (Jan
2023)
-- Partnership with a developer of custom enzymes based in Asia
for Optimer(R) binders to incorporate into a biosensor for
convenient monitoring of the company's manufacturing processes (Jan
2023)
-- Deal signed with Basecure Therapeutics to identify
cell-targeting Optimer(R) binders for potential as targeted
delivery vehicles for siRNA (Jan 2023)
-- Optimer(R) -Fc tools launched to enable immunohistochemistry
research and diagnostic workflows (Mar 2023)
-- Patent filed in a collaborative project with NeuroBio to
support early diagnostics for Alzheimer's disease (Jun 2023)
Post-period end
-- A follow-on deal with a US-based vaccine development company
to develop Optimer(R) binders as QC reagents (Jul 2023)
-- Refreshed Board with pre-IPO Chairman and co-founder
returning to support and direct the team to revenue generation
& technical delivery (Aug 2023)
-- Net of costs, GBP3.5 million raised to support the Company
target to reach an EBITDA and cash breakeven position within two
years (Aug/Sept 2023)
-- Signed two deals with a top five pharma partner, valued at up
to GBP0.2 million for the development of tools for use in
immunoassays and IHC in detecting neuronal targets (Aug 2023)
-- Completed the reset of the fixed cost base to GBP3.5m per
annum, whilst maintaining the ability to win sales and deliver
projects (Sept 2023)
-- Process improvements have been successfully trialled and
implemented across the platform to support lower sample
requirements, increase capacity and improve project margins (Oct
2023)
-- Development of exemplification data, demonstrating Optimer(R)
binders as IHC reagents for research and diagnostics is underway
with promising early results (Oct 2023)
Commenting on the results, Steve Hull, Executive Chairman of
Aptamer Group, said: "I am pleased to return as the Executive
Chairman of Aptamer Group. The Company has a leading technology
platform that is in high demand across the life sciences industry,
in supporting researchers and developers overcome many of the
limitations of antibodies and allow them to advance novel
technology solutions to drive healthcare forward. While the past
year has been difficult for Aptamer, with contributory challenging
macroeconomic conditions, the Company, invigorated by the new
Board, is now showing good momentum and success in expanding
current partnerships and winning new contracts.
The new Board has reset the Group's cost-base and revenue
expectations. In addition, it has completed an extensive process
improvement programme to support improved selections, which will
reduce sample requirements and improve margins. We expect to
continue to build on the Company's expertise to offer excellent
services using the Optimer(R) platform, with a key focus of
achieving a cash breakeven position over the next two years."
Webinar
Dr Arron Tolley, Dr David Bunka and Andrew Rapson will provide a
live presentation relating to the Final Results via Investor Meet
Company on 9th Nov 2023 at 3:00pm GMT.
The presentation is open to all existing and potential
shareholders. Questions can be submitted pre-event via your
Investor Meet Company dashboard up until 9am the day before the
meeting or at any time during the live presentation.
Investors can sign up to Investor Meet Company for free and add
to meet APTAMER GROUP PLC via:
https://www.investormeetcompany.com/aptamer-group-plc/register-investor
Investors who already follow Aptamer Group Plc on the Investor
Meet Company platform will automatically be invited
- End -
For further information, please contact:
Aptamer Group plc
Steve Hull +44 (0) 1904 56 7790
SPARK Advisory Partners Limited - Nominated Adviser
Andrew Emmott +44 (0) 20 3368 3550
Turner Pope - Broker
James Pope/ Andrew Thacker +44 (0) 20 3657 0050
About Aptamer Group plc
Aptamer Group develops custom affinity binders through its
proprietary Optimer (R) platform to enable new approaches in
therapeutics, diagnostics, and research applications. The Company
strives to deliver transformational solutions that meet the needs
of life science researchers and developers through the use of its
proprietary Optimer(R) platform.
Optimer(R) binders are oligonucleotide affinity ligands that can
function as an antibody alternative. The global affinity ligand
market is currently worth over $170 billion. Optimer(R) binders are
engineered to address many of the issues found with alternative
affinity molecules, such as antibodies, and offer new, innovative
solutions to bioprocessing, diagnostic and pharmaceutical
scientists.
Aptamer has successfully delivered projects for global pharma
companies, diagnostic development companies and research institutes
covering a range of targets and applications with the objective of
establishing royalty-bearing licenses. Through the unique
Optimer(R) technology and processes, scientists and collaborators
can make faster, more informed decisions that support discovery and
development across the Life Sciences.
Charmain's Statement
For the year under review, the Group's operational progress was
not matched by revenues. An encouraging and active pipeline of new
business has taken longer to convert into revenues, especially
licensing and royalty-based contracts, against a background of
significant macro and sector headwinds. A change in Aptamer Group's
leadership which concluded in August 2023 has re-evaluated the
Company's commercial and operational strategies and set the Company
on a footing for success.
The new Board is composed of experienced individuals, all of
whom are investors in the Company and focused on increasing
shareholder value while delivering customer-centric improvements to
the technology and business. With these improvements, we aim to
support increased commercial traction by improving the product
offering, broadening the applicable marketplace for our technology
and driving future opportunities of higher value and impact.
With the new leadership and focus embedded, the Board has
confidence that Aptamer Group's leadership position in the aptamer
market is retained. The new Board is focused on revenue generation
and technical delivery, with an updated realistic revenue plan in
place along with tight cost discipline. The Optimer(R) platform we
have built will begin to yield positive momentum and revenue growth
with our key objective to move the company to an EBITDA and cash
breakeven position within the next two years and focus on acquiring
royalty-bearing licences.
The Company continues to see demand for its Optimer(R)
technology from across the life sciences. Due to the continued
demand for Optimer(R) binders and the Group's expertise in the
affinity ligand industry, we believe we are well-placed to use the
platform to build lower-risk fee-for-service revenues and drive
positive momentum and revenue growth and to target opportunities to
licence its technology to the developers of diagnostic tests and
therapeutics.
Strategy
Our mission at Aptamer Group is to remove the scientific
barriers to our partners' success by delivering high quality
science underpinned by innovation, integrity, and precision. As a
well-established leader within the aptamer market, we are focused
on using our Optimer(R) platform to discover and develop new
affinity binders to support our global customer base, from research
and bioprocessing to diagnostics and therapeutics. Over the past
year, we have advanced our service offering to enable a turnkey
service for novel affinity binders, which includes binder
discovery, development and improved assay and validation services.
This has been supported by the move to new premises in November
2022, which provided increased capacity.
Going forward, the Company's focus is on tight cost discipline
with the intention of reaching an EBITDA and cash breakeven
position within two years. Consequently, budgeted costs for
premises, overheads and development, directors, and staff have been
reduced from approximately GBP6.4 million (unaudited) in the year
ended 30 June 2023 to approximately GBP3.5 million for the current
financial year. This cost base reset was completed by 30 September
2023, including a reduction in operational headcount to the level
required to meet forecasted revenues over the next several years.
The reduction in operational headcount was achieved without any
redundancies by allowing natural attrition in staff numbers, with
the top performers retained and incentivised.
Research and development activities over the financial year 2023
have resulted in a broader service offering, enabling us to offer
validatory assays and assay development activities post-Optimer(R)
development. We have also developed a new technology and service
called Optimer(R) -Fc for the development of reagents for automated
IHC workflows to address the need for improved reagents in this
market vertical.
Current internal research activities are focused on process
improvements to reduce delivery timelines and increase margins. Of
the GBP3.5 million raised since the year end, GBP0.3 million has
been reserved to support research and development activities and
process improvements to the technology and to generate more
supporting data. The Board believes that outcomes of these research
and development activities will enable further proof of the
platform supporting the signing of high value, high impact, deals.
Future higher-risk development work will, in whole or part, be
funded via grants and collaborations to minimise the impact on
working capital requirements. A collaboration with Bioliquid
Innovative Genetics and Anima Design is a great example of such
work, funded through the European Eurostars programme to support
Optimer(R) development for an application in a novel prenatal and
foetal diagnostic platform.
During FY2023, the Group achieved revenues of GBP1.8 million
from fee-for-service contracts. There is a continued increase in
demand for the development of alternative ligands across the life
science industry, which the Group is well-positioned to capitalise
on.
To achieve EBITDA and cash breakeven position during the year
ending 30 June 2025, the Company is targeting revenue of GBP3.0
million for the current financial year, rising to GBP6.0 million
for the year ending 30 June 2026. These figures are significantly
lower than previous targets and reflect a change of emphasis in
setting expectations. These revised targets are mainly based on
expectations of fee-for-service revenues for contract research,
with minimal expectations for licensing revenues.
Aptamer's model will remain to use its contract research
relationships as a platform to build lower-risk fee-for-service
revenues and horizon scan for material licence fee opportunities.
Under the revised strategy, the Group will focus on developing the
core fee-for-service revenues to achieve profitability.
Post-period, the Company has announced the signing of six contracts
with a combined value of up to GBP0.7 million for the current
financial year (subject to ongoing commercial and scientific
attrition).
Aptamer will continue to target opportunities to out-licence its
technology. If successful, these opportunities have the potential
to generate material recurring revenue streams. Since IPO, Aptamer
has found that whilst there is significant appetite for its
technology, reaching and securing licensing agreements is taking
much longer than anticipated and can be impacted by factors outside
the Group's control. Hence, the Group is refocusing its efforts to
ensure that it is sustainable on a lower level of fee-for-service
work whilst retaining the potential upside from these longer-term
opportunities.
Group Performance
Over the past financial year, Aptamer Group has signed contracts
across all divisions for research reagents and bioprocessing
ligands in Aptamer Solutions, diagnostic tools in Aptamer
Diagnostics and therapeutic development in Aptamer Therapeutics.
This has delivered revenue of GBP1.8m from our fee-for-service
business. While revenue was lower than expected for FY23, the new
Board has reset target expectations and updated the timeframes
around downstream licensing revenues.
We continue to see an increasing demand for Optimer(R) binders
as a novel alternative to antibodies, supporting researchers and
developers with both novel applications that are intractable with
antibody technology and with standard applications where antibody
performance has proven insufficient.
Aptamer Solutions
Aptamer Solutions provides services for the custom development
of oligonucleotide-based Optimer(R) binders for use as research
tools, quality control reagents and affinity ligands to support
bioprocessing applications.
The Aptamer Solutions business has shown good momentum in deal
flow and variety during 2023, reflecting the need across the life
science industry for alternatives to antibodies to support new and
improved applications and the detection and monitoring of new
biomarkers.
At the beginning of the period, we signed multiple contracts
with a top-five pharma partner for the development of Optimer(R)
binders as IHC reagents to support improved sensitivity and
selectivity in biomarker identification . Post-period end, this
partnership was expanded with two further contracts signed for
Optimer(R) IHC reagents to new targets and for Optimer(R) binders
to support immunoassays for targets associated with
neurodegeneration.
A contract was signed with vaccine manufacturer Novavax in
November 2022 to develop Optimer(R) binders to enable multiplex
analysis in Quality Control (QC) assays. Following initial positive
results, further agreements were signed during the period to
develop Optimer(R) binders to additional targets for use in their
assays.
At the start of the second half of the fiscal year (H2), a
follow-on deal was signed with a multinational consumer goods
company following positive results in an earlier project. The
second deal will focus on the development of Optimer(R) binders for
a direct-to-consumer personal care product, demonstrating a novel
application in the fast-moving consumer goods sector.
A further partnership agreed at the beginning of H2 is for the
development of Optimer(R) binders for 'process monitoring', another
QC application, for an enzyme manufacturer based in Asia. Once
developed, the binders will be incorporated into a biosensor to
allow the partner company to conveniently monitor reactants and
products in the company's manufacturing process.
Finally, a contract was signed with a large US-based gene
therapy company for Optimer(R) binders to a key target in
neurodegenerative disease. Here, developed Optimer(R) binders will
enable reliable measurements of a disease biomarker in the
company's research immunoassays. These binders will be used with an
antibody in a sandwich pair format, demonstrating that Optimer(R)
reagents can be used as replacements and in conjunction with
antibodies.
As the identification of novel disease biomarkers continues and
novel therapeutics are progressing through the clinic, our partners
are increasingly investigating Optimer(R) technology to meet their
need for affinity ligands that can support these new targets, many
of which have proven intractable with alternative technologies.
Delivering benefits of ethical compliance, the ability to tune
development for success with a wider target range, and both
cost-efficiencies and security in supply, Optimer(R) binders are
offering much-needed innovation to enable new research and
bioprocessing solutions.
Aptamer Diagnostics
Aptamer Diagnostics focuses on the development and integration
of Optimer(R) binders into diagnostic platforms. Optimer(R) binders
offer significant advantages, including development against
previously intractable targets, improved binding characteristics
and greater batch-to-batch consistency in manufacture. This leads
to potential improvements in multiple diagnostic formats, such as
Enzyme-Linked Immunosorbent Assay (ELISA), flow cytometry,
biosensors and cell and tissue imaging.
Within the period, the Company signed an agreement with
Neuro-Bio to develop Optimer(R) binders against a novel biomarker
for Alzheimer's disease. The Optimer(R) binders will be used to
enable the development of a novel lateral flow test for the early
diagnosis of Alzheimer's disease. This agreement has progressed
successfully with a panel of binders being patented by Neuro-Bio.
Further integration of the binders into a routine lateral flow test
will support the clinical and commercial development of rapid
diagnostics for Alzheimer's disease through simple nasal
sampling.
Aptamer was awarded a portion of a EUR1.125m Eurostars grant.
The consortium also includes Bioliquid Innovative Genetics and
Anima Design of Spain. As part of this consortium, Aptamer will
develop Optimer(R) binders to novel biomarkers to support improved
non-invasive prenatal testing and the diagnosis of placental
disease.
As the global need for diagnostics continues to grow, Optimer(R)
binders are being explored by our partners across the diagnostic
industry for a range of applications. Their excellent target
recognition, consistent and ethical supply, temperature stability
and batch consistency enable simple global logistics and position
our Optimer(R) -based tests as an antibody alternative , or
antibody partner, for use in diagnostics.
Aptamer Therapeutics
Aptamer Therapeutics delivers contract research services in the
field of therapeutic development for example, developing Optimer(R)
-drug conjugates, Optimer(R) -enabled gene therapies and Optimer(R)
agonists and antagonists for potential therapeutic application.
During the period, Aptamer entered the second phase of
development with CRUK to develop a bifunctional Optimer(R)
therapeutic for the treatment of chronic myelomonocytic leukaemia
(CMML) and other myeloid malignancies. In the first phase, an
Optimer(R) has been developed that is effective in lab-based
experiments in overcoming a causative gene mutation in CMML. The
second phase of development is focused on developing an Optimer(R)
as a delivery vehicle to target treatment to the required cell
type, with the intention to develop the two Optimer(R) binders as a
single bifunctional therapeutic.
A new partnership was developed with an organ transplantation
tolerance biotechnology company to develop Optimer(R) binders to
block the activity of naturally occurring antibodies within the
body. The developed Optimer(R) binders will be used as a potential
therapy to prevent transplant rejection. Following the signing of
the contract in November, the initial development phase has been
completed and candidate Optimer(R) binders shipped to the partner
company for internal validation and assessment.
During H2, a new contract was agreed with Basecure Therapeutics;
a pre-clinical stage biotech company dedicated to the discovery and
development of innovative siRNA-based medicines. Aptamer and
BaseCure Therapeutics will work together to develop cell-targeting
Optimer(R) binders that could be used as potential delivery
vehicles to improve siRNA uptake into target cells and tissues. If
this Optimer(R) -directed targeted delivery is successful, this
would offer new therapeutic opportunities of siRNA-mediated gene
knockdown using the Optimer(R) platform to develop targeting
molecules.
Aptamer's partnership with PinotBio remains active, and we
continue to progress with the development of candidate Optimer(R)
binders for development as precision Optimer(R) drug conjugates for
a number of solid tumour targets.
Targeted delivery of therapeutic payloads remains a significant
challenge. Optimer(R) binders have a significant advantage as
small, oligonucleotide-based molecules offer a novel solution for
our partners to deliver diverse payloads, such as
chemotherapeutics, gene therapies and radiotherapies. Optimer(R)
advantages can include increased tissue penetration, low
immunogenicity and the potential for convenient manufacture with
site-directed conjugations.
Operational Update
As awareness of Aptamer Group's technology continues to increase
there is an increasing demand for Optimer(R) binders as synthetic
antibody alternatives. The Company relocated to new purpose-built
laboratory facilities to meet this demand in November 2022. These
new facilities have allowed the expansion of the Optimer(R)
platform and will support the anticipated sales pipeline and the
integration of further service lines for turnkey solutions for
several years to come.
Over 2021 and 2022, the Group built up its operational scale
capabilities to cope with anticipated demand and larger contracts.
In practice, targeted opportunities have not converted into revenue
in 2023. Under the new management team, the decision was taken to
reduce the business's cost base to match more closely with
commercial activity. Post-period end, the new Board has worked to
right-size the business and this has resulted in a significant
reduction in leadership team costs and a 33% reduction in headcount
since December 2022 (through natural attrition of team members).
This exercise in cost discipline was completed by 30 September 2023
and provides a reduction in total costs for premises, overheads and
development, directors, and staff from GBP6.4 million to GBP3.5
million for FY24 to support the Group's move to a positive cash
flow position over the next two years. The leadership team is
continuing to pursue tight cost discipline and seeking to further
reduce costs through a reduction in the Company's operational
footprint.
Research & Development
Over the period, Aptamer's research and development activities
have allowed the development of increased assay and validation
services, which are being offered to customers as additional
services. The improved translation of the final Optimer(R) binders
into functional products in the customer's hands is a vital
validation of the platform for internal research projects and
customer projects.
Post-period, the Company's cost restructuring has reduced the
focus on internal research and development activities. The new
Board has reviewed the existing research and development progress
and identified areas of important development, so in September
2023, an additional placing through existing shareholders raised a
further GBP0.3 million that has been ringfenced to support research
and development and allow further validation of the Optimer(R)
platform in key focus areas. Process improvement R&D work to
improve margins and capacity has been completed. The leadership
remains committed to moving Aptamer towards a positive cash flow
position and, as such, that the cost of higher-risk development
work is offset in part or whole by grant funding.
Board and Senior Management Changes
During the period, Jenny Cutler served as Interim Chief
Financial Officer and was replaced by Dr Rob Quinn. Dr Quinn became
Interim Chief Executive Officer upon Dr Arron Tolley leaving the
Company in April 2023.
Following the fundraise in August 2023, the Board has
restructured to include Stephen Hull returning to the Company as
Executive Chairman, after leading the Group to flotation in 2021
with Dr Arron Tolley . Dr Tolley returns as Chief Technical
Officer, with Dr David Bunka moving to Chief Scientific Officer to
concentrate on research and development activities for the Group.
Dean Fielding and Dr Adam Hargreaves have joined the Company as new
Independent Non-Executive Directors. Dean Fielding is an
experienced senior company director with extensive prior
involvement as a board member of listed companies. Dr Adam
Hargreaves is a board-certified pathologist who brings a broad
range of expertise in both diagnostics and early-stage
pharmaceutical efficacy and safety development to support Aptamer's
technical strategy. The Company intends to appoint a Chief
Executive Officer when appropriate to do so.
Andrew Rapson, the previous Head of Finance, has been promoted
to Chief Financial Officer and Company Secretary, and Alastair
Fleming remains as Chief Operating Officer.
The previous Board members, Dr Ian Gilham (Executive Chairman),
Dr Rob Quinn (Interim Chief Executive Officer and Chief Financial
Officer), Dr John Richards (Non-Executive Director) and Angela
Hildreth (Non-Executive Director), resigned on 21 August 2023. We
thank them for their service over the past 20 months.
Macro environment
The Board and senior management team actively monitor risk
factors that could potentially affect the business, including the
broader macroeconomic environment and global supply chain, to
ensure that the business is well placed to act and mitigate such
risks where possible.
In FY23, Aptamer Group saw a reduction in available investment
and tighter budgeting across the life science industry impact sales
numbers. This affected clients, from top pharma companies to small
biotech companies, resulting in reduced outsourcing of R&D.
Consequently, the Group's pipeline conversion was affected, with
many of our partner's projects stalled, and licensing revenue was
slower to achieve than anticipated. Consequently, the Board has
reset Company targets and focused on fee-for-service revenue,
removing anticipation of product licensing from the revenue
forecast until clearer timelines are available.
Summary and outlook
Having completed a successful GBP3.2 million placing in August,
with a further GBP0.3 million raised in September to support
research and development, management believes that the Group has
sufficient cash resources to fund progress beyond 12 months from
the signing date of the accounts. This will allow us to implement
our near-term strategy of maintaining tight cost discipline with
the intention of reaching an EBITDA and cash breakeven position
within two years.
With the new leadership in place at Aptamer, the Company's focus
is on delivering commercial and scientific improvements to maintain
its position as a leader in the field while using the planned
technical and customer-centric advances to drive increased value
and impact for future partnerships.
The Company has maintained good progress in deal flow over the
past year, expanding current partnerships and winning new contracts
across all business divisions. Our strategic focus is on growing
the fee-for-service line, where we continue to see demand for
Optimer(R) binders to address the limitations of antibodies across
research, bioprocessing, diagnostic and therapeutic sectors. We
have already signed a number of contracts with significant partners
during the first quarter of FY23, demonstrating the focus of the
new Board and the need for such antibody alternatives across the
industry.
Strong growth in the aptamer market is predicted for the next
nine years(1) and Aptamer Group is a recognised leader in the field
with a high-throughput platform able to support this growth . We
are well placed to support the broad demand from the life science
industry. We believe our development services for antibody
alternatives offer a much needed solution to the life science
industry and look forward to continuing to support our current
customer base while expanding on our current pipeline.
We would like to thank all our employees for their hard work,
dedication and commitment during the past year despite our
challenges in an uncertain economic climate and significant changes
to the Company's strategy and leadership. We would also like to
thank our shareholders for their support. We are confident that
with our contract services customer base and growing pipeline, we
are well-positioned to grow the Group's business and deliver
shareholder value going forward.
1. Future Market Insights. Aptamers Market: Global Industry
Analysis and Opportunities Assessment | Forecast 2022 to 2032.
Report ID: Rep-GB-1759. (2023).
Financial Review
Despite a challenging 12-month period for Aptamer, with the loss
of significant contracts and a tightening in the macroeconomic
environment, the move to new purpose-built facilities has left us
well placed to gain financial performance through improved
operational efficiencies. The slowdown in revenue this year,
combined with the increased spend required to complete the site
relocation, left cash reserves at GBP0.2 million at the year-end.
Post-period, fundraises totalling net proceeds of GBP3.5 million
have been completed and a new Board established, focusing on tight
cost discipline, revenue generation and technical delivery.
Revenue
The Group reported revenues for the year ended 30 June 2023 of
GBP1.8 million (year ended 30 June 2022: GBP4.0 million). FY22
included two large proteomics contracts which did not progress in
FY23.
Gross profit
Gross profit decreased from 69% in 2022 to 20% in 2023
reflecting the impact of lower revenue and a stock impairment
charge of GBP0.2m.
Research and development costs
During the year, the Group expensed through the income statement
GBP1.0m (2022: GBP1.4 million), relating to the continued
development of the Optimer(R) + platform technology and the design
and optimisation of novel aptamer library architectures. The
fundraise completed in September 2023 has enabled the continuation
of this work in the first half of the 2024 financial year.
Administrative Expenses
Administrative costs were GBP5.0 million for the year compared
to GBP4.4 million for the year to 30 June 2022. This increase in
costs comes from employee costs of GBP3.3 million (2022: GBP2.9
million) and an increase in operating costs following the
relocation to larger premises, which was completed in November
2022. The headcount has decreased slightly from 49 at 30 June 2022
to 46 at 30 June 2023.
Adjusted EBITDA
The Group uses adjusted EBITDA as a profit performance metric as
this excludes items which can distort comparability of underlying
trading as well as being the measure of profit which most
accurately reflects the cash generating activities of the Group.
The reconciliation of adjusted EBITDA to Operating
Loss is as follows:
Year ended Year ended
30 June 2022 30 June 2022
GBP'000 GBP'000
============================================= ============= =============
Adjusted EBITDA (4,672) (1,664)
Share based payment expense (84) (457)
Impairment of tangible and intangible assets (2,601) -
------------- -------------
Statutory EBITDA (7,357) (2,121)
Amortisation (44) (22)
Depreciation (756) (433)
------------- -------------
Operating Loss (8,157) (2,576)
============= =============
The Group incurred impairment losses of GBP2.6 million following
a review of the carrying value of the cash-generating unit in light
of the conditions prevailing as at 30 June 2023. The impairment
loss has been recognised across intangibles, property, plant and
equipment and right-of-use assets.
Share-based payment charges
The non-cash charge for the year decreased to GBP0.1 million
(2022: GBP0.5m). The prior year included a one-off charge of GBP0.3
million in respect of a warrant that the Company issued to SPARK to
subscribe for up to 689,417 Ordinary Shares on 15 December
2021.
Tax
The Group claims each year for research and development tax
credits. Since it is loss-making, the Group elects to surrender
these tax losses for a cash rebate. The amount is included within
the taxation line of the income statement and amounts to GBP0.5
million (2022: GBP0.5 million). The Group has not recognised any
tax assets in respect of trading losses arising in the current
financial year or accumulated losses in previous financial
years.
Loss for the year
The loss for the year was GBP7.8 million (2022: GBP2.1 million
loss). The basic loss per ordinary share increased to 11.35 pence
(2022: 3.24 pence per share) based on an average number of shares
in issue during the period of 69,055,369 (2022: 64,546,622).
Cash flow
The Group had GBP0.2 million of cash at 30 June 2023 (2022:
GBP6.7 million). The cash outflow for the year was GBP6.5 million
(2022: GBP6.3 million inflow). This primarily reflects the cash
outflow from operating activities of GBP4.6 million (2022: GBP3.0
million outflow), cash receipts relating to research and
development tax credits of GBP0.5 million which represented the tax
refund for the prior period (2022: GBP0.6 million), payment of
leases of GBP0.4 million (2022: GBP0.5 million) and an investment
in capital expenditure and intangible assets of GBP2.0 million
(2022: GBP0.4 million). The GBP2.0 million capital expenditure was
in relation to the fit out of the new laboratory and office
space.
Financial position
Net assets at 30 June 2023 were GBP0.3 million (2022: GBP8.1
million) of which cash amounted to GBP0.2 million (2022: GBP6.7
million) reflecting the operating cash outflows and the spend
fitting out the new laboratory and office space. Although there
were significant additions to non-current assets in the period, the
overall carrying value of these assets has reduced by GBP1.4
million which reflects impairment charges recognised in respect of
these assets (Note 5).
Following the year end, the Company has successfully raised
GBP3.5 million in net proceeds through equity fundraises. This was
completed in conjunction with an appraisal of the ongoing cost
base, which has been reduced considerably along with the
appointment of a new Board of Directors.
Consolidated statement of comprehensive income
For the year ended 30 June 2023
2023 2022
Notes GBP'000 GBP'000
Revenue 4 1,752 4,036
Cost of sales 6 (1,393) (1,351)
--------- ---------
Gross profit 359 2,685
Administrative expenses (5,034) (4,352)
Other operating income 7 3 3
Adjusted EBITDA 9 (4,672) (1,664)
--------- ---------
Amortisation and impairment of intangible
assets 16 (324) (22)
Depreciation and impairment (including
loss on disposal of assets) 17, 18 (3,077) (433)
Share-based payment expense 34 (84) (457)
------------------------------------------ ------ --------- ---------
Operating loss 6 (8,157) (2,576)
--------- ---------
Finance costs 12 (141) (62)
--------- ---------
Loss before taxation (8,298) (2,638)
--------- ---------
Taxation 13 462 545
--------- ---------
Loss and total comprehensive loss (7,836) (2,093)
========= =========
Basic loss per share 14 11.35p 3.24p
Diluted loss per share 14 11.35p 3.24p
========= =========
There were no items of other comprehensive income in the current
or prior period. Accordingly, no statement of other comprehensive
income has been prepared.
Loss and total comprehensive loss for the year is all
attributable to the owners of the Parent Company.
All activities relate to continuing operations.
Consolidated statement of financial position
At as 30 June 2023
2023 2022
Notes GBP'000 GBP'000
Non-current assets
Intangible assets 16 70 341
Property, plant and equipment 17 561 483
Right-of-use assets 18 160 1,340
Other receivables 22 373 379
-------- ---------
1,164 2,543
-------- ---------
Current assets
Inventories 21 204 420
Trade and other receivables 22 678 1,321
Tax receivable 473 545
Cash and cash equivalents 29 234 6,691
1,589 8,977
-------- ---------
Total assets 2,753 11,520
-------- ---------
Current liabilities
Trade and other payables 23 (1,329) (2,126)
Borrowings 25 (50) (39)
Leases 26 (264) (209)
(1,643) (2,374)
-------- ---------
Net current (liabilities)/assets (54) 6,603
-------- ---------
Non-current liabilities
Trade and other payables 24 (7) -
Borrowings 25 (19) -
Leases 26 (745) (1,060)
Provisions for liabilities 27 (35) (35)
-------- ---------
(806) (1,095)
-------- ---------
Net assets 304 8,051
======== =========
Equity
Issued share capital 32 69 69
Share premium 33 9,578 9,573
Group reorganisation reserve 33 185 185
Share-based payment reserve 34 544 538
Accumulated losses (10,072) (2,314)
Equity attributable to shareholders 304 8,051
======== =========
Consolidated statement of changes in equity
For the year ended 30 June 2023
Issued Group Share-based
share reorganisation payment Retained Total
capital Share premium reserve reserve earnings equity
Notes GBP'000 GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Balance at 1 July
2021 30 5,203 185 83 (5,396) 105
Loss and total
comprehensive
expense for the year - - - - (2,093) (2,093)
Transactions with the owners of
the Parent Company:
Issue of share capital
net of transaction
costs 9 9,573 - - - 9,582
Share capital bonus
issue 30 - - - (30) -
Capital reduction - (5,203) - - 5,203 -
Credit to equity for
equity-settled
share-based
payments 34 - - - 455 2 457
Balance at 30 June
2022 69 9,573 185 538 (2,314) 8,051
---------- --------------- --------------- ----------- ------------ ----------
Loss and total
comprehensive
expense for the year - - - - (7,836) (7,836)
Transactions with the owners of the Parent
Company:
Issue of share capital
net of transaction
costs 32 - 5 - - - 5
Credit to equity for
equity-settled
share-based
payments 34 - - - 84 - 84
Exercised & forfeited
equity-settled
share-based
payments 34 - - - (78) 78 -
Balance at 30 June
2023 69 9,578 185 544 (10,072) 304
========== =============== =============== =========== ============ ==========
Consolidated statement of cash flows
For the year ended 30 June 2023
2023 2022
Notes GBP'000 GBP'000
Cash flows from operating activities
Cash used in operations 35 (4,598) (2,973)
Income taxes received 534 598
Net cash used in operating activities (4,064) (2,375)
-------- ---------
Investing activities
Purchase of intangible assets 16 (53) (141)
Purchase of tangible assets 17 (1,975) (277)
Net cash used in investing activities (2,028) (418)
-------- ---------
Financing activities
Issue of share capital, net of issue
costs 32 5 9,582
Repayment of borrowings (37) (10)
Payment of lease liabilities 26 (192) (395)
Interest paid (141) (62)
Net cash generated from financing activities (365) 9,115
-------- ---------
Net increase in cash and cash equivalents (6,457) 6,322
Cash and cash equivalents at beginning
of year 6,691 369
-------- ---------
Cash and cash equivalents at end of
year 234 6,691
======== =========
Notes to the financial statements
For the year ended 30 June 2023
1 Accounting policies
Company information
Aptamer Group PLC ("the Company") is a company limited by
shares, domiciled, and incorporated in the United Kingdom and
registered in England and Wales. The registered office is Windmill
House, Innovation Way, York, YO10 5BR.
The Group consists of Aptamer Group PLC and all of its
subsidiaries. The Group is a leading provider of Optimer(R)
reagents for use by customers in research, diagnostics and
therapeutics. Aptamer Group has developed a platform technology
which is utilised by its three trading subsidiary companies to
solve problems for pharmaceutical and biotechnology customers in
the bioprocessing, research reagents, diagnostic and therapeutic
areas of the life sciences.
1.1 Basis of preparation
The financial information included in this annual results
announcement for the year ended 30 June 2023 does not constitute
the Group's statutory accounts. Statutory accounts for the period
ended 30 June 2022 have been delivered to the Registrar of
Companies. The statutory accounts for the year ended 30 June 2023
were approved by the Board on 8 November 2023 and will be delivered
to the Registrar of Companies in due course. The Auditor's report
on those accounts for the year ended 30 June 2023 was unqualified,
made reference to material uncertainty with regard to the going
concern basis, and did not contain a statement under 498(2) or
498(3).
Thegroup financial statements have been prepared in accordance
with UK adopted International Financial Reporting Standards
("IFRS") and International financial Reporting Committee ("IFRC")
Interpretations that are applicable to the consolidated financial
statements for the year ending 30 June 2023, in conformity with the
requirements of the Companies Act 2006.
These financial statements are prepared in sterling which is the
functional currency of the Group and the Company. Monetary amounts
in these financial statements are rounded to the nearest
GBP000.
The financial statements have been prepared under the historical
cost convention, modified to include the revaluation of certain
financial instruments at fair value.
The principal accounting policies adopted are set out below. The
accounting policies have been consistently applied to all the
periods presented, unless otherwise stated.
1.2 Basis of consolidation
The consolidated financial statements incorporate those of
Aptamer Group PLC and all of its subsidiaries (i.e. entities that
the Group controls through its power to govern the financial and
operating policies so as to obtain economic benefits). The
subsidiaries consolidated in these Group accounts were acquired via
Group reorganisation and as such merger accounting principles have
been applied. The financial statements of the Company and its
subsidiaries are made up to 30 June 2023.
All intra-group transactions, balances and unrealised gains on
transactions between Group companies are eliminated on
consolidation. Unrealised losses are also eliminated unless the
transaction provides evidence of an impairment of the asset
transferred.
1.3 Going concern
The Group has reported a loss after tax for the year ended 30
June 2023 of GBP7.8 million (year ended 30 June 2022: GBP2.1
million). The Group had a cash balance of GBP0.2 million at 30 June
2023 (30 June 2022: GBP6.7 million).
The Directors have considered the applicability of the going
concern basis in the preparation of these financial statements,
which includes assessing an internal forecast extending out to June
2025. The Directors consider that this forecast represents a
reasonable best estimate of the performance of the Group over the
period to June 2025.
In August 2023 the Company completed a fundraise which raised
gross proceeds of GBP3.6 million before expenses and followed this
up with a further fundraise in September 2023 raising gross
proceeds of GBP0.3 million before expenses. The cash balance at the
end of September 2023 was GBP2.7 million.
A new Board was appointed following the successful completion of
the fundraise in August 2023. Former Chairman Steve Hull has
returned to the business as executive Chairman and co-founder Arron
Tolley has returned at Chief Technical Officer. In the short time
since the new Board has been in situ work has been undertaken to
refresh the Aptamer library and a number of process improvements
are already well progressed. This has already started to yield
results in more robust outputs and significantly improved data and
sequencing.
The pipeline remains healthy, with over 120 leads being
processed. More importantly we have been able to revisit some of
the large pharma customers and offer an improved process as we
continue to develop our Aptamer offering.
Following the fundraises, the fixed cost base has been cut back
to less than GBP0.3 million per month. This reduction in costs has
come primarily from a reduction in headcount and a significant
reduction in Board and management remuneration. At the same time, a
share option scheme has been launched to all staff, designed to
incentivise and aid recovery and future growth.
In the forecast, full year revenue is anticipated to be higher
than was the case in the year to June 2023. Within this forecast,
delivery of these expectations would ensure that the resultant
positive cashflows together with the current cash balance are
sufficient to see the Group through to profitability and positive
cash generation after taking account of the reduced cost base. It
should be noted that the forecast also includes a significant
decrease in capital expenditure compared to the year to 30 June
2023 with the move to the Group's new facility now complete.
The Directors have also considered reasonable likely downside
scenarios, which includes slower growth in core revenues.
Should these downside scenarios materialise, the Group may need
to seek additional funding. The Directors have a reasonable
expectation that the Group could access further funding, from both
dilutive and non-dilutive sources. However, there can be no
guarantee that the Group would be able to raise additional funding
from an equity fundraise to new and existing investors, nor that
the Group will successfully develop assets for licensing within the
next 12 months.
Based on the above factors the Directors believe that it remains
appropriate to prepare the financial statements on a going concern
basis. However, the above factors give rise to a material
uncertainty which may cast significant doubt over the Group's
ability to continue as a going concern and to continue realising
its assets and discharging its liabilities in the normal course of
business. The financial statements do not include any adjustments
that would result from the basis of preparation being
inappropriate.
1.4 Revenue from contracts with customers
Research activities
The Group's main source of revenue is fees for research
activities carried out under contracts with customers. These
contracts can be in progress over accounting period ends and
consist of separate phases with fixed attributable income attached
to each phase. The contract contains performance obligations set
out for each phase. In most cases that customer has a right to
proceed or cease the research work at the end of each phase.
The Group recognises revenue when it satisfies the performance
obligations in respect of each phase of work. As a result, revenue
is recognised over time as each performance obligation is
satisfied, by reference to the work performed in delivering the
performance obligations to the customer. Where consideration is
received in advance of the performance obligations being fulfilled,
a contract liability is recognised; where performance obligations
are fulfilled in advance of an invoice being delivered to the
customer, a contract asset is recognised.
No revenue is recognised in relation to subsequent contract
phases until the customer has elected to progress to that phase and
the above criteria in relation to satisfaction of performance
obligations has been met.
Revenue is measured at the amount of consideration to which the
Group expects to receive. If the consideration is receivable more
than 12 months after the transaction date and the effect of
discounting is material, the revenue amount recognised is
discounted to its present value at the transaction date, using a
discount rate which reflects customer risk, and the unwinding of
this discount is recognised as financial income over the period
until the date the consideration is due. Typically, the Group does
not enter into transactions whereby revenue is variable or contains
non-cash consideration, or is subject to reversals of income.
Costs incurred in fulfilling a contract phase, which include
internal labour costs and materials, are recognised in the balance
sheet until the satisfaction of performance obligations where:
-- the costs relate directly to a contract that the Group can specifically identify;
-- the costs generate or enhance resources of the entity that
will be used in satisfying (or in continuing to satisfy)
performance obligations in the future; and
-- the costs are expected to be recovered.
Following performance obligations being satisfied, the
constraint of costs incurred is removed and the revenue is
recognised by reference to the contractual value of that
performance obligation.
1.5 Research and development expenditure
An intangible asset arising from development (or from the
development phase of an internal project) is recognised where the
following criteria are met:
-- it is technically feasible to complete the intangible asset
so that it will be available for use or sale;
-- management intends to complete the intangible asset and use or sell it;
-- there is ability to use or sell the intangible asset;
-- it can be demonstrated that the intangible asset will
generate probable future economic benefits;
-- there is evidence of existence of a market for the output of
the intangible asset or the intangible asset itself or, if it is to
be used internally, the usefulness of the intangible asset;
-- adequate technical, financial and other resources exist to
complete the development and to use or sell the intangible asset;
and
-- the expenditure attributable to the intangible asset during
its development can be reliably measured.
Research expenditure and development expenditure that do not
meet the criteria above are written off against profits in the year
in which they are incurred. Identifiable development expenditure is
capitalised to the extent that the technical, commercial and
financial feasibility can be demonstrated. Similarly, any research
costs relating to revenue-generating contracts are not capitalised
on the grounds that the Group does not retain rights to any
intellectual property generated as part of this work.
1.6 Intangible assets
Intangible assets acquired separately from a business are
recognised at cost and are subsequently measured at cost less
accumulated amortisation and accumulated impairment losses.
Intangible assets acquired on business combinations are
recognised separately from goodwill at the acquisition date where
it is probable that the expected future economic benefits that are
attributable to the asset will flow to the entity and the fair
value of the asset can be measured reliably.
The depreciable amount of an intangible asset with a finite life
is allocated on a systematic basis over its useful life.
Amortisation begins when the asset is available for use.
The amortisation period and the amortisation method for
intangible assets with a finite useful life is reviewed each
financial year end. If the expected useful life of the asset is
different from previous estimates, the amortisation period is
changed accordingly.
Amortisation is recognised so as to write off the cost or
valuation of assets less their residual values over their useful
lives on the following bases:
-- Product development and registrations Up to 15 years on a straight-line basis
1.7 Property, plant and equipment
Property, plant and equipment is stated at historical cost less
depreciation. Historical cost includes expenditure that is directly
attributable to the acquisition of the items. Cost may also include
transfers from equity of any gains or losses on qualifying cash
flow hedges of foreign currency purchases of property, plant and
equipment.
Subsequent costs are included in the asset's carrying amount or
recognised as a separate asset, as appropriate, only when it is
probable that future economic benefits associated with the item
will flow to the Group and the cost of the item can be measured
reliably. The carrying amount of any component accounted for as a
separate asset is derecognised when replaced. All other repairs and
maintenance are charged to profit or loss during the reporting
period in which they are incurred.
Depreciation is calculated using the straight-line method to
allocate the cost or revalued amounts of the assets, net of their
residual values, over their estimated useful lives or, in the case
of leasehold improvements and certain leased plant and equipment,
the shorter lease term as follows:
-- Fixtures, fittings and equipment 6 years on a straight-line basis
-- Leasehold improvements Over the remaining life of the
lease*
-- Other property, plant and equipment 6 years on a straight-line basis
* Amounts are charged on a straight line basis from the date of
costs being incurred to the expiry of the lease to which the
improvement attracts. This is typically less than 5 years.
The assets' residual values and useful lives are reviewed, and
adjusted if appropriate, at the end of each reporting period.
Gains and losses on disposals are determined by comparing
proceeds with carrying amount. These are included in profit or
loss. When revalued assets are sold, it is Group policy to transfer
any amounts included in other reserves in respect of those assets
to retained earnings.
1.8 Right-of-use assets
A right-of-use asset is recognised at commencement of the lease
and initially measured at the amount of the lease liability, plus
any incremental costs of obtaining the lease and any lease payments
made at or before the leased asset is available for use by the
Group.
The right-of-use asset is subsequently measured at cost less
accumulated depreciation and any accumulated impairment losses. The
depreciation methods applied are as follows:
-- Right-of use assets Shorter of the asset's useful life and the lease term on a
straight-line basis
A number of assets have historically been recognised under lease
but where there is a final balloon payment which transfers
unconditional ownership into the Group's name. For these assets
they have been depreciated over a longer period in accordance with
the depreciation policy for the asset class (as shown in 1.7), and
on the end date of the lease have been transferred to that asset
class.
Payments associated with short-term leases of equipment and
vehicles and all leases of low-value assets are recognised on a
straight-line basis as an expense in profit or loss. Short-term
leases are leases with a lease term of 12 months or less. Low-value
assets comprise IT equipment and small items of office
furniture.
The right-of-use asset is subject to impairment testing, and
adjusted for any remeasurement of the lease liability and lease
modifications.
1.9 Impairment of tangible and intangible assets
At each reporting end date, the Group reviews the carrying
amounts of its tangible and intangible assets on an individual and
on a cash-generating unit basis to determine whether there is any
indication that those assets have suffered an impairment loss. If
any such indication exists, the recoverable amount of the asset is
estimated in order to determine the extent of the impairment loss
(if any). Where it is not possible to estimate the recoverable
amount of an individual asset, the Group estimates the recoverable
amount of the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to
sell, and value in use. In assessing value in use, the estimated
future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of
the time-value of money and the risks specific to the asset for
which the estimates of future cash flows have not been
adjusted.
If the recoverable amount of an asset (or cash-generating unit)
is estimated to be less than its carrying amount, the carrying
amount of the asset (or cash-generating unit) is reduced to its
recoverable amount. An impairment loss is recognised immediately in
the Statement of Comprehensive Income, unless the relevant asset is
carried at a revalued amount in which case the impairment loss is
treated as a revaluation decrease.
Recognised impairment losses are reversed if, and only if, the
reasons for the impairment loss have ceased to apply. Where an
impairment loss subsequently reverses, the carrying amount of the
asset (or cash-generating unit) is increased to the revised
estimate of its recoverable amount, but so that the increased
carrying amount does not exceed the carrying amount that would have
been determined had no impairment loss been recognised for the
asset (or cash-generating unit) in prior years. A reversal of an
impairment loss is recognised immediately in the income statement,
unless the relevant asset is carried at a revalued amount, in which
case the reversal of the impairment loss is treated as a
revaluation increase.
1.10 Fixed asset investments
Equity investments are measured at fair value through profit or
loss, except for those equity investments that are not publicly
traded and whose fair value cannot otherwise be measured reliably,
which are recognised at cost less impairment until a reliable
measure of fair value becomes available.
In the parent Company financial statements, investments in
subsidiaries are initially measured at cost and subsequently
measured at cost less any accumulated impairment losses. The
investments are assessed for impairment at each reporting date and
any impairment losses or reversals of impairment losses are
recognised immediately in profit or loss.
A subsidiary is an entity controlled by the Company. Control is
the power to govern the financial and operating policies of the
entity so as to obtain benefits from its activities.
1.11 Inventories
Raw materials, work in progress and finished goods are stated at
the lower of cost and estimated selling price less costs to
complete and sell. Cost comprises direct materials, direct labour
and an appropriate proportion of variable and fixed overhead
expenditure, the latter being allocated on the basis of normal
operating capacity. Cost includes the reclassification from equity
of any gains or losses on qualifying cash flow hedges relating to
purchases of raw materials but excludes borrowing costs. Costs are
assigned to individual items of inventory on the basis of weighted
average costs. Costs of purchased inventory are determined after
deducting rebates and discounts.
At each reporting date, an assessment is made for impairment.
Any excess of the carrying amount of inventories over its estimated
selling price less costs to complete and sell is recognised as an
impairment loss in the income statement. Reversals of impairment
losses are also recognised in the income statement.
The Group applies a number of key judgements to its impairment
calculations, including:
-- Where inventories are used for research projects, these are fully provided for;
-- Inventories which have been owned for at least 18 months is fully provided for;
-- Any opened and partially used packages of inventories with a
residual value of less than GBP1,000 are fully provided for;
-- Any other items which are close to or beyond the expiry date
are reviewed by laboratory management staff and considered whether
these can be used, then (where applicable) provided for.
1.12 Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include
cash in hand, deposits held at call with financial institutions and
other short-term, highly liquid investments with original
maturities of three months or less that are readily convertible to
known amounts of cash and which are subject to an insignificant
risk of changes in value. Bank overdrafts are shown within
borrowings in current liabilities.
1.13 Financial instruments
Financial instruments are recognised in the Group's statement of
financial position when the Group becomes party to the contractual
provisions of the instrument.
Financial assets and liabilities are offset, and the net amounts
presented in the financial statements, when there is a legally
enforceable right to set off the recognised amounts and there is an
intention to settle on a net basis or to realise the asset and
settle the liability simultaneously.
Financial assets
Financial assets are recognised in the Group's statement of
financial position when the Group becomes party to the contractual
provisions of the instrument. Financial assets are classified into
specified categories, depending on the nature and purpose of the
financial assets.
The Group classifies its financial assets in the following
measurement categories:
-- those to be measured subsequently at fair value (either
through Other comprehensive income (OCI) or through profit or
loss); and
-- those to be measured at amortised cost.
Financial instruments are classified as financial assets
measured at amortised cost where the objective is to hold these
assets in order to collect contractual cash flows, and the
contractual cash flows are solely payments of principal and
interest. They arise principally from the provision of goods and
services to customers (e.g. trade receivables). They are initially
recognised at fair value plus transaction costs directly
attributable to their acquisition r issue, and are subsequently
carried at amortised cost using the effective interest rate method,
less provision for impairment where necessary
Financial assets with embedded derivatives are considered in
their entirety when determining whether their cash flows are solely
payment of principal or interest.
Debt instruments
Subsequent measurement of debt instruments depends on the
Group's business model for managing the asset and the cash flow
characteristics of the asset. There are three measurement
categories into which the Group classifies its debt
instruments:
-- Amortised cost: Assets that are held for collection of
contractual cash flows, where those cash flows represent solely
payments of principal and interest, are measured at amortised cost.
Interest income from these financial assets is included in finance
income using the effective interest rate method. Any gain or loss
arising on derecognition is recognised directly in profit or loss
and presented in other gains/(losses) together with foreign
exchange gains and losses. Impairment losses are presented as a
separate line item in the statement of profit or loss.
-- Fair value through other comprehensive income (FVOCI): Assets
that are held for collection of contractual cash flows and for
selling the financial assets, where the assets' cash flows
represent solely payments of principal and interest, are measured
at FVOCI. Movements in the carrying amount are taken through OCI,
except for the recognition of impairment gains or losses, interest
income and foreign exchange gains and losses, which are recognised
in profit or loss. When the financial asset is derecognised, the
cumulative gain or loss previously recognised in OCI is
reclassified from equity to profit or loss and recognised in other
gains/(losses). Interest income from these financial assets is
included in finance income using the effective interest rate
method. Foreign exchange gains and losses are presented in other
gains/(losses), and impairment expenses are presented as a separate
line item in the statement of profit or loss.
-- Fair value through profit or loss (FVPL): Assets that do not
meet the criteria for amortised cost or FVOCI are measured at FVPL.
A gain or loss on a debt investment that is subsequently measured
at FVPL is recognised in profit or loss and presented net within
other gains/(losses) in the period in which it arises.
Impairment of financial assets
An impairment loss is recognised for the expected credit losses
on financial assets where there is an increased probability that
the counterparty will be unable to settle an instrument's
contractual cashflows on contractual due dates, a reduction in the
amounts expected to be recovered, or both.
The probability of default and expected amounts recoverable are
assessed using reasonable, and supportable past and forward-looking
information that is available without undue cost or effort. The
expected credit loss on trade receivables is a probability weighted
amount determined from grouping the receivables based on days
overdue and making assumptions based on historic information to
allocate an overall expected credit loss rate for each group.
Derecognition of financial assets
Financial assets are derecognised only when the contractual
rights to the cash flows from the asset expire or are settled, or
when the Group transfers the financial asset and substantially all
the risks and rewards of ownership to another entity, or if some
significant risks and rewards of ownership are retained but control
of the asset has transferred to another party that is able to sell
the asset in its entirety to an unrelated third party.
Financial liabilities
Financial liabilities are recognised when the Group becomes a
party to the contractual provisions of the instruments.
Financial liabilities, including borrowings, trade payables and
other payables, are initially measured at fair value net of
transaction costs directly attributable to the issuance of the
financial liability. They are subsequently measured at amortised
cost using the effective interest method. For the purposes of each
financial liability, interest expense includes initial transaction
costs and any premium payable on redemption, as well as any
interest or coupon payable while the liability is outstanding.
Derecognition of financial liabilities
Financial liabilities are derecognised when, and only when, the
Group's obligations are discharged, cancelled, or they expire.
1.14 Equity instruments
Equity instruments issued by the Group are recorded at the
proceeds received, net of direct issue costs. Dividends payable on
equity instruments are recognised as liabilities once they are no
longer at the discretion of the Group.
1.15 Taxation
The income tax expense or credit represents the sum of the tax
currently payable or receivable on the current period's taxable
income or loss, based on the applicable income tax rate for each
jurisdiction, adjusted by changes in deferred tax assets and
liabilities attributable to temporary differences and to unused tax
losses.
Current tax
The tax currently payable or receivable is based on taxable
profit or loss for the period. Taxable profit differs from net
profit as reported in the profit and loss account because it
excludes items of income or expense that are taxable or deductible
in other years and it further excludes items that are never taxable
or deductible.
The Group's liability for current tax is calculated using tax
rates that have been enacted or substantively enacted by the
reporting end date. Management periodically evaluates positions
taken in tax returns with respect to situations in which applicable
tax regulation is subject to interpretation. It establishes
provisions, where appropriate, on the basis of amounts expected to
be paid to the tax authorities.
Current tax assets and tax liabilities are offset where the
entity has a legally enforceable right to offset and intends either
to settle on a net basis, or to realise the asset and settle the
liability simultaneously.
Deferred tax
Deferred income tax is provided in full, using the liability
method, on temporary differences arising between the tax bases of
assets and liabilities and their carrying amounts in the
consolidated financial statements. However, deferred tax
liabilities are not recognised if they arise from the initial
recognition of goodwill. Deferred income tax is also not accounted
for if it arises from initial recognition of an asset or liability
in a transaction other than a business combination that, at the
time of the transaction, affects neither accounting nor taxable
profit or loss. Deferred income tax is determined using tax rates
(and laws) that have been enacted or substantively enacted by the
end of the reporting period and are expected to apply when the
related deferred income tax asset is realised or the deferred
income tax liability is settled.
Deferred tax assets are recognised only if it is probable that
future taxable amounts will be available to utilise those temporary
differences and losses.
Deferred tax liabilities and assets are not recognised for
temporary differences between the carrying amount and tax bases of
investments in foreign operations where the Company is able to
control the timing of the reversal of the temporary differences and
it is probable that the differences will not reverse in the
foreseeable future.
Deferred tax assets and liabilities are offset where there is a
legally enforceable right to offset current tax assets and
liabilities and where the deferred tax balances relate to the same
taxation authority.
1.16 Provisions
Provisions for legal claims, service warranties and make good
obligations are recognised when the Group has a legal or
constructive present obligation as a result of a past event, it is
probable that the Group will be required to settle that obligation
and a reliable estimate can be made of the amount of the
obligation. Provisions are not recognised for future operating
losses.
Where there are a number of similar obligations, the likelihood
that an outflow will be required in settlement is determined by
considering the class of obligations as a whole. A provision is
recognised even if the likelihood of an outflow with respect to any
one item included in the same class of obligations may be
small.
The amount recognised as a provision is the management's best
estimate of the consideration required to settle the present
obligation at the reporting end date, taking into account the risks
and uncertainties surrounding the obligation. The discount rate
used to determine the present value is a pre-tax rate that reflects
current market assessments of the time value of money and the risks
specific to the liability. The increase in the provision due to the
passage of time is recognised as interest expense.
1.17 Employee benefits
Short-term obligations
Liabilities for wages and salaries, including non-monetary
benefits, annual leave and accumulating sick leave that are
expected to be settled wholly within 12 months after the end of the
period in which the employees render the related service are
recognised in respect of employees' services up to the end of the
reporting period and are measured at the amounts expected to be
paid when the liabilities are settled. The liabilities are
presented as current employee benefit obligations in the balance
sheet.
T ermination benefits are recognised immediately as an expense
when the Group is demonstrably committed to terminate the
employment of an employee or to provide termination benefits.
Retirement benefits
The Group operates a defined contribution pension plan. Payments
to the defined contribution pension plan are charged as an expense
as they fall due.
Share-based payments
Share-based compensation benefits are provided to employees via
the Aptamer Group EMI Share Option Scheme and unapproved share
options. Information relating to these schemes is set out in note
34.
Employee options
The fair value of options granted under the Aptamer Group EMI
Share Option Scheme and unapproved share options is recognised as
an employee benefits expense, with a corresponding increase in
equity. The total amount to be expensed is determined by reference
to the fair value of the options granted:
-- including any market performance conditions (e.g., the entity's share price);
-- excluding the impact of any service and non-market
performance vesting conditions (e.g., profitability, sales growth
targets and remaining an employee of the entity over a specified
time period); and
-- including the impact of any non-vesting conditions (e.g., the
requirement for employees to save or hold shares for a specific
period of time).
The total expense is recognised over the vesting period, which
is the period over which all of the specified vesting conditions
are to be satisfied. At the end of each period, the entity revises
its estimates of the number of options that are expected to vest
based on the non-market vesting and service conditions. It
recognises the impact of the revision to original estimates, if
any, in profit or loss, with a corresponding adjustment to
equity.
1.18 Leases
On commencement of a contract which gives the Group the right to
use an asset for a period of time in exchange for consideration,
the Group recognises a right-of-use asset and a lease liability
unless the lease qualifies as a 'short-term' lease (term is 12
months or less with no option to purchase the lease asset) or a
'low-value' lease (where the underlying asset is GBP4,000 or less
when new).
Initial measurement of the lease liability
The lease liability is initially measured at the present value
of the lease payments during the lease term, discounted using the
interest rate implicit in the lease, or the incremental borrowing
rate if the interest rate implicit in the lease cannot be readily
determined.
To determine the incremental borrowing rate, the Group:
-- where possible, uses recent third-party financing received by
the individual lessee as a starting point, adjusted to reflect
changes in financing conditions since third-party financing was
received;
-- uses a build-up approach that starts with a risk-free
interest rate adjusted for credit risk for leases held by the
Group, which does not have recent third-party financing; and
-- makes adjustments specific to the lease, e.g. term, country, currency and security.
The lease is the non-cancellable period of the lease plus
extension periods that the Group is reasonably certain to exercise
and termination periods that the Group is reasonably certain not to
exercise.
Lease payments include fixed payments, less any lease incentives
receivable, variable lease payments dependent on an index or a
rate, amounts expected to be payable by the Group under residual
value guarantees and payments of penalties for terminating the
lease, if the lease term reflects the Group exercising that option.
Variable lease payments are initially measured using the index or
rate when the leased asset is available for use. The cost of the
right-of-use asset also includes any provisions expected to be
settled on termination of the lease.
Subsequent measurement of the lease liability
The lease liability is subsequently increased for a constant
periodic rate of interest on the remaining balance of the lease
liability and reduced for lease payments.
Interest on the lease liability is recognised in the income
statement. Variable lease payments not included in the measurement
of the lease liability as they are not dependent on an index or
rate are recognised in the income statement in the period in which
the event or condition that triggers those payments occurs.
When the lease liability is remeasured due to changes arising
from the original terms and conditions of the lease, the
corresponding adjustment is reflected in the right-of-use asset, or
income statement if the right-of-use asset is already reduced to
nil.
A lease modification that was not part of the original terms and
conditions of the lease is accounted for as a separate lease or an
adjustment to the lease liability depending on the nature of the
change.
1.19 Government grants
Government grants are recognised at the fair value of the asset
received or receivable when there is reasonable assurance that the
grant conditions will be met, and the grants will be received.
A grant that specifies performance conditions is recognised in
income when the performance conditions are met. Where a grant does
not specify performance conditions it is recognised in income when
the proceeds are received or receivable. A grant received before
the recognition criteria is satisfied is recognised as a
liability.
Research and development expenditure credits
Where the Group receives research and development expenditure
credits ("RDEC") it accounts for these as government grant income
within operating income as it more closely aligns with grant income
as opposed to a taxation credit. The income is recognised on a
systematic basis over the periods in which the entity recognises
expenses for the related costs for which the grants are intended to
compensate, under IAS 20 'Accounting for Government Grants and
Disclosures'.
As well as receiving RDEC, the Group also receives R&D tax
credits on the development expenditure it makes on the commercial
projects it undertakes. These taxation credits are considered to
reflect enhanced tax relief and as such are shown as a reduction in
income tax or an increase in receivables due from HM Revenue &
Customs
1.20 Foreign exchange
Functional and presentation currency
Items included in the financial statements of each of the
Group's entities are measured using the currency of the primary
economic environment in which the entity operates ('the functional
currency"). The consolidated financial statements are presented in
Great British Pounds sterling, which is functional and presentation
currency of each of the Group's entities.
Transactions and balances
T ransactions in currencies other than functional currency are
recorded at the rates of exchange prevailing at the dates of the
transactions. At each reporting end date, monetary assets and
liabilities that are denominated in foreign currencies are
retranslated at the rates prevailing on the reporting end date.
Gains and losses arising on translation in the period are
recognised in the income statement.
Foreign exchange gains and losses that relate to borrowings are
presented in the statement of profit or loss, within finance costs.
All other foreign exchange gains and losses are presented in the
statement of profit or loss on a net basis within other
gains/(losses).
Non-monetary items that are measured at fair value in a foreign
currency are translated using the exchange rates at the date when
the fair value was determined. Translation differences on assets
and liabilities carried at fair value are reported as part of the
fair value gain or loss. For example, translation differences on
non-monetary assets and liabilities such as equities held at fair
value through profit or loss are recognised in profit or loss as
part of the fair value gain or loss, and translation differences on
non-monetary assets such as equities classified as at fair value
through other comprehensive income are recognised in other
comprehensive income.
1.21 Finance costs
Finance costs are expensed in the period in which they are
incurred. Interest paid is included under financing activities in
the statement of cash flows.
1.22 Earnings per share
Basic Earnings per share is calculated by dividing the profit or
loss for the year attributable to the ordinary equity holders of
the parent by the weighted average number of ordinary shares
outstanding during the year.
Diluted Earnings per share is calculated by dividing the profit
or loss for the year attributable to ordinary equity holders of the
parent by the weighted average number of ordinary shares that would
be issued on conversion of all the dilutive potential ordinary
shares into ordinary shares. Details of the calculations presented
under this are given in note 14.
2 Adoption of new and revised standards and changes in accounting policies
In the current year, the following new and revised standards and
interpretations have been adopted by the Group but have had no
impact on its reported results and financial position:
-- Annual improvements to IFRS 2018-2020
-- Amendments to IAS 37 'Onerous Contracts' - Cost of fulfilling a contract
-- Amendments to IAS 16 'Property, Plant and Equipment' - Proceeds before intended use
-- Amendments to IFRS 3 for reference to the conceptual framework
Standards which are in issue but not yet effective
At the date of authorisation of these financial statements,
there were a number of standards and interpretations in issue but
not yet effective (and in some cases not yet adopted by the UK).
The adoption of all of these standards is not expected to have any
impact on the Group's financial statements.
3 Judgements and key sources of estimation uncertainty
In the application of the Group's accounting policies, the
Directors are required to make judgements, estimates and
assumptions about the carrying amount of assets and liabilities
that are not readily apparent from other sources. The estimates and
associated assumptions are based on historical experience and other
factors that are considered to be relevant. Actual results may
differ from these estimates.
The estimates, judgements, and underlying assumptions are
reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimate is revised, if the
revision affects only that period, or in the period of the revision
and future periods if the revision affects both current and future
periods.
Estimates and judgements are continually evaluated and are based
on historical experience and other factors, including expectations
of future events that are believed to be reasonable under the
circumstances.
The estimates and judgements that have a significant risk of
causing a material adjustment to the carrying amount of assets and
liabilities within the next financial year are addressed below.
(i) Recognition of revenue from multiple element contracts, and
revenue recognition
Management uses judgement in determining the fair value of
multiple element contracts in order to appropriately recognise the
revenue attributable to each element, which may be based on
contractual terms or (for bundled contracts) the standalone selling
price that would be attributed to each service.
For revenues recognised over time, the value of revenue
recognised in the period is dependent on an assessment of work to
completion.
(ii) Impairment of trade and other receivables
The Group makes an estimate of the recoverable value of trade
and other receivables. When assessing impairment of trade and other
receivables, management considers factors including the credit
rating of the receivable, the ageing profile of receivables and
historical experience. As at 30 June 2023 the provision for trade
receivables impairment amounted to GBPnil (2022: GBPnil).
(iii) Impairment of investments and recoverability of
intercompany loans (Company only)
Interests in subsidiary undertakings are reviewed annually to
assess whether there is objective evidence to indicate that either
the carrying value of interests are impaired or impairments
recognised in prior periods require to be reversed. Recoverable
value of the subsidiary undertaking is estimated as the higher of
value-in-use or fair value less cost of disposal. Fair value is
based on net assets and incorporates adjustments to reflect the
fair market value. See note 19 for the carrying amount of the
investments.
Management further utilises judgement when assessing the
recoverability of intercompany loans using the expected credit loss
method in accordance with the requirements of IFRS 9 'Financial
Instruments'. Based on these forecasts, all receivables have been
fully provided for at 30 June 2023.
(iv) Impairment of non-monetary assets
Product development and registration costs are recognised at
historical cost and are amortised on a straight-line basis over
their useful life, which is typically up to 15 years. In the case
of registration costs where the asset is not in use, amortisation
commences from the date of grant.
The Group assesses these assets, and all other non-monetary
assets including property, plant and equipment and right-of-use
assets, for impairment on an annual basis by comparing the carrying
value of the single cash-generating unit ("CGU") with the
recoverable amount, the recoverable amount being based on an
assessment of the CGU's value-in-use. The Group uses discounted
cashflows from the CGU to determine the value-in-use. The Group
sensitises these results and determines if there is an impairment
of the non-monetary assets. Further details are provided in notes
5, 16, 17 and 18.
4 Revenue
Group revenue analysed by class of business
The Group represents a single operating segment being research
and experimental development of biotechnology.
Group revenue analysed by geographical market
Revenue recognised in the income statement is analysed by
geographical market as follows:
2023 2022
GBP'000 GBP'000
------------------ -------- --------
United Kingdom 427 597
Europe 134 325
Rest of the World 1,191 3,114
-------- --------
1,752 4,036
======== ========
All assets are located in, and services delivered from, the
United Kingdom.
An analysis of revenue by customer is set out in the table
below:
2023 2022
GBP'000 GBP'000
-------------------- -------- --------
Customer A - 814
Customer B - 765
Customer C - 67
Customer D 400 -
Customer E 236 -
Customer F 216 -
All other customers 900 2,390
-------- --------
1,752 4,036
======== ========
During the year the Group recognised revenue from performance
obligations satisfied during the year. All of the Group's contracts
are for the delivery of service within the next 12 months for which
the practical expedient in paragraph 121(a) of IFRS 15 applies. The
entire revenue of the Group relates to its contracts with
customers.
5 Impairments
During the year the following impairments have been recognised
in the Income Statement:
2023 2022
Note GBP'000 GBP'000
--------------------------------------------------- ------ -------- --------
Inventories 21 181 -
-------- --------
Total impairment expense charged to cost
of sales 181 -
======== ========
2023 2022
Note GBP'000 GBP'000
--------------------------------------------------- ====== -------- --------
Property, plant and equipment (specific) 17 259 59
Intangible assets 16 80 -
Impairment of cash-generating unit 2,262 -
Total impairment expense charged to administrative
costs 2,601 59
======== ========
Details of the impairment of property, plant and equipment on a
specific basis is provided in note 17.
As a result of the ongoing trading conditions of the Group as at
the year end, combined with the well-publicised risks to viability
ahead of the fundraising described in note 39, the Directors have
reviewed the carrying value of the cash-generating unit ("CGU") in
light of the conditions prevailing as at 30 June 2023. As a result,
there has been an impairment recognised across all non-monetary
assets of the Group's single CGU, allocated first to specific
intangible assets which are not ongoing, and subsequently pro-rated
across the carrying value of all relevant assets.
6 Operating loss
Operating loss is stated after charging/(crediting):
2023 2022
GBP'000 GBP'000
---------------------------------------------- -------- --------
Employee remuneration (note 10) 3,264 2,943
Share-based payment expenses 84 457
Amortisation of intangible assets (note 16) 44 22
Impairment of intangible assets (notes 5 &
16) 280 -
Depreciation of property, plant and equipment
(note 17) 401 97
Impairment of property, plant and equipment
(notes 5 & 17) 1,609 -
Depreciation of right-of-use assets (note
18) 355 276
Impairment of right-of-use assets (notes 5
& 18) 712 -
Loss on disposal of tangible fixed assets - 1
Research and development expenses (excluding
R&D staff costs) 474 848
Raw materials and consumables used 1,212 490
Impairment of inventories charged as cost
of sales (note 5) 181 -
---------------------------------------------- -------- --------
7 Other operating income
2023 2022
GBP'000 GBP'000
----------------- -------- --------
Government grants 3 3
======== ========
The Group received funding from a government grant scheme and
has complied with the conditions of the funding throughout the
year/period.
8 Auditors' remuneration
Fees payable to the Group's auditors and associates:
2023 2022
GBP'000 GBP'000
-------------------------------------------------- -------- --------
For audit services
Audit of the financial statements of the Group
and Company 72 52
For non-audit services
Review of interim financial statements - 4
Reporting Accountant in relation to AIM admission
document - 129
-------- --------
72 185
======== ========
9 Alternative Performance Measures
The Directors have used an Alternative Performance Measure
("APM") in the preparation of these financial statements. The
consolidated income statement has presented adjusted earnings
before interest, tax, depreciation, and amortisation ("Adjusted
EBITDA"), which removes non-cash items including depreciation,
amortisation, and share-based payments which are not relevant to
the underlying cash generation of the business.
The Directors have presented this APM because they feel it most
suitably represents the underlying performance and cash generation
of the business and allows comparability between the current and
comparative period in light of the changes in the business, and
will allow an ongoing trend analysis of this performance based on
current plans for the business.
10 Employees
The average monthly number of persons (including Directors)
employed by the Group and Company during the year was:
2023 2022
Number Number
--------------------------- ------- --------
Administration and support 13 9
Production 29 22
Research and development 4 5
Sales 8 8
------- --------
54 44
======= ========
Their aggregate remuneration comprised:
2023 2022
GBP'000 GBP'000
---------------------------------------- -------- --------
Wages and salaries 2,878 2,651
Social security costs 347 264
Other pension costs 39 28
-------- --------
Short-term staff compensation 3,264 2,943
Share-based payment charge 84 457
Staff costs charged to income statement 3,348 3,400
======== ========
11 Directors' remuneration
Information about emoluments paid to Directors, including the
highest paid Director, have been included in the Remuneration
Committee report shown in the Annual Report.
12 Finance costs
2023 2022
GBP'000 GBP'000
---------------------------------------------------------- -------- --------
Interest on financial liabilities measured at
amortised cost
Bank interest and charges 2 2
Other interest on financial liabilities 7 23
-------- --------
9 25
Other finance costs
Interest payable on lease liabilities 125 23
Foreign exchange loss 7 14
-------- --------
Total finance costs 141 62
======== ========
Refer to notes 25 and 26 for more details on the Group's
outstanding borrowings and leases.
13 Taxation
2023 2022
GBP'000 GBP'000
----------------------------------------------- -------- --------
Current tax
UK corporation credit on loss for the current
year/period (473) (546)
Adjustments in respect of prior periods 11 1
Deferred tax
Origination and reversal of timing differences - -
-------- --------
Total tax credit (462) (545)
======== ========
The actual credit for the year/period can be reconciled to the
expected credit for the year/period based on the profit or loss and
the standard rate of tax as follows:
2023 2022
GBP'000 GBP'000
------------------------------------------------ -------- --------
Loss before taxation (8,298) (2,638)
Expected tax credit based on the standard
rate of corporation tax in the UK of 20.5%
(2022: 19%) (1,701) (501)
Expenses that are not deductible in determining
taxable profit 59 42
Research and development tax relief (388) (239)
Surrender of tax losses for R&D tax credit
refund 243 -
Deferred tax asset not recognised 1,347 152
Adjustments in respect of prior periods 11 1
Other adjustments (33) -
Taxation credit in the financial statements (462) (545)
======== ========
The UK corporation tax rate was 19% until 31 March 2023 and 25%
thereafter. In the disclosure above a hybrid rate of 20.5% has been
used to pro-rate this change.
Deferred tax balances at the reporting date are measured at 25%
(2022: 19%).
As at 30 June 2023 the Group had unrelieved tax losses of
approximately GBP9,033,000 (2022: GBP3,805,000). A deferred tax
asset has not been recognised in respect of these losses. Further
details are given in note 28.
14 Earnings per share
2023 2022
--------------------------------------------------- ------------ ------------
Basic loss per share 11.35p 3.24p
------------ ------------
Diluted loss per share 11.35p 3.24p
------------ ------------
Loss for the year/period GBP7,836,000 GBP2,093,000
------------ ------------
Weighted average number of ordinary shares used as
the denominator in calculating the basic/diluted
loss per share 69,055,369 64,546,622
============ ============
The loss attributable to equity holders (holders of ordinary
shares) of the Company for the purpose of calculating the fully
diluted loss per share is identical to that used for calculating
the loss per share. The exercise of share options would have the
effect of reducing the loss per share and is therefore
anti-dilutive under the terms of IAS 33 "Earnings per Share".
15 Dividends
No dividends were paid during the current or prior year, and no
final dividends are proposed to be declared subsequent to the year
end.
16 Intangible assets
Product development
& registrations
GBP'000s
Cost
At 1 July 2021 249
Additions - internally generated 141
At 30 June 2022 390
-------------------------
Additions - internally generated 53
At 30 June 2023 443
-------------------------
Accumulated amortisation
At 1 July 2021 27
Charge for the period 22
At 30 June 2022 49
Charge for the year 44
Impairment 280
At 30 June 2023 373
-------------------------
Carrying amount
At 30 June 2023 70
=========================
At 30 June 2022 341
=========================
.
Development costs capitalised are in relation to the generation
of intellectual property and the patenting of such intellectual
property, some of which are pending and thus not currently being
amortised. As at the year end, GBP31,000 (2022 - GBP173,000) of
patents are pending and not yet being amortised.
The Directors prepare forecasts which show the projected growth
of the business and use of these assets, which forms a key part of
the Group's future strategy. The forecasts include an assessment of
the likely commercialisation of the technology based on current
demand and anticipated market growth strategies, profiled on a
discounted cash flow basis.
As a result of this cashflow forecast, and ongoing trading
conditions prevalent at the year end, the Directors have recognised
an impairment at 30 June 2023 as explained in note 5. This has been
allocated across all non-monetary assets of the CGU, including
property, plant and equipment, and right-of-use assets. The
forecasts were for a specific period of 3 years, with 6% and 5%
revenue growth in years 4 and 5, subsequently growing at 3% per
annum.
The key unobservable inputs to the model were:
-- A pre-tax discount rate of 34.50% (equating to a post-tax discount rate of 25.80%).
-- A long term growth rate of 3.0%
The main forecasts assumed the going concern status of the Group
through anticipated trading following a new fundraising round (as
explained in note 39), and its planned use of funds. This fundraise
was completed after the Group's year end in August 2023, which then
secured the Group's status as a going concern. As the fundraise
successfully completed after the year end, management prepared two
scenarios addressing successful and unsuccessful completion of the
fundraise. A weighting of 75:25 in favour of successful completion
of the fundraise was applied in calculating the value in use of the
CGU.
The Directors have considered sensitivities to revenue and
discount rate in the cashflow forecast and the weighting applied
between successful and unsuccessful fundraise post period end. If
forecasted revenue in the cashflow forecast was reduced by more
than 8%, this would result in a further impairment charge of
GBP791,000, which would reduce the value in use of the CGU to nil.
If weighting in favour of successful completion of the post period
end fundraise was reduced to 50:50, this would result in an
additional impairment of GBP650,000. If the post-tax discount rate
was increased by 10% to 35.8% then this would result in an
additional impairment of GBP645,000.
The Directors are confident that the value of the CGU as at the
date of approval of the financial statements is significantly in
excess of the carrying value as at 30 June 2023, as a result of the
removal of the uncertainty relating to the fundraising event.
However, this value has not been quantified, and cannot be utilised
for the purpose of impairment testing as at 30 June 2023 under the
requirements of IAS 36.
17 Property, plant and equipment
Other property, Fixtures, Total
plant and fittings
equipment and equipment
Leasehold
improvement
GBP'000 GBP'000 GBP'000 GBP'000
Cost
At 1 July 2021 - 572 30 602
Additions - 346 10 356
Disposals - (10) - (10)
At 30 June 2022 - 908 40 948
Additions 1,603 363 9 1,975
Disposals - (31) (5) (36)
Transfers - 217 - 217
At 30 June 2023 1,603 1,457 44 3,104
Accumulated depreciation
At 1 July 2021 - 301 17 318
Charge for the period - 93 4 97
Disposals - (9) - (9)
Impairment - 59 - 59
At 30 June 2022 - 444 21 465
Charge for the year 270 126 5 401
Disposals - (31) (5) (36)
Impairment 988 604 17 1,609
Transfers - 104 - 104
At 30 June 2023 1,258 1,247 38 2,543
Carrying amount
At 30 June 2023 345 210 6 561
At 30 June 2022 - 464 19 483
Transfers in the year represent a reclassification from
right-of-use assets where the underlying lease has completed, with
the assets being purchased and having remaining useful life.
The impairment reflects one floor of the Group's head office,
where ongoing trading conditions mean that the space is not being
fully utilised.
18 Right-of-use assets
Plant
and
Buildings machinery Total
GBP'000 GBP'000 GBP'000
Cost
At 1 July 2021 169 223 392
Additions 1,225 204 1,429
Disposals (169) - (169)
------------- ------------- ------------
At 30 June 2022 1,225 427 1,652
------------- ------------- ------------
Transfers - (217) (217)
At 30 June 2023 1,225 210 1,435
============= ============= ============
Accumulated depreciation
At 1 July 2021 122 35 157
Charge for the period 230 46 276
Disposals (168) - (168)
Lease modification 47 - 47
------------- ------------- ------------
At 30 June 2022 231 81 312
------------- ------------- ------------
Charge for the year 217 138 355
Transfers - (104) (104)
Impairments 641 71 712
At 30 June 2023 1,089 186 1,275
============= ============= ============
Carrying amount
-------
At 30 June 2023 136 24 160
============= ============= ============
At 30 June 2022 994 346 1,340
============= ============= ============
Transfers in the year represent a reclassification to property,
plant and equipment where the underlying lease has completed, with
the assets being purchased and having remaining useful life.
19 Investments
Group Company
--------------------------- ------------------ ------------------
2023 2022 2023 2022
GBP'000 GBP'000 GBP'000 GBP'000
--------------------------- -------- -------- -------- --------
Investment in subsidiaries - - 203 418
======== ======== ======== ========
Movements in investments
Parent Company
Investments
other than
loans
GBP'000
Cost
At 1 July 2022 and 30 June 2023 418
=============
Provision for impairment
At 1 July 2022 -
Impairment charge in the year 215
-------------
At 30 June 2023 215
Carrying amount
At 30 June 2023 203
=============
At 30 June 2022 418
=============
Details of the subsidiaries can be found in note 20. The
Directors believe that the carrying value of investments is
supported by their underlying assets.
20 Subsidiaries
Details of the Company's subsidiaries at 30 June 2023 are as
follows:
Name of undertaking Registered office Nature of business Class % Held
of
shares
held
Direct
Windmill House,
Aptamer Solutions Innovation Research and
Limited Way, York, YO10 5BR development Ordinary 100
Windmill House,
Aptamer Therapeutics Innovation Research and
Limited Way, York, YO10 5BR development Ordinary 100
Windmill House,
Aptamer Diagnostics Innovation Research and
Limited Way, York, YO10 5BR development Ordinary 100
Windmill House,
Aptasort Limited Innovation Research and
(dormant) Way, York, YO10 5BR development Ordinary 100
Each trading entity is a trading division of the Group and
offers commercial services to customers.
21 Inventories
2023 2022
GBP'000 GBP'000
------------------------------ -------- --------
Raw materials and consumables 204 420
204 420
======== ========
Inventories are stated after provision for impairment of
GBP181,000 (2022: GBPnil).
Details of amounts charged to the Income Statement are provided
in note 6. Inventories are charged to cost of sales when materials
are consumed or contractual commitments are complete.
22 Trade and other receivables
2023 2022
GBP'000 GBP'000
------------------------------------- -------- --------
Amounts falling due within one year:
Trade receivables 356 629
Allowance for expected credit losses - -
-------- --------
Trade receivables - net 356 629
Other receivables 145 525
Prepayments 177 167
Amounts owed by Group undertakings - -
678 1,321
-------- --------
Amounts falling due after more than
one year :
Other receivables 373 379
373 379
======== ========
The Directors consider that the carrying value of trade and
other receivables is approximately equal to their fair value.
The Group's trade receivables have been reviewed for expected
credit losses. Allowances have been made at the year end amounting
to GBPnil (2022 - GBPnil), with movements on the allowances for
doubtful debts as follows:
2023 2022
GBP'000 GBP'000
----------------------------------------- -------- --------
Balance at 1 July 2022 - -
Allowance for doubtful debts and accrued
income 331 -
Release of irrecoverable debts (275) -
------------------------------------------ -------- --------
Balance at 30 June 2023 56 -
======== ========
The expected credit loss provision fully relates to accrued
income, which is included within 'other receivables' in the above
table.
The calculation of expected credit losses for trade receivables
at 30 June 2023 was determined as follows:
Current Less than 3 to 6 More than Total
3 months months 6 months
------------------------------ -------- ---------- -------- ---------- ------
Expected credit loss
rate 0.25% 0.5% 1.0% 100.0%
Gross carrying amount
of trade receivables
(GBP'000) 324 32 - - 356
Gross carrying amount
of accrued income (GBP'000) - - - 56 56
-------- ---------- -------- ---------- ------
Expected credit loss
(GBP'000) 1 - - 56 57
-------- ---------- -------- ---------- ------
On the grounds that the above calculation is trivial in total
with the exception of accrued income, no expected credit loss has
been provided against trade receivables for at the current or
comparative reporting period end date. The expected credit loss has
been provided against accrued income in full.
23 Current trade and other payables
2023 2022
Notes GBP'000 GBP'000
----------------------------------- -------- -------- --------
Trade payables 656 514
Other taxation and social security 85 105
Other payables 8 234
Accruals 463 959
Deferred income 117 314
1,329 2,126
======== ========
The carrying amount of these liabilities approximates to their
fair value. Deferred income relates to amounts outstanding under
existing customer contracts where the delivery of service has not
been completed at the reporting date.
24 Non-current trade and other payables
2023 2022
Notes GBP'000 GBP'000
--------------- ------- -------- --------
Deferred income 7 -
7 -
======== ========
Deferred income represents government grants where amounts to
which the Group has an unconditional right are being recognised
over a period of time related to an underlying asset.
25 Borrowings
The contractual terms of the Group's interest-bearing loans and
borrowings are as follows:
2023 2022
GBP'000 GBP'000
------------ -------- --------
Current
Other loans 50 39
-------- --------
50 39
======== ========
Non-current
Other loans 19 -
19 -
Security of borrowings
Other loans represents a bounce-back loan of GBP29k which is
repayable in fixed instalments until 2026. The loan is not secured.
It also represents GBP40k of financing which is secured against
assets which have been acquired and subsequently had funding raised
against them. All interest rates payable are on an arm's length
basis.
26 Lease liabilities
2023 2022
GBP'000 GBP'000
-------------------------------------------------- -------- --------
Maturity analysis - contractual undiscounted cash
flows
Within one year 334 303
Years two to five inclusive 828 1,208
After five years - -
-------- --------
Total undiscounted lease liabilities 1,162 1,511
Future finance charges (153) (242)
-------- --------
Discounted lease liabilities 1,009 1,269
======== ========
Consisting of:
Non-current 745 1,060
Current 264 209
-------- --------
Total discounted lease liabilities 1,009 1,269
======== ========
Amounts of right-of-use assets recognised and the movements
during the year/period are disclosed in note 18.
The total cash outflow for leases during the year was GBP193,000
(2022: GBP395,000).
27 Provisions for liabilities
2023 2022
GBP'000 GBP'000
-------------- -------- --------
Dilapidations 35 35
35 35
======== ========
Movements on provisions:
2023 2022
GBP'000 GBP'000
---------------------- -------- --------
Dilapidations
At 1 July 35 26
Additional provisions - 9
At 30 June 35 35
======== ========
A provision was made in a prior period by the Directors to cover
the expected contractual commitments on termination of the licence
agreement to occupy the premises where the Group is based.
28 Deferred tax liabilities
No deferred tax balances were recognised in the prior year. The
following are the major deferred tax liabilities and assets
recognised by the Group and movements thereon during the current
reporting period:
ACA's Tax losses Total
GBP'000 GBP'000 GBP'000
-------------------------------- --------- ----------- ---------
Deferred tax liability/(asset) - - -
at 1 July 2022
Deferred tax movement in the
year
Charge/(credit) to profit or
loss 6 (6) -
Change in tax rates - - -
--------- ----------- ---------
Deferred tax liability/(asset)
at 30 June 2023 6 (6) -
--------- ----------- ---------
As at 30 June 2023, the Group had unrecognised tax losses of
approximately GBP9,033,000 (2022: GBP3,805,000). A deferred tax
asset of GBP2,258,000 at 25% (2022: GBP723,000 at 19%) has not been
recognised in respect of these losses due to uncertainty of timing
of taxable profits.
29 Cash and cash equivalents
2023 2022
GBP'000 GBP'000
----------------------------------------------- --------- --------
Cash and cash equivalents 234 6,691
========= ========
30 Financial risk management
The Group's financial instruments comprise cash, receivables and
payables held at amortised cost that arise from its operations.
The Group is exposed to financial risks on these financial
instruments. The Group's risk management is coordinated by its
Directors who focus actively on securing the Group's short to
medium term cash flows through regular reviews of the operating
activities of the business. The Group does not actively engage in
the trading of financial assets for speculative purposes, nor does
it write options. The most significant financial risks to which the
Group is exposed are described below.
Liquidity risk
Management control and monitor the Group's cash flow on a
regular basis, including forecasting future cash flows, available
bank and other credit facilities in comparison to the Group's
outstanding commitments on a regular basis to ensure that the Group
has sufficient funds to meet the obligations of the Group as they
fall due. Having regard to the visibility of sales, the cash
forecasts are regularly reviewed and cover alternative income
scenarios.
The undiscounted contractual maturity of the Group's financial
liabilities at the end of the reporting period was as follows:
Year ended 30 June Within 3-12 1-2 2-5 Over Total
2023 3 months months years years 5 years
GBP'000 GBP'000s GBP'000 GBP'000s GBP'000
----------------------------- ---------- ---------- --------- ---------- --------- ------
Trade and other payables 1,177 - - - - 1,177
Deferred income 115 2 7 - - 124
Bank loans 13 38 19 - 70
Leases 31 303 311 517 - 1,162
---------- ---------- --------- ---------- --------- ------
Total financial liabilities 1,336 343 337 517 - 2,533
========== ========== ========= ========== ========= ======
The undiscounted contractual maturity analysis of the Group's
financial assets at the end of the reporting period was as
follows:
Year ended 30 June Within 3-12 1-2 2-5 Over Total
2023 3 months months years years 5 years
GBP'000 GBP'000s GBP'000 GBP'000s GBP'000
----------------------------- ---------- ---------- --------- ---------- --------- ------
Trade and other receivables 356 - - 373 - 729
Accrued income * - - - - - -
Total financial liabilities 356 - - 373 - 729
========== ========== ========= ========== ========= ======
* Stated after provision for expected credit loss.
Interest rate risk
The Group adopts a policy of ensuring that there is an
appropriate mix of fixed and floating rates in managing its
exposure to changes in interest rates on borrowings. There is no
material exposure to changes in interest rates at the reporting
date.
Management regularly reviews the Group's interest rate risk
position and considers the requirement for any hedging instruments
to mitigate risk as part of this regular monitoring. There were no
such hedging instruments in place at the year-end (2022: none).
The carrying amount of financial assets / (liabilities) which
expose the Group to cash flow interest rate risk are as
follows:
2023 2022
GBP'000 GBP'000
----------- -------- --------
Cash 234 6,691
Bank loans (29) (39)
205 6,652
======== ========
Foreign currency risk
The main currencies in which the Group trades are the Pound
Sterling and the US Dollar.
The Group is exposed in its trading operations to the risk of
changes in foreign currency exchange rates and during the period
the fluctuation in exchange rates has had an impact on reported
results. As at 30 June 2023, the Group does not have any financial
assets or liabilities denominated in a currency other than Pound
Sterling, so is not exposure to any foreign currency risks at that
date.
Credit risk
Credit risk predominantly arises from trade receivables and cash
and cash equivalents. Credit risk attributable to trade receivables
is managed by monitoring the aggregate amount and duration of
exposure to any one customer depending upon their credit rating.
The amounts presented in the Consolidated Statement of Financial
Position are net of allowances for doubtful debts, estimated by the
Group's management based on prior experience and their assessment
of the current economic environment. The Group has no issues with
the impairment of debts at the reporting date. The historic trading
activity and the collection of balances due from customers does not
indicate that impairment risk will be significant in the
future.
2023 2022
GBP'000 GBP'000
--------------------------------------------------- -------- --------
Financial assets measured at amortised cost
Trade and other receivables 730 1,866
Cash and cash equivalents 234 6,691
964 8,557
======== ========
Financial liabilities measured at amortised cost
Trade and other payables 1,301 2,126
Interest-bearing loans and borrowings 1,232 1,308
2,533 3,434
======== ========
All financial liabilities are measured at amortised cost.
Capital risk management
The Group's objectives when managing capital is to safeguard its
ability to continue as a going concern, so that it can provide
returns for shareholders and benefits for other stakeholders. The
Group can implement a range of measures to alter the capital
structure including altering the dividends paid to shareholders and
arranging appropriate banking facilities.
The capital structure of the Group consists of net debt
(borrowing offset by cash and bank balances, see note 30) and
equity (comprising issued share capital, reserves and retained
earnings).
The Directors of the Group review the capital structure on an
ongoing basis. As part of this review the Directors consider the
cost of capital and risks associated with each class of
capital.
Effective interest rates and maturity analysis
30 June 2023 Effective
interest One year More than
rate Total or less 1-2 years 2-5 years 5 years
% GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
-------- -------- --------- --------- ---------
Cash and cash equivalents 0.0 234 - - - -
-------- -------- --------- --------- ---------
Right-of-use lease
liabilities 8.0 1,009 264 290 455 -
Other loans 2.5 70 51 19 - -
-------- -------- --------- --------- ---------
845 315 309 455 -
-------- -------- --------- --------- ---------
30 June 2022 Effective
interest One year More than
rate Total or less 1-2 years 2-5 years 5 years
% GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
---------- -------- --------- --------- ---------
Cash and cash equivalents 0.0 6,691 - - - -
---------- -------- --------- --------- ---------
Right-of-use lease
liabilities 8.0 1,269 209 335 725 -
Other loans 2.5 39 39 - - -
---------- -------- --------- --------- ---------
5,383 248 335 725 -
---------- -------- --------- --------- ---------
31 Retirement benefit schemes
Defined contribution schemes 2023 2022
GBP'000 GBP'000
Charge to income statement in respect of defined
contribution schemes 39 28
======== ========
A defined contribution pension scheme is operated for all
qualifying employees. The assets of the scheme are held separately
from those of the Group in an independently administered fund.
Contributions totalling GBP7,846 (2022: GBP7,043) were payable to
the fund at the balance sheet date.
32 Issued share capital
2023 2022
GBP'000 GBP'000
---------------------------------------------- -------- --------
Ordinary share capital
Issued and fully paid
69,091,717 (2022: 69,022,594) Ordinary shares
of GBP0.001 each 69 69
-------- --------
69 69
======== ========
During the year, 69,123 share options (as shown in note 34) were
exercised for total consideration of GBP5,318. Subsequent to the
year end, new share capital was issued, as disclosed in note
39.
33 Reserves
Retained earnings
Cumulative profit and loss net of distribution to owners.
Share premium
Cumulative excess over nominal value of consideration received,
net of directly attributable issue costs, for shares issued.
Share-based payments reserve
Used to recognise the grant date fair value of options issued to
employees but not exercised.
Group reorganisation reserve
Difference between the consideration given and the net assets of
acquired entities at the date of acquisition.
34 Share-based payments
The Group operates an executive unapproved share option scheme
and an EMI employee share option scheme. The movement on share
options issued was as follows:
Exercise Options
price
GBP
----------------------------------------------------- -------- ------------
At 30 June 2021 15,954,000
Consolidation of shares of GBP0.0001 to GBP0.001 (14,358,600)
Bonus issue of shares at 1 for 2 1,595,400
----------------------------------------------------- -------- ------------
At 29 November 2021 3,190,800
Issued in the period (unapproved share scheme) 1.1700 256,410
Issued in the period (EMI share option scheme) 0.6350 284,200
Lapsed in the period (EMI share option scheme) 0.6350 (1,000)
Exercised in the period (EMI share option scheme) 0.3108 (112,200)
Lapsed in the period (EMI share option scheme) 0.3108 (659,800)
----------------------------------------------------- -------- ------------
At 30 June 2022 2,958,410
Exercised in the period (unapproved share scheme) 0.0768 (35,000)
0.0768 (34,123)
Forfeited and lapsed in the period (EMI share option
scheme) 0.0768 (8,875)
Forfeited and lapsed in the period (EMI share option
scheme) 0.1554 (70,200)
Forfeited and lapsed in the period (EMI share option
scheme) 0.6350 (148,000)
----------------------------------------------------- -------- ------------
At 30 June 2023 2,662,212
Share options outstanding at 30 June 2023 were:
Date of grant Expiry date Options
Exercise
price
GBP
------------------------------------------ ----------------- ---------- ---------
Granted on 1 April 2015 (executive share
option scheme) 21 November 2030 0.0768 118,600
Granted on 1 April 2016 (executive share
option scheme) 21 November 2030 0.0768 118,400
Granted on 1 April 2017 (executive share
option scheme) 21 November 2030 0.0768 201,800
Granted on 1 April 2018 (executive share
option scheme) 21 November 2030 0.1554 138,000
Granted on 1 April 2019 (executive share
option scheme) 21 November 2030 0.1554 96,200
Granted on 1 April 2020 (executive share
option scheme) 29 June 2031 0.1554 44,000
Granted on 1 February 2021 (executive
share option scheme) 29 June 2031 0.1554 182,600
Granted on 31 July 2019 (EMI share option
scheme) 31 July 2029 0.1554 153,202
Granted on 30 June 2021 (EMI share option
scheme) 29 June 2031 0.1554 1,217,800
Granted on 15 December 2021 (executive
share option scheme) 14 December 2031 1.1700 256,410
Granted on 16 December 2021 (EMI share
option scheme) 15 December 2031 0.6350 135,200
------------------------------------------ ----------------- ----------
2,662,212
---------
The movement in options over ordinary shares of the Parent
Company in the year were as follows:
Number of share Weighted average
options exercise price
2023 2023
Number GBP
----------------------------- ---------------- -----------------
Outstanding at 1 July 2022 2,958,410 0.271
Exercised in the year (69,123) 0.077
Forfeited in the year (102,900) 0.527
Lapsed in the year (124,175) 0.414
----------------------------- ---------------- -----------------
Outstanding at 30 June 2023 2,662,212 0.260
----------------------------- ---------------- -----------------
Exercisable at 30 June 2023 2,505,207 0.209
----------------------------- ---------------- -----------------
On 15 December 2021, the Company granted to SPARK a warrant to
subscribe for up to 689,417 Ordinary Shares (representing 1% of the
Enlarged Share Capital) at the Placing Price. The exercise period
commences on Admission and ends on the third anniversary of
Admission.
No new share options or warrants have been granted in the
current reporting year. Subsequent to the year end a number of
options have been granted, and some replaced, as explained in note
39.
The total expense recognised in the income statement from
equity-settled share-based payments is disclosed in note 6.
35 Cash used in operations
2023 2022
GBP'000 GBP'000
------------------------------------------------- --------- --------
Loss for the year after tax (7,836) (2,093)
Adjustments for:
Taxation credit (462) (545)
Finance costs 141 62
Amortisation and impairment of intangible assets 324 22
Depreciation and impairment of tangible assets 3,077 432
Loss on disposal of tangible fixed assets - 1
Equity-settled share-based payment expense 84 457
Increase in provisions - 9
--------- --------
(4,672) (1,655)
Movements in working capital:
Decrease/(increase) in inventory 216 (330)
Decrease/(increase) in debtors 648 (1,433)
(Decrease)/increase in creditors (790) 445
Cash used in operations (4,598) (2,973)
========= ========
36 Changes in liabilities arising from financing activities
1 July New Other non-cash 30 June
2022 Cash flows leases changes 2023
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Loans 39 (37) - 67 69
Lease liabilities 1,269 (193) - (67) 1,009
-------- ---------- -------- -------------- --------
1,308 (230) - - 1,078
======== ========== ======== ============== ========
New Other non-cash 30 June
1 July 2021 Cash flows leases changes 2022
GBP'000 GBP'000 GBP'000 GBP'000 GBP'000
Loans 49 (10) - - 39
Lease liabilities 205 (395) 1,506 (47) 1,269
----------- ------------ ---------- ---------------- ----------
254 (405) 1,506 (47) 1,308
=========== ============ ========== ================ ==========
Other non-cash changes in the year ended 30 June 2023 represent
a reclassification of certain borrowings from leases to more
accurately represent the nature of the funding arrangements.
37 Controlling party
The Directors consider that there is no ultimate controlling
party.
38 Related party transactions
Transactions with related parties
Key management personnel
Key management personnel are those persons having authority and
responsibility for planning, directing and controlling the
activities of the Group, including the Directors of the
Company.
The remuneration of key management personnel of the Group
was:
2023 2022
GBP'000 GBP'000
Aggregate emoluments 1,161 1,397
Share-based payments 84 101
Value of Company contribution to defined contribution
pension schemes 7 5
-------- --------
1,252 1,503
======== ========
39 Events after the reporting period end date
On 31 July 2023 the Directors announced a significant new
fundraising event which resulted in a firm placing of 10,318,390
Ordinary shares for total proceeds of GBP0.1million, a conditional
placing of 339,281,610 ordinary shares for total proceeds of
GBP3.4million and a subscription of 10,400,000 ordinary shares for
total proceeds of GBP0.1m, all before expenses. The conditional
placing and subscription shares were approved at a General Meeting
on 17 August 2023, and total net proceeds were GBP3.2m.
In connection with the fundraise, the following Board changes
took place on passing of the resolutions at the General Meeting on
17 August 2023
-- Dr Ian Gilham, Dr Rob Quinn, Dr John Richards and Angela Hildreth resigned.
-- Dr Arron Tolley was reappointed to the Board as Director and Chief Technical Officer
-- Dr David Bunka remained as Director and his role changed to Chief Scientific Officer
-- Steve Hull was appointed as Executive Chairman.
-- Dean Fielding and Adam Hargreaves were appointed as Independent Non-Executive Directors
On 19 September 2023 the Group completed a further fundraising
through the issue of 28,251,956 ordinary shares by way of a
subscription and placing. This fundraise resulted in total gross
proceeds of GBP311,000 before expenses.
Grant of new share options
On 9 October 2023 the Group granted 116,835,918 options over its
Ordinary share capital ("the Scheme") which exercise at a price of
1p where certain conditions are met. The options are designed to
provide a material incentive to the Directors and other staff, but
on stretching revenue and share price performance criteria, which
include achieving returns of at least 4-times and up to 50-times
the issue price within a 10 year period. All options have an
exercise price of 1p per share.
The total fair value of the Scheme has been determined to be
GBP1,088,000, based on a Monte-Carlo methodology taking into
account the market conditions of the price hurdle. However, the
Scheme also includes non-market conditions related to a requirement
to have performance of the Group to meet expectations (which will
in each case require consultation with the Group's nominated
advisor). As a result, the actual fair value charged to profit and
loss is likely to be substantially lower than this, although the
actual financial impact cannot be quantified until such results are
known.
As part of the grant of options under the Scheme, Dr Arron
Tolley has agreed to the cancellation of 700,000 existing options
with an exercise price of 7.675p each and Dr David Bunka has agreed
to the cancellation of 32,600 and 61,400 existing options with
exercise prices of 15.54p and 7.675p each respectively.
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