Internatoinal Biotechnology Trust plc ## International Biotechnology ## Trust plc | Annual Report and Financial Statements 2025 ### Annual Report and Financial Statements ### for the year ended 31 August 2025 Job No: 101386 Proof Event: 19 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 ## Investment objective ### International Biotechnology Trust plc (the “Company”) has an investment objective to ### achieve long-term capital growth by investing in biotechnology and other life sciences ### companies. ## Investment policy ### The Company will seek to achieve its objective by investing in a diversified portfolio of ### companies which may be quoted or unquoted and whose shares are considered to have ### good growth prospects, with suitably experienced management and strong potential ### upside through the development and/or commercialisation of a product, device or ### enabling technology. Investments may also be made in related sectors such as medical ### devices and healthcare services. While the Company’s portfolio is held as one pool of ### assets, for operational purposes there is a quoted portfolio and an unquoted portfolio. ### The portfolio is diversified by geography, industry sub-sector and investment size with no ### single investment in a company normally accounting for more than 15% of the portfolio at ### the time of investment. ### The portfolio is split between large, mid and small-capitalisation companies, primarily ### quoted on stock exchanges in North America, where the most established and ### commercial biotechnology and other life sciences companies operating in related ### sectors are based, though investments may also be made in Europe, Asia and Australia. ### Investments may also be made into unquoted companies and into funds not quoted on ### a stock exchange, including venture capital funds. This may include funds managed by ### the Fund Manager and/or members of its group. The primary purpose of investment in ### unquoted funds will be to gain exposure to unquoted companies. ### The Company may invest through equities, index-linked securities and debt securities, ### cash deposits, money market instruments and foreign currency exchange transactions. ### Forward or derivative transactions are not used by the Company. ### The Company may borrow from time to time to exploit specific investment opportunities, ### rather than to apply long-term structural gearing to the Company’s portfolio of ### investments. ### Scan this QR code on your smartphone camera ### to sign up to receive regular updates on ### International Biotechnology Trust plc The Investment Objective and Investment Policy of the Company is set out above. The Investment Policy should read in conjunction with the KID before investing; these are also available on the Company’s web pages. International Biotechnology Trust plc Annual Report and Financial Statements 2025 Job No: 101386 Proof Event: 19 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 # Contents Section 1: Overview Performance Summary 3 Chair's Statement 4 Ten-Year Financial Record 7 Section 2: Investment Manager's Review Portfolio Managers' Report 10 Top Ten Quoted Investments 18 Largest Unquoted Investments 20 Investment Portfolio 21 Investment Approach and Process 24 ESG Integration 26 Section 3: Strategic Report The Company 30 Stakeholder Engagement – Section 172 Report 34 Risk Report 38 Conclusion 42 Section 4: Governance Board of Directors 46 Directors' Report 48 Audit Committee Report 52 Management Engagement Committee Report 56 Nomination Committee Report 57 Directors' Remuneration Report 59 Statement of Directors' Responsibilities in respect of the Annual Report and Financial Statements 63 Section 5: Financials Independent Auditors' Report 66 Statement of Comprehensive Income 72 Statement of Changes in Equity 73 Statement of Financial Position 74 Cash Flow Statement 75 Notes to the Financial Statements 76 Section 6: Other Information (Unaudited) Annual General Meeting – Recommendations 100 Notice of Annual General Meeting 101 Explanatory Notes to the Notice of Meeting 103 Alternative Performance Measures and Glossary 105 Information about the Company 107 This is not a sustainable product for the purposes of the Financial Conduct Authority (FCA) rules. References to the consideration of sustainability factors and environmental, social and governance (ESG) integration should not be construed as a representation that the Company seeks to achieve any particular sustainability outcome. ![img-0.jpeg](img-0.jpeg) ![img-1.jpeg](img-1.jpeg) ![img-2.jpeg](img-2.jpeg) International Biotechnology Trust plc Annual Report and Financial Statements 2025 1 ### Section 1: Overview Section 1: Overview ## Section 1: Overview Performance Summary 3 Chair’s Statement 4 Ten-Year Financial Record 7 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 2 Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 1: Overview ## Performance Summary For the year ended 31 August 2025 | Net Asset Value (NAV) | | | | NASDAQ Biotechnology Index | | --- | --- | --- | --- | --- | | | 1 | | 1 | | | per share total return | | Share price total return | | (Reference Index) | ## 0.7% 3.5% -6.0% (31 August 2024: 15.9%) (31 August 2024: 10.3%) (31 August 2024: 15.3%) ### Share price discount 1 1 ### Share price to NAV per share Yield ## 674.0p 8.9% 4.7% (31 August 2024: 680.0p) (31 August 2024: 11.3%) (31 August 2024: 4.2%) 1 1 ### Gearing Ongoing charges ratio ## 5.9% 1.3% (31 August 2024: 4.4%) (31 August 2024: 1.2%) 1 Alternative performance measure, as defined by the European Securities and Markets Authority. Definitions of these performance measures, and other terms used in this Report, are given on pages 105 and 106 together with supporting calculations where appropriate. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 3 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Section 1: Overview ## Chair’s Statement ![img-3.jpeg](img-3.jpeg) “I am pleased to report that on an annualised basis over one, three, five and ten years to 31 August 2025, the Company’s NAV total return has outperformed the Reference Index.” Dear Shareholders I am very pleased to report that the Company’s share price total return rose by 3.5% in the year under review, significantly outperforming the NASDAQ Biotechnology Index (the “Reference Index”), which fell by 6.0%. The net asset value (NAV) total return of the Company was 0.7% reflecting a slight narrowing of the discount at which the shares trade to asset value during the financial year. All figures are on a sterling adjusted basis with dividends reinvested. It is also positive to note that on an annualised basis over one, three, five and ten years to 31 August 2025, the Company’s NAV total return has outperformed the Reference Index across all the equivalent periods. This year’s performance has been achieved in a very volatile year in which the Reference Index fell by over 22% to a low in April this year, followed by a recovery of 25% at the financial year-end. The consequences of Liberation Day and global tariffs sent markets into a downward spiral and healthcare was no exception. The recovery in the biotechnology sector was precipitated by an uptick in mergers and acquisitions (M&A) from pharmaceutical companies adapting to the new environment, the realisation that certain companies with novel science would be unlikely to be impacted by headline tariffs and early signs of improving confidence in the funding environment for biotechnology companies. ### Quoted portfolio The NAV of the quoted portfolio, sterling adjusted with dividends reinvested, rose by 3.8% during the year under review, strongly outperforming the Reference Index, which fell by 6%. During the first half of the financial year, investors digested the appointment of Robert F Kennedy as US Health Secretary with increasing concern as the news about cuts to healthcare funding, reduced headcount at regulatory agencies, potential tariffs and talk of Most Favored Nation (MFN) drug pricing added to the uncertainty. The sector has witnessed a recovery in the second half of the year, as fears have subsided with regards to the changes made at the regulatory level. Our Portfolio Managers have continued to focus on companies with the strongest potential to deliver the most innovative science and identify the revenue generating biotechnology companies likely to become targets of larger pharmaceutical companies seeking new growth. The biggest contributor to performance during the period came from UniQure, the Netherlands listed gene therapy company. UniQure is developing a therapeutic treatment, AMT-130 which has the potential to slow the progression of the rare neurodegenerative Huntington’s Disease. Patients with this fatal disease have very few treatment options. The development programme received two regulatory designations during the year: agreement on a Food and Drug Administration (FDA) Accelerated Approval pathway and Breakthrough Therapy designation. Post the year-end, the company announced additional positive pivotal data and the Portfolio Managers sold the position following a further significant rise in the company’s valuation. Once again, the Portfolio Managers have proved very adept at identifying revenue generating companies which have become acquisition targets. Amongst the five portfolio holdings acquired this year, US-listed Intra-Cellular Therapies, was the most significant. Intra-Cellular was the largest holding in the Company’s portfolio when it was bid for by Johnson & Johnson in January 2025. Intra-Cellular’s lead treatment, Caplyta, is an FDA-approved treatment for depression and schizophrenia. Johnson & Johnson’s $14.6 billion bid for Intra-Cellular, which was announced in January and closed in April 2025, was the largest biopharma transaction in the past 12 months and signalled the beginning of renewed activity in the industry this year. The underweight position in the highly valued large-cap pharmaceutical company Regeneron, which suffered from a clinical trial failure in its chronic obstructive pulmonary disease (COPD) treatment this year, as well as ongoing competitive pressure in its flagship Eylea franchise, also contributed to our performance. 4 International Biotechnology Trust plc Annual Report and Financial Statements 2025 Section 1: Overview The underweight position in the large-cap biotechnology anti-infectives company Gilead detracted from performance. Gilead has continued to report strong results from sales of its human immunodeficiency virus (HIV) medication, but the Portfolio Managers believe its dependence on the HIV franchise makes the company vulnerable in an increasingly politicised regulatory environment. ### Unquoted portfolio The unquoted portfolio, which represented 7.7% of the Company's investments at year-end, is invested primarily in two venture capital funds managed by SV Health Investors LLP (SV), SV Fund VI and SV Biotech Crossover Opportunities Fund (BCOF). These two funds have delivered strong returns for the Company's shareholders. SV Fund VI, which represented 3.1% of the Company's investments at the end of the financial period, is a mature venture capital fund which is 93% drawn down. During the year under review, SV completed follow-on investments in Jet Health, TRex Bio, Ribometrix, Enara Bio, Sitrix and Artios Therapeutics. The fund received proceeds from sold holdings Endotronics and Caraway Therapeutics. Since inception in 2016, the fund has achieved a net internal rate of return (IRR) of 14.3%. SV BCOF, which represented 3.5% of the Company's investments at the end of the financial period, was launched in 2022 and is 39% drawn down. In the last year, SV BCOF has seen a highly successful follow-on fundraising from Draig Therapeutics. The investment partners received clinical milestone income from the recently exited EyeBio. During the year, SV added new holdings to the BCOF portfolio including Advancell, Artios Therapeutics and Imbria. Thanks to excellent partial realisations from BCOF's initial investments in Nimbus Therapeutics and EyeBio, the fund has recorded a net IRR of 89% since inception. Of the small number of directly held legacy assets, the most significant is the discounted value of the royalty streams from Ikano Therapeutics which was sold to Belgian listed UCB in 2006. It was pleasing to see significant payments of £1,474,787.16 received in respect of Ikano Therapeutics during the year. This holding represents 0.9% of total investments as at 31 August 2025. ### Partnership agreement with Schroders Capital Following positive feedback from shareholders, it is the Board's intention to maintain investments of 5-15% of the Company's assets in unquoted, early-stage, innovative biotechnology opportunities utilising unlisted funds not normally available to retail investors. On 2 October 2025, we announced the establishment of a new limited partnership with Schroders Capital (the 'Partnership'), through which the Company intends, over time, to invest in further unquoted biotechnology opportunities. Schroders Capital brings significant expertise in US and European venture capital and growth equity investments within the biotechnology and life science sectors. This new Partnership enhances the Company's ability to access unquoted funds diversified by manager, vintage and geography. The initial commitment of £10 million represents approximately 4% of the current company asset value. ### Dividends The Company's dividend policy, which was last approved at the Annual General Meeting (AGM) in December 2024, is to make dividend payments equivalent to 4% of the Company's NAV, as at the last day of the preceding financial year ending 31 August, through two semi-annual distributions. This enables shareholders to gain access to this exciting growth sector without sacrificing the security of regular income. The first dividend for the year of 15.56p per share was paid on 24 January 2025, and the second payment of 16.17 pence per share, was made on 22 August 2025. This equates to a dividend yield of 4.7% as at 31 August 2025. The dividend policy will once again be proposed to shareholders at the Company's AGM in December 2025. ### Discount management Over the last twelve months, the widespread trend across the investment trust industry of companies' share prices trading at a discount to NAV has continued, and the biotechnology and healthcare sector is no exception. The Board keeps the Company's share price discount to NAV under close review and is committed to buying back its shares to help manage the position. The Board bought back 3,107,419 shares to be held in treasury during the year, and the discount narrowed slightly from 11.3% to 8.9%. The Board believes that buying back shares at a discount to NAV is not only accretive to our shareholders but demonstrates our confidence in the underlying fundamental value of our investments. ### Costs and fees I am pleased to report that Schroders has agreed to a reduction in the management fee for the quoted portfolio. From 1 September 2025, the fee will fall from 0.70% to 0.65% per annum. The Board has recently approved an amendment to the basis on which a performance fee is payable. The performance fee remains at 10% of any relative outperformance above the Reference Index, subject to a hurdle rate of 0.5%. Previously, the performance fee was payable only if a positive NAV per share return was achieved over the relevant calculation period. If such a return was not achieved, payment of the performance fee was deferred until the next calculation period in which a positive NAV per share return was recorded. This clause has now been amended to better reflect the contribution of dividends, predominantly paid out of capital, to shareholders' overall NAV returns. Under the revised terms, the performance fee will be payable only when a positive total NAV per share return has been achieved. This is defined as the movement in the NAV per share, adjusted to include the sum of any dividends reflected in the Company's NAV over the relevant calculation period. If a positive total NAV per share return is not achieved, payment of the performance fee will be deferred until the next calculation period in which such a return is achieved. The Board believes the newly amended terms will deliver greater alignment between the Manager's incentive and shareholders' interests. For the year ended 31 August 2025, a performance fee of £2,366,000 has accrued to the Manager in respect of the quoted portfolio's performance. In addition, a performance fee of £299,000 has accrued to SV Health due to the performance of the unquoted portfolio. Please refer to the Directors' Report for further information. ### Board succession As previously reported, Caroline Gulliver resigned from the Board on 30 April 2025, and Alexa Henderson, who joined the Board on 1 January 2025, has succeeded Caroline as Chair of the Audit Committee. I would like to record the Board's thanks for Caroline's ceaseless work on behalf of our shareholders. The Board International Biotechnology Trust plc Annual Report and Financial Statements 2025 5 ## Section 1: Overview continues to review its composition and effectiveness, as well as to plan for orderly succession. ### Continuation vote In accordance with the Company's Articles of Association, a biennial continuation vote will be put to shareholders at the Annual General Meeting (AGM). The Board believes that the Manager is well qualified, has delivered strong results for shareholders and the investment mandate remains appropriate. Using the advantages of an investment trust continues to be a compelling way of accessing growth opportunities in the undervalued biotechnology sector. The Board unanimously recommends that shareholders vote in favour of continuation, and the Directors intend to vote their shares accordingly. ### Webinar On 6 November 2025, the Company's Portfolio Managers will be presenting to shareholders at a webinar at 2.00 p.m. To register your interest to attend this webinar please visit www.schroders.events/IBTFY25, where the facility to watch the recorded webinar afterwards will also be available. ### AGM The AGM will be held on Friday, 12 December 2025 at 12.00 noon at the offices of Schroders at 1 London Wall Place, London EC2Y 5AU. Our Portfolio Managers will present to shareholders at the AGM, and attendees will be able to ask questions in person and meet the Directors. Details of the formal business of the meeting are set out in the Notice of Meeting on page 101 of this Annual Report. All shareholders are recommended to vote by proxy in advance of the AGM and to appoint the Chair of the meeting as their proxy. This will ensure that shareholders' votes will be counted even if they (or any appointed proxy) are not able to attend. If shareholders have any questions for the Board, please write, or email using the details below. The questions and answers will be published on the Company's web pages before the AGM. To email, please use: amcompanysecretary@schroders.com or write to us at the Company's registered office address: Company Secretary, International Biotechnology Trust plc, 1 London Wall Place, London, EC2Y 5AU. For regular news about the Company, shareholders are also encouraged to sign up to the Manager's investment trusts update, which can be found at: https://schro.link/ibt_subscribe. ### Outlook Although the Portfolio Managers have done an excellent job significantly outperforming the Reference Index, political uncertainty has led to the biotechnology and healthcare sectors lagging the wider equity indices for the past few years, resulting in unprecedented low relative valuations. In the latter half of our financial year, the sector has been performing well and there are good reasons to expect this to continue. The need for cash-rich pharmaceutical companies to maintain growth and adapt to potential regulatory changes has led to a surge in M&A activity in recent months. The overall M&A activity trend reflects a shift by big pharmaceutical players to strengthen pipeline positions in high-value therapeutic areas such as oncology, neuroscience, and rare diseases. The outcome of the drug pricing debate will take more time to resolve, but the convergence of the transformational progress in scientific innovation, the impact of artificial intelligence (AI) on trials and approvals, and increasing demand for treatments should make biotechnology a lucrative investment for shareholders in the years to come. **Kate Cornish-Bowden** Chair 5 November 2025 6 International Biotechnology Trust plc Annual Report and Financial Statements 2025 Section 1: Overview # Ten-Year Financial Record | At 31 August | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Total assets (£'000)^{1} | 231,120 | 272,337 | 263,217 | 240,862 | 302,708 | 347,835 | 326,916 | 304,871 | 308,155 | 284,036 | | Shareholders' funds (£'000) | 216,651 | 252,651 | 262,473 | 239,579 | 283,897 | 323,775 | 284,889 | 270,317 | 282,265 | 249,409 | | NAV per share (pence)^{2} | 575.10 | 672.90 | 699.00 | 623.90 | 738.60 | 783.20 | 697.20 | 687.50 | 766.30 | 739.48 | | Share price (pence) | 497.50 | 624.00 | 680.00 | 636.00 | 730.00 | 729.50 | 651.50 | 644.00 | 680.00 | 674.00 | | Share price (discount)/premium to NAV per share (%)^{3*} | (13.5) | (7.3) | (2.7) | 1.9 | (1.2) | (6.8) | (6.6) | (6.3) | (11.3) | (8.9) | | Gearing (%)^{4} | 5.4 | 2.5 | 0.1 | 0.0 | 6.3 | 6.3 | 14.0 | 12.0 | 4.4 | 5.9 | | For the year ended 31 August | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Dividend per share (pence)^{3*} | 0.00 | 23.00 | 27.00 | 28.00 | 24.80 | 28.40 | 31.40 | 28.20 | 28.40 | 31.73 | | Ongoing charges (%)^{2*} | 1.4 | 1.3 | 1.4 | 1.3 | 1.3 | 1.2 | 1.3 | 1.4 | 1.2 | 1.3 | | Performance^{4} | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Share price total return^{5} | 100.00 | 90.21 | 117.76 | 133.87 | 131.07 | 155.81 | 161.41 | 150.49 | 155.07 | 170.97 | 177.78 | | Reference Index^{6} | 100.00 | 96.79 | 117.41 | 128.74 | 116.30 | 140.22 | 172.23 | 148.38 | 146.36 | 168.80 | 158.68 | $^{1}$ Net assets plus borrowings used for investment purposes. $^{2}$ For detailed calculations on the NAV per share, discount/premium, gearing and ongoing charges, please refer to the Alternative Performance Measures and Glossary on page 105. $^{3}$ Dividends are paid from capital. $^{4}$ Source: Morningstar. Cumulative performance rebased to 100 at 31 August 2015. $^{5}$ The Company's Reference Index is the NASDAQ Biotechnology Index (NBI). $^{*}$ Alternative performance measures. ## Ten year share price and Reference Index total returns ![img-4.jpeg](img-4.jpeg) Source: Morningstar. Data rebased to 100 at 31 August 2015. International Biotechnology Trust plc Annual Report and Financial Statements 2025 7 ### Section 2: Investment Manager’s Review International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 8 Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 2: Investment Manager’s Review ## Section 2: Investment Manager’s Review Portfolio Managers’ Report 10 Top Ten Quoted Investments 18 Largest Unquoted Investments 20 Investment Portfolio 21 Investment Approach and Process 24 ESG Integration 26 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 9 Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Section 2: Investment Manager's Review ## Portfolio Managers' Report ![img-5.jpeg](img-5.jpeg) Ailsa Craig ![img-6.jpeg](img-6.jpeg) Marek Poszepczynski **We are pleased to present the Portfolio Managers' Report for the year ended 31 August 2025. Despite a challenging backdrop, the Company delivered a positive NAV total return of 0.7%, compared with a 6.0% decline for the Reference Index (all figures are on a sterling adjusted basis). This marks the fourth consecutive year of outperformance of the Reference Index for the Company, each delivered across different market conditions. Over one, three, five and ten years to 31 August 2025, the Company remains ahead of its Reference Index.** In share price terms, the Company delivered a positive total return of 3.5% (sterling adjusted), which reflects a slight narrowing of the discount to NAV to 8.9% at the financial year-end. Income continues to form an important part of the Company's total return. In accordance with our dividend policy of paying dividends equivalent to 4% of the Company's NAV, shareholders received two dividends totalling 31.8p per share during the year. This reflects growth of 12.0% on the prior year's dividend. The cost of the dividend was more than twice covered by cash received from portfolio company acquisitions during the year and provided an opportunity for us to share some of the gains from mergers and acquisitions (M&A) activity directly with our shareholders. ### Market overview The biotechnology sector experienced two distinct phases during the period under review. The first half, as noted in the Company's Half Year Report, was characterised by heightened uncertainty as markets awaited the outcome of the US Presidential election, followed by a rally in late 2024 once the result was known. Expectations of a more pro-business stance under the new administration echoed the strong performance seen during the previous Trump Presidency. This optimism was short-lived, however, as the policy agenda quickly shifted towards tariffs, and the appointment of Robert F Kennedy Jr as Secretary of Health and Human Services, introduced renewed unease due to his controversial views on vaccines. Market volatility intensified after President Trump's 'Liberation Day' tariff announcements, which created uncertainty across all sectors and raised fears of a trade-induced global recession. At the same time, the sudden departure from the US regulator, the FDA, of Peter Marks, an industry-friendly figure who had overseen the approval process for many innovative treatment modalities, raised concerns about the FDA's priorities. These worries were compounded by announcements of significant headcount reductions at the FDA and other healthcare agencies, fuelling fears of disruption to the drug approval process. Sentiment was further unsettled by the revival of the MFN pricing model via an executive order, which proposed benchmarking US drug prices against the lowest paid in other developed markets – a move perceived as potentially undermining the commercial viability of future therapies. Against this backdrop, the Reference Index reached its low point for the period in mid-April. Thereafter, a steady recovery took hold, supported by a step back from worst-case scenarios on trade and a more constructive policy environment for the healthcare sector. Investors increasingly recognised that biotechnology, as the engine room of drug innovation for the sector, was less exposed to the threat of pricing reform than large-cap pharmaceutical companies. The continued pace of FDA approvals and evidence of resilience in the innovation pipeline helped restore confidence in the sector's long-term fundamentals. Despite this turbulence, drug approvals have continued, with 27 new drugs approved in the first eight months of 2025. In a longer-term context, the Reference Index is now around 40% above the lows seen in 2022 but remains c.15% below its 2021 peak. This highlights both the progress made and the potential for a sustained recovery should current trends continue. Innovation in the biotechnology sector continued at pace, with more than 70% of all new FDA approvals in 2024 originating from biotechnology companies, underlining the sector's central role in driving drug development (please refer to chart 1). *Any reference to sectors/countries/stocks/securities are for illustrative purposes only and not a recommendation to buy or sell any financial instrument/securities or adopt any investment strategy. Past performance is not a guide to future performance and may not be repeated. The value of investments and the income from them may go down as well as up and investors may not get back the amounts originally invested. Exchange rate changes may cause the value of investments to fall as well as rise.* 10 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ### Section 2: Investment Manager’s Review Chart 1 Performance review In January, Johnson & Johnson agreed to acquire CNS specialist The biotechnology sector is usually a stock picker’s market Intra-Cellular Therapies for $14.6 billion, representing a near – a sector in which specialist investors can thrive by backing 40% premium to its undisturbed share price. As the portfolio’s companies with the strongest clinical and commercial largest position at the time, the deal was a key contributor to the prospects. But over the past year, that dynamic has at times Company’s NAV over the period. With Caplyta, its drug addressing been overshadowed. Tariffs, trade policy and drug pricing bipolar depression, already approved and with further indications reform dominated the market narrative, and for a time, progressing, Intra-Cellular was de-risked and launch-ready. this macroeconomic noise drowned out the fundamentals. With the proceeds of the Intra-Cellular deal, we increased our Even though many of these pressures are more relevant to position in SpringWorks Therapeutics, which became the pharmaceutical companies than to biotechnology firms, markets portfolio’s largest holding. The company develops targeted didn’t make the distinction – sentiment was broadly risk-off and therapies for rare cancers and has recently transitioned to stock-specific progress struggled to cut through. commercial stage, with FDA-approved assets in desmoid tumours That makes the Company’s positive return all the more and NF1-related neurofibromas. In April, Merck KGaA announced encouraging, especially given the Reference Index decline. At the a $3.9 billion all-cash acquisition at $47 per share, representing a lows, we increased our gearing – to the highest level it’s been 26% premium, leading to another boost for the Company’s NAV since the financial crisis, which added value in the recovery from over the period. ## Drug development – 70% of new drugs originate from April onwards and reflects the conviction we continue to hold The portfolio also held a position in Blueprint Medicines, a ## biotechnology companies in the portfolio. We’re now seeing signs that fundamentals are specialist in rare immunological diseases with a focus on systemic reasserting themselves, with clinical milestones and commercial mastocytosis (SM) and mutations in the KIT gene, which regulates traction once again starting to drive performance. cell growth and survival. Its lead asset, Ayvakit, is approved in both the US and EU for advanced and indolent SM, with growing M&A 59 commercial traction. In June, Sanofi agreed to acquire Blueprint in 60 M&A activity remained an important driver of performance a deal worth up to $9.5 billion, including contingent value rights 55 | | | | 28 | | 53 | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | during the year. Regulatory scrutiny and political uncertainty have | | | | | through which shareholders benefit further if future regulatory | 51 | | 51 | | | | | | 48 | | | | 21 | | | 50 | dampened activity in recent years, but five portfolio holdings were | | | | 19 | | | | | | | | 46 | | | | milestones are met, which represented a 27% premium. | 19 | | 14 | 45 acquired during the year. 27 41 27 The fifth deal involved the portfolio’s position in Verona 28 40 In December, small-cap holding Marinus, which had recently had 24 Pharma, a biotechnology company focused on chronic 37 a therapy, Ztalmy, approved to address seizures in patients with respiratory diseases. Its lead product, Ohtuvayre, is the first novel 12 the rare CDKL5 deficiency disorder, was acquired by Immedica for maintenance therapy for chronic obstructive pulmonary disease 30 | | | $151 million, representing a 48% premium to the share price. | | (COPD) in over two decades, approved for use alone or alongside | | --- | --- | --- | --- | --- | | | 21 | | 22 | | | 20 | | | 13 | | Any reference to sectors/countries/stocks/securities are for illustrative purposes only and not a recommendation to buy or sell any financial instrument/securities or adopt any investment strategy. Past performance is not a guide to future performance and may not be repeated. The value of investments and the income from them may go down as well as up and investors Number of drugs approved may not get back the amounts originally invested. Exchange rate changes may cause the value of investments to fall as well as rise. No. from biotech 10 6 17 17 9 19 31 21 34 32 25 34 37 0 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 11 Source: FDA.gov (novel NDA/BLA approvals). Company reports - Bank of America global research B io te ch Ph ar ma 27 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 2: Investment Manager’s Review existing treatments. In July, Merck agreed to acquire Verona in a assets. With Marek Poszepczynski’s background in Business $10 billion deal, representing a 23% premium to the prior share Development, we have a good insight into how pharmaceutical price. companies will be valuing these businesses and can readily identify companies that will look attractive to them. Even if All five acquisitions involved late-stage businesses with approved the companies are not then acquired but choose to remain assets, reflecting the portfolio’s focus on de-risked companies independent and launch their own therapies on the market, we with clear commercial pathways. Currently, 58% of the portfolio are confident that future sales will lead to enhanced valuations, is allocated to businesses at this stage of their journey as we providing potential uplift for shareholders. see great prospects for these companies which have a much lower risk profile and are reasonably priced as the market tends not to attribute the full potential value of future sales of their Chart 2 Other positive contributors to NAV Relative negative detractors to NAV Elsewhere, another major positive contribution to performance By contrast, Gilead Sciences, which is not held in the portfolio, came from uniQure – a gene therapy company developing one- was a source of relative underperformance. Its strong share time treatments for severe genetic disorders. Its most advanced price performance in the first half of the period under review program, AMT-130, is a potential first-in-class gene therapy for was driven by growing enthusiasm for lenacapavir, a long-acting Huntington’s disease. Following FDA alignment in December Human Immunodeficiency Virus (HIV) prevention therapy. We 2024 on the key elements of an accelerated approval pathway, remain underweight in Gilead, as we continue to believe that the program received Breakthrough Therapy designation in April its valuation reflects elevated investor sentiment rather than 2025 – further validating its clinical potential and accelerating its underlying commercial potential – particularly given the its regulatory timeline. The shares started the period with a very competitive dynamics in HIV prevention and uncertainty around low enterprise value (market capitalisation less net debt), which public health funding. we believed significantly undervalued the potential value of its Within the portfolio, Rocket Pharmaceuticals, a clinical-stage approach. Assisted by these positive regulatory developments, company developing gene therapies for rare childhood disorders, the share price almost trebled over the year. was a disappointing performer. Its share price faced sustained M&A – 29 acquisitions since 2020 Our decision not to hold Regeneron for much of the period, pressure throughout the period, including a sharp decline in was a positive contributor to relative performance, as the stock May following news that the FDA had placed a clinical hold on more than halved over the year. We considered the valuation of RP-A501, its gene therapy for Danon Disease, after a serious # deals: 5 5 6 3 4 296 the company, which is a large index constituent that started the adverse reaction and the death of a trial patient. The hold was year with high expectations, to have been driven to best case lifted in August 2025, with the trial resuming under revised dosing scenario levels, somewhat dislocated from its intrinsic value, by protocols, but sentiment has remained cautious. While market 300 market enthusiasm. The company endured a significant de-rating attention has largely centred on RP-A501, we continue to see following mixed Phase 3 data for its COPD candidate, itepekimab, broader value in Rocket’s pipeline, which includes multiple gene * n/d * and weaker-than-expected earnings. With the valuation now therapy candidates for other rare diseases. In combination, the 10.0 250 9.5 | | looking more realistic, we introduced a small position to the | | | | | potential commercial value of this pipeline is ultimately much | 3.9 | | --- | --- | --- | --- | --- | --- | --- | --- | | | | n/d | | * | | | 14.6 | | | portfolio in early 2025. | | | * | | greater than its current valuation implies. | | | 200 | | | 4.8 | 14.0 | 3.0 | | | | | | | 3.5 | | 0.2 | | | * n/d 13.0 6.0 0.6 Any reference to sectors/countries/stocks/securities are for illustrative purposes only and not a recommendation to buy or sell any financial instrument/ 150 28.0 1.0 securities or adopt any investment strategy. Past performance is not a guide to future performance and may not be repeated. The value of investments and the 3.7 | | income from them may go down as well as up and investors may not get back the amounts originally invested. Exchange rate changes may cause the value of | | 11.6 | | | | 259.6 | | --- | --- | --- | --- | --- | --- | --- | --- | | Deal value $bn | | 11.7 | | | | | | | | investments to fall as well as rise. | | 1.9 | | | 221.6 | | | | | 6.7 | | | 208.4 | | | | 100 | | 11.5 | | | | | | | | | 7.2 | | 171.6 | | | | | | 39.0 | | 120.4 | | | | | 50 13.1 83.3 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 12 21.0 3.7 6.5 0 Source: Schroders *Unquoted portfolio (deal size not disclosed), ** To August 2025 20 20 20 21 20 22 20 23 20 24 20 25 Y TD** Tota l 1 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 2: Investment Manager’s Review Section 2: Investment Manager’s Review Our decision on when to sell Alnylam – a commercial-stage concerns around resourcing, 27 drugs were approved in the eight 1 company focused on RNA interference therapeutics – also months to the end of August 2025 , just a little behind the run detracted from returns during the period. This has been an rate to meet the average of around 49 drugs per year over the excellent performer for the portfolio over the last couple of past five years but broadly encouraging given the upheaval in years, driven by positive clinical progress in its treatment for the FDA. ATTR amyloidosis, which has now been approved for both polyneuropathy and cardiomyopathy. The position was sold Key initiatives during the year, and with hindsight, we exited too early, as the AI integration share price has continued to rise. However, the proceeds have The FDA has deployed a new AI tool, ‘Elsa’, designed to assist and been recycled into other opportunities where we see greater potentially increase the efficiency of the drug review workload. upside potential. Voucher-based fast track Macroeconomic and political landscape The agency has introduced the Commissioner’s National Priority The past year has seen the biotechnology sector navigate a Voucher (CNPV) programme. This pilot limits the number of shifting policy and macroeconomic landscape, with regulatory vouchers granted, focusing on drug applications that address US upheaval at the FDA emerging as a key concern. The agency national priorities such as public health crises, novel treatments, is undergoing its most significant restructuring in decades, unmet needs, or domestic manufacturing enhancements. including a planned reduction of over 3,500 staff – more than 20% Successful applicants may see review times compressed from a of its workforce. While most cuts have targeted administrative year to as little as a month via a ‘tumour board’ multidisciplinary roles, the sudden departure of Peter Marks (who headed up evaluation approach. The scheme allows for early submission of the Centre of Biological Evaluation and Research ‘CBER’) raised critical parts of a drug filing ahead of trial completion. However, questions about commitment, continuity and capacity. His it lacks Congressional authority at this stage, and details around replacement, Dr Vinay Prasard, has signalled a renewed focus implementation, eligibility and transparency remain limited. on drug approvals and innovation, particularly in gene and cell therapies. Short-term disruption is possible, but the direction of Conditional approvals for ultra-rare diseases travel remains supportive of the biotechnology sector’s long-term Dr. Makary has also floated the concept of granting conditional growth. approvals for certain drugs based on plausible mechanisms of Drug pricing reform has also returned to the political spotlight. action, rather than completed randomised clinical trial evidence, President Trump’s revival of the MFN pricing framework, alongside particularly within ultra-rare disease categories. the ongoing rollout of the Inflation Reduction Act (IRA), has While these FDA initiatives strive to shorten development created uncertainty around how and when pricing pressure might timelines, concerns have been raised about the potential impact affect the sector. For now, the biotechnology sector remains on patient safety, regulatory rigour, and industry transparency. somewhat insulated. Much of the sector is largely focused on Questions remain regarding resource allocation given clinical-stage development and less on commercial sales, and organisational contraction, the risk of increased litigation due to the IRA’s initial scope is limited to a handful of blockbuster drugs. a lack of clarity in selection processes, and the possibility of the Crucially, the long-standing model of patent-protected pricing review process becoming politicised. power for breakthrough therapies, especially those addressing rare or paediatric diseases, remains intact, preserving incentives As further details emerge, we will continue to assess the impact of for innovation. these regulatory changes on portfolio companies and the broader innovation landscape. We remain vigilant in monitoring the FDA’s Trade and tariff policy continues to cast a shadow over evolving approach to balancing expedited access with robust sentiment, though here too, the short- to medium-term impact evaluation standards. We are greatly encouraged by the overall on the biotechnology industry remains limited. While broader sentiment of these measures which are designed to improve pharmaceutical imports have come under scrutiny, many the path to market for the sorts of innovative therapies that we biotechnology firms are not heavily exposed to global supply invest in. chains. Nonetheless, uncertainty around future policy direction has contributed to a cautious investor stance. Regulatory environment – FDA In June 2025, Robert F Kennedy posted on X “It’s time to let it (the US biotechnology industry) flourish – not tie it up in red tape, misalignment and a process that gives the edge to foreign interest and large incumbents.”. He also termed the phrase “MABA – Make American Biotech Accelerate”. This underpinned our sense that while there is focus on streamlining the wider sector, the innovative engine that is the biotechnology sector should be relatively protected and hopefully enhanced. Indeed, the FDA is actively pursuing several initiatives aimed at accelerating the drug review process. Under the direction of Commissioner Dr. Marty Makary, the agency is navigating significant operational changes, including a 20% reduction in workforce and the departure of several senior leaders. Despite Any reference to sectors/countries/stocks/securities are for illustrative purposes only and not a recommendation to buy or sell any financial instrument/securities or adopt any investment strategy. 1 Source: US Food and Drug Administration (FDA), Novel Drug Approvals 2025. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 13 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Section 2: Investment Manager's Review Chart 3 ## Biotech trades inversely with the US interest rates Dislocation between yields and biotech performance XBI Smaller Cap Biotech vs. US Treasuries 10-year yield ![img-7.jpeg](img-7.jpeg) Source: Eikon Relinitiv, Schroders, August 2025. Trends in the biotechnology sector tend to trade inversely with US interest rates. This is largely a function of the valuation methods used by the market, which apply a discount to future cash flows based on the prevailing interest rate. The normal inverse relationship between the performance of the biotechnology sector and US interest rates was less relevant in this environment of policy uncertainty, albeit lower interest rates from here could prove supportive in the months ahead. ### Strategy and portfolio positioning Over the last four years, the strategy we have adopted for the Company's portfolio has shifted profoundly in response to the evolving opportunity set. In 2021, when we took over as lead Portfolio Managers, our cautious view of valuations in a period of exuberance towards the biotechnology sector drove a focus on larger, resilient, cash-flow generating businesses. This cautious stance paid off through the market downturn of 2022, allowing us to take advantage of lower valuations in 2023, moving back towards smaller, earlier-stage companies as the market stabilised. Shareholders have continued to see the benefit of these strategic moves, as we have continued to build exposure to businesses that are clinically de-risked. Currently, approximately 51% of the portfolio is clinically de-risked i.e. passed through clinical development and are either awaiting approval, launched or are profitable². Chart 4 ![img-8.jpeg](img-8.jpeg) 2 Source: Schroders. 14 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ### Section 2: Investment Manager’s Review 4 There are several reasons for this positioning. Firstly, as illustrated expire . Many major pharmaceutical companies may feel by chart 1 on page 11, the biotechnology industry has become compelled to engage in M&A activity in order to replace these the main engine of healthcare innovation. Ten years ago, the lost revenues, with late-stage, de-risked assets, such as the pharmaceutical sector was responsible for the bulk of new FDA ones that dominate the Company’s portfolio, at the top of their drug approvals, but it has since stepped away from internal shopping lists. research and development (R&D), allowing biotechnology firms to Thirdly, and perhaps most importantly, the portfolio is currently 3 take up the mantle of innovation . In 2024, more than 70% of new dominated by biotechnology companies on the cusp of 3 drug approvals came from the biotechnology sector . commercialisation because this is where we are finding the most Secondly, more than $200 billion of existing pharmaceutical compelling opportunities. These businesses are tantalisingly close revenues are due to be lost by 2030 as patents on key drugs to becoming commercial success stories on their own. Chart 5 ### IBT positioning versus Reference Index in "clinically de-risked" assets As at 30 August 2025 | Company Disease area Launch year EV $mn ‘29 Sales $mn | | | ‘29 EV/Sales % NAV % NBI | | | --- | --- | --- | --- | --- | | Madrigal | Fatty liver disease 2024 8,759 3,742 | | | 2.4x 4.2 1.0 | | Avidity | Muscle diseases 2026 5,993 703 | | | 3.7x 4.1 0.6 | | Vera IgA Nephropathy 2026 1,381 673 | | | | 1.3x 3.8 0.1 | | Ascendis Hormone deficiency 2021 10,808 2,735 | | | | 4.1x 3.5 1.2 | | Soleno | Prader Willi 2025 3,596 1,425 | | | 2.4x 2.4 0.0 | | Kalvista Hereditary Angioedema 2025 678 452 | | | | 1.1x 2.3 0.1 | | Cytokinetics Hypertrophic cardiomyopathy 2025* 4,227 1,446 | | | | 2.9x 2.1 0.5 | | Insmed | Bronchiectasis 2025 28,768 4,523 | | | 6.1x 1.9 2.5 | | Autolus | Leukaemia 2024 -99 627 | | | N/A 1.4 0.0 | | Uniqure | Huntington’s disease 2026/27 896 676 | | | 0.9x 1.4 0.1 | | Total | | 17,607 | | Av 2.5x 24.7 6.1 | Source: 2029 Consensus sales Bloomberg. * Cytokinetics expected to launch YE25 if approved by FDA M&A can offer a quick win for shareholders, but if these advanced hormone deficiency and other rare endocrine disorders, Avidity clinical-stage businesses remain independent, the ultimate Biosciences, a clinical stage company focused on rare muscle rewards may be even greater. Many of our key holdings will be disorders, and KalVista Pharmaceuticals, which is developing launching their therapies independently over the next couple of therapies for hereditary angioedema, a rare disorder causing years if they are not acquired. unpredictable and potentially life-threatening swelling episodes. Rare diseases Oncology Another key portfolio focus is on rare diseases, currently the Oncology continues to represent a significant component of our largest exposure in the portfolio. We are drawn to this area portfolio, reflecting ongoing innovation in targeted therapies, because it combines high unmet medical need with compelling cell-based treatments, and immuno-oncology. However, the scientific and commercial dynamics. Regulatory frameworks such remarkable progress seen within the sector has attracted as the Orphan Drug Act, introduced in 1983, offer meaningful a growing number of entrants, leading to an increasingly incentives – including market exclusivity and accelerated approval competitive and, at times, less differentiated project landscape. pathways – that de-risk development and enhance value creation. Given this heightened competition and the rapidly shifting These incentives have helped make rare diseases a natural development landscape, we have adopted a more measured launch pad for breakthrough technologies such as gene therapy approach to oncology investments, selecting opportunities and RNA-based treatments, which were first validated in orphan with the most compelling prospects. While oncology remains a indications before expanding to broader applications. significant area in the portfolio, we currently see more attractive opportunities in fields characterised by high unmet medical need, where differentiation and value creation may be more Prominent positions in the portfolio that are involved in rare pronounced. diseases include Ascendis Pharma, which focuses on growth Any reference to sectors/countries/stocks/securities are for illustrative purposes only and not a recommendation to buy or sell any financial instrument/securities or adopt any investment strategy. 3 Source: US Food and Drug Administration (FDA), NDA/BLA Approvals; Bank of America Global Research, company reports. 4 Source: Evaluate Pharma May 2024. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 15 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 2: Investment Manager’s Review Outlook & conclusion The investment case for biotechnology is rooted in powerful global trends – ageing populations, rising chronic disease burdens and the urgent need to improve healthcare efficiency. As governments and public health systems grapple with rising costs, fiscal deficits and growing demand for better outcomes, our strategy has focused on the companies best placed to deliver both therapeutic innovation and long-term value. The Company’s portfolio contains many advanced clinical-stage assets that may well prove too tempting for larger pharmaceutical companies, with their bare pipelines and looming patent cliffs, to ignore. Pharmaceutical companies, like us, are seeking best in class assets at reasonable valuations. M&A may well prove a catalyst for continued outperformance as it has done before, but importantly, we are not counting on it. For most of the largest holdings in the portfolio, there are two clear paths ahead for value creation. They may be acquired by larger pharmaceutical businesses at a share price premium, or they can commercialise their technology independently. Either way, shareholders stand to benefit. In our view, this is a positive situation for the Company and its shareholders. Of course, many risks remain, some macro and some micro, some known and some unknown. But with powerful structural tailwinds and valuations low in the context of history, we are optimistic that the sector can deliver positive progress in the years ahead. With our bottom-up stock picking and top-down risk aware overlay, we are well positioned, as skilled active, specialist investors to reap rewards from outperforming biotechnology companies while protecting our investors from downside risk. With a portfolio full of innovation and near-term catalysts, we believe the Company is positioned not just to participate in the sector’s continued progress – but to outperform it. We appreciate your continued support and look to the future with great confidence. Ailsa Craig and Marek Poszepczynski Portfolio Managers Schroder Investment Management Limited 5 November 2025 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 16 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 2: Investment Manager’s Review International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 17 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Section 2: Investment Manager's Review # Top Ten Quoted Investments At 31 August 2025 ## 1 Madrigal Pharmaceuticals **Market cap:** US$9.8bn **% of investments:** 4.4% (2024: 1.3%) **Therapeutic area:** Metabolic # **Description:** A biopharmaceutical company focused on developing novel therapeutics for metabolic dysfunction-associated steatohepatitis (MASH), a serious liver disease with high unmet medical need. Their main approved drug, Rezdiffra, targets liver scarring and MASH progression. Founded in 2008 and listed publicly in 2016, Madrigal has achieved FDA approval for its first MASH treatment. Consensus sales of Rezdiffra are expected to exceed US$1 billion in 2026. Source: Bloomberg. ## 2 Avidity Biosciences **Market cap:** US$6.0bn **% of investments :** 4.3% (2024: n/a) **Therapeutic area:** Rare Diseases # **Description:** A biotechnology company developing a new class of RNA therapeutics called antibody oligonucleotide conjugates (AOCs) that combine monoclonal antibody specificity with precision oligonucleotide therapies to treat previously untreatable genetic diseases. Their pipeline targets rare muscle diseases such as myotonic dystrophy type 1 (pivotal data expected in 2026) and Duchenne muscular dystrophy. ## 3 Vera Therapeutics **Market cap:** US$1.4bn **% of investments :** 4.0% (2024: 4.6%) **Therapeutic area:** Rare Diseases # **Description:** A biotechnology company focused on developing treatments for serious immune-mediated diseases, particularly autoimmune conditions like IgA nephropathy. Their lead product candidate, atacicept targets the B cell/plasma cell-mediated autoimmune pathway. Atacicept is expected to be filed at the FDA by year-end 2025. ## 4 Regeneron Pharmaceuticals **Market cap:** US$61.6bn **% of investments :** 3.9% (2024: n/a) **Therapeutic area:** Auto-immune # **Description:** A global established biotechnology leader inventing, developing, and commercialising medicines for serious diseases including ophthalmology, inflammatory, cancer, cardiovascular, neurological, infectious, and rare diseases. Founded in 1988, the company's revenues are expected to reach US$14 billion in 2025. ## 5 Ascendis Pharma **Market cap:** US$11.7bn **% of investments :** 3.7% (2024: 1.6%) **Therapeutic area:** Rare Diseases # **Description:** A global biopharmaceutical company applying its innovative TransCon technology platform to develop therapies for rare endocrinology diseases, with a focus on improving treatment safety, efficacy, and convenience. Headquartered in Denmark and has two approved products on the market. Sales are expected to exceed US$1 billion in 2026. 18 International Biotechnology Trust plc Annual Report and Financial Statements 2025 Section 2: Investment Manager's Review ## 6 Akero Therapeutics **Market cap:** US$3.7bn **% of investments :** 3.7% (2024: 1.3%) **Therapeutic area:** Metabolic # **Description:** A clinical-stage biotechnology company developing treatments for metabolic diseases, including MASH. Its lead product candidate efruxifermin is in advanced clinical trials for patients with pre-cirrhotic and cirrhotic MASH. ## 7 Soleno Therapeutics **Market cap:** US$3.6bn **% of investments :** 2.6% (2024: n/a) **Therapeutic area:** Rare Diseases # **Description:** A biotechnology company focused on developing and commercializing novel therapies for rare diseases, especially Prader-Willi Syndrome (PWS). Their lead candidate Vykat XR was launched in 2025 and significantly lessens hyperphagia (excessive hunger) symptoms in PWS. ## 8 Kalvista Pharmaceuticals **Market cap:** US$0.7bn **% of investments :** 2.4% (2024: 1.5%) **Therapeutic area:** Rare Diseases # **Description:** A global biotechnology company committed to developing oral therapies for rare diseases, initially targeting hereditary angioedema (HAE). Their first approved oral on-demand treatment for HAE (Ekterly) offers an alternative to previously available injectable therapies and was approved in July 2025. ## 9 Cytokinetics **Market cap:** US$4.2bn **% of investments :** 2.2% (2024: 2.8%) **Therapeutic area:** Cardiology # **Description:** A biotechnology company focusing on muscle biology for a specific type of cardiovascular disease. The company has filed their lead asset aficamten with the FDA and is expected to receive approval before the end of 2025. ## 10 Biomarin Pharmaceuticals **Market cap:** US$11.2bn **% of investments :** 2.2% (2024: 4.0%) **Therapeutic area:** Rare Diseases # **Description:** An established, biotechnology company focused on developing novel therapeutics for rare diseases. The company has eight approved products on the market and a strong pipeline. Biomarin turned profitable in 2022 and is expected to have US$3.5 billion in sales in 2026. International Biotechnology Trust plc Annual Report and Financial Statements 2025 19 ### Section 2: Investment Manager’s Review ## Largest Unquoted Investments At 31 August 2025 ### 1 SV BCOF % of investments: 3.5% (2024: 2.8%) Venture Fund Description: An investment in a venture capital fund, SV BCOF, which focuses on biotechnology companies that are either in the clinic and/or which have the potential to enter the clinic within 12 months (near clinical stage), typically Series B and beyond. The fund also invests in listed equities subject to the restrictions set out in its investment guidelines. The fund’s portfolio consists of 13 underlying investments. ### 2 SV Fund VI % of investments: 3.1% (2024: 4.4%) Venture Fund Description: An investment in a venture capital fund, SV Fund VI, which invests in portfolio companies across three sectors: biotechnology, healthcare services and medical devices. SV Fund VI’s portfolio consists of 13 underlying investments, one of which was listed as at 31 August 2025. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 20 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 2: Investment Manager’s Review ## Investment Portfolio At 31 August 2025 Quoted Investments Equities As at 31 August 2025 Investment Therapeutic area Geographic location £’000 % Madrigal Pharmaceuticals Liver United States 11,728 4.4 Avidity Biosciences Rare diseases United States 11,671 4.3 Vera Therapeutics Auto-immune United States 10,804 4.0 Regeneron Pharmaceuticals Ophthalmology United States 10,554 3.9 Ascendis Pharma Rare diseases Denmark 9,977 3.7 Akero Therapeutics Other United States 9,958 3.7 Soleno Therapeutics Rare diseases United States 6,764 2.6 Kalvista Pharmaceuticals Rare diseases United States 6,495 2.4 Cytokinetics Other United States 6,013 2.2 Biomarin Pharmaceutical Rare diseases United States 5,805 2.2 Apogee Therapeutics Auto-immune United States 5,798 2.2 Insmed Inc Rare diseases United States 5,470 2.0 Scholar Rock Metabolic United States 5,427 2.0 Argenx Auto-immune Netherlands 5,174 1.9 Neurocrine Biosciences Central nervous system United States 4,916 1.8 Travere Therapeutics Auto-immune United States 4,772 1.8 Crinetics Pharmaceuticals Other United States 4,155 1.5 Novocure Oncology United States 4,059 1.5 Autolus Therapeutics Cell therapy United Kingdom 4,049 1.5 UniQure Haematology Netherlands 3,915 1.5 Amicus Therapeutics Rare diseases United States 3,790 1.4 Apellis Pharmaceuticals Rare diseases United States 3,518 1.3 Biocryst Pharmaceuticals Rare diseases United States 3,278 1.2 Bicara Therapeutics Oncology United States 3,256 1.2 Arcellx Inc Oncology United States 3,081 1.1 Newamsterdam Pharma Cardiovascular Netherlands 3,045 1.1 Janux Therapeutics Oncology United States 3,021 1.1 Wave Life Sciences Rare diseases United States 2,994 1.1 Biogen Inc Central nervous system United States 2,974 1.1 Aurinia Pharmaceuticals Auto-immune Canada 2,892 1.1 Zai Laboratory Oncology China 2,824 1.1 BeOne Medicines Oncology China 2,816 1.0 CG oncology Oncology United States 2,816 1.0 Cogent Biosciences Oncology United States 2,806 1.0 Immunocore Oncology United Kingdom 2,613 1.0 Sanofi-Aventis Autoimmune United States 2,604 1.0 AstraZeneca Oncology United Kingdom 2,429 0.9 Denali Therapeutics Central nervous system United States 2,369 0.9 Agios Pharmaceuticals Cancer United States 2,357 0.9 Olema Pharmaceuticals Oncology United States 2,356 0.9 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 21 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ## Section 2: Investment Manager's Review ### Quoted Investments (continued) #### Equities | Investment | Therapeutic area | Geographic location | As at 31 August 2025 | | | --- | --- | --- | --- | --- | | | | | £'000 | % | | Bridgebio Pharma | Rare diseases | United States | 2,341 | 0.9 | | Metsera | Metabolic | United States | 2,323 | 0.9 | | Xenon Pharmaceuticals | Other | Canada | 2,311 | 0.9 | | United Therapeutics | Pulmonary | United States | 2,307 | 0.9 | | Ideaya Biosciences | Oncology | United States | 2,257 | 0.8 | | Intellia Therapeutics | Rare diseases | United States | 2,257 | 0.8 | | Summit Therapeutics | Oncology | United States | 1,997 | 0.7 | | Solid Biosciences | Rare diseases | United States | 1,988 | 0.7 | | Compass Pathways | CNS | United Kingdom | 1,862 | 0.7 | | Vaxcyte | Rare diseases | United States | 1,802 | 0.7 | | Legend Biotech | Oncology | United States | 1,718 | 0.7 | | Vir Biotechnology | Infectious Diseases | United States | 1,668 | 0.6 | | TG Therapeutics | Autoimmune | United States | 1,635 | 0.6 | | Immatics | Oncology | United Kingdom | 1,606 | 0.6 | | Edgewise Therapeutics | Cardiovascular | United States | 1,604 | 0.6 | | Silence Therapeutics | Cardiovascular | United Kingdom | 1,577 | 0.6 | | Structure Therapeutics | Other | United States | 1,554 | 0.6 | | Day One Biopharmaceuticals | Rare diseases | United States | 1,500 | 0.6 | | Syndax Pharmaceuticals | Oncology | United States | 1,476 | 0.6 | | Axsome Therapeutics | Central nervous system | United States | 1,388 | 0.5 | | Rhythm Pharmaceuticals | Metabolic | United States | 1,345 | 0.5 | | Zevra Therapeutics | Rare diseases | United States | 1,317 | 0.5 | | MBX Biosciences | Endocrinology | United States | 1,282 | 0.5 | | PTC Therapeutics | Rare diseases | United States | 1,220 | 0.5 | | Terns Pharmaceuticals | Metabolic | United States | 1,119 | 0.4 | | Viking Therapeutics | Metabolic | United States | 1,114 | 0.4 | | MannKind Corporation | Pulmonary | United States | 1,071 | 0.4 | | Krystal Biotech | Rare diseases | United States | 1,016 | 0.4 | | Halozyme Therapeutics | Other | United States | 828 | 0.3 | | Celldex Therapeutics | Auto-immune | United States | 785 | 0.3 | | Merus | Oncology | Netherlands | 740 | 0.3 | | Ultragenyx Pharmaceutical | Rare diseases | United States | 720 | 0.3 | | Arcutis Biotherapeutics | Autoimmune | United States | 650 | 0.2 | | Mineralys Therapeutics | Cardiology | United States | 474 | 0.2 | | Neurogene | Rare diseases | United States | 411 | 0.2 | | Dyne Therapeutics | Rare diseases | United States | 367 | 0.1 | | Kura Oncology | Oncology | United States | 355 | 0.1 | | Arbutus Biopharma | Infectious Diseases | United States | 333 | 0.1 | | Pharvaris | Rare diseases | Netherlands | 192 | 0.1 | | **Total equities** | | | **247,853** | **92.3** | 22 International Biotechnology Trust plc Annual Report and Financial Statements 2025 Section 2: Investment Manager's Review ## Unquoted Investments ### Investments held through a venture fund | Investment | Sector classification | Geographic location | As at 31 August 2025 | | | --- | --- | --- | --- | --- | | | | | £'000 | % | | SV BCOF | Venture fund | United Kingdom | 9,518 | 3.5 | | SV Fund VI | Venture fund | United States | 8,332 | 3.1 | | **Total investments held through a venture fund** | | | **17,850** | **6.6** | ### Exited investments with contingent milestones Exited unquoted companies for which the Company retains rights to receive future contingent performance-based payments are shown below: | Investment | Therapeutic area | Geographic location | As at 31 August 2025 | | | --- | --- | --- | --- | --- | | | | | £'000 | % | | Ikano Therapeutics | Auto-immune | United States | 2,486 | 0.9 | | Convergence | Auto-immune | United States | 350 | 0.1 | | **Total exited investments with contingent milestones** | | | **2,836** | **1.0** | ### Exited investments in liquidation | Investment | Therapeutic area | Geographic location | As at 31 August 2025 | | | --- | --- | --- | --- | --- | | | | | £'000 | % | | TopiVert | Other | United Kingdom | 40 | – | | **Total exited investments in liquidation** | | | **40** | **–** | ### Directly-held unquoted investments Directly-held unquoted investments held by the Company are shown below: | Investment | Therapeutic area | Geographic location | As at 31 August 2025 | | | --- | --- | --- | --- | --- | | | | | £'000 | % | | Autifony Therapeutics | Other | United Kingdom | 341 | 0.1 | | **Total directly-held unquoted investments** | | | **341** | **0.1** | ## Summary of Investments | Investment | As at 31 August 2025 | | | --- | --- | --- | | | £'000 | % | | Equities | 247,853 | 92.3 | | Investments held through a venture fund | 17,850 | 6.6 | | Exited investments with contingent milestones | 2,836 | 1.0 | | Exited investments in liquidation | 40 | – | | Directly-held unquoted investments | 341 | 0.1 | | **Total investments** | **268,920** | **100.0** | International Biotechnology Trust plc Annual Report and Financial Statements 2025 23 Section 2: Investment Manager's Review # Investment Approach and Process The Company aims to give its investors access to the whole spectrum of the biotechnology sector, from early stage private companies with pre-clinical projects through to mega-cap biotechnology companies which have products already making a profit. The Company's assets include both a quoted portfolio and an unquoted portfolio. The Board of Directors has set size parameters for the unquoted portfolio of between 5% and 15% of NAV, which at 31 August 2025 was 7.8%. This portfolio currently comprises investments in two funds (SV Fund VI and SV BCOF), in addition to some legacy direct unquoted investments. These assets are managed by SV Health. See page 23 for more information on the unquoted portfolio. The quoted portfolio is managed by your joint lead managers, Ailsa Craig and Marek Poszepczynski (the "Portfolio Managers"). They have been the lead managers since March 2021, and both have worked with the Company for a long period ahead of that; Ailsa Craig since 2006 and Marek Poszepczynski since 2013. For more information on your Portfolio Managers, please visit the Company's web pages: www.ibtplc.com. ## Bottom-up stock picking with an important top-down overlay Factors considered (in no particular order) ![img-9.jpeg](img-9.jpeg) Source: Schroders. The Portfolio Managers' approach is essentially a bottom-up stock picking process, but with an important predominantly macro driven top-down overlay. Investor appetite for biotechnology investing tends to be cyclical which causes the sector to shift from being undervalued to overvalued at different points in the cycle. ![img-10.jpeg](img-10.jpeg) Source: Schroders, December 2023. This is why the top-down overlay is important as it enables the Company to preserve your capital by tilting the portfolio into the more defensive large-cap stocks when a market correction is anticipated, and back into the higher growth smaller-cap earlier stage companies when a period of stability and investor optimism is expected. During the first half of the financial year ended 31 August 2025 our Portfolio Managers saw significant uncertainty arising from Liberation Day, turmoil at the FDA and fear around the potential implementation of tariffs which drove risk-off market sentiment. In the second half of the fiscal year however, greater clarity on the regulatory, political and economic environment improved market sentiment, and company fundamentals once again became the main driver of market performance, leading to positive momentum after a prolonged bear market. The Portfolio Managers anticipated that companies with assets that had completed their clinical trials and were on the cusp of commercialisation would lead the rally, and positioned the portfolio accordingly. ## The investment cycle drives the top-down overlay In order to anticipate the investor sentiment towards the sector, the Portfolio Managers monitor several factors which are seen as leading indicators for an improvement in the sector's investment performance. There is a strong inverse correlation between US interest rates and the performance of the biotechnology sector. This means that when the Federal Reserve cuts interest rates, the biotechnology sector has historically performed better relative to the broader market. Due to the long duration of the process of developing a new drug, lower interest rates discount future potential profits less than the opposite. 24 International Biotechnology Trust plc Annual Report and Financial Statements 2025 Section 2: Investment Manager's Review M&A has long been a part of the biotechnology sector's ecosystem with the majority of innovative drug development taking place in biotechnology companies, but the majority of sales and manufacturing of approved drugs taking place in major pharmaceutical companies. Many pharmaceutical companies are currently cash rich and able to raise debt (especially those who profited from the COVID pandemic). These companies are also facing a number of key patent expiries on their most profitable products. Therefore, their appetite to buy biotechnology companies with strong products is high. When the pharmaceutical companies' appetite for acquisitions accelerates, it is a good sign that investor appetite for stocks will follow. During the year to 31 August 2025, the Company profited from five acquisitions of companies in its portfolio (see the Portfolio Managers' Report on page 10). Access to equity finance is a further indicator of the financial health of the biotechnology sector. When companies are able to access secondary equity finance effectively, the window for IPOs edges open, which is a real test of investor appetite for the sector. In the year ended 31 August 2025, the IPO market remained suppressed, a sign that in spite of the positive momentum in the second half of the fiscal year, the market has yet to draw in the support of generalist investors. This means that valuations remain reasonable compared to historical highs which indicates that the cycle remains in the Equilibrium phase and has not yet tipped into Euphoria. These factors are all carefully monitored by your Portfolio Managers to inform their investment decisions with regard to their top-down overlay. Diversification is also an important component for the top-down overlay. Ensuring that the portfolio is appropriately balanced across a range of therapeutic areas is important as when one company hits the buffers, its whole subsector tends to experience a downturn. The portfolio is also diversified across various size brackets and stages of development. ### Bottom-up stock picking in the biotechnology sector Complementary to Alisa Craig's skills, Marek Poszepczynski's background in business development is particularly useful for stock picking and the Company's Portfolio Managers employ many of the same approaches used by the business development departments of pharmaceutical companies when they are evaluating potential licensing and M&A candidates. Idea generation is important in identifying prospective portfolio companies. Most of the listed biotechnology companies have chosen to base themselves in the US where they have superior access to equity finance and the largest market in the world. Your Portfolio Managers travel regularly to the US to enhance their idea generation. Most of their interactions with prospective portfolio companies take place at investment conferences, scientific conferences and in virtual one-to-one meetings organised by the Portfolio Managers themselves. The team also has access to the expertise of portfolio managers who invest in healthcare at Schroders. For example, when assessing the likelihood of a particular pharmaceutical company making a biotechnology acquisition, the Schroders Healthcare team will have in-depth knowledge of that pharmaceutical company. Furthermore, the Portfolio Managers have access to Key Opinion Leaders in relation to particular areas of science, regulation, clinical statistics and other fields. The Portfolio Managers favour companies which have a great product with compelling science which addresses an unmet medical need, giving the company potential pricing power. The company's management should have experience with developing drugs and guiding them through the clinical and regulatory process and the company should have a cash runway of at least two years. The valuation should be reasonable, and the shares should be liquid enough to enable an active trading approach. The therapeutic area should not be too crowded – a monopoly position and a wholly owned asset are optimal and the company should meet our ESG thresholds. ### Diversification through investing in baskets In certain areas, there can be a race among several companies with competing technologies to address similar conditions. When they are at the earlier stages of development, it is hard to predict which companies will succeed as the variables are unpredictable. A basket approach to investing at this stage helps to preserve capital by taking a small stake in a number of similar companies. As the companies progress through their regulatory and clinical trial journey, it becomes clearer which companies are most likely to succeed at which point some ideas can be removed from the basket in favour of larger stakes in others. Currently the Company has baskets of stocks in the fields of metabolics, auto-immune, CNS (including mental health), rare diseases and emerging oncology as well as a basket of potential M&A candidates. ### Preserving capital through binary event trading and trading discipline Investing in liquid stocks is crucial to the Company's Portfolio Managers due to their active trading in the portfolio. Investors tend to be optimistic, which means that as a company approaches a point in its development where the result will be binary (the drug is toxic or it isn't; the drug works, or it doesn't; the drug is approved, or it isn't), the value of the company tends to rise, thanks to optimistic investors buying the shares. The Portfolio Managers like to hold the shares during this optimistic price rise, but reduce the position ahead of the announcement of the news, in order not to expose the portfolio to a potential catastrophic loss in the event of bad news. It may mean that the Company misses out on part of the price rise, but it can buy the shares back at a lower risk-weighted valuation after a positive announcement if it chooses to do so. This approach has historically led to lower volatility in the Company than the Reference Index. Trading discipline is also important – even when a company meets all the criteria of compelling science, a great management team and good prospects, if the valuation has become dislocated from the future financial prospects for the company, the investment has to be re-evaluated. In a sector which experiences swings into Euphoria, it is important not to be seduced by the hype and have the discipline to sell a good stock which has become overvalued, in order to preserve capital. ### Managing the gearing level The Company currently has a secured credit facility with the Bank of Nova Scotia Bank, London Branch, which enables it to borrow extra money to invest which can generate superior returns in a rising market but can enhance losses in a market correction. The Company's Portfolio Managers deploy gearing tactically depending on where they see opportunities and the overall sector dynamics. During the year ended 31 August 2025, the Portfolio Managers increased gearing to a high of 19.5% when the sector experienced a sharp downturn following Liberation Day giving investors a geared response to the rally that followed. Since then, they have reduced gearing to a more normalised range of 5-10%. International Biotechnology Trust plc Annual Report and Financial Statements 2025 25 ### Section 2: Investment Manager’s Review ## ESG Integration These following paragraphs reflect the ESG views and activities The table below shows the Manager’s engagement in respect of of the Manager in relation to the Company’s portfolio, and more portfolio holdings and voting: widely. As at As at 31 August 2025 31 August 2024 Active management The investment team actively engages with existing and Shareholder meetings voted at 85 70 potential portfolio company management to help protect and Number of proposals voted on 710 672 grow investors’ capital. The team benefits from excellent access Number of votes against to the management of biotechnology companies, owing to management 144 141 Schroders’ status as a large, independent asset manager, and the long-standing relationships it has established within the Votes against management (%) 20.28 20.98 sector. Together with Schroders’ active ownership specialists, Source: Schroders. the team engages with companies regarding their policies and, where necessary, proposes changes to encourage shareholder Responsible investment alignment, a long-term view and the investment in the company The Company delegates to its Manager the responsibility for by management. The team is prepared to vote against portfolio taking ESG issues into account when assessing the selection, company management on behalf of the Company and seeks retention and realisation of investments. The Board expects to effect management change where sufficient shareholder the Manager to engage with investee companies on social, alignment is not achieved. Should engagement be unsuccessful environmental and business ethics issues and to promote on material issues, the team would consider the adjustment of best practice. The Board expects the Manager to exercise the position sizing, although this is not the preferred path. Company’s voting rights in consideration of these issues. Extensive engagement with portfolio companies In addition to the description of the Manager’s integration of ESG into the investment process and the details in this report, The Investment Manager believes that, through thorough a description of the Manager’s policy on these matters can be diligence and analysis, there is potential to deliver excess found on the Schroders website at: www.schroders.com. The returns to shareholders and capture value where others may Board notes that Schroders believes that companies with good not. Detailed analysis of company documents, clinical data and ESG management often perform better and deliver superior scientific reports, company meetings and visits, and the use of returns over time. Engaging with companies to understand industry analysts, Key Opinion Leaders in scientific fields, trial how they approach ESG management is an integral part of the design and clinical statistics, are all a vital part of the Investment investment process. Schroders has committed to the UN Global Manager’s research process. Compact, amongst codes and standards and information about It is the application of experience to these varied inputs, the application of Schroders’ sustainability and responsible coupled with Schroders’ global in-house analytical resources, investment policies can be found at: https://www.schroders.com/ that provide the Portfolio Managers with the potential to deliver en/sustainability/corporateresponsibility/. attractive returns. As part of this process, the Portfolio Managers meet with company management teams prior to investing, as well as meeting with the management of portfolio companies at least once a year. In addition to meetings with portfolio companies, the investment team also meets with other industry participants to gain insights into the peers and competitors of portfolio companies. Dedicated team of ESG specialists Schroders has always taken pride in our level of engagement with companies. Our brand, as well as skilled analytical resource, affords us the ability to regularly engage with companies on all aspects of corporate strategy, including specific ESG/sustainability matters. We are fortunate at Schroders to have a large, dedicated team of ESG/sustainability specialists, as well as proprietary screening systems SustainEx™ and CONTEXT™, which together provide proprietary analytics and tools which help to analyse and engage with individual companies on ESG issues. The Portfolio Managers liaise regularly with the ESG/sustainability team to ensure that these factors inform the investment process. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 26 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 2: Investment Manager’s Review International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 27 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 28 Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report ## Section 3: Strategic Report The Company 30 Stakeholder Engagement – Section 172 Report 34 Risk Report 38 Conclusion 42 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 29 Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report ## The Company ## Purpose, values and culture The Company’s purpose is to create Company and, to the extent it does not fulfil the Company’s investment objective long-term shareholder value, in line conflict with the investment objective, aims by encouraging a culture of constructive with the investment objective. to structure the Company’s operations challenge with all key suppliers and with regard to all its stakeholders and take openness with all stakeholders. The The Company’s culture is driven by its account of the impact of the Company’s Board is responsible for embedding the values: transparency, engagement and operations on the environment and the Company’s culture in its operations. rigour, with collegial behaviour and community. constructive, robust challenge. The values are all centred on achieving returns for As the Company has no employees and shareholders in line with the Company’s acts through its service providers, its investment objective. The Board also culture is represented by the values and sets out the effective management behaviour of the Board and third parties or mitigation of the risks faced by the to which it delegates. The Board aims to ## Business model | The Board appointed Schroder Unit | cash, derivatives and other financial | using its sales and marketing teams. | | --- | --- | --- | | Trusts Limited (the “Manager”), with effect | instruments as appropriate. The terms of | The Board and Manager work together | | from 20 November 2023, to implement | the appointment of the Manager, and the | to deliver the Company’s investment | | the investment strategy and to manage | delegation by the Manager of investment | objective, as demonstrated in the diagram | | the Company’s assets in line with the | management services to Schroder | below. | | appropriate restrictions placed on it by | Investment Management Limited (“SIM” or | | | the Board, including limits on the type and | the “Investment Manager”), are described | | | relative size of holdings which may be held | more completely in the Directors’ Report. | | | in the portfolio and on the use of gearing, | The Manager also promotes the Company | | ### Board OversightStrategy • Set objectives, strategy • Portfolio and risk and key performance management indicators (KPIs) • Achievement of KPIs • Appoints the Manager • Use of gearing and other service • Discount/premium and providers to achieve liquidity management objectives SHAREHOLDER through share issuance VALUE and repurchase PromotionInvestment • The Investment Manager • Marketing and sales implements the investment capability of the Manager strategy by following an Competitiveness • Support from the investment process corporate broker with • Supported by strong The Board is focused on ensuring that: secondary market research and risk intervention to support • the Company remains attractive to environment discount/premium investors management • Regular reporting and • the fees and ongoing charges interaction with the Board remain competitive International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 30 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report ## Investment trust status and continuation vote The Company carries on business as an to conduct its affairs in a manner which will it desirable that the shareholders should investment trust. Its shares are listed and enable it to retain this status. have the opportunity to review the future admitted to trading on the main market of of the Company at appropriate intervals. The Company is domiciled in the UK and is the London Stock Exchange. It has been Accordingly, the Articles of Association an investment company within the meaning approved by HM Revenue & Customs as contain provisions requiring the Directors of section 833 of the Companies Act 2006. an investment trust in accordance with to put a proposal for the continuation The Company is not a “close” company for section 1158 of the Corporation Tax Act of the Company to shareholders at two taxation purposes. | 2010, by way of a one-off application, and it | | yearly intervals. Accordingly, a continuation | | --- | --- | --- | | is intended that the Company will continue | It is not intended that the Company should | vote will be proposed at the Company’s | | | have a limited life but the Directors consider | forthcoming AGM in 2025. | ## Investment objective The Company’s investment objective is as one pool of assets, for operational stock exchange, including venture capital to achieve long-term capital growth by purposes there is a quoted portfolio funds. This may include funds managed by investing in biotechnology and other life and an unquoted portfolio. The portfolio the Fund Manager and/or members of its sciences companies. is diversified by geography, industry group. The primary purpose of investment sub-sector and investment size with no in unquoted funds will be to gain exposure ## Investment policy single investment in a company normally to unquoted companies. accounting for more than 15% of the The Company may invest through equities, The Company will seek to achieve its portfolio at the time of investment. index-linked securities and debt securities, objective by investing in a diversified The portfolio is split between large, mid cash deposits, money market instruments portfolio of companies which may be and small-capitalisation companies, and foreign currency exchange quoted or unquoted and whose shares primarily quoted on stock exchanges transactions. Forward or derivative are considered to have good growth in North America, where the most transactions are not used by the Company. prospects, with suitably experienced established and commercial biotechnology management and strong potential The Company may borrow from time and other life sciences companies upside through the development and/ to time to exploit specific investment operating in related sectors are based, or commercialisation of a product, device opportunities, rather than to apply long- though investments may also be made in or enabling technology. Investments may term structural gearing to the Company’s Europe, Asia and Australia. Investments also be made in related sectors such as portfolio of investments. may also be made into unquoted medical devices and healthcare services. companies and into funds not quoted on a While the Company’s portfolio is held ## Investment restrictions and spread of investment risk The Company observes the following • The great majority of the Company’s No material change will be made to the investment restrictions: assets will be invested in the quoted investment objective or policy without biotechnology sector with a global the approval of shareholders by ordinary • The Company will invest primarily in mandate across the entire spectrum of resolution. biotechnology and other life science quoted companies. The weighting of companies that are either quoted or investment in unquoted companies will unquoted. vary according to the attractiveness of • The Company will normally invest no the opportunities identified. more than 15% in aggregate, of the • Gearing is restricted to 30% of NAV. value of its gross assets in any one individual company at the time of • The Company will invest no more than acquisition. 15% in aggregate, of the value of its gross assets in other closed-ended investment companies quoted on the London Stock Exchange or any other stock exchanges. ## KPIs The Board reviews performance using a number of key measures, • Share price performance and yield; and to monitor and assess the Company’s success in achieving its • Ongoing charges ratio. objective. Further comment on performance can be found in the Chair’s Statement. The following KPIs are used: Some KPIs are Alternative Performance Measures (APMs), and further details and definitions of these terms can be found on • NAV performance; page 105. • Share price premium/discount; International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 31 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report ## Corporate and social responsibility Diversity policy Statement on Board diversity – of the Chair of the Board, the Chair of The Board has adopted a diversity and gender and ethnic background the Audit Committee and the SID in its inclusion policy. Appointments and diversity tables. The Board has made a commitment to succession plans will always be based consider diversity when reviewing the The Board has chosen to align its on merit and objective criteria and, composition of the Board and notes the diversity reporting reference date with within this context, the Board seeks UK Listing Rule requirements regarding the Company’s financial year-end and to promote diversity of gender, social the targets on board diversity: proposes to maintain this alignment for and ethnic backgrounds, cognitive future reporting periods. The following • at least 40% of individuals on the Board and personal strengths. The Board will information has been provided by each are women; encourage any recruitment agencies it Director through the completion of a engages to find a range of candidates • at least one senior Board position is questionnaire. that meet the objective criteria agreed held by a woman; and for each appointment. Candidates for As at 31 August 2025, the Company met • at least one individual on the Board is Board vacancies are selected based on all of the criteria in relation to the number from a minority ethnic background. their skills and experience, which are of women on the Board, for at least one The FCA defines senior board positions senior board position to be held by a matched against the balance of skills and as Chair, Chief Executive Officer (CEO), woman and for at least one individual on experience of the overall Board, taking Chief Financial Officer (CFO) or Senior the Board to be from a minority ethnic into account the criteria for the role being Independent Director (SID). As an background. There have been no changes offered. | investment trust with no executive officers, | between 31 August 2025 and the date | | --- | --- | | the Company has no CEO or CFO. The | of publication of the Annual Report and | | Board has reflected the senior positions | Financial Statements. | The below tables set out the gender and ethnic diversity composition of the Board as at 31 August 2025 and at the date of this report. Number of Number of % senior positions 1 Gender identity Board members of the Board on the Board Men 2 40 1 Women 3 60 2 Not specified/prefer not to say – – – Number of Number of % senior positions 1 Ethnic background Board members of the Board on the Board White British or other White (including minority-white groups) 4 80 3 Mixed/multiple ethnic groups – – – Asian/Asian British – – – Black/African/Caribbean/Black British 1 20 – Other ethnic group, including Arab – – – Not specified/prefer not to say – – – 1 The Company considers the positions of Chair of the Board of Directors, SID, and Chair of the Audit Committee to be senior positions of the Board. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 32 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report Promotion Relations with shareholders Financial crime policy The Company promotes its shares to a Shareholder relations are given high The Company continues to be committed broad range of investors who have the priority by both the Board and the to carrying out its business fairly, honestly potential to be long-term supporters of Manager. The Company communicates and openly, and operates a financial crime the investment strategy. The Company with shareholders through its web pages, policy, covering bribery and corruption, seeks to achieve this through its Manager monthly factsheets and the Annual and tax evasion, money laundering, terrorist and corporate broker, who promote the Half Year Reports which aim to provide financing and sanctions, as well as seeking shares of the Company through regular shareholders with a clear understanding confirmations that the Company’s service contact with both current and potential of the Company’s activities and its results. providers’ policies are operating soundly. shareholders as well as their advisers. The Board’s policy is to communicate Modern Slavery Act 2015 These activities consist of investor lunches, directly with shareholders and their As an investment trust, the Company one-on-one meetings, regional road representative bodies without the does not provide goods or services in the shows and attendances at conferences involvement of the management group normal course of business and does not for professional investors. In addition, the (either the Company Secretary or the have customers. Accordingly, the Directors Company’s shares are supported by the Manager) in situations where direct consider that the Company is not required Manager’s wider marketing of investment communication is required. Representatives to make any slavery or human trafficking companies targeted at all types of from the Board offer to meet with major statement under the Modern Slavery investors; this includes maintaining close shareholders on an annual basis in order to Act 2015. relationships with adviser and execution- ascertain their views. only platforms, advertising in the trade The Company Secretary acts on behalf Climate press, maintaining relationships with of the Board, not the Manager, and financial journalists and the provision of Greenhouse gas emissions and energy there is no filtering of communication. digital information on Schroders’ website. usage At each Board meeting, the Board The Board also seeks active engagement As the Company outsources its operations receives full details of any communication with investors, and meetings with the to third parties, it has no significant from shareholders to which the Chair Chair are offered to investors when greenhouse gas emissions and energy responds, as appropriate, on behalf appropriate, and further details are usage to report. of the Board. The Company Secretary provided in the section ‘Relations with has no express authority to respond to shareholders’ below. Taskforce for Climate-Related enquiries addressed to the Board and all Financial Disclosures (TCFD) Shareholders are encouraged to sign up to communication, other than junk mail, is Investment trusts are currently exempt the Manager’s Investment Trusts update, redirected to the Chair. from the TCFD. The Board will continue to receive information on the Company In addition, in relation to institutional to monitor the situation. However, the directly https://schro.link/ibt_subscribe. | | shareholders, members of the Board may | Company’s Manager produces an annual | | --- | --- | --- | | Details of the Board’s approach to | be either accompanied by the Manager | product level disclosure consistent | | discount management and share issuance | or conduct meetings in the absence of | with the TCFD which can be found | | may be found in the Chair’s Statement on | the Manager. | here: https://mybrand.schroders.com/ | | page 4 and in the Annual General Meeting | | m/1054d481da658048/original/TCFD- | In addition to the engagement and – Recommendations on page 100. GB98831M-International-Biotechnology- meetings held during the year described Trust-PLC-Active-20241231.pdf. in “Promotion” above, the Chair of the Board, Committee Chairs and the other Directors attend the AGM and are available to respond to queries and concerns from shareholders. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 33 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report ## Stakeholder Engagement – Section 172 Report ### During the year under review, the Board discharged its duty under section 172 of the ### Companies Act 2006 to promote the success of the Company for the benefit of its members ### as a whole, having regard to the interests of its stakeholders. As an externally managed investment trust, the Company has no consequences of its decisions, and aims to maintain a reputation employees, operations or premises and the Company’s functions for high standards of business conduct and fair treatment among are outsourced to third parties. the Company’s shareholders. The Board identified its key stakeholders as the Company’s The table below explains how the Directors have engaged with shareholders, the Investment Manager, the unquoted all stakeholders during the year, and where relevant, includes key investment portfolio adviser, other service providers, investee activities and decisions that took place shortly after the year-end companies and the Company’s lender as well as wider society which were a direct result of ongoing engagement during the and the environment. The Board takes a long-term view of the reporting period. Shareholders | Significance | Engagement | 2024/25 application | | --- | --- | --- | | Continued shareholder support | AGM: The Company welcomes attendance | At the AGM in 2024, questions and feedback from | | and engagement are critical to | and participation from shareholders at the | shareholders were welcomed. The Board along | | the continuing existence of the | AGM. Shareholders have the opportunity | with the Portfolio Managers, look forward to | | Company and the delivery of its | to meet the Directors and the Investment | meeting and interacting with shareholders at the | | long-term strategy. | Manager and ask questions. The Board values | AGM in December 2025. | the feedback it receives from shareholders The Company’s web pages host the Annual and which is incorporated into Board discussions. Half Year Reports. Via the Company’s web pages, Publications: The annual and half year results shareholders can subscribe to the Schroders presentations, as well as monthly factsheets investment trusts newsletter to receive regular and the Portfolio Managers’ blog, are available updates on the Company. on the Company’s web pages with their The Manager and Portfolio Managers engaged availability announced via the London Stock with a number of the shareholders and investors Exchange. Daily NAV updates are also issued during the year and regular feedback was provided to provide shareholders with transparent to the Board. information on the Company’s portfolio. A number of promotional activities were Feedback and/or questions received from undertaken during the year including Portfolio shareholders enable the Company to evolve Manager interviews, podcasts, webinars and its reporting which, in turn, helps to deliver coverage in key publications. transparent and understandable updates. The Board continues to work with Kepler on Shareholder communication: The Company promoting the Company through its research communicates with shareholders periodically. notes which are published once a year following Investors are offered the opportunity to the publication of the Company’s annual results. meet the Chair, SID, or other Board members The Company’s corporate broker, Deutsche Numis without using the Manager or Company continues to provide a market in the Company’s Secretary as a conduit, by writing to the shares and provides feedback from investors to Company’s registered office. The Board also the Board. corresponds with shareholders by letter As part of the Board’s discount management and email, further details are provided in policy, 3,107,419 shares were bought back and the section ‘Relations with shareholders’ on placed in treasury. The discount narrowed slightly. page 33. The Board receives regular feedback from its broker on investor engagement and Following approval at the AGM in 2024, the Board sentiment. continued its dividend policy of paying a dividend equal to 4% of the NAV, as at the last day of the Investor relations updates: At every Board preceding financial year (31 August), through two meeting, the Directors receive updates on semi-annual distributions. share trading activity, share price performance | and any shareholder feedback, as well as any | Following positive feedback from shareholders on | | --- | --- | | publications or comments in the press. To | maintaining an exposure to unquoted companies, | | gain a deeper understanding of the views of | the Board announced on 2 October 2025 the | | its shareholders and potential investors, the | establishment of a new limited partnership with | | Manager also undertakes Investor roadshows | Schroders Capital Management through which the | | together with the Portfolio Managers during | Company intends, over time, to invest in further | | the year. | unquoted biotechnology opportunities, in line with | its investment policy. Further details can be found on page 49. The Board negotiated a reduction in the management fee payable on the quoted portfolio, with effect from 1 September 2025. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 34 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report Investment Manager | Significance | Engagement | 2024/25 application | | --- | --- | --- | | Engagement with the | Maintaining a close and constructive working | Representatives of the Manager, Investment | | Company’s Investment | relationship with the Investment Manager | Manager, including the Portfolio Managers, | | Manager is necessary to | is crucial, as the Board and the Investment | attend each Board meeting to provide an update | | evaluate its performance | Manager both aim to continue to achieve | on the investment portfolio along with presenting | | against the Company’s stated | consistent, long-term returns in line with | on macroeconomic issues. | | strategy and to understand any | the investment objective. The Investment | | The portfolio activities undertaken by the risks or opportunities this may Manager attends all Board and certain Investment Manager and the impact of decisions present. Committee meetings in order to update affecting investment performance are set out in the Directors on the performance of the The Investment Manager’s the Portfolio Managers’ Report on pages 10 to 16. investments and the implementation of the performance is critical for investment strategy and objective. The Board agreed to an amendment to the basis the Company to deliver on which a performance fee is payable in respect its investment strategy Important components in the Board’s of the quoted portfolio. Further details are successfully and meet its collaboration with the Investment Manager are: outlined on pages 48 and 49. The Board believes objective to achieve long-term • Encouraging open discussion with the that this will lead to closer alignment between capital growth by investing in Investment Manager; the Company’s performance and shareholder biotechnology and other life interests. sciences companies. • Support and constructive challenge of the Investment Manager including the robust negotiation of the Investment Manager’s terms of engagement; and • Drawing on Directors’ individual experience to support the Investment Manager by holding it to account regarding investment strategy, and challenging where necessary. The Management Engagement Committee reviews the performance of the Manager, its remuneration and the discharge of its contractual obligations at least annually. Unquoted investment portfolio adviser and limited partnership investment manager | Significance | Engagement | 2024/25 application | | --- | --- | --- | | SV Health Investors, in its | Representatives of SV Health attend Board | The Board receives regular updates and | | capacity as the Company’s | meetings on a bi-annual basis and provide | information in respect of the unquoted portfolio | | unquoted portfolio investment | regular reports on the performance and | from SV Health and will, in due course, also | | advisor, has been given | developments within the unquoted portfolio. | receive these from Schroders Capital. | | responsibility for assisting | Regular contact is maintained with SV Health | | | with the management of the | between scheduled meetings to ensure the | | | Company’s investments in SV | Board is fully appraised of any material events. | | Health-managed funds and A Board member of the Company is invited to the directly held unquoted attend SV Health investor events and the Limited portfolio, as well as for actively Partner Advisory Committee (LPAC) for SV BCOF, monitoring and analysing an unquoted investment managed by SV Health. the performance of these Attendance at these events enables the Board to investments in the unquoted gain a better understanding of the dynamics of portfolio. SV Health-managed investments. Following the year end, the In addition, following the financial year-end, Company also entered into representatives of Schroders Capital met with an agreement with Schroders the Board to provide an update on the progress Capital Management (Jersey) of the Partnership, including investment activity Limited to establish a new and performance. limited partnership (the “Partnership”). Under this arrangement, Schroders Capital has been appointed as the investment manager, and the Company will act as the sole limited partner. Schroders Capital will be responsible for sourcing, managing, and allocating investments to private funds within the biotechnology sector. Please refer to the Directors’ Report on page 49 for more information. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 35 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report Other service providers | Significance | Engagement | 2024/25 application | | --- | --- | --- | | In order to operate as an | The Board maintains regular contact with | The Board engages regularly with service | | investment trust with a | its key external providers, both through the | providers both in one-to-one meetings and via | | premium listing on the London | Board and Committee meetings, which service | regular written reporting. | | Stock Exchange, the Company | providers are periodically invited to attend, as | | Under delegated authority from the Board, the relies on a diverse range of well as outside of the regular meeting cycle. Management Engagement Committee reviewed advisers and service providers. Their advice, as well as their needs and views, all material third party service providers. The Company ensures that are routinely taken into account. The need to the third parties to which the foster business relationships with key service As a result of this process, the Board agreed that services have been outsourced providers is central to Directors’ decision- appointing J.P. Morgan Europe Limited as the new complete their roles in line with making as the Board of an externally managed provider of depositary and custodian services contractual arrangements and investment trust. would be in the best interests of the Company. expectation, thereby supporting The transition was approved after the financial the Company. year-end and the migration of depositary and custodian services commenced on 3 October 2025. In addition, following a comprehensive and robust audit tender process, the Board has decided to recommend the appointment of Johnston Carmichael LLP as the Company’s auditors for the year ending 31 August 2026, at the forthcoming AGM. The Board considered the ongoing appointments of its other service providers to be in the best interests of the Company and its shareholders as a whole and will continue to monitor their progress in the year ahead. Investee companies | Significance | Engagement | 2024/25 application | | --- | --- | --- | | The Board is committed to | The Investment Management team conducts | The Board received regular updates on | | responsible investing and | face-to-face and/or virtual meetings with the | engagement with investee companies from the | | actively monitors the activities | management teams of all investee companies | Investment Manager at its Board meetings. | | of investee companies through | to understand current trading and prospects | | During the year, the Investment Manager its delegation to the Investment for their businesses, and to ensure that their engaged with many of its investee companies and Manager. ESG investment principles and approach are voted at shareholder meetings (further details understood. can be found on page 26). The Investment Manager has discretionary powers to exercise the Company’s voting rights on resolutions proposed by the investee companies within the Company’s portfolio. The Investment Manager reports to the Board on stewardship (including voting) issues and the Board will question the rationale for voting decisions made. By active engagement and exercising voting rights, the Investment Manager actively works with companies to improve corporate standards, transparency and accountability. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 36 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report Lender | Significance | Engagement | 2024/25 application | | --- | --- | --- | | Availability of funding and | The Manager conducts the relationship with | During the year, gearing was regularly considered | | liquidity are key to the | the Company’s lender and reports to the | and the £55 million revolving credit facility | | Company’s ability to take | Board at each Board meeting as and when | with The Bank of Nova Scotia, London Branch | | advantage of investment | required for renewals of terms or negotiation | was amended and restated, on expiration, in | | opportunities as they arise. | of loan covenants. | November 2024. | The Manager provides a monthly statement of compliance with the loan covenants to the lender. Wider society and the environment | Significance | Engagement | 2024/25 application | | --- | --- | --- | | Whilst strong long-term | The Board engages with the Investment | Further details of the Company’s ESG practices | | investment performance is | Manager in respect of its ESG considerations | can be found in the Investment Approach and | | essential for an investment | on existing and new investments. | Process section of this Annual Report. | trust, the Board recognises The Board receives regular reports from its that to provide an investment Manager and briefings from its corporate vehicle that is sustainable broker, auditors and the industry trade body, the over the long term, the Board Association of Investment Companies (AIC), on and the Investment Manager changes to regulations which could impact the must have regard to ethical Company and its industry. Directors also attend and environmental issues that AIC events to keep up to date with industry trends impact society. Hence ESG and investor sentiment. considerations are integrated into the Investment Manager’s investment process and will continue to evolve. Examples of stakeholder consideration during the year The Directors were particularly mindful of stakeholder considerations in reaching the following key decisions during the year ended 31 August 2025: • The Board negotiated a reduction in the management fee payable on the quoted portfolio, with effect from 1 September 2025. Further details are set out in the Directors’ Report on pages 48 and 49. • The Board and Manager agreed to an amendment to the basis on which a performance fee is payable in respect of the quoted portfolio, ensuring that the Manager’s incentive and shareholder returns are more closely aligned. Further details are outlined on pages 48 and 49. • Resolving that the ongoing appointment of the Manager on the terms of the AIFM agreement, was in the best interests of shareholders as a whole. • The maintenance of the Company’s dividend policy, subject to shareholder consent, in accordance with which the first interim dividend for the financial year of 15.56 pence per share was paid on 24 January 2025. The second interim dividend of 16.17 pence per share was paid to shareholders on the register on 25 July 2025, on 22 August 2025. • The consideration of Board succession planning and the appointment of Alexa Henderson as a non-executive Director and Audit Committee Chair designate on 1 January 2025 to succeed Caroline Gulliver who stepped down from the Board on 30 April 2025, after a comprehensive handover period to Ms Henderson. • Following the Board’s consideration of the potential benefits of changing the Company’s provider of depositary and custodian services, it was agreed that appointing J.P. Morgan Europe Limited as the new provider would be in the best interests of the Company. The transition was approved after the financial year-end and the migration of depositary and custodian services commenced on 3 October 2025. • Following a comprehensive and robust audit tender process, the Board has decided to recommend the appointment of Johnston Carmichael LLP as the Company’s auditors for the year ending 31 August 2026, at the forthcoming AGM. • Continuing the Company’s commitment to buying back shares to help manage the share price discount to NAV, during the year under review, 3,107,419 shares were bought back and placed in treasury. The discount narrowed slightly. • The amendment and restatement of the £55 million revolving credit facility agreement with The Bank of Nova Scotia, London Branch. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 37 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report ## Risk Report ### The Board, through its delegation to the Audit Committee, is responsible for the Company’s ### system of risk management and internal control and for reviewing its effectiveness. The ### Board has adopted a detailed matrix of principal risks affecting the Company’s business as an ### investment trust and has established associated policies and processes designed to manage ### and, where possible, mitigate those risks, which are monitored by the Audit Committee on an ### ongoing basis. This system assists the Board in During the year, the Board discussed The Board considered in detail whether determining the nature and extent of the and monitored a number of risks which there were any material emerging risks it is willing to take in achieving the could potentially impact the Company’s risks and has continued to include the Company’s strategic objectives. ability to meet its strategic objectives. development of artificial intelligence as an The Board receives updates from the emerging risk in the table below. Risk assessment and internal Investment Manager, Company Secretary No significant control failings or controls review by the Board and other service providers on emerging weaknesses were identified from the Audit Risk assessment includes consideration risks that could affect the Company. The Committee’s ongoing risk assessment of the scope and quality of the systems Board was mindful of the evolving global throughout the financial year and up of internal control operating within environment during the year and the risks to the date of this report. The Board is key service providers, and ensures posed by volatile markets and geopolitical satisfied that it has undertaken a detailed regular communication of the results of uncertainty, including the new US review of the risks facing the Company monitoring by such providers to the Audit Administration, particularly threats to the and that the internal control environment Committee, including the incidence of FDA and reductions in federal spending, continues to operate effectively. A full significant control failings or weaknesses as well as ongoing conflict in Ukraine analysis of the financial risks facing the that have been identified at any time and and the Middle East. However, these are Company is set out in note 19 to the the extent to which they have resulted in not factors which explicitly impact the financial statements on pages 88 to 96. unforeseen outcomes or contingencies Company’s performance although they that may have a material impact on the could exacerbate existing risks. Where The Board considers that the risks set out Company’s performance or condition. relevant these have been incorporated in in the table below are the principal risks the table below. currently facing the Company to deliver its Although the Board believes that it has a strategy together with those actions taken robust framework of internal controls in Following the Company’s financial year- by the Board and, where appropriate, place this can provide only reasonable, and end, J.P. Morgan Europe Limited was its Committees, to manage and mitigate not absolute, assurance against material appointed to provide depositary, custodian those risks. | financial misstatement or loss and is | and certain fund administration services, | | | --- | --- | --- | | designed to manage, not eliminate, risk. | effective 3 October 2025. The Board was | The “Change” column on the right | | | mindful of the operational risks associated | highlights at a glance the Board’s | Both the principal risks and uncertainties with the transition and received quarterly assessment of any increases or decreases and the monitoring system are also subject progress updates ahead of the transfer in risk during the year after mitigation and to robust review at least annually. The last from HSBC to J.P. Morgan. Further details management. The arrows in the change assessment took place in October 2025. are included in the table below. column show the risks as increased or decreased or unchanged. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 38 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report Risk Mitigation and management Change Strategic Investment strategy The appropriateness of the Company’s The investment strategy may, if inappropriate, result investment mandate and the long-term in negative investor sentiment, leading to a reduction investment strategy is periodically reviewed by in the share price and the Company underperforming the Board and the success of the Company in the market and/or its peer group companies. meeting its stated objectives is monitored. The Board holds a strategy meeting each year to consider the investment objective and policy and the Company’s longer-term investment strategy. Investor appetite The Portfolio Managers update the Board A loss of investor appetite for investment in the monthly and at each scheduled Board meeting biotechnology sector as a result of political conditions, on issues pertinent to the portfolio and the including US Food and Drug Administration biotechnology sector generally, including the and Federal Trade Commission policy as well as political landscape and expected future drivers. uncertainties regarding the execution of the US tariff The Board reviews the global factors which may regime implemented by the Trump administration, affect investor appetite, including US/China might materially affect the ability of the Company tensions, conflicts in Ukraine and the Middle East, to achieve its objective and reduce demand for the and political and policy developments including Company’s shares, leading to a wide discount. legislation concerning Medicare and drug pricing in the United States. These may persist as issues that could potentially have a negative impact on the biotechnology and healthcare sectors. Continuation vote The Manager and the corporate broker engage The Company’s Articles of Association require the with shareholders to understand investor Board to put a proposal for the continuation of sentiment and regularly provide feedback to the Company to shareholders on a biennial basis. the Board. A resolution will be put to shareholders at the AGM to Directors also engage directly with shareholders be held in December 2025. at the AGM to understand their views. Performance/investment Macro factors The Portfolio Managers consider carefully The Company’s returns are affected by changes in the portfolio composition by size of company, economic, political, financial and corporate conditions, development stage and therapeutic area and which can cause substantial market and exchange adjusts accordingly. The Board is also supportive rate fluctuations. A significant fall in US equity markets of the Portfolio Managers’ approach to reducing is likely to adversely affect the value of the Company’s exposure to companies with imminent binary portfolio. events such as a readout of data from a clinical trial. The biotechnology sector has its own specific risks leading to higher volatility than the broader equity The Portfolio Managers provide regular reports to market indices. Wider geopolitical risks include the Board on general economic conditions as well regional tensions, trade wars and sanctions against as portfolio activity, strategy and performance, companies, in areas which the Company invests or including risk monitoring. The reports are may invest. discussed in detail at Board meetings, which are all attended by the Portfolio Managers, to allow In addition, the financial statements and performance the Board to monitor the implementation of the of the Company are denominated in sterling because investment strategy and process. the Company is a UK company listed on the London Stock Exchange. However, the majority of the Company’s assets are denominated in US dollars (“$”). Accordingly, the total return and capital value of the Company’s investments can be significantly affected by movements in foreign exchange rates. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 39 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report Risk Mitigation and management Change Share price performance The share price relative to the NAV per share is Share price performance may consistently lag kept under review as a key performance indicator NAV performance leading to a wide and persistent and is considered against the Company’s peers discount to NAV. on a regular basis. The Board has implemented a robust share buyback and issuance policy which has been used consistently during the year under review with 3,107,419 shares being repurchased to be held in treasury. The discount narrowed slightly during the year. The use of the buyback authority is reviewed regularly. Proactive engagement with shareholders takes place via the AGM, feedback from shareholder presentations, and ad hoc meetings with the Board. The Manager provides a dedicated, experienced investment trust marketing team together with PR resource. The Manager and corporate broker monitor market feedback and the Board consider this at each quarterly meeting. ESG considerations The consideration of climate change risks and The Board recognises that a responsible and ESG factors is integrated into the investment proactive approach to ESG-related factors can process and reported at Board meetings. The positively impact the performance and success of its Manager’s approach to ESG matters is set out in portfolio companies and the Company. A failure to the Investment Manager’s Review. The Company focus sufficiently on ESG matters may not promote uses data gathered by Sustainalytics to monitor the Company to shareholders in a way that generates the compliance of its quoted portfolio with an investor demand. accepted set of ESG standards. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 40 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report Risk Mitigation and management Change Operational Oversight of service providers The Board receives reports from the Manager Inadequate performance of service providers could and Investment Manager on its internal controls lead to poor performance and/or exposure to a and risk management throughout the year, number of financial, regulatory and business risks. including those relating to cybersecurity, and receives assurances from all its other significant Service providers may terminate their services if they service providers on at least an annual basis. deem the Company to no longer fit their business model. The Management Engagement Committee reviews the performance of key service providers Operational risks may arise from the transfer of at least annually. The Manager and Investment custodian, depositary and fund administration Manager also monitor closely the control services to a new service provider. environments and quality of services provided by third parties, including those of the depositary, through service level agreements and regular meetings. The Directors also receive reporting on internal controls from the Company’s key service providers including the depositary and custodian, and the registrar on an annual basis. Experienced service providers are appointed by the Company subject to due diligence processes and clearly documented contractual arrangements which include agreed service level specifications and notice periods for terminations. In respect of the transition of custodian, depositary and fund administration services from HSBC to J.P. Morgan, a detailed transition plan was put in place, closely monitored by the Manager via a Risks, Assumptions, Issues and Dependencies (RAID) log. The Board received quarterly progress updates on the transition, with the Audit Committee Chair acting as the primary point of contact between update cycles. All migration of financial data from HSBC to J.P. Morgan was subject to close oversight by the Company’s external auditors. Further details of the internal controls which are in place are set out in the Audit Committee’s Report on pages 52 to 55. Information technology (IT), resilience and Cybersecurity is closely monitored by the Audit security Committee as part of the review of the internal Cyber risks such as fraud, sabotage or crime controls of its service providers. perpetrated against the Company or any of its third In response to the evolving global threat party service providers could result in data theft, landscape and the continued rise in cyber risks, service disruption and reputational damage. the Board has determined that this risk has increased during the year and continues to monitor it closely. During the Company’s financial year, Schroders’ IT security team presented to the Directors on the Manager’s cybersecurity controls. Emerging Artificial intelligence (AI) Whilst there are opportunities and benefits associated with the development of AI, and a risk of not embracing these opportunities and benefits, the development of AI presents potential risks to businesses in almost every sector. The extent of the risk presented by AI is extremely hard to assess at this point but the Board considers that it is an emerging risk and together with the Manager and Investment Manager, will monitor developments in this area. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 41 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report ## Conclusion | Viability statement | a stress test. The Board concluded that | Going concern | | --- | --- | --- | | The Directors have assessed the viability | it would expect to be able to ensure the | The Directors have assessed the principal | | of the Company over a five year period, | financial stability of the Company as a | risks, the impact of the emerging risks and | | taking into account the Company’s | consequence of a diversified portfolio of | uncertainties and the matters referred | | position at 31 August 2025 and the | (primarily) listed and realisable assets. | to in the viability statement, including | | potential impact of the principal risks | Note 19 to the financial statements, sets | the continuation vote at the AGM in | | and uncertainties it faces for the review | out other factors also considered by the | December 2025. | | period. The Directors have assessed the | Board including price risk (the sensitivity | | Based on the work the Directors have Company’s operational resilience and of the value of shareholders’ funds to performed, they have not identified they are satisfied that the Company’s changes in the fair value of the Company’s any material uncertainties relating to outsourced service providers will investments), foreign currency sensitivity events or conditions that, individually or continue to operate effectively, following (the sensitivity to changes in key exchange collectively, may cast significant doubt the implementation of their business rates to which the portfolio is exposed) on the Company’s ability to continue as continuity plans. and interest rate sensitivity (the sensitivity a going concern for the period assessed to changes in the interest rate charged on The Board believes that a period of five by the Directors (being the period to the Company’s secured credit facility). | years reflects a suitable time horizon for | | 30 November 2026), which is at least | | --- | --- | --- | | strategic planning, taking into account the | Whilst the Company’s Articles of | 12 months from the date the financial | | investment policy, liquidity of investments, | Association require that a proposal for | statements were authorised for issue. | | payment of commitments, potential impact | the continuation of the Company be put | | | of economic cycles, nature of operating | forward at the AGM in 2025 and every | | | costs, dividends and availability of funding. | other year thereafter, the Directors have | By order of the Board | | This time period also reflects the average | no reason to believe such a resolution | | | holding period of an investment. | would not be passed by shareholders. | | Schroder Investment Management In its assessment of the viability of the The Directors have also considered the Limited Company, the Directors have considered Company’s income and expenditure Company Secretary each of the Company’s principal and projections and the fact that the 5 November 2025 emerging risks and uncertainties detailed Company’s investments primarily comprise on pages 38 to 41. readily realisable securities which can be sold to meet funding requirements The Board has assumed that the business if necessary. Based on the Company’s model of a closed ended investment processes for monitoring operating costs, company, as well as the Company’s the Board’s view that the Manager has investment objective, will continue to the appropriate depth and quality of be attractive to investors. The Directors resource to achieve superior returns in also considered the beneficial tax the longer term, the portfolio risk profile, treatment the Company is eligible for as limits imposed on gearing, counterparty an investment trust. If changes to these exposure, liquidity risk and financial taxation arrangements were to be made it controls, the Directors have concluded would affect the viability of the Company that there is a reasonable expectation that to act as an effective investment vehicle. the Company will be able to continue in The viability of the Company in the event operation and meet its liabilities as they of a severe fall in market prices has been fall due over the five year period of their considered by the Board in the form of assessment. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 42 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 3: Strategic Report International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 43 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 4: Governance International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 44 Job No: 101397 Proof Event: 15 Black Line Level:3 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 14 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 4: Governance ## Section 4: Governance Board of Directors 46 Directors’ Report 48 Audit Committee Report 52 Management Engagement Committee Report 56 Nomination Committee Report 57 Directors’ Remuneration Report 59 Statement of Directors’ Responsibilities in respect of the Annual Report and Financial Statements 63 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 45 Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 4: Governance ## Board of Directors ## All Directors are Gillian ElcockKate Cornish-Bowden ### non-executive and ### independent of the Independent non-executive Chair and Independent non-executive Director Chair of the Management Engagement and Chair of the Nomination ### Manager. All Directors Committee Committee ### are members of the | | Length of service: 5 years – appointed a | Length of service: 2 years – appointed a | | --- | --- | --- | | Audit Committee, the | non-executive Director in May 2020, Senior | non-executive Director in February 2023 | | | Independent Director in December 2021 | and Chair of the Nomination Committee in | ### Management Engagement and Chair of the Board and Management December 2023. ### Committee and the Engagement Committee in December 2022. Experience: Gillian Elcock has extensive ### Nomination Committee. Experience: Kate Cornish-Bowden spent asset management and investment research her executive career as a fund manager at experience. She is the founder of Denny Morgan Stanley Investment Management, Ellison, an independent investment research where she was a Managing Director and head and training company, and was its managing of the global equity team. Prior to this, she director for ten years. Prior to this, she worked as a research analyst at M&G. worked as an equity research analyst for several years at Putnam Investments and Kate is currently a non-executive Director of Insight Investment. Finsbury Growth and Income Trust plc, CC Japan Income and Growth Trust plc, where Gillian is currently a non-executive Director she is also Chair of the Audit Committee, and of Melrose Industries PLC, STS Global Income The European Smaller Companies Trust PLC. & Growth Trust plc, Octopus Apollo VCT plc She was formerly a non-executive Director of and 25 X 25 Ltd. She holds an MBA from the European Assets Trust PLC, Schroder Oriental Harvard Business School and MEng and BSc Income Fund Ltd, Calculus VCT plc, and degrees from the Massachusetts Institute of Scancell Holdings plc. She holds a Masters Technology. in Business Administration (MBA) and has completed the Financial Times Non-Executive Contribution to the Board and its Director Diploma. Committees: The Nomination Committee has reviewed the contribution of Gillian in light Contribution to the Board and its of her proposed re-election, and concluded Committees: The Nomination Committee has that her extensive asset management and reviewed the contribution of Kate in light of investment research experience means she is her proposed re-election, and concluded that able to bring significant insight to the Board’s her extensive experience in fund management decision making and broadens the Board’s and as a non-executive Director on other overall expertise. investment trust boards enables her to bring valuable insight to the Board’s deliberations. Committee membership: Audit, In addition, she chairs the Company expertly, Management Engagement and Nomination fostering a collaborative engagement between (Chair) Committees. the Board and Manager while ensuring that meetings remain focused on the key areas Remuneration for the year ended relevant to stakeholders. 31 August 2025: £31,000 per annum. Committee membership: Audit, Number of shares held: 1,407* Management Engagement (Chair) and Nomination Committees. Remuneration for the year ended 31 August 2025: £44,500 per annum. Number of shares held: 16,382* *Shareholdings are as at 31 August 2025, full details of Directors’ shareholdings are set out in the Directors’ Remuneration Report on page 59. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 46 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 4: Governance ## Alexa Henderson Patrick Magee Professor ## Patrick Maxwell, CBE Independent non-executive Director Independent non-executive Director Independent non-executive and Chair of the Audit Committee and Senior Independent Director Director Length of service: 3 years – appointed a | Length of service: 8 months – appointed a | Length of service: 5 years – appointed a | non-executive Director in January 2022. | | --- | --- | --- | | non-executive Director in January 2025 and | non-executive Director in May 2020 and Senior | | | Chair of the Audit Committee in April 2025. | Independent Director in December 2022. | Experience: Patrick Maxwell is Regius | Professor of Physic and Head of the School | Experience: Alexa Henderson has over | Experience: Patrick Magee has extensive | of Clinical Medicine at the University of | | --- | --- | --- | | 30 years’ experience in finance, accounting | experience in M&A, capital markets and | Cambridge. As a clinician scientist he | | and audit having worked at KPMG, Arthur | corporate broking across various sectors. | has been centrally involved in a series of | | Andersen and Deutsche Bank (WM | He joined the British Business Bank as Chief | discoveries that have revealed how changes | | Company). Alexa is currently a non-executive | Operating Officer in September 2014 and | in oxygenation are sensed, and how genetic | | director of abrdn UK Smaller Companies | became its Chief Commercial Officer in June | alterations cause kidney disease. | | Growth Trust plc and WAM Leaders Limited, | 2017. Prior to this, Patrick worked at the | | | an Australian listed investment company. | Shareholder Executive from June 2012 to | Patrick is a Fellow of the Royal College of | | Previous directorships include JPMorgan | October 2014. Before joining the Shareholder | Physicians and the Academy of Medical | | Japan Small Cap Growth and Income PLC | Executive, he was a managing director of | Sciences, Director of Cambridge University | | (now JPMorgan Japanese Investment Trust | corporate finance at JP Morgan Cazenove, | Health Partners and a non-executive Director | | plc), Scottish Building Society (which she | having worked at the predecessor firms for | of Cambridge University Hospitals and | | chaired for four years) and Adam & Company | almost 18 years. | Scottish Mortgage Investment Trust plc. | Group PLC. Patrick has an MBA from Georgetown Patrick holds a BA from Oxford, MB BS from Alexa holds a BSc in Accounting and University, Washington DC and an LLB from the University of London, DPhil from Oxford Economics from Edinburgh University and is Queen’s University Belfast. and is on the General Medical Council’s a Chartered Accountant. Specialist Register for Nephrology and Patrick is currently a member of the General (Internal) Medicine. Contribution to the Board and its Investment Committee at Queen’s University Committees: The Nomination Committee Belfast, a non-executive Director of Edge Contribution to the Board and its has reviewed the contribution of Alexa in light Future Capital Ltd, Allica Bank Ltd and Chair Committees: The Nomination Committee of her proposed election at the forthcoming of PowerRoll Ltd. He is also a non-executive has reviewed the contribution of Patrick in AGM, and assessed that she chairs the Audit member of the NI Civil Service Board. light of his proposed re-election, and has Committee with expertise, bringing to the concluded that the specialist knowledge Board her significant financial and strategic Contribution to the Board and its he brings is invaluable to the Board and insight, as well as a strong knowledge of Committees: The Nomination Committee contributes to the Company’s long-term investment companies. has reviewed the contribution of Patrick in success. light of his proposed re-election, and has Committee membership: Audit (Chair), concluded that his long standing experience Committee membership: Audit, Management Engagement and Nomination in M&A, capital markets and venture capital Management Engagement and Nomination Committees. means that he is well placed to bring strong Committees. business insight and market experience | Remuneration for the year ended | to the Board, contributing to driving the | Remuneration for the year ended | | --- | --- | --- | | 31 August 2025: £36,000 per annum. | business forward. | 31 August 2025: £30,000 per annum. | | Number of shares held: 7,161* | Committee membership: Audit, | Number of shares held: 3,725* | Management Engagement and Nomination Committees. Remuneration for the year ended 31 August 2025: £32,000 per annum. Number of shares held: 11,500* *Shareholdings are as at 31 August 2025, full details of Directors’ shareholdings are set out in the Directors’ Remuneration Report on page 59. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 47 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 Section 4: Governance # Directors' Report The Directors submit their report and the audited financial statements of the Company for the year ended 31 August 2025. ## Directors and officers ### Chair The Chair is an independent non-executive Director who is responsible for leadership of the Board and ensuring its effectiveness in all aspects of its role. The Chair's significant commitments are detailed on page 46. She has no conflicting relationships. ### Senior Independent Director (SID) The SID acts as a sounding board for the Chair, meets with major shareholders as appropriate, provides a channel for any shareholder concerns regarding the Chair and takes the lead in the annual evaluation of the Chair by the independent Directors. ### Company Secretary Schroder Investment Management Limited ("SIM") provides company secretarial support to the Board with responsibility for assisting the Chair with Board meetings and advising the Board with respect to governance. The Company Secretary also manages the relationship with the Company's service providers, except for the Manager. Shareholders wishing to lodge questions in advance of the AGM are invited to do so by writing to the Company Secretary at the address given on the back cover or by email: amcompanysecretary@schroders.com. ### Role and operation of the Board The Board of Directors, listed on pages 46 and 47 is the Company's governing body; it sets the Company's strategy and is collectively responsible to shareholders for its long term success. The Board is responsible for appointing and subsequently monitoring the activities of the Manager and other service providers to ensure that the investment objective of the Company continues to be met. The Board also ensures that the Manager adheres to the investment restrictions set by the Board and acts within the parameters set by it in respect of any gearing. The Strategic Report on pages 30 to 42 sets out further detail of how the Board reviews the Company's strategy, risk management and internal controls and also includes other information required for the Directors' Report, and is incorporated by reference. A formal schedule of matters specifically reserved for decision by the Board has been defined and a procedure adopted for Directors, in the furtherance of their duties, to take independent professional advice at the expense of the Company. The Chair ensures that all Directors receive relevant management, regulatory and financial information in a timely manner and that they are provided, on a regular basis, with key information on the Company's policies, regulatory requirements and internal controls. Five Board meetings are usually scheduled each year and the Board receives and considers reports regularly from the Manager and other key advisers, and ad hoc reports and information are supplied to the Board as required. The Board is satisfied that it is of sufficient size with an appropriate balance of diverse skills and experience, independence and knowledge of the Company, its sector, and the wider investment trust industry, to enable it to discharge its duties and responsibilities effectively and that no individual or group of individuals dominates decision making. The Board has approved a policy on Directors' conflicts of interest. Under this policy, Directors are required to disclose all actual and potential conflicts of interest to the Board as they arise for consideration and approval. The Board may impose restrictions or refuse to authorise such conflicts if deemed appropriate. No Directors have any connections with the Manager, shared directorships with other Directors or material interests in any contract which is significant to the Company's business. ## Committees In order to assist the Board in fulfilling its governance responsibilities, it has delegated certain functions to Committees. The roles and responsibilities of these Committees, together with details of work undertaken during the year under review, are outlined over the next few pages. The reports of the Audit Committee, Nomination Committee and Management Engagement Committee are incorporated, and form part of, the Directors' Report. Each Committee's effectiveness was assessed, and judged to be satisfactory, as part of the Board's annual review of the Board and its Committees. ## Key service providers The Board has adopted an outsourced business model and has appointed the following key service providers: ### Manager The Company is an Alternative Investment Fund as defined by the AIFM Directive and has appointed Schroder Unit Trusts Limited ("SUTL") as the Manager in accordance with the terms of an Alternative Investment Fund Manager (AIFM) agreement. The AIFM agreement, entered into with SUTL, which is governed by the laws of England and Wales, can be terminated by either party on six months' notice or on immediate notice in the event of certain breaches or the insolvency of either party. As at the date of this report, no such notice had been given by either party. SUTL is authorised and regulated by the FCA and provides portfolio management, risk management, accounting and company secretarial services to the Company under the AIFM agreement. The Manager also provides general marketing support for the Company and manages relationships with key investors, in conjunction with the Chair, other Board members or the corporate broker, as appropriate. The Manager has delegated investment management, administrative, accounting and company secretarial services to another wholly owned subsidiary of Schroders plc, SIM, which delegates certain accounting and administrative services to HSBC Securities Services (UK) Limited. With effect from 3 October 2025, J.P. Morgan Chase Bank, N.A. was appointed to provide accounting and administration services, replacing HSBC Securities Services (UK) Limited. The Company Secretary has an independent reporting line to the Manager and distribution functions within Schroders. The Manager has in place appropriate professional indemnity cover. ### Fees payable to the Manager A performance fee is payable, amounting to 10% of any relative outperformance of the quoted portfolio above the Reference Index plus a hurdle rate of 0.5%. This fee is subject to a cap of 48 International Biotechnology Trust plc Annual Report and Financial Statements 2025 Section 4: Governance 1.25% of net assets. For the financial year ended 31 August 2024, the performance fee was payable only in the event of a positive NAV per share return over the relevant calculation period. Under the revised terms of the AIFM agreement, dated 4 November 2025 and effective for the financial year ending 31 August 2025, a performance fee will now be payable only when a positive total NAV per share return has been achieved. This return is defined as the movement in the NAV per share, adjusted to include the sum of any dividends paid in addition to the Company's NAV capital return over the relevant calculation period. If a positive total NAV per share return is not achieved, payment of any performance fee will be deferred until the next calculation period in which such a return is achieved. All other terms of the performance fee structure in respect of the quoted portfolio remain unchanged. The Board has also negotiated a reduction in the annual management fee applicable to the quoted portfolio. Until 31 August 2025, the Manager was entitled to a fee of 0.70% per annum on the Company's quoted portfolio. Under the revised agreement, dated 4 November 2025 and effective from 1 September 2025, the Manager will be entitled to a reduced fee of 0.65% per annum. The Manager continues to receive a fee for providing administration, accounting, and company secretarial services to the Company. For those services, it receives an annual fee of £100,000. As announced on 2 October 2025, the Company entered into an agreement with Schroders Capital to establish a partnership aimed at investing in additional unquoted biotechnology opportunities over time. Under the terms of this partnership, Schroders Capital is entitled to a management fee of 0.90% per annum based on the asset value of the Company's investment in the partnership, with a minimum of £60,000 payable per annum for the first three years and an administration fee of £25,000 per annum. The aggregate of such fees payable to Schroders Capital in any one year are capped at 0.25% of the Company's net asset value. The Manager and Schroders Capital are related parties of the Company under UKLR 11.5.3. The amendment to the basis on which the performance fee is payable constitutes a relevant related party transaction under UKLR 11.5.4R(1). The Board, having been so advised by Deutsche Numis, considers this amendment to be fair and reasonable as far as shareholders are concerned. In providing its advice, Deutsche Numis has taken into account the Board's commercial assessment of the relevant related party transaction. In assessing the Company's obligations under the UK Listing Rules, the Company has as required by UKLR 11.5.4R(2), assessed the materiality of the management fee reduction and new partnership agreement with Schroders Capital which are also relevant related party transactions. The management fee payable in respect of the year ended 31 August 2025 to SUTL amounted to £1,638,000 (2024: £498,000). The management fee payable in respect of the year ended 31 August 2025 through unquoted funds to SV Health was £648,000 (2024: £691,000) and the management fee paid directly to SV Health was £611,000 (2024: £799,000). A performance fee of £2,665,000 was payable for the year ended 31 August 2025 (2024: £904,000). At the year-end, of the £2,665,000 payable, £2,366,000 was outstanding to SUTL (2024: £693,000) and £299,000 to SV Health (2024: £35,000). The fee payable to SUTL for the provision of administration, accounting and company secretarial services, for the year ended 31 August 2025, was £100,000. The administration fee payable to SUTL, for the year ended 31 August 2024, in respect of the period from appointment on 20 November 2023, was £78,000. Details of all amounts payable to the Manager are set out in notes 18 and 21 on pages 87 and 96. The Management Engagement Committee has reviewed the performance of the Manager during the year under review and continues to consider that it has the appropriate depth of resource to deliver above average returns over the longer term and that the continuing appointment of the Manager on the terms agreed remains in the best interests of shareholders as a whole. ## SV Health In accordance with an agreement dated 2 November 2023, between the Company, the AIFM and SV Health, subsequently amended and restated on 2 July 2024, SV Health was appointed to provide advisory services in relation to the Company's investments in SV Health-managed funds and the directly held unquoted portfolio, in consideration for payment of a performance fee. With respect to the unquoted portfolio, a performance fee is payable, excluding investments in unquoted funds, amounting to 20% of net realised gains, after taking into account any unrealised losses but not unrealised gains. The appointment of SV Health is terminable by 12 months' notice from the Company, the AIFM or SV Health. As noted above, a performance fee of £299,000 was outstanding to SV Health at the financial year-end. ## Schroders Capital The Company entered into an agreement, dated 30 September 2025, with an affiliated entity of the Manager, Schroders Capital Management (Jersey) Limited regarding the establishment of a new limited partnership (the 'Partnership'), through which the Company intends, over time, to invest in further unquoted biotechnology opportunities, in a manner consistent with the Company's investment policy. Schroders Capital Management (Switzerland) AG has been appointed as the investment manager to the Partnership and the Company will be its sole limited partner. The Company's ability to increase or cancel its investment commitments to the Partnership is subject to the terms of the Limited Partnership Agreement. Under the terms of the Limited Partnership Agreement, as previously outlined in the report, the management fee is set at 0.90% per annum of the asset value of the Company's investment in the Partnership, with a minimum of £60,000 payable per annum for the first three years and an administration fee of £25,000 per annum. The aggregate of such fees payable to Schroders Capital in any one year are capped at 0.25% of the Company's net asset value. If Schroders Capital is terminated without cause, it will be entitled to receive an amount an amount equal to the higher of (a) £180,000, and (b) two times the annual management fee (the 'Termination Fee'). Without prejudice to the annual cap on the management fee and the administration fee referred to above, the aggregate of the management fee, the administration fee and the Termination Fee payable in any one year shall not exceed 0.25% of the Company's net asset value. In circumstances where such cap would be exceeded by reason of payment of all or part of the Termination Fee, the payment of any part of the Termination Fee which would result in such cap being exceeded will be deferred until such time as such cap would not be exceeded. ## Depository With effect from 3 October 2025, J.P. Morgan Europe Limited was appointed to provide depository and custodian services to the Company. J.P. Morgan Europe Limited which is also authorised by the PRA and regulated by the FCA and the PRA, carries out certain duties of a depository specified in the AIFM Directive including, in relation to the Company, as follows: - safekeeping of the assets of the Company which are entrusted to it; The Company, the Manager and the depository may terminate the Depository Agreement at any time by giving 90 days' notice in writing. The depository may only be removed from office when a new depository is appointed by the Company. Prior to 3 October 2025, HSBC Bank plc was the depository. International Biotechnology Trust plc Annual Report and Financial Statements 2025 49 ## Section 4: Governance ### Registrar Equiniti Limited (Equiniti) has been appointed as the Company's registrar. Equiniti's services to the Company include share register maintenance (including the issuance, transfer and cancellation of shares as necessary), acting as agent for the payment of any dividends, management of company meetings (including the continued registering of proxy votes and scrutineer services as necessary), handling shareholder queries and correspondence and processing corporate actions. ### Corporate governance statement The Company is committed to high standards of corporate governance and has implemented a framework for corporate governance which it considers to be appropriate for an investment trust. The Financial Conduct Authority (FCA) requires all UK listed companies to disclose how they have applied the principles and complied with the provisions of the UK Corporate Governance Code (the "UK Code") issued by the Financial Reporting Council (FRC). The UK Code is available on the FRC's website: www.frc.org.uk. The Company is a member of the Association of Investment Companies (AIC), which has published its own Code of Corporate Governance to recognise the special circumstances of investment trusts (www.theaic.co.uk) as endorsed by the FRC. The Board has considered the principles and provisions of the AIC Code of Corporate Governance (the "AIC Code"), which addresses those set out in the UK Code, as well as setting out additional provisions on issues that are of specific relevance to the Company as an investment trust. The AIC Code also includes an explanation of how the principles and provisions set out in the UK Code are adapted to make them relevant for investment companies. The Board considers that reporting against the principles and provisions of the AIC Code provides more relevant information to shareholders. The Board confirms that the Company has complied throughout the year under review with the relevant provisions of the UK Code and the principles and provisions of the AIC Code except as set out below. The UK Code includes provisions relating to: - the role of the chief executive; - executive Directors' remuneration; - the need for an internal audit function; - the Chair of the Board not being a member of the Audit Committee; and - the requirement to establish a Remuneration Committee. The Board considers that these provisions are not relevant to the Company as an externally managed investment company. Furthermore, all of the Company's day-to-day management and administrative functions are outsourced to third parties and the Company has no executive Directors, employees or internal operations. The Company has not therefore reported further in respect of these provisions. The Nomination Committee fulfils the function of a Remuneration Committee and considers any change in the Directors' remuneration policy. A separate committee has not therefore been established. As permitted under the AIC Code, the Chair of the Board is a member of the Audit Committee. An explanation as to why this is considered appropriate is set out in the Audit Committee Report on page 52. ### Share capital and substantial share interests During the year under review, the Company repurchased a total of 3,107,419 shares which were placed in treasury. As at 31 August 2025, the Company had 41,383,817 ordinary shares in issue of which 7,656,326 were held in treasury. As at 4 November 2025, the Company had 41,383,817 ordinary shares of 25p in issue. 9,007,634 shares were held in treasury. Accordingly, the total number of voting rights in the Company as at 4 November 2025 were 32,376,183. Details of changes to the Company's share capital during the year are given in note 15 to the financial statements on page 86. All shares in issue rank equally with respect to voting, dividends and any distribution on winding up. The Board noted that the Company's shareholders appreciated the Board's discount management. The Board agreed to request renewal of the authorities to issue and buy back shares as described on page 100. The Company has received notifications in accordance with the FCA Disclosure Guidance and Transparency Rule 5.1.2R of the following interests in 3% or more of the voting rights attached to the Company's issued share capital. The Company is reliant on investors to comply with these regulations, and certain investors may be exempted from providing notifications. As such, this should not be relied on as an exhaustive list of shareholders holding above 3% or more of the Company's voting rights. | | Number of shares | % of total voting rights | | --- | --- | --- | | Border to Coast Pensions Partnership Limited | 3,725,000 | 9.92 | | Charles Stanley Group Plc | 1,789,225 | 5.02 | There have been no changes notified since the year end. 50 International Biotechnology Trust plc Annual Report and Financial Statements 2025 Section 4: Governance ### Revenue, interim dividends and dividend policy The net revenue loss for the year, after finance costs and taxation, was £4,059,000 (2024: loss of £3,496,000), equivalent to a revenue loss per ordinary share of 11.42p (2024: loss of 9.16p). Dividends are paid through two distributions in January and August of each year and are paid out of capital reserves. The first interim dividend for the year ended 31 August 2025 of 15.56p per share was paid to shareholders on 24 January 2025 and the second interim dividend of 16.17p was paid on 22 August 2025. The Company's dividend policy is to make dividend payments equivalent to 4% of the Company's closing NAV, as at the last day of the preceding financial year (31 August), through two semi-annual distributions. The dividend policy will be proposed for approval by shareholders at the forthcoming AGM. ### Provision of information to the auditors The Directors, at the date of approval of this report, confirm that, so far as each of them is aware, there is no relevant audit information of which the Company's auditors are unaware; and each Director has taken all the steps that he or she ought to have taken as a Director in order to make himself or herself aware of any relevant audit information and to establish that the Company's auditors are aware of that information. ### Directors' attendance at meetings Five Board meetings are usually scheduled each year to deal with matters including: the setting and monitoring of investment strategy; approval of borrowings and/or cash positions; review of investment performance; the level of premium or discount of the Company's shares to NAV per share and promotion of the Company; and services provided by third parties. Additional meetings of the Board are arranged as required. The number of scheduled meetings of the Board and its Committees held during the financial year, and the attendance of individual Directors, is shown in the following table. Wherever possible, all Directors attend the AGM. | Director | Board | Nomination Committee | Audit Committee | Management Engagement Committee | | --- | --- | --- | --- | --- | | Kate Cornish-Bowden (Chair) | 5/5 | 1/1 | 3/3 | 1/1 | | Gillian Elcock | 5/5 | 1/1 | 3/3 | 1/1 | | Caroline Gulliver^{1} | 3/3 | 0/0 | 1/1 | 0/0 | | Alexa Henderson^{2} | 3/3 | 1/1 | 2/2 | 1/1 | | Patrick Magee | 5/5 | 1/1 | 3/3 | 1/1 | | Patrick Maxwell | 5/5 | 1/1 | 3/3 | 1/1 | $^{1}$ Caroline Gulliver resigned on 30 April 2025. $^{2}$ Alexa Henderson was appointed as a Director on 1 January 2025. The Board is satisfied that the Chair and each of the other non-executive Directors commit sufficient time to the affairs of the Company to fulfil their duties. ### Directors' and officers' liability insurance and indemnities Directors' and officers' liability insurance cover was in place for the Directors throughout the year. The Company's Articles of Association provide, subject to the provisions of UK legislation, an indemnity for Directors in respect of costs which they may incur relating to the defence of any proceedings brought against them arising out of their positions as Directors, in which they are acquitted or judgment is given in their favour by the court. This is a qualifying third party indemnity provision and was in place throughout the year under review and to the date of this report. By order of the Board ### Schroder Investment Management Limited Company Secretary 5 November 2025 International Biotechnology Trust plc Annual Report and Financial Statements 2025 51 Section 4: Governance # Audit Committee Report The responsibilities and work carried out by the Audit Committee during the year under review are set out in this report. The duties and responsibilities of the Committee, which include monitoring the integrity of the Company's financial reporting and internal controls, are set out in further detail below, and may be found in the terms of reference which are available on the Company's web pages: https://www.ibtplc.com. ## Ongoing risk review ![img-11.jpeg](img-11.jpeg) All Directors are members of the Committee, and Alexa Henderson acts as Chair. The AIC Code permits the Chair of the Board to be a member of the audit committee of an investment trust. As the Board is small and consists of only five members, recognising Kate Cornish-Bowden's significant experience, it is considered appropriate for the Chair of the Board, who was independent on appointment, to be a member of the Committee. The Board has satisfied itself that at least one of the Committee's members has recent and relevant financial experience and that the Committee as a whole has competence relevant to the sector in which the Company operates. ## Approach The Committee's key roles and responsibilities are set out in the table below. ### Risks management and internal controls #### Principal and emerging risks and uncertainties To establish a process for identifying, assessing, managing and monitoring the principal and emerging risks of the Company and to explain how these are managed or mitigated. The Committee is responsible for reviewing the adequacy and effectiveness of the Company's internal controls and the whistleblowing procedures operated by the AIFM and other services providers. ### Financial reports and valuation #### Financial statements To monitor the integrity of the financial statements of the Company and any formal announcements relating to the Company's financial performance and valuation. To review the annual and half year reports and to advise the Board on whether the Annual Report is fair, balanced and understandable. #### Going concern and viability To review the position and make recommendations to the Board in relation to whether it considers it appropriate to adopt the going concern basis of accounting in preparing its annual and half year financial statements. The Committee is also responsible for reviewing the disclosures made by the Company in the viability statement. ### Audit #### Audit results To discuss any matters arising from the audit and recommendations made by the auditors. #### Auditors' appointment, independence and performance To make recommendations to the Board, in relation to the appointment, reappointment, effectiveness and removal of the external auditors, to review their independence, and to approve their remuneration and terms of engagement. To review and agree the audit plan and engagement letter. 52 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ### Section 4: Governance Application during the year The Committee met three times during the year under review and the below table sets out how the Committee discharged its duties during the year under review and up until the approval of this report. Further details on attendance can be found on page 51. Significant issues identified during the year under review and key matters communicated by the auditors during reporting are included below. Risk management and internal controls Financial reports and valuation Audit Principal risks Calculation of the investment Meetings with the auditors Reviewed the principal and emerging risks management and performance fees The auditors attended meetings of the faced by the Company together with the Consideration of methodology used to Committee to present their audit plan and systems, processes and oversight in place calculate the fees, matched against the the findings of the audit. to identify, manage and mitigate these criteria set out in the AIFM agreement and The Committee met the auditors without risks. the services agreement with SV Health. representatives of the Manager present. Service provider controls Valuation and existence of Effectiveness of the independent audit The operational controls maintained by investments process and auditors’ performance the Manager, administrator, depositary The Company’s assets are principally The Committee evaluated the effectiveness and registrar were reviewed and included invested in quoted and unquoted equities. of the independent audit firm and audit consideration of: The Committee reviewed internal control process. The Committee evaluated the reports from the AIFM in the year, • a summary, prepared by the AIFM, auditors’ performance against agreed reporting on the systems and controls following review of the internal controls criteria including: qualification; knowledge, around the pricing and valuation of reports prepared bi-annually by HSBC expertise and resources; independence securities. in respect of its European Traditional policies; effectiveness of audit planning; Fund Services, Global Custody Services The Committee notes that quoted and adherence to auditing standards. and Information Technology Services investments are valued using stock Overall competence was also considered, operations; exchange prices provided by third party alongside feedback from the Manager financial data vendors, unless trading on the audit process. The professional • a summary, prepared by the AIFM volume would indicate that price is not a scepticism of the auditors during the following review, of the internal controls reasonable valuation. In such cases, the audit process was questioned and the reports prepared annually by SIM; and asset will be subject to fair value as if it Committee was satisfied with the auditors’ • the Assurance Report on the internal were an unquoted investment (when the replies. controls of Equiniti Share Registration trading volume would indicate the price is Services. not a reliable valuation). All internal controls reports were reported In respect of the unquoted investments, on by independent external accountants. the Committee reviews a report from the advisers for the unquoted portfolio and challenges the considerations and key assumptions made where appropriate, to ensure that the valuations are reasonable. During the financial year, the Committee also reviewed the process in place to ensure the appropriate valuation of unquoted investments on an ongoing basis. The Committee has also considered the work of the AIFM’s Fair Value Pricing Committee, which takes inputs from the Investment Manager. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 53 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 4: Governance Risk management and internal | controls | Financial reports and valuation | Audit | | --- | --- | --- | | Internal controls and risk | Overall accuracy of the Report and | Auditors’ independence | | management | Financial Statements | PricewaterhouseCoopers LLP has | | Consideration of several key aspects of | Consideration of the Annual Report and | provided audit services to the Company | | internal control and risk management | Financial Statements and the letter from | since its appointment in 2007. Following | | operating within the Manager, | the Manager in support of the letter of | a tender of audit services in 2016, | | administrator, depositary and registrar, | representation to the auditors. | PricewaterhouseCoopers LLP was retained | | including assurance reports and | | as the Company’s auditors. The Company | | presentations on these controls. | | remains compliant with the provisions of | the Competition and Markets Authority The Committee undertook a thorough Order, which requires the audit to be review of the proposed appointment put out to tender at least every 10 years, of J.P. Morgan as the new custodian with the Company required to undertake and depositary, and provided oversight a further audit tender at the latest in throughout the transition process. 2027. Due to the 20-year maximum audit tenure, PricewaterhouseCoopers LLP will be precluded from participating. The audit of the Company’s financial statements for the year ended 31 August 2025 will be Ms Local’s final year as senior statutory auditor, in line with the regulatory requirement to rotate the senior statutory auditor every five years. The Committee undertook a formal and competitive audit tender in July 2025. There are no contractual obligations restricting the choice of external auditors. Following this process, the Committee recommended to the Board the appointment of Johnston Carmichael LLP as the Company’s auditors for the year ending 31 August 2026. Shareholder approval of this appointment is required and will be proposed at the AGM. Fair, balanced and understandable Audit results Compliance with the investment trust | qualifying rules in section 1158 of the | Reviewed the Annual Report and Financial | Met with and reviewed a comprehensive | | --- | --- | --- | | Corporation Tax Act 2010 | Statements to advise the Board whether | report from the auditors which detailed | | | it was fair, balanced and understandable. | the results of the audit, compliance with | Consideration of the Manager’s report Reviewed whether performance measures regulatory requirements, safeguards that confirming compliance. were reflective of the business, whether have been established, and on their own there was adequate commentary on the internal quality control procedures. Company’s strengths and weaknesses and that the Annual Report and Financial Statements, taken as a whole was Provision of non-audit services by the consistent with the Board’s view of the auditors operation of the Company. Reviewed the FRC’s Guidance on Audit Committees and formulated a policy on the provision of non-audit services by the Going concern and viability Company’s auditors. The Committee has Reviewing the impact of risks on going determined that the Company’s appointed concern and longer-term viability. auditors will not be considered for the provision of certain non-audit services, such as accounting and preparation of the financial statements, internal audit and custody. The auditors may, if required, provide other non-audit services which will be judged on a case-by-case basis. The auditors did not provide any non-audit services to the Company during the year. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 54 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 Section 4: Governance **Recommendations made to, and approved by, the Board:** - The Committee recommended that the Board approve the Half Year Report and the Annual Report and Financial Statements. - The Committee recommended the adoption of the going concern basis of accounting in the Annual Report and Financial Statements and the explanations set out in the viability statement. - Following a comprehensive audit tender process, the Committee recommended to the Board the appointment of Johnston Carmichael LLP as the Company's auditors for the year ending 31 August 2026. Shareholder approval of this appointment is required and will be proposed at the AGM. - During the year, the Committee undertook a thorough review of the proposed appointment of J.P. Morgan as the new custodian and depositary, and provided oversight throughout the transition process. - As a result of the work performed, the Committee has concluded that the Annual Report for the year ended 31 August 2025, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company's position, performance, business model and strategy and has reported on these findings to the Board. The Board's conclusions in this respect are set out in the Statement of Directors' Responsibilities on page 63. - Having reviewed the performance of the auditors, as described above, the Committee was satisfied that there were no circumstances that affected the independence and objectivity of the auditors. By order of the Board **Alexa Henderson** Audit Committee Chair 5 November 2025 International Biotechnology Trust plc Annual Report and Financial Statements 2025 55 Section 4: Governance # Management Engagement Committee Report The Management Engagement Committee is responsible for: (1) the monitoring and oversight of the Manager's performance and fees, and confirming the Manager's ongoing suitability; and (2) reviewing and assessing the Company's other service providers, including reviewing their fees. All Directors are members of the Committee. Kate Cornish-Bowden is the Chair of the Committee. Its terms of reference are available on the Company's web pages: https://www.ibtplc.com. ## Approach The Committee's key roles and responsibilities are set out in the table below. ### Oversight of the Manager The Committee: - reviews the Manager's performance, over the short and long term, against the Reference Index, peer group and the market; - considers the reporting it has received from the Manager throughout the year, and the reporting from the Manager to the shareholders; - assesses management fees including the performance fee on an absolute and relative basis, receiving input from the Company's corporate broker, including peer group and industry figures, as well as the structure of the fees; - reviews the appropriateness of the Manager's contract, including terms such as notice period; and - assesses whether the Company receives appropriate administrative, accounting, company secretarial and marketing support from the Manager. ### Oversight of other service providers The Committee reviews the performance and competitiveness of the following service providers on at least an annual basis: - depositary and custodian; - corporate broker; - advisers for the unquoted portfolio; - registrar; and - lender. The Committee also receives a report from the Company Secretary on ancillary service providers, and considers any recommendations. The Committee notes the Audit Committee's review of the auditors. ## Application during the year ### Oversight of the Manager The Committee undertook a detailed review of the Manager's performance, and agreed that it has the appropriate depth and quality of resource to deliver superior returns over the longer term. The Committee reviewed the management and performance fees and agreed a change with the Manager, as detailed in the Directors' Report on pages 48 and 49. The Committee reviewed the other services provided by the Manager and agreed they were satisfactory. ### Oversight of other service providers As noted earlier in this report, J.P. Morgan was appointed as the Company's custodian and depositary with effect from 3 October 2025. The annual review of each of the service providers was satisfactory. The Committee noted that the Audit Committee had undertaken a detailed evaluation of the Manager, registrar, and depositary and custodian's internal controls. The Committee also noted the Audit Committee's recommendation, following a competitive audit tender in July 2025, to appoint Johnston Carmichael LLP as the Company's auditors at the forthcoming AGM. ## Recommendations made to, and approved by, the Board: - That the ongoing appointment of the Manager on the terms of the AIFM agreement, was in the best interests of shareholders as a whole. - That the fee structure with the Manager, be varied, as detailed in the Directors' Report. - That J.P. Morgan be appointed as the Company's custodian and depositary with effect from 3 October 2025. - That the Company's service providers' performance remained satisfactory. 56 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ### Section 4: Governance ## Nomination Committee Report ### The Nomination Committee is responsible for: (1) the recruitment, selection and induction of ### Directors; (2) their assessment during their tenure; (3) the Board’s succession plans; and (4) ### Directors’ fees. All Directors are members of the Committee. Gillian Elcock is the Chair of the Committee. The Committee’s terms of reference are available on the Company’s web pages: www.ibtplc.com. Selection and ongoing assessment of Directors Selection Induction Annual Annual review of Application of evaluation succession policy succession policy Approach The Committee’s key roles and responsibilities are set out in the table below. Selection and induction Board evaluation and Directors’ fees Succession • The Committee prepares a job • The Committee assesses the • The Board’s succession policy is specification for each role, and performance of each Director annually, that Directors will retire no later proposals are sought from independent with the SID leading the evaluation of than the ninth AGM after their initial search firms. For the Chair and the the Chair, and will consider if an external appointment, except in exceptional Chairs of Committees, the Committee evaluation is appropriate. circumstances, and that each Director considers current Board members too. will be subject to an annual re-election • The evaluation focuses on whether at the AGM. • A job specification outlines the each Director continues to demonstrate knowledge, professional skills, personal commitment to their role and provides • The Committee reviews the Board’s qualities and experience requirements. a valuable contribution to the Board current and future needs at least during the year, taking into account time annually. Should any need be identified, • The Committee considers the use of an commitment, independence, conflicts the Committee will initiate the selection external search agency in recruiting new and training needs. process. Directors. • Following the evaluation, the Committee • The Committee oversees the handover • Potential candidates are assessed provides a recommendation to process for retiring Directors. against the Company’s diversity policy. shareholders with respect to the • The Committee discusses the long election or annual re-election of list, invites a number of candidates for Directors at the AGM. interview and makes a recommendation • The Committee reviews Directors’ to the Board. fees, taking into account comparative • The Committee reviews the induction data and reports to shareholders. and training of new Directors. No Directors are involved in making • Any new Director will be proposed for recommendations with respect to their election by shareholders at the first AGM own remuneration. following appointment. • Any proposed changes to the Directors’ remuneration policy are discussed and reported to shareholders. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 57 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 4: Governance Application during the year | Selection and induction | Board evaluation and Directors’ fees | Succession | | --- | --- | --- | | • Following Alexa Henderson’s | • The annual Board and Committee | • The Committee reviewed the succession | | appointment, subsequent to a rigorous | evaluation process was undertaken during | policy and agreed it remains fit for | | selection process using independent | the year, and the evaluation concluded at | purpose. | | search firm Cornforth Consulting, Alexa | the end of June 2025. The evaluation was | | • Following a rigorous selection process, engaged in an induction programme undertaken internally by the completion of Alexa Henderson was appointed to with the Manager and its various questionnaires. the Board as a non-executive Director operating functions. She will stand for • The Committee also reviewed each with effect from 1 January 2025 and will election as a Director at the forthcoming Director’s time commitment and stand for election as a non-executive AGM. independence by reviewing a complete Director at the forthcoming AGM. list of appointments, including pro bono • Following the retirement of Caroline not for profit roles, to ensure that each Gulliver as a non-executive Director and Director remained free from conflict and Chair of the Audit Committee, with effect had sufficient time available to discharge from 30 April 2025, Alexa Henderson each of their duties effectively. The succeeded Caroline Gulliver as Chair of SID led the review of these matters in the Audit Committee. respect of the Chair. During the review, the Committee was also mindful of the concept of ‘overboarding’ and considered the time, nature and complexity of each Director’s other roles and concluded that it did not believe that any of the Directors were overboarded. All Directors were also considered to be independent in character and judgement. • The Committee considered each Director’s contributions, and noted that in addition to extensive experience as professionals and non-executive Directors, each Director had valuable skills and experience, as detailed in their biographies on pages 46 and 47. • Based on its assessment, the Committee provided individual recommendations for each Director’s re-election at the AGM to be held in December 2025, with the exception of Alexa Henderson, who will seek election, having been appointed as a Director in January 2025. • The Committee reviewed Directors’ fees, using external benchmarking, and recommended an increase in Directors’ fees, as detailed in the Directors’ Remuneration Report. Recommendations made to, and approved by, the Board: • That Alexa Henderson be appointed to the Board as a non-executive Director with effect from 1 January 2025 and that her election as a Director be proposed, and recommended to shareholders for approval, at the 2025 AGM. • That with effect from 30 April 2025, Alexa Henderson be appointed as Chair of the Audit Committee. • That all Directors remain independent, continue to demonstrate commitment to their roles, provide a valuable contribution to the deliberations of the Board, contribute towards the Company’s long-term, sustainable success, and remain free from conflicts with the Company and its Directors; therefore they should all be recommended for re-election by shareholders at the AGM, with the exception of Alexa Henderson, who having been appointed as a non-executive Director in January 2025, would seek election by shareholders at the AGM. • That Directors’ fees be increased, as detailed in the Directors’ Remuneration Report, with effect from 1 September 2025. • That the Directors’ Remuneration Report be put to shareholders for approval at the 2025 AGM. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 58 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 Section 4: Governance # Directors' Remuneration Report The Board presents the Directors' Remuneration Report for the year ended 31 August 2025, which has been prepared in accordance with the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 as amended, and Sections 420-422 of the Companies Act 2006. ## Introduction The law requires the Company's auditors to audit certain of the disclosures provided. Where disclosures have been audited, they are indicated as such. The auditors' opinion is included in their report on pages 66 to 71. The Directors' remuneration policy is subject to a binding vote every three years unless any changes are proposed to the policy in the meantime. The current Directors' remuneration policy was approved at the AGM held on 9 December 2024 and the next vote will take place at the AGM to be held in 2027 unless any changes are proposed to the policy in the meantime. At the AGM held on 9 December 2024, 99.39% of the votes cast (including votes cast at the Chair's discretion) in respect of approval of the Directors' remuneration policy were in favour, while 0.61% were against and 28,078 votes were withheld. The Directors' annual report on remuneration is subject to an annual advisory vote. An ordinary resolution to approve this report will be put to shareholders at the forthcoming AGM. At the AGM held on 9 December 2024, 99.40% of the votes cast (including votes cast at the Chair's discretion) in respect of approval of the Directors' remuneration report for the year ended 31 August 2024 were in favour, while 0.60% were against and 29,177 votes were withheld. ## Directors' remuneration policy The determination of the Directors' fees is a matter dealt with by the Nomination Committee and Board. As all the Directors are independent non-executive, a separate remuneration committee has not been established. The Company's Articles of Association limit the aggregate fees payable to Directors to £300,000 per annum. Subject to this limit, it is the Company's policy to determine the level of directors' fees having regard to the level of fees payable to non-executive directors in the industry, the role that individual directors fulfil in respect of Board and Committee responsibilities, and time committed to the Company's affairs in order to promote the long-term success of the Company. Fees payable to the Directors should be sufficient to motivate and retain candidates of a high calibre to deliver the Company's investment objectives. No element of the Directors' remuneration is performance-related. The Board considers any comments received from shareholders on the Directors' remuneration policy on an ongoing basis and if appropriate, takes these into consideration when reviewing remuneration. All Directors have a Letter of Appointment with the Company. The Letters of Appointment are available for inspection at the Company's registered office during normal business hours and at the location of the AGM for at least 15 minutes prior to and during the meeting. Directors do not have service contracts with the Company and no compensation is payable to Directors on leaving office. It is the intention of the Board that this policy will continue to apply in the forthcoming and subsequent financial years. All Directors are appointed for an initial term covering the period from the date of their appointment until the first AGM, thereafter they are required to retire annually in accordance with the Company's Articles of Association. Following the performance evaluation carried out each year, the Board considers whether it is appropriate for each Director to seek re-election. When recommending whether an individual Director should seek re-election, the Board will take into account the ongoing recommendations of the AIC Code, including the need to refresh the Board and its Committees. The component parts of the Directors' remuneration are set out in the table on page 60. ## Implementation of policy The Board did not seek the views of shareholders in setting this policy. Any comments on the policy received from shareholders would be considered on a case-by-case basis. As the Company does not have any employees, no employee pay and employment conditions were taken into account when setting this policy and no employees were consulted in its construction. ## Directors' annual report on remuneration This report sets out how the Directors' remuneration policy was implemented during the year ended 31 August 2025. In implementing the Directors' remuneration policy, the Nomination Committee and Board are mindful of the role that individual Directors fulfil in respect of Board and Committee responsibilities. International Biotechnology Trust plc Annual Report and Financial Statements 2025 59 ### Section 4: Governance The following table shows the remuneration components for each Board and Committee role. Annual rate for the year ended 31 August 2025 2024 Component £ £ Purpose and operation Chair’s base fee 44,500 44,500 For the additional time, commitment and responsibility required by the role. Non-executive Director base fee: 30,000 30,000 To reflect the time and commitment required and the responsibilities of the role. The fee is reviewed against fees paid by peer companies to ensure that it is fair and appropriate for the role. 1 Additional fee: 6,000 4,500 For the additional time required as Committee Chair. Chair of the Audit Committee Additional fee: 2,000 2,000 For the additional time required to support the Chair and Senior Independent Director (SID) undertake other duties as SID. Additional fee: 1,000 1,000 For the additional time required as Committee Chair. Chair of the Nomination Committee 2 Additional fee: Variable Variable In the event of a complex or large project, an additional fee to fairly compensate for the additional time and commitment required. Expenses: Variable Variable Reimbursement of expenses properly incurred by Directors in Each Director attending meetings and/or otherwise in the performance of their duties. 1 Effective 1 September 2024. 2 See table of fees paid to Directors. Fees paid to Directors The following amounts were paid by the Company to Directors for their services in respect of the year ended 31 August 2025 and the preceding financial year. Directors’ remuneration is all fixed; they do not receive any variable remuneration. The performance of the Company over the financial year is presented on the inside front cover and page 3, under the heading “Performance Summary”. Change in annual fee over | | | | Fees Taxable benefits | | | | | | | 4 | Total | | | | years ended 31 August | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | Directors’ | | Directors’ | | One off | | | | | | | | | | | | | | | | | | Fee | | Fee | | Fee | 1 | | | | | | | | | | | | | | | | 2025 | | 2024 | | 2024 | | 2025 | | 2024 | 2025 | 2024 | | 2025 | 2024 | 2023 | 2022 | 2021 | | | Director | | £ | | £ | | | £ | | £ | £ | £ | | £ | % | % | % | % | | % | Kate Cornish-Bowden 44,500 44,500 14,685 185 99 44,685 59,284 (25) 47 38 4 255 (Chair) Gillian Elcock 31,000 30,721 7,500 185 99 31,185 38,320 (19) 122 N/A N/A N/A 2 Caroline Gulliver 24,000 34,500 8,625 886 99 24,886 43,224 (42) 29 3 – – Patrick Magee 32,000 32,000 8,000 185 99 32,185 40,099 (20) 32 9 – 255 Patrick Maxwell 30,000 30,000 7,500 558 242 30,558 37,742 (19) 30 55 N/A N/A 3 Alexa Henderson 22,000 – – 2,535 – 24,535 – N/A N/A N/A N/A N/A Total 183,500 171,721 46,310 4,535 637 188,035 218,668 1 A one off fee was paid to the Directors following the completion of the change of Manager in November 2023 to compensate the Directors for the considerable additional time associated with the transition. 2 Retired as a Director on 30 April 2025. 3 Appointed as a Director on 1 January 2025, and as Chair of the Audit Committee on 30 April 2025. 4 Comprise amounts reimbursed for expenses incurred in carrying out business for the Company, and which have been grossed up to include PAYE and NI contributions, where relevant. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 60 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 4: Governance Consideration of matters relating to Directors’ remuneration Following the review of Directors’ fees by the Nomination Committee, it was proposed that Directors’ fees should be increased to the following levels with effect from 1 September 2025: Chair: £45,500; and Director: £31,000. The additional fees payable remain unchanged at £1,000 for the Chair of the Nomination Committee, £2,000 for the SID, and £6,000 for the Chair of the Audit Committee, respectively. The members of the Board at the time that remuneration levels were considered were as set out on pages 46 and 47. Although no external advice was sought in considering the levels of Directors’ fees, information on fees paid to Directors of other investment trusts managed by Schroders and peer group companies provided by the Manager and corporate broker, was taken into consideration, as was independent third party research. The table below compares the remuneration payable to Directors, to distributions made to shareholders during the year under review and the prior year. In considering these figures, shareholders should take into account the Company’s investment objective. Distributions to shareholders (share buybacks) vs Directors’ remuneration | Year ended | | Year ended | | | --- | --- | --- | --- | | 31 August | | 31 August | | | | 2025 | | 2024 Change | £’000 £’000 % Aggregate spend on Directors’ fees* 188 219 (14) Distributions to shareholders – Dividends 11,196 10,768 – Share buybacks 20,490 16,160 Total distributions paid to shareholders 31,686 26,928 18 *As the Company has no employees, the total spend on remuneration comprises solely of Directors’ fees. Directors’ share interests (audited) The Company’s Articles of Association do not require Directors to own shares in the Company. The interests of Directors, including those of connected persons, at the beginning and end of the financial year under review, are set out below. | At 31 August | | At 31 August | | | --- | --- | --- | --- | | | 2025 | | 2024 | | Shares held | | Shares held | | Kate Cornish-Bowden (Chair) 16,382 12,500 Gillian Elcock 1,407 1,407 Alexa Henderson 7,161 – Patrick Magee 11,500 11,500 Patrick Maxwell 3,725 3,725 There have been no changes since the year-end. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 61 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 Section 4: Governance # Ten year performance of share price and Reference Index total returns ![img-12.jpeg](img-12.jpeg) Source: Morningstar. Data rebased to 100 at 31 August 2015. Definitions of terms and performance measures are provided on page 105. On behalf of the Board Kate Cornish-Bowden Chair 5 November 2025 62 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ### Section 4: Governance ## Statement of Directors’ Responsibilities ## in respect of the Annual Report and Financial ## Statements ### The Directors are responsible for preparing the Annual Report and Financial Statements in ### accordance with applicable law and regulation. Company law requires the Directors to prepare financial Directors’ Statement statements for each financial year. Under that law the Directors Each of the Directors, whose names and functions are listed in the have prepared the financial statements in accordance with UK- Board of Directors on pages 46 and 47 confirm that, to the best adopted international accounting standards. of their knowledge: Under company law, the Directors must not approve the financial • the Company’s financial statements, which have been prepared statements unless they are satisfied that they give a true and fair in accordance with UK-adopted international accounting view of the state of affairs of the Company and of the return or standards, give a true and fair view of the assets, liabilities, loss of the Company for that period. In preparing the financial financial position and result of the Company; statements, the Directors are required to: • the Strategic Report includes a fair review of the development • select suitable accounting policies and then apply them and performance of the business and the position of the consistently; Company, together with a description of the principal risks and uncertainties that it faces; and • state whether applicable UK-adopted international accounting standards have been followed, subject to any material • that the Annual Report and Financial Statements, taken as departures disclosed and explained in the financial statements; a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the • make judgements and accounting estimates that are Company’s performance, business model and strategy. reasonable and prudent; and • prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will On behalf of the Board continue in business. The Directors are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. Kate Cornish-Bowden The Directors are responsible for keeping adequate accounting Chair records that are sufficient to show and explain the Company’s 5 November 2025 transactions, and disclose with reasonable accuracy at any time the financial position of the Company, and enable them to ensure that the financial statements and the Directors’ Remuneration Report comply with the Companies Act 2006. The Manager is responsible for the maintenance and integrity of the web pages dedicated to the Company. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 63 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 64 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials ## Section 5: Financials Independent Auditors’ Report 66 Statement of Comprehensive Income 72 Statement of Changes in Equity 73 Statement of Financial Position 74 Cash Flow Statement 75 Notes to the Financial Statements 76 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 65 Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Section 5: Financials # Independent auditors' report to the members of International Biotechnology Trust plc ## Report on the audit of the financial statements ### Opinion In our opinion, International Biotechnology Trust plc's financial statements: - give a true and fair view of the state of the company's affairs as at 31 August 2025 and of its loss and cash flows for the year then ended; - have been properly prepared in accordance with UK-adopted international accounting standards; and - have been prepared in accordance with the requirements of the Companies Act 2006. We have audited the financial statements, included within the Annual Report and Financial Statements (the "Annual Report"), which comprise: the Statement of Financial Position as at 31 August 2025; the Statement of Comprehensive Income, the Statement of Changes in Equity, and the Cash Flow Statement for the year then ended; and the notes to the financial statements, comprising material accounting policy information and other explanatory information. Our opinion is consistent with our reporting to the Audit Committee. ### Basis for opinion We conducted our audit in accordance with International Standards on Auditing (UK) ("ISAs (UK)") and applicable law. Our responsibilities under ISAs (UK) are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. ### Independence We remained independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC's Ethical Standard, as applicable to listed public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. To the best of our knowledge and belief, we declare that non-audit services prohibited by the FRC's Ethical Standard were not provided. We have provided no non-audit services to the company in the period under audit. ### Our audit approach #### Context The Company is a standalone Investment Trust Company and engages Schroder Unit Trusts Limited (the Manager) to manage its assets. The Manager has delegated investment management, administrative, accounting and company secretarial services to Schroder Investment Management Limited (the "Investment Manager"). The Investment Manager has sub-delegated certain accounting and administrative services to HSBC Securities Services (UK) Limited (the "Administrator"). #### Overview Audit scope - We conducted our audit using information provided by the Manager, Investment Manager and the Administrator. - We tailored the scope of our audit taking into account the types of investments within the company, the involvement of the third parties referred to above, the accounting processes and controls, and the industry in which the company operates. - We obtained an understanding of the control environment in place at the Manager, Investment Manager and the Administrator, and adopted a fully substantive testing approach using reports obtained from the Manager, Investment Manager and the Administrator. Key audit matters - Valuation and existence of unquoted investments held at fair value through profit or loss - Valuation and existence of quoted investments held at fair value through profit or loss - Income from and gains on investments #### Materiality - Overall materiality: £2,494,000 (2024: £2,822,000) based on approximately 1% of net assets. - Performance materiality: £1,870,000 (2024: £2,116,500). #### The scope of our audit As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements. #### Key audit matters Key audit matters are those matters that, in the auditors' professional judgement, were of most significance in the audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by the auditors, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters, and any comments we make on the results of our procedures thereon, were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. This is not a complete list of all risks identified by our audit. 66 International Biotechnology Trust plc Annual Report and Financial Statements 2025 Section 5: Financials The key audit matters below are consistent with last year. # **Key audit matter** # **Valuation and existence of unquoted investments held at fair value through profit or loss** Refer to Note 1 (f) - Non-current asset investments held at fair value and Note 10 - Investments held at fair value through profit or loss. The investment portfolio at 31 August 2025 included unquoted investments. We focused on the valuation and existence of the unquoted investments as these investments represented a material balance in the financial statements, and the valuation requires significant estimates and judgements to be applied by the Directors and the Investment Manager. # **How our audit addressed the key audit matter** We have understood and evaluated the valuation methodology applied, by reference to the International Private Equity and Venture Capital Valuation guidelines (IPEV) and tested the techniques used by the Directors in determining the fair value of unquoted investments, as outlined below. Our testing, performed on a sample basis, included: - Assessing the appropriateness of the valuation models used; - Testing the inputs either through validation to appropriate third party sources where available, or where relevant, assessing the reasonableness of estimates and judgements used; and - Obtaining the funds' latest quarterly Net Asset Value reports and where relevant tested distributions from and contributions to unquoted fund investments. We found that the Directors' valuations of unquoted investments were materially consistent with the IPEV guidelines and that the assumptions used to derive the valuations within the financial statements were reasonable based on the investee's circumstances or consistent with appropriate third party sources. We tested the existence of the unquoted investment portfolio by agreeing holdings to independent sources as at 31 August 2025. # **Valuation and existence of quoted investments held at fair value through profit or loss** Refer to Note 1 (f) - Non-current asset investments held at fair value and Note 10 - Investments held at fair value through profit and loss. The investment portfolio at the year-end included quoted equity investments. We focused on the valuation and existence of quoted investments because quoted investments represent the principal element of the net asset value as disclosed on the Statement of Financial Position. We tested the valuation of the quoted equity investments by agreeing the prices used in the valuation to independent third party sources. We tested the existence of the quoted investment portfolio by agreeing the holdings of quoted investments to an independently obtained custodian confirmation as at 31 August 2025. International Biotechnology Trust plc Annual Report and Financial Statements 2025 67 ### Section 5: Financials Key audit matter How our audit addressed the key audit matter Income from and gains on investments Refer to Note 1 (c) Income, Note 2 – Gains on investments held at We assessed and found that the accounting policies implemented fair value through profit or loss and Note 3 - Income. were in accordance with UK-adopted international accounting standards and the AIC SORP, and that revenue (income and We focused on the accuracy and occurrence of both net capital capital gains and losses on investments) has been accounted for gains/losses on investments and dividend income. We also in accordance with the stated accounting policy. assessed the completeness of dividend income. We understood and assessed the design and implementation of We assessed the presentation of income in the Statement of key controls surrounding income recognition. Comprehensive Income in accordance with the requirements of The Association of Investment Companies’ Statement of Gains/losses on investments held at fair value Recommended Practice (the “AIC SORP”). The gains/losses on investments held at fair value comprise realised and unrealised gains/losses. For unrealised gains and losses, we have tested the valuation of the portfolio at the year-end, together with testing the reconciliation of opening and closing investments, thereby we have assessed the accuracy of the gains/losses recorded. We have also verified the occurrence of the gains/losses through our testing of the existence of investments, as noted above. For realised gains/losses, we tested a sample of disposals by agreeing the proceeds to bank statements, to verify the occurrence of the gain /loss. We re-performed the calculation of a sample of realised gains/ losses in order to assess the accuracy of the gains /losses recorded. Income We tested the accuracy of all dividend receipts by agreeing the dividend rates for investments to independent market data. To test for completeness, we tested a sample of dividends that had been received in the year by reference to independent data of dividends declared for investments during the year. We tested occurrence by testing that all dividends recorded in the year had been declared in the market by investment holdings, and we traced all of the dividends received to bank statements. How we tailored the audit scope Materiality We tailored the scope of our audit to ensure that we performed The scope of our audit was influenced by our application of enough work to be able to give an opinion on the financial materiality. We set certain quantitative thresholds for materiality. statements as a whole, taking into account the structure of These, together with qualitative considerations, helped us the company, the accounting processes and controls, and the to determine the scope of our audit and the nature, timing industry in which it operates. and extent of our audit procedures on the individual financial statement line items and disclosures and in evaluating the effect The company is a standalone authorised, closed-ended of misstatements, both individually and in aggregate on the investment company that has outsourced the management financial statements as a whole. of its assets to the Manager. The Manager has delegated the investment management, administrative, accounting and Based on our professional judgement, we determined materiality company secretarial services to the Investment Manager, who has for the financial statements as a whole as follows: sub- delegated certain accounting and administrative services to the Administrator. We applied professional judgement to Overall company £2,494,000 (2024: £2,822,000). determine the extent of testing required over each balance in the materiality financial statements and obtained our audit evidence which was | substantive in nature from the Manager, Investment Manager and | How we | approximately 1% of net assets | | --- | --- | --- | | the Administrator. | determined it | | | | Rationale for | We believe that net assets is the primary | The impact of climate risk on our audit benchmark measure used by the shareholders in As part of our audit we made enquiries of management to applied assessing the performance of the company, understand the extent of the potential impact of climate risk on and is a generally accepted auditing the company’s financial statements, and we remained alert when benchmark. This benchmark provides an performing our audit procedures for any indicators of the impact appropriate and consistent year on year basis of climate risk. Our procedures did not identify any material for our audit. impact as a result of climate risk on the company’s financial statements. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 68 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Section 5: Financials We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements exceeds overall materiality. Specifically, we use performance materiality in determining the scope of our audit and the nature and extent of our testing of account balances, classes of transactions and disclosures, for example in determining sample sizes. Our performance materiality was 75% (2024: 75%) of overall materiality, amounting to £1,870,000 (2024: £2,116,500) for the company financial statements. In determining the performance materiality, we considered a number of factors - the history of misstatements, risk assessment and aggregation risk and the effectiveness of controls - and concluded that an amount at the upper end of our normal range was appropriate. We agreed with the Audit Committee that we would report to them misstatements identified during our audit above £124,700 (2024: £141,100) as well as misstatements below that amount that, in our view, warranted reporting for qualitative reasons. ### Conclusions relating to going concern Our evaluation of the directors' assessment of the company's ability to continue to adopt the going concern basis of accounting included: - evaluating the directors' updated risk assessment and considering whether it addressed relevant threats; - evaluating the directors' assessment of income and expenditure projections, considering their consistency with other available information and our understanding of the business; - corroborate the directors' assessment of liquidity levels of the portfolio, consideration of uncalled capital commitments, and future borrowing intentions in the context of assessing resources available to the company to meet future funding requirements including assessment of loan covenant compliance. - assessing the premium/discount the Company's share price trades at compared to its net asset value per share; and - performed a risk assessment over the upcoming continuation vote. We have obtained the directors' assessment of the impact of the continuation vote on their going concern assessment. We have additionally held discussions with the broker to assess any communications held with shareholders, and reviewed the outcome of previous years' continuation votes. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the company's ability to continue as a going concern. From our work on the corporate governance statement described below, we have nothing material to add or draw attention to in relation to the directors' statement in the financial statements about whether the directors considered it appropriate to adopt the going concern basis of accounting. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. ### Reporting on other information The other information comprises all of the information in the Annual Report other than the financial statements and our auditors' report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon. In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report based on these responsibilities. With respect to the Strategic report and Directors' Report, we also considered whether the disclosures required by the UK Companies Act 2006 have been included. Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described below. ### Strategic report and Directors' Report In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report and Directors' Report for the year ended 31 August 2025 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements. In light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we did not identify any material misstatements in the Strategic report and Directors' Report. ### Directors' Remuneration In our opinion, the part of the Directors' Remuneration Report to be audited has been properly prepared in accordance with the Companies Act 2006. ### Corporate governance statement As explained in Directors' Report, the directors have chosen to demonstrate how the company has met its obligations under the UK Corporate Governance Code (the code) by reporting under the 2019 Association of Investment Companies' Code of Corporate Governance (the AIC Code). As such, we refer to the AIC Code where we report the matters required under ISAs (UK) in respect of the directors' statements in relation to going concern, longer-term viability and that part of the corporate governance statement relating to the company's compliance with the provisions of the Code specified by the Listing Rules for our review. Our additional responsibilities with respect to the corporate governance statement as other information are described in the Reporting on other information section of this report. Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the corporate governance statement is materially consistent with the financial statements and our knowledge obtained during the audit, and we have nothing material to add or draw attention to in relation to: - The directors' confirmation that they have carried out a robust assessment of the emerging and principal risks; International Biotechnology Trust plc Annual Report and Financial Statements 2025 69 Section 5: Financials - The disclosures in the Annual Report that describe those principal risks, what procedures are in place to identify emerging risks and an explanation of how these are being managed or mitigated; - The directors' statement in the financial statements about whether they considered it appropriate to adopt the going concern basis of accounting in preparing them, and their identification of any material uncertainties to the company's ability to continue to do so over a period of at least twelve months from the date of approval of the financial statements; - The directors' explanation as to their assessment of the company's prospects, the period this assessment covers and why the period is appropriate; and - The directors' statement as to whether they have a reasonable expectation that the company will be able to continue in operation and meet its liabilities as they fall due over the period of its assessment, including any related disclosures drawing attention to any necessary qualifications or assumptions. Our review of the directors' statement regarding the longer-term viability of the company was substantially less in scope than an audit and only consisted of making inquiries and considering the directors' process supporting their statement; checking that the statement is in alignment with the relevant provisions of the Code; and considering whether the statement is consistent with the financial statements and our knowledge and understanding of the company and its environment obtained in the course of the audit. In addition, based on the work undertaken as part of our audit, we have concluded that each of the following elements of the corporate governance statement is materially consistent with the financial statements and our knowledge obtained during the audit: - The directors' statement that they consider the Annual Report, taken as a whole, is fair, balanced and understandable, and provides the information necessary for the members to assess the company's position, performance, business model and strategy; - The section of the Annual Report that describes the review of effectiveness of risk management and internal control systems; and - The section of the Annual Report describing the work of the Audit Committee. We have nothing to report in respect of our responsibility to report when the directors' statement relating to the company's compliance with the Code does not properly disclose a departure from a relevant provision of the Code specified under the Listing Rules for review by the auditors. # Responsibilities for the financial statements and the audit # Responsibilities of the directors for the financial statements As explained more fully in the Statement of Directors' Responsibilities in respect of the Annual Report and Financial Statements, the directors are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The directors are also responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so. # Auditors' responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below. Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to breaches of section 1158 of the Corporation Tax Act 2010, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the financial statements such as the Companies Act 2006. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to increase revenue (investment income and capital gains) or to increase net asset value and management bias in accounting estimates. Audit procedures performed by the engagement team included: - enquiries with the Manager and the Audit Committee, including specific enquiry of known or suspected instances of non-compliance with laws and regulation and fraud where applicable; - reviewing relevant meeting minutes, including those of the Audit Committee; - assessment of the company's compliance with the requirements of section 1158 of the Corporation Tax Act 2010, including recalculation of numerical aspects of the eligibility conditions; - challenging assumptions and judgements made by management in their significant accounting estimates, in particular in relation to the valuation of unquoted investments held at fair value through profit or loss (see related key audit matter); - identifying and testing journal entries, in particular a sample of manual year end journal entries posted as part of the financial statements' preparation process; and - designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing. There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. 70 International Biotechnology Trust plc Annual Report and Financial Statements 2025 Section 5: Financials Our audit testing might include testing complete populations of certain transactions and balances, possibly using data auditing techniques. However, it typically involves selecting a limited number of items for testing, rather than testing complete populations. We will often seek to target particular items for testing based on their size or risk characteristics. In other cases, we will use audit sampling to enable us to draw a conclusion about the population from which the sample is selected. A further description of our responsibilities for the audit of the financial statements is located on the FRC's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors' report. # Use of this report This report, including the opinions, has been prepared for and only for the company's members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing. # Other required reporting # Companies Act 2006 exception reporting Under the Companies Act 2006 we are required to report to you if, in our opinion: - we have not obtained all the information and explanations we require for our audit; or - adequate accounting records have not been kept by the company, or returns adequate for our audit have not been received from branches not visited by us; or - certain disclosures of directors' remuneration specified by law are not made; or - the financial statements and the part of the Directors' Remuneration Report to be audited are not in agreement with the accounting records and returns. We have no exceptions to report arising from this responsibility. # Appointment Following the recommendation of the Audit Committee, we were appointed by the directors on 12 July 2007 to audit the financial statements for the year ended 31 August 2007 and subsequent financial periods. The period of total uninterrupted engagement is 19 years, covering the years ended 31 August 2007 to 31 August 2025. # Colleen Local (Senior Statutory Auditor) for and on behalf of PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors London 5 November 2025 International Biotechnology Trust plc Annual Report and Financial Statements 2025 71 ### Section 5: Financials ## Statement of Comprehensive Income for the year ended 31 August 2025 | | | 2025 | 2025 | 2025 | | 2024 | 2024 | 2024 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | Revenue | | Capital | Total | Revenue | | Capital | Total | | Note | | £’000 | £’000 | £’000 | | £’000 | £’000 | £’000 | Gains on investments held at fair value through profit or loss 2 – 4,735 4,735 – 41,620 41,620 Net foreign currency gains – 819 819 – 1,656 1,656 Income 3 514 – 514 1,263 – 1,263 Total income 514 5,554 6,068 1,263 43,276 44,539 Management fee 4 (1,638) – (1,638) (1,297) – (1,297) Performance fee 4 – (2,665) (2,665) – (904) (904) Administrative expenses 5 (967) – (967) (1,129) – (1,129) (Loss)/profit before finance costs and taxation (2,091) 2,889 798 (1,163) 42,372 41,209 Finance costs 6 (1,940) – (1,940) (2,198) – (2,198) (Loss)/profit before taxation (4,031) 2,889 (1,142) (3,361) 42,372 39,011 Taxation 7 (28) – (28) (135) – (135) Net (loss)/profit for the year (4,059) 2,889 (1,170) (3,496) 42,372 38,876 (Loss)/earnings per share (pence) 8 (11.42) 8.13 (3.29) (9.16) 110.97 101.81 The “Total” column of this statement represents the Company’s Statement of Comprehensive Income prepared in accordance with UK- adopted International Accounting Standards. The Company does not have any other comprehensive income and hence the net (loss)/profit for the year, as disclosed above, is the same as the Company’s total comprehensive income. The “Revenue” and “Capital” columns represent supplementary information prepared under guidance set out in the statement of recommended practice for investment trust companies (the “SORP”) issued by the Association of Investment Companies in July 2022. All revenue and capital items in the above statement are derived from continuing operations. The notes on pages 76 to 96 form part of these financial statements. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 72 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials ## Statement of Changes in Equity for the year ended 31 August 2025 Capital | | Share | | Share | redemption | | Capital | Revenue | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | capital | pr | emium | | reserve | reserves | reserve | | Total | | Note | £’000 | | £’000 | | £’000 | £’000 | | £’000 | £’000 | At 31 August 2023 10,346 29,873 31,482 249,147 (50,531) 270,317 Net profit/(loss) for year – – – 42,372 (3,496) 38,876 Dividends paid in the year 9 – – – (10,768) – (10,768) Repurchase of ordinary shares into treasury – – – (16,160) – (16,160) At 31 August 2024 10,346 29,873 31,482 264,591 (54,027) 282,265 Net profit/(loss) for year – – – 2,889 (4,059) (1,170) Dividends paid in the year 9 – – – (11,196) – (11,196) Repurchase of ordinary shares into treasury – – – (20,490) – (20,490) At 31 August 2025 10,346 29,873 31,482 235,794 (58,086) 249,409 The notes on pages 76 to 96 form an integral part of these financial statements. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 73 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Section 5: Financials # Statement of Financial Position at 31 August 2025 | | Note | 2025 £'000 | 2024 £'000 | | --- | --- | --- | --- | | **Non-current assets** | | | | | Investments at fair value through profit or loss | 10 | 268,920 | 297,507 | | **Current assets** | | | | | Receivables | 11 | 136 | 215 | | Cash and cash equivalents | 12 | 14,980 | 10,433 | | | | **15,116** | **10,648** | | **Total assets** | | **284,036** | **308,155** | | **Current liabilities** | | | | | Loan | 13 | (29,607) | (22,827) | | Payables | 13 | (5,020) | (3,063) | | | | **(34,627)** | **(25,890)** | | **Net assets** | | **249,409** | **282,265** | | **Equity attributable to shareholders** | | | | | Share capital | 15 | 10,346 | 10,346 | | Share premium | 16 | 29,873 | 29,873 | | Capital redemption reserve | 16 | 31,482 | 31,482 | | Capital reserves | 16 | 235,794 | 264,591 | | Revenue reserve | 16 | (58,086) | (54,027) | | **Total equity attributable to shareholders** | | **249,409** | **282,265** | | **Net asset value per share (pence)** | 17 | **739.48p** | **766.30p** | The financial statements on pages 72 to 96 were approved by the Board of Directors and authorised for issue on 5 November 2025 and signed on its behalf by: **Alexa Henderson** Chair of the Audit Committee The notes on pages 76 to 96 form an integral part of these financial statements. Registered in England and Wales as a public company limited by shares. Company registration number: 02892872. 74 International Biotechnology Trust plc Annual Report and Financial Statements 2025 Section 5: Financials # Cash Flow Statement for the year ended 31 August 2025 | | Note | 2025 £'000 | 2024 £'000 | | --- | --- | --- | --- | | **Operating activities** | | | | | Profit before finance costs and taxation | | 798 | 41,209 | | Adjustments for: | | | | | Net foreign currency gains | | (819) | (1,656) | | Gains on investments at fair value through profit or loss | | (4,735) | (41,620) | | Net sales of investments at fair value through profit or loss | | 33,513 | 50,463 | | Dividend income | | (286) | (1,045) | | Interest income | | (228) | (218) | | Decrease in receivables | | 9 | 14 | | Increase/(decrease) in payables | | 1,766 | (746) | | Overseas taxation paid | | (26) | (134) | | **Net cash inflow from operating activities before dividends and interest** | | **29,992** | **46,267** | | Dividends received | | 336 | 1,098 | | Interest received | | 245 | 185 | | Interest paid | | (1,940) | (2,198) | | **Net cash inflow from operating activities** | | **28,633** | **45,352** | | **Financing activities** | | | | | Bank loan drawdown | | 31,106 | 46,186 | | Bank loan repaid | | (23,345) | (21,456) | | Repurchase of ordinary shares into treasury | | (20,490) | (16,160) | | Dividends paid | 9 | (11,196) | (10,768) | | **Net cash outflow from financing activities** | | **(23,925)** | **(2,198)** | | **Increase in cash and cash equivalents** | | **4,708** | **43,154** | | Cash and cash equivalents at the start of the year | | 10,433 | (32,474) | | Effect of foreign exchange rates on cash and cash equivalents | | (161) | (247) | | **Cash and cash equivalents at the end of the year** | 12 | **14,980** | **10,433** | The notes on pages 76 to 96 form an integral part of these financial statements. International Biotechnology Trust plc Annual Report and Financial Statements 2025 75 Section 5: Financials # Notes to the Financial Statements ## 1. Material accounting policies The nature of the Company's operations and its principal activities are set out in the Strategic Report and Directors' Report. The Company's financial statements have been prepared in accordance with UK-adopted International Accounting Standards and those parts of the Companies Act 2006 ("the Act") applicable to companies reporting under UK-adopted International Accounting Standards. These comprise standards and interpretations approved by the International Accounting Standards Board ("IASB") and International Accounting Standards Committee ("IASC"), that remain in effect and to the extent that they have been adopted by the United Kingdom and the Listing Rules of the FCA. For the purposes of the financial statements, the results and financial position of the Company are expressed in pounds sterling, which is the functional currency and the presentational currency of the Company. Sterling is the functional currency because it is the currency which is most relevant to the majority of the Company's shareholders and creditors and the currency in which the majority of the Company's operating expenses are paid. All values are rounded to the nearest thousand pound and (£'000) except where otherwise indicated. The principal accounting policies followed, which have been applied consistently for all years presented, are set out below: ### (a) Basis of preparation The Company's financial statements have been prepared on a going concern basis (as set out on page 42) and under the historical cost convention, as modified by the inclusion of investments at fair value through profit or loss. Where presentational guidance set out in the Statement of Recommended Practice (the "SORP") for investment trusts issued by The Association of Investment Companies (the "AIC") in November 2014 (and updated in July 2022) is consistent with the requirements of UK-adopted International Accounting Standards, the Directors have sought to prepare the financial statements on a basis compliant with the recommendations of the SORP. The financial position of the Company as at 31 August 2025 is shown in the Statement of Financial Position on page 74. As at 31 August 2025, the Company's total assets exceeded its total liabilities by a multiple of over 8. The assets of the Company consist mainly of securities that are held in accordance with the Company's investment policy, as set out on page 31. The Directors have considered a detailed assessment of the Company's ability to meet its liabilities as they fall due. The assessment took account of the Company's current financial position, its cash flows and its liquidity position. In addition to the assessment, the Company carried out stress testing, which used a variety of falling parameters to demonstrate the effects on the Company's share prices and NAV. In light of the results of these tests, the Company's cash balances, and the liquidity position, the Directors consider that the Company has adequate financial resources to enable it to continue in operational existence. The Directors expect shareholders to vote in favour of continuation at the 2025 AGM. Accordingly, the Directors believe that it is appropriate to continue to adopt the going concern basis in preparing the Company's financial statements. ### (b) Presentation of the Statement of Comprehensive Income In order to better reflect the activities of an investment trust company and in accordance with guidance issued by the AIC, supplementary information which analyses the Statement of Comprehensive Income between items of a revenue and capital nature has been presented alongside the Statement of Comprehensive Income. The net loss after taxation in the revenue column is the measure the Directors believe appropriate in assessing the Company's compliance with certain requirements set out in Section 1158 of the Corporation Tax Act 2010 ("CTA"). ### (c) Income Dividends receivable on equity shares are recognised as revenue for the year on an ex-dividend basis. Special dividends are treated as revenue return or as capital return, depending on the facts of each individual case. Income from current asset investments is included in the revenue for the year on an accruals basis and is recognised on a time apportionment basis. Where the Company has elected to receive its dividends in the form of additional shares rather than cash, the amount of cash dividend foregone is recognised as income in the revenue column of the Statement of Comprehensive Income. Any excess in the value of shares over the amount of cash dividend foregone is recognised as a gain in the capital column of the Statement of Comprehensive Income. Interest from fixed income securities is recognised on a time apportionment basis so as to reflect the effective yield on the fixed income securities. Deposit interest outstanding at the year-end is calculated and accrued on a time apportionment basis using market rates of interest. ### (d) Expenses and interest payable Administrative expenses including the management fee and interest payable are accounted for on an accruals basis and are recognised when they fall due. All expenses and interest payable have been presented as revenue items except as follows: - Any performance fee payable is allocated wholly to capital, as it is primarily attributable to the capital performance of the Company's assets. 76 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ### Section 5: Financials • Transaction costs incurred on the acquisition or disposal of investments are expensed and included in the costs of acquisition or deducted from the proceeds of sale as appropriate. (e) Taxation Deferred tax is calculated in full, using the liability method, on all taxable and deductible temporary differences at the Statement of the Financial Position date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability settled, based on tax rates and tax laws that have been enacted or substantively enacted at the Statement of Financial Position date. Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences can be utilised. In line with the recommendations of the SORP, the allocation method used to calculate tax relief on expenses presented in the capital column of the Statement of Comprehensive Income is the marginal basis. Under this basis, if taxable income is capable of being offset entirely by expenses presented in the revenue column of the Statement of Comprehensive Income, then no tax relief is transferred to the capital column. (f) Non-current asset investments held at fair value The Company holds three types of investments: direct investments in quoted companies; direct investments in unquoted companies; and indirect investments held through venture funds. Investments are recognised or derecognised on the trade date where a purchase or sale of an investment is under a contract whose terms require delivery of the investment within the timeframe established by the market concerned. On initial recognition all non-current asset investments are designated as held at fair value through profit or loss as defined by UK- adopted International Accounting Standards. They are further categorised into the following fair value hierarchy: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Having inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). Level 3: Having inputs for the asset or liability that are not based on observable market data. All non-current investments (including those over which the Company has significant influence) are measured at fair value with gains and losses arising from changes in their fair value being included in net profit or loss for the year as a capital item. Any gains and losses realised on disposal are recognised in the capital column of the Statement of Comprehensive Income. Quoted investments The fair value of quoted investments is either the bid price or the last traded price, depending on the convention of the exchange on which the investment is quoted. Unquoted investments In respect of unquoted investments (excluding investments in the SV unquoted funds), or where the market for a financial instrument is not active, fair value is established by the adviser using various valuation techniques, in accordance with the International Private Equity and Venture Capital (“IPEV”) guidelines issued in December 2022 and Special Valuations Guidance issued in March 2020. These may include reference to recent rounds of re-financing undertaken by investee companies involving knowledgeable parties, an earnings or multiple, a discounted cashflow model or the present value of future milestone payments, all with reference to recent arm’s length market transactions between knowledgeable parties, where available. The valuations of the unquoted investments are assessed by the adviser to ensure that the fair value is fairly reflected and will be revalued accordingly, driven by the underlying assumptions deriving the value including: the ability of portfolio company management to keep cash and operating budgets; investor milestone targets; clinical trial data; progress of competitor products; any underlying litigation at the portfolio company level; performance of the investment and quality of the management team; and the market for the product being developed; and the broad climate of the economies of the countries in which they will likely be sold by reference to public stock market performance. Management scrutinises and challenges the assumptions, judgements and valuation inputs used by the adviser on a quarterly basis. Investment in unquoted funds The Company receives formal quarterly reports from each of the private equity funds in which it invests: SV Fund VI and SV BCOF (the “SV unquoted funds”). The values of the SV unquoted funds’ investments in the underlying private equity companies are reported in these quarterly reports. The reports typically arrive within 60 days of the end of the quarter (90 days at calendar year-end). As soon as a quarterly report is received by the Company, the reported value of the SV unquoted funds is reflected in the NAV on the next NAV date. During the period between quarterly reports, the Company may be advised of a sale of a portfolio company (or its securities) held within one of the funds at a different price from the last reported value in that quarterly report. As soon as the Company is informed of the completion of any such transaction establishing a new value for the investment, the new NAV of that investment to SV the unquoted funds is reflected in the NAV on the next NAV date. With respect to any investments within the SV unquoted funds for which there is a listed price, the Company revalues its investment in the SV unquoted funds to take account of market movements in the underlying security. The listed price of these underlying securities is monitored on a daily basis. Any price move in the SV unquoted funds’ underlying investments that materially impacts the Company’s holding in the SV unquoted funds is immediately reflected in the NAV on the next NAV date. If there are no material movements, these underlying securities are revalued on a monthly basis and immediately reflected in the NAV on the next NAV date. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 77 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ## Section 5: Financials The value of a fund investment used by the Company in determining the NAV is always based on the most current information known to the Company on the NAV date. ### (g) Foreign currencies Transactions involving currencies other than sterling are recorded at the exchange rate ruling on the transaction date. At each Statement of Financial Position date, monetary items and non-monetary assets and liabilities that are fair valued, which are denominated in foreign currencies, are translated at the closing rates of exchange. Foreign currency exchange differences arising on translation are recognised in the Statement of Comprehensive Income. Exchange gains and losses on investments held at fair value through profit or loss are included within "Gains/(losses) on investments held at fair value". ### (h) Critical accounting estimates and judgements The preparation of financial statements in conformity with UK-adopted International Accounting Standards requires the use of estimates and judgements. These estimates and judgements affect the reported amounts of assets and liabilities at the reporting date. While estimates are based on best judgement using information and financial data available, the actual outcome may differ from these estimates. The key sources of estimation and uncertainty relate to the fair value of the unquoted investments. #### Judgements The Directors consider that the preparation of the financial statements involves the following key judgements: (i) The fair value of the unquoted investments. The key judgements in the fair value process are: (i) The advisor's (SV Health's) determination of the appropriate application of the IPEV Valuation Guidelines (December 2022) and Special Valuations Guidance (March 2020) to each unquoted investment; and (ii) The Directors' consideration of whether each fair value is appropriate following detailed review and challenge. The judgement applied by the adviser in the selection of the methodology used for determining the fair value of each unquoted investment can have a significant impact upon the valuation. #### Estimates The key estimate in the financial statements is the determination of the fair value of the unquoted investments (excluding investments in the SV unquoted funds) by SV Health for consideration by the Directors. This estimate is key as it significantly impacts the valuation of the unquoted investments (excluding investments in the SV unquoted funds) at the Statement of Financial Position date. The fair value process involves estimation using subjective inputs that are unobservable (for which market data is unavailable). The main estimates involved in the selection of the valuation process inputs are: (i) The application of an appropriate discount factor to reflect macro-economic factors and the reduced liquidity of unquoted companies; (ii) The selection of an appropriate estimate of the probability of royalty income reflecting potential commercial uptake risk, competitor risk and uncertainty around drug pricing; and (iii) The calculation of valuation adjustments derived from milestone achievement analysis incorporating the likelihood of clinical trial success. Fair value estimates are cross-checked to alternative estimation methods where possible to improve the robustness of the estimate. As the valuation outcomes may differ from the fair value estimates a price sensitivity analysis is provided in Level 3 investments at fair value through profit and loss – price risk sensitivity in note 19.7 (iii) on page 94 to illustrate the effect on the financial statements of an over or under estimation of the significant observable inputs. ### (i) Other financial assets and liabilities In the Cash Flow Statement, cash and cash equivalents includes cash in hand, short-term deposits and bank overdrafts. These are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes and cash balances are held at their fair value (translated to sterling at the Statement of Financial Position date where appropriate). Interest-bearing bank loans are initially recognised at cost, being the proceeds net of direct issue costs, and subsequently at amortised cost. ### (j) Receivables Other receivables do not carry any right to interest and are short term in nature. Accordingly they are stated at their nominal value (amortised cost) reduced by appropriate allowances for estimated irrecoverable amounts. ### (k) Other payables Other payables are not interest-bearing and are stated at their nominal amount (amortised cost). Where there are any long-term borrowings, finance costs are calculated over the term of the debt on the effective interest basis. ### (l) Bank loans and finance costs Interest-bearing bank loans are initially recognised at cost, being the proceeds received net of direct issue costs, and subsequently at amortised cost. The amounts falling due for repayment within one year are included under current liabilities and more than one year under non-current liabilities in the Statement of Financial Position. Finance costs are calculated using the effective interest rate method and accounted for on an accrual basis and, in line with the management fee expense, are charged 100% to the revenue account of the Statement of Comprehensive Income. 78 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ### Section 5: Financials (m) Repurchase of ordinary shares (including those held in treasury) and subsequent reissues The costs of repurchasing ordinary shares including related stamp duty and transaction costs are taken directly to equity and reported through the Statement of Changes in Equity as a charge on the capital reserves. The sales proceeds of treasury shares reissued are treated as a realised profit up to the amount of the purchase price of those shares and is transferred to capital reserves. The excess of the sales proceeds over the purchase price is transferred to share premium. Share purchase transactions are accounted for on a trade date basis. The nominal value of ordinary share capital repurchased and cancelled is transferred out of called up share capital and into the capital redemption reserve. Where shares are repurchased and held in treasury, the transfer to the capital redemption reserve is made if and when such shares are subsequently cancelled. (n) Dividend distributions Dividend distributions to shareholders are recognised in the period in which they are paid. (o) Reserves (i) Capital redemption reserve: The capital redemption reserve, which is non-distributable, holds the amount by which the nominal value of the Company’s issued share capital is diminished when shares redeemed or purchased out of the Company’s distributable reserves are subsequently cancelled. (ii) Share premium account: A non-distributable reserve, represents the amount by which the fair value of the consideration received exceeds the nominal value of shares issued. (iii) Capital reserves: When making a distribution to shareholders, the Directors determine profits available by reference to ‘Guidance realised and distributable profits under the Companies Act 2006’ issued by the Institute of Chartered Accountants in England and Wales and the Institute of Chartered Accountants of Scotland in April 2017. The availability of distributable reserves in the Company is dependent on those dividends meeting the definition of qualifying consideration within the guidance and on available cash resources of the Company and other accessible source of funds. The distributable reserves are therefore subject to any future restrictions or limitations at the time such distribution is made. The following are accounted for in this reserve and are distributable: • Gains and losses on the realisation of investments; • Realised investment holding gains and losses; • Foreign exchange gains and losses; • Performance fee; • Reissue of ordinary shares from treasury; • Repurchase of ordinary shares in issue; and • Dividends paid to shareholders. Note: Unrealised unquoted holding gains are not distributable. (iv) Revenue reserve: Comprises accumulated undistributed revenue profits and losses. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 79 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials (p) New and revised accounting standards There were no new IFRSs or amendments to IFRSs applicable to the current year which had any significant impact on the Company’s financial statements. i) The following new or amended standards became effective for the current annual reporting period and the adoption of the standards and interpretations have not had a material impact on the financial statements of the Company. Effective for periods commencing on | Standards and Interpretations | | or after | | --- | --- | --- | | Amendments to IAS 1 Presentation of | The amendments clarify that only | 1 January 2024 | | Financial Statements | covenants with which an entity must | | comply on or before the reporting date • Non-current liabilities with Covenants will affect a liability’s classification as • Deferral of Effective Date Amendment current or non-current and the disclosure (published 15 July 2020) requirement in the financial statements for the risk that non-current liabilities with • Classification of Liabilities as Current covenant could become repayable within or Non-Current (Amendments to IAS 1) twelve months. (publicised 23 January 2020) Supplier Finance Arrangements The amendments address the disclosure 1 January 2024 (Amendments to IAS 7 and IFRS 7) requirements to enhance the transparency of supplier finance arrangements and their effects on a company’s liabilities, cash flows and exposure to liquidity risk. ii) At the date of authorisation of the Company’s financial statements, the following relevant standards that potentially impact the Company are in issue but are not yet effective and have not been applied in the financial statements: Effective for periods commencing on | Standards and Interpretations | | or after | | --- | --- | --- | | Lack of Exchangeability (Amendments to | The amendments specify how to assess | 1 January 2025 | | IAS 21) | whether a currency is exchangeable and | | how to determine a spot exchange rate if it is not. Annual Improvements to IFRS The amendments clarify the requirements 1 January 2026 Accounting Standards – Volume 11 for: Hedge accounting by a first-time adopter (IFRS 1 First-time Adoption of International Financial Reporting Standards); Gain or loss on derecognition (IFRS 7 Financial Instruments: Disclosures); Transaction price (IFRS 9 Financial Instruments); Derecognition of lease liabilities (IFRS 9); Determination of a ‘de facto agent’ (IFRS 10 Consolidated Financial Statements) and Cost method (IAS 7 Statement of Cash Flows). | Amendments to IFRS 9 and IFRS 7 – | The amendments address two of | 1 January 2026 | | --- | --- | --- | | Amendments to the Classification and | the issues identified during the post- | | | Measurement of Financial Instruments | implementation review of IFRS 9, being | | the derecognition of a financial liability settled through electronic transfer and the classification of financial assets, it also introduces new and amended disclosure requirements. The Directors expect that the adoption of the standards listed above will have either no impact or that any impact will not be material on the financial statements of the Company in future periods. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 80 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials ### 2. Gains on investments held at fair value through profit or loss | | For the | | For the | | --- | --- | --- | --- | | year ended | | year ended | | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | Gains on sales of investments based on historic cost 14,686 11,923 Amounts recognised in investment holdings losses in the previous year in respect of investments sold in the year 3,486 12,199 Gains on sales of investments based on the carrying value at the previous Statement of Financial Position date 18,172 24,122 Net movement in investment holding gains (13,437) 17,498 Gains on investments held at fair value through profit or loss 4,735 41,620 Gains/(losses) attributable to: Quoted investments 7,868 36,155 Unquoted investments (3,133) 5,465 4,735 41,620 ### 3. Income | | For the | | For the | | --- | --- | --- | --- | | year ended | | year ended | | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | Income from investments: UK dividends 102 146 Overseas dividends 184 899 286 1,045 Other income: Deposit interest 228 218 Total income 514 1,263 ### 4. Management and performance fees | | For the | | For the | | --- | --- | --- | --- | | year ended | | year ended | | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | Management fee (allocated to revenue) 1,638 1,297 Performance fees (allocated to capital) 2,665 904 The basis for calculating the investment management fee and any performance fees are set out in the Directors’ Report on pages 48 and 49. Following the investments into the SV unquoted funds, the management fees are paid through the venture capital investments. Venture capital fees paid through the investments in the SV unquoted funds in the year were £648,000 (2024: £691,000). The total management fee on a comparative basis was £2,286,000 (2024: £1,988,000). Refer to note 18, Transactions with the Manager and related party transactions on page 87, for further details. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 81 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials ### 5. Administrative expenses | | For the | | For the | | --- | --- | --- | --- | | year ended | | year ended | | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | General expenses 610 723 Directors’ fees* 183 218 Company secretarial and administration fees 100 111 1 Auditors’ remuneration for audit services 74 77 967 1,129 1 There are no non-audit services performed by the auditors during the year (2024: none). * A one off fee, amounting to £46,310 in total, was paid to the Directors following the completion of the change of Manager in November 2023 to compensate the Directors for the considerable additional time associated with the transaction. Full details are provided in the Directors’ Remuneration Report. ### 6. Finance costs | | For the | | For the | | --- | --- | --- | --- | | year ended | | year ended | | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | Interest on loan and overdraft 1,940 2,198 All finance costs are allocated 100% to revenue. ### 7. Taxation (a) Analysis of tax charge for the year For the year ended 31 August 2025 For the year ended 31 August 2024 Revenue Capital Total Revenue Capital Total £’000 £’000 £’000 £’000 £’000 £’000 Irrecoverable overseas tax 28 – 28 135 – 135 Taxation for the year 28 – 28 135 – 135 The Company has no corporation tax liability for the year ended 31 August 2025 (2024: the same). (b) Factors affecting tax charge for the year The tax assessed for the year ending 31 August 2025 is higher (2024: lower) than the Company’s applicable rate of corporation tax for that year of 25% (2024: 25%). The factors affecting the tax charge for the year are as follows: For the year ended 31 August 2025 For the year ended 31 August 2024 Revenue Capital Total Revenue Capital Total £’000 £’000 £’000 £’000 £’000 £’000 Net (loss)/return before taxation (4,031) 2,889 (1,142) (3,361) 42,372 39,011 Net (loss)/return before taxation multiplied by the Company’s applicable rate of corporation tax for the year of 25% (2024: 25%) (1,008) 722 (286) (840) 10,593 9,753 Effects of: Revenue not chargeable to corporation tax (63) – (63) (261) – (261) Tax exempt capital returns on investments – (1,143) (1,143) – (10,405) (10,405) Non taxable exchange gains – (245) (245) – (414) (414) Non taxable expenses not utilised in the year 1,071 666 1,737 1,101 226 1,327 Irrecoverable overseas tax 28 – 28 135 – 135 Taxation for the year 28 – 28 135 – 135 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 82 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials (c) Deferred taxation The Company has an unrecognised deferred tax asset of £23,062,000 (2024: £21,345,000) based on a main rate of corporation tax of 25% (2024: 25%). The main rate of corporation tax increased to 25% for fiscal years beginning on or after 1 April 2023. The deferred tax asset has arisen due to the cumulative excess of deductible expenses over taxable income. Given the composition of the Company’s portfolio, it is not likely that this asset will be utilised in the foreseeable future and therefore no asset has been recognised in the financial statements. Given the Company’s status as an investment trust company, no provision has been made for deferred tax on any capital gains or losses arising on the revaluation or disposal of investments. ### 8. (Loss)/earnings | | For the | | For the | | --- | --- | --- | --- | | year ended | | year ended | | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | Net revenue loss (4,059) (3,496) Net capital profit 2,889 42,372 Total (loss)/profit (1,170) 38,876 Weighted average number of ordinary shares in issue during the year* 35,541,347 38,184,030 Revenue loss per share (pence) (11.42) (9.16) Capital profit per share (pence) 8.13 110.97 Total (loss)/earnings per share (pence) (3.29) 101.81 *Excluding those ordinary shares held in treasury. ### 9. Dividends paid (a) Dividends paid and declared | | For the | | For the | | --- | --- | --- | --- | | year ended | | year ended | | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | 2025 First interim dividend paid of 15.56p per share (2024: 13.90p per share) 5,626 5,391 2025 Second interim dividend paid of 16.17p per share (2024: 14.50p per share) 5,570 5,377 Total dividends paid of 31.73p per share (2024: 28.40p per share) 11,196 10,768 Dividends are included in the financial statements in the year in which they are paid. The Company is not required to pay a dividend under the requirements of Section 1158 CTA due to the negative accumulated balance on its revenue reserve. The above dividends are paid out of the capital reserve. ### 10. Investments held at fair value through profit or loss (a) Analysis of investments | | | At | | | At | | --- | --- | --- | --- | --- | --- | | 31 August | | | 31 August | | | | | 2025 | | | 2024 | | | | £’000 | | | £’000 | | Quoted overseas 247,853 270,883 247,853 270,883 Unquoted in the United Kingdom 9,898 8,813 Unquoted overseas 11,169 17,811 21,067 26,624 Valuation of investments 268,920 297,507 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 83 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials (b) Movements on investments | | For the | | For the | | --- | --- | --- | --- | | year ended | | year ended | | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | Opening book cost 277,196 311,290 Opening investment holdings gains/(losses) 20,311 (9,386) Opening fair value 297,507 301,904 Analysis of transactions made during the year Purchases at cost 576,780 349,648 Sales proceeds (610,102) (395,665) Gains on investments held at fair value through profit or loss 4,735 41,620 Closing fair value 268,920 297,507 Closing book cost 258,560 277,196 Closing investment holding gains 10,360 20,311 Closing fair value 268,920 297,507 The Company received £610,102,000 (2024: £395,665,000) from disposals of investments in the year. The book cost of these investments when they were purchased was £595,416,000 (2024: £383,742,000). These investments have been revalued over time and until they were sold any unrealised gains/losses were included in the fair value of the investments. The investment holding gains of £10,360,000 (2024: £20,311,000) have not been further analysed between those amounts that are distributable and those that are not distributable. The following transaction costs, mainly comprising brokerage commissions, were incurred during the year: | | For the | | For the | | --- | --- | --- | --- | | year ended | | year ended | | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | On acquisitions 228 146 On disposals 179 122 407 268 (c) Significant undertakings The Company has interests of 3% or more of any class of capital in the following investee companies: Class of % of Country of shares held class held incorporation TopiVert Series A 12.01% UK TopiVert Series B 19.65% UK The Company has a holding of 11.2% in the unquoted fund SV BCOF and 7.7% in the unquoted fund SV Fund VI which are both managed by SV Health. These percentages are of the underlying fund share capital and not the NAV of the company. The total invested in both funds to date is £37.3m (at cost). The investment is drawn not committed. Arrangements are in place to ensure there is no double charging of management fees. (d) Disposals of unquoted investments There were no significant unquoted investment disposals during the year (2024: nil). (e) Significant changes in fair values of unquoted investments During the year under review the following unquoted investments were written (down/up) (adjusted for currency movements) by: | Write (down/up) | | Write (down/up) | | | --- | --- | --- | --- | | | 2025 | | 2024 | | | £’000 | | £’000 | SV Fund VI* (4,788) (985) SV BCOF* 1,086 3,233 * The movement in Fair Value (FV) loss was a combination of distributions from the above funds of £4.4 million (2024: £5.7million), capital contributions of £3.5 million (2024: £3.0 million), and foreign currency and FV losses of £2.8 million (2024: £5.0 million), International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 84 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials ### 11. Receivables | | | At | | At | | --- | --- | --- | --- | --- | | 31 August | | | 31 August | | | | 2025 | | | 2024 | | | £’000 | | | £’000 | Receivables Dividends and interest receivable 49 109 Prepaid expenses 21 7 Tax recoverable 35 45 VAT recoverable 31 54 136 215 ### 12. Cash and cash equivalents Cash and cash equivalents include the following for the purposes of the Statement of Cash Flows: | | | At | | At | | --- | --- | --- | --- | --- | | 31 August | | | 31 August | | | | 2025 | | | 2024 | | | £’000 | | | £’000 | Cash at bank 14,980 10,433 Cash and cash equivalents 14,980 10,433 ### 13. Current liabilities | | | At | | | At | | --- | --- | --- | --- | --- | --- | | 31 August | | | 31 August | | | | | 2025 | | | 2024 | | | | £’000 | | | £’000 | | Payables Bank loan 29,607 22,827 Securities purchased awaiting settlement 2,063 1,872 Accrued expenses 2,957 1,191 34,627 25,890 The Company arranged a £55 million secured credit facility revolving on a monthly basis with The Bank of Nova Scotia, effective from 16 November 2023 and amended and restated on 14 November 2024. Interest is payable at the aggregate of the compounded Risk Free Rate (“RFR”) for the relevant currency and loan period, plus a margin. Amounts are normally drawn down on the facility for a one month period, at the end of which it may be rolled over or adjusted. As at 31 August 2025, the Company had a drawndown amount $40.0 million (£29.6 million) (2024: $30.0 million or £22.8 million) which carries an interest of 5.44% per annum (2024: 6.5%). The revolving credit facility is secured on all the Company’s assets (except for level 3 assets) and undertakings both present and future. The drawings are subject to covenants and restrictions which are customary for a facility of this nature and all of these have been complied with. ### 14. Capital commitments – contingent assets and liabilities The Company made a $30.0 million commitment to SV Fund VI in 2016. Of this $30.0 million commitment, the Company has further commitments of $2.2 million as at 31 August 2025 (2024: $3.0 million). The outstanding capital commitments are callable by SV Fund VI at any time. While the fund will no longer make new investments, additional follow on investments are likely to be made by the fund into its investee companies. The Company has a commitment of $30.0 million to SV BCOF (2024: $30.0 million). The Company made no further commitments in 2025 (2024: nil). Of this commitment, the Company has further commitments of $18.3 million (including recallable distributions) as at 31 August 2025 (2024: $21.5 million). International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 85 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials ### 15. Share capital 2025 2024 £’000 £’000 Ordinary shares of 25p each, allotted, called-up and fully paid: Opening balance of 36,834,910 (2024: 39,318,183) shares, excluding shares held in treasury 9,209 9,830 Repurchase of 3,107,419 (2024: 2,483,273) shares into treasury (777) (621) Sub total of 33,727,491 (2024: 36,834,910) shares, excluding shares held in treasury 8,432 9,209 7,656,326 (2024: 4,548,907) shares held in treasury 1,914 1,137 Closing balance of 41,383,817 (2024: 41,383,817) shares 10,346 10,346 The ordinary shares rank pari passu, and each share carries one vote. The ordinary shares held in treasury have no voting rights and are not entitled to dividends. The nominal value of each share is 25p. During the year, the Company purchased 3,107,419 of its own shares, nominal value of £777,000 to hold in treasury for a total consideration of £20,489,000 representing 7.5% of the shares outstanding at the beginning of the year (including shares held in treasury). The reason for these shares purchases was to seek to manage the volatility of the share price discount to net asset value per share. ### 16. Reserves Capital reserves | | | | | | | Gains and | | Investment | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | Capital | | | losses on | | | holding | | | | | | | Share | redemption | | | | sales of | | gains and | | | Revenue | | | | premium | | 1 reserve | | 1 | investments | | | 2 | losses | 3 | reserve | | 4 | | | £’000 | | £’000 | | | | £’000 | £’000 | | | | £’000 | | At 1 September 2024 29,873 31,482 243,207 21,384 (54,027) Gains on sales of investments based on the carrying value at the previous Statement of Financial Position date – – 18,172 – – Net movement in investment holding gains and losses – – – (13,437) – Transfer on disposal of investments – – (3,486) 3,486 – Realised exchange losses on cash and short-term deposits – – (161) – – Exchange gains on foreign currency loan – – 347 633 – Performance fees allocated to capital – – (2,665) – – Share repurchases into treasury – – (20,490) – – Dividend paid – – (11,196) – – Net revenue loss for the year – – – – (4,059) At 31 August 2025 29,873 31,482 223,728 12,066 (58,086) International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 86 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials Capital reserves | | | | | | | Gains and | | Investment | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | | Capital | | | losses on | | | holding | | | | | | | Share | redemption | | | | sales of | | gains and | | | Revenue | | | | premium | | 1 reserve | | 1 | investments | | | 2 | losses | 3 | reserve | | 4 | | | £’000 | | £’000 | | | | £’000 | £’000 | | | | £’000 | | At 1 September 2023 29,873 31,482 258,533 (9,386) (50,531) Gains on sales of investments based on the carrying value at the previous Statement of Financial Position date – – 24,122 – – Net movement in investment holding gains and losses – – – 17,498 – Transfer on disposal of investments – – (12,199) 12,199 – Realised exchange losses on cash and short-term deposits – – (247) – – Exchange gains on foreign currency loan – – 830 1,073 – Performance fees allocated to capital – – (904) – – Share repurchases into treasury – – (16,160) – – Dividend paid – – (10,768) – – Net revenue loss for the year – – – – (3,496) At 31 August 2024 29,873 31,482 243,207 21,384 (54,027) 1 These reserves are not distributable. 2 These are realised (distributable) capital reserves which may be used to repurchase the Company’s own shares or distributed as dividends. 3 This reserve comprises holding gains on liquid investments (which may be deemed to be realised) and other amounts which are unrealised. An analysis has not been made between those amounts that are realised (and may be distributed as dividends or used to repurchase the Company’s own shares) and those that are unrealised. 4 The revenue reserve may be distributed as dividends or used to repurchase the Company’s own shares (subject to being a positive balance). A negative revenue reserve will reduce any distributable reserves available in the capital reserve. | 1 7. Net asset value per share | | | | | | --- | --- | --- | --- | --- | | | | At | | At | | | 31 August | | 31 August | | | | | 2025 | | 2024 | | | | £’000 | | £’000 | Net assets attributable to shareholders (£'000) 249,409 282,265 Shares in issue at year-end 33,727,491 36,834,910 Net asset value per share (pence) 739.48 766.30 ### 18. Transactions with the Manager and related party transactions (a) Transactions with the AIFM/Investment Manager With effect from 20 November 2023, Schroder Unit Trusts Limited (“SUTL”) has been appointed as the Company’s AIFM. SUTL agreed to waive its management fee for the first six months from 20 November 2023, after which the management fee payable by the Company on its quoted portfolio will be 0.7% per annum. Please see note 21 for details on the new terms of the management fee post year end. Details of the management and performance fee agreements are given in the Directors’ Report on pages 48 and 49. The management fee payable in respect of the year amounted to £2,286,000 (2024: £1,988,000), which includes £648,000 (2024: £691,000) paid to SV Health for the Company’s investment into the SV unquoted funds. As at year-end, £137,000 was outstanding to SUTL (2024: £308,000). 2025 2024 Fees paid to the investment manager/adviser: £’000 £’000 Management fee paid by the Company directly to SUTL 1,638 498** Management fee paid through unquoted funds to SV Health – 154 Adviser fee paid through unquoted funds to SV Health 648 537 Management fee paid by the Company directly to SV Health Managers LLP – 799* Accounting and administration fee payable by the Company directly to SUTL 100 78 Total 2,386 2,066 * Includes a termination fee of £289,439 paid to SV Health. ** Reflects SUTL agreed waiver of six months management fees from 20 November 2023 to 20 May 2024 under the terms of the new AIFM agreement. Performance fees of £2,665,000 were payable for the year ended 31 August 2025 (2024: £904,000). Of the £2,665,000 payable, £299,000 was outstanding to SV Health and £2,366,000 was outstanding to SUTL at the year end. Please refer to note 21 for details of the new terms under which a quoted performance fee is payable, including the related party opinion provided by Deutsche Numis, the Company’s corporate broker. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 87 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials Under the terms of the AIFM agreement, SUTL is entitled to receive an annual fee of £100,000 in respect of the accounting and administration services it provides to the Company. The administration fee payable in respect of the period under SUTL was £100,000 of which £8,000 was outstanding at the year end. SV Health will continue to provide ongoing investment management assistance to the Company in respect of the exited investments with contingent milestones, the exited investments in liquidation and the directly held unquoted investments in consideration for payment of a performance fee on the same terms as previously set out in the Directors’ Report on page 41 of the Annual Report for the year ended 31 August 2023. (b) Related party transactions The Directors of the Company are key management personnel. The total remuneration payable to Directors in respect of the year ended 31 August 2025 was £183,500 (2024: £218,000) of which £29,000 (2024: £27,000) was outstanding at the year end. 2024 includes a one off fee of £46,310 for the additional work in relation to the change of AIFM. Please refer to note 21 for details of a new post year end related party transaction with Schroders Capital. ### 19. Financial instruments Risk management policies and procedures The Company’s financial assets and liabilities, in addition to short-term debtors and creditors and cash, comprise financial instruments which include investments in equity. The holding of securities, investment activities and associated financing undertaken pursuant to the investment policy involve certain inherent risks. Events may occur that would result in either a reduction in the Company’s net assets or a reduction of the total return. The main risks arising from the Company’s pursuit of its investment objective are those that affect stock market levels: market risk, credit risk and liquidity risk. In addition, there are specific risks inherent in investing in the biotechnology sector. The Board reviews and agrees policies for managing these risks, as summarised below. These policies have remained substantially unchanged throughout the current and preceding year. In assessing any changes to these risks, the Board considered changes in the economic and geopolitical climate, including the resurgence of the conflict in the Middle East; the continuing war in Ukraine and the increasingly tense relations between the US and China, and noted that it did not have a significant impact on the risk management policies for the year end 31 August 2025. 19.1 Market risk The fair value or future cash flows of a financial instrument held by the Company may fluctuate because of changes in market prices. This market risk comprises three elements – price risk, currency risk and interest rate risk. The Portfolio Managers assesses the exposure to market risk when making each investment decision, and monitor the overall level of market risk on the whole of the investment portfolio on an ongoing basis. (a) Price risk The Company is an investment company and as such its performance is dependent on the valuation of its investments. A breakdown of the investment portfolio is given on pages 21 and 23. Market price risk arises mainly from uncertainty about future prices of the financial instruments held. Management of the risk The Board regularly considers the asset allocation of the portfolio as part of the process of managing the risks associated with the biotechnology sector, described in greater detail in the section on specific risk (note 19.4), whilst continuing to follow the investment objective. It is not the Company’s current policy to use derivative instruments to hedge the investment portfolio against market price risk. Price risk exposure At the year end, the Company’s assets exposed to market price risk were as follows: | | At | | At | | --- | --- | --- | --- | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | Non-current asset investments at fair value through profit or loss 268,920 297,507 Total 268,920 297,507 The level of assets exposed to market price risk decreased by approximately 9.6% (2024: 1.5%) during the year, through a combination of acquisitions and disposal of investments and changes in fair values. Concentration of exposure to price risk The Company currently holds investments in 84 (2024: 83) companies (excluding those valued at nil), in a mixture of quoted and unquoted investments in a variety of countries, which significantly spreads the risk of individual investments performing poorly and reduces the concentration of exposure. This includes the Company’s investment into SV Fund VI and SV BCOF as two unquoted holdings. However, SV Fund VI and SV BCOF have 13 and 13 companies, respectively, in their own portfolios. The classification of investments by sector is provided within the Investment Portfolio section of the report. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 88 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials Price risk sensitivity The following table illustrates the sensitivity of the profit for the year and the equity to an increase or decrease of 10% (2024: 10%) in the fair values of the Company’s investments. The Board believes that a 10% (2024: 10%) movement is sufficient to provide a reasonable range that could have affected the investment valuations at the year end. This level of change is considered to be reasonably possible based on observation of current market conditions and based on the average total share price percentage return over the last five years on the ‘Ten-Year Financial Record’ page. The sensitivity analysis is based on the Company’s investments at each Statement of Financial Position date, with all other variables held constant. 31 August 2025 31 August 2024 | | Increase | | Decrease | | | Increase | | Decrease | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | in fair value | | | in fair value | | in fair value | | | in fair value | | | | | £’000 | | £’000 | | | £’000 | | £’000 | Company: Effect on net revenue return (188) 188 (208) 208 Effect on net capital return 26,892 (26,892) 29,751 (29,751) Effect on total net return and net assets 26,704 (26,704) 29,543 (29,543) (b) Currency risk The financial statements of the Company are denominated in sterling. However, the majority of the Company’s assets and the total return are denominated in US dollars, accordingly the total return and capital value of the Company’s investments can be significantly affected by movements in foreign exchange rates. It is not the Company’s policy to hedge against foreign currency movement. Management of the risk The Manager monitors the Company’s exposure to foreign currencies on a daily basis, and reports to the Board on a regular basis. Foreign currency exposure The fair values of the Company’s monetary items that have foreign currency exposure at 31 August 2025 are shown below. Where the Company’s equity investments (which are not monetary items) are priced in a foreign currency, they have been included separately in the analysis so as to show the overall level of exposure. | | | At | | At | | --- | --- | --- | --- | --- | | | 31 August | | 31 August | | | | | 2025 | | 2024 | | Monetary assets/(liabilities) | | £’000 | | £’000 | Cash and cash equivalents: US dollars 14,138 7,009 Short term receivables: US dollars 65 109 Danish krone 4 13 Short term payables: US dollars (31,316) (24,716) Foreign currency exposure on net monetary items (17,109) (17,585) Non-current asset investments held at fair value US dollars 268,539 291,948 Euros – 5,178 Total net foreign currency exposure 251,430 279,541 At the year end, approximately 100.8% (2024: 99.0%) of the Company’s net assets were denominated in currencies other than sterling, reflecting a small overall net sterling liability at year end, compared with a small net sterling asset balance at the end of 2024. This level of exposure is broadly representative of the levels throughout the year. Foreign currency sensitivity The Company measures foreign currency sensitivity by calculating the standard deviation of rates throughout the financial year. On this basis sterling strengthened by 2.8% against the US dollar and weakened by 2.8% against the Euro, 2.7% against the Danish krone, 3.2% against the Swiss franc and by 5.0% against Swedish krona (2024: strengthened 3.7%, 1.7%, 1.8% and weakened by 0.4% and 3.0% respectively). Given the movements over the last two years, a change of 10% or even more is possible. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 89 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials The following table illustrates the sensitivity of the profit after taxation for the year and the equity in regard to the Company’s financial assets and financial liabilities, assuming a 10% (2024: 10%) change in exchange rates. If sterling had weakened by 10% against the exposure currencies, with all other variables held constant, this would have affected Company net assets and net profit for the year attributable to equity shareholders as follows: | | At | | At | | --- | --- | --- | --- | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | US dollars 25,143 27,435 Euros – 518 Danish krone – 1 25,143 27,954 If sterling had strengthened by 10% against the exposure currencies, with all other variables held constant, this would have affected Company net assets and net profit after taxation attributable to equity shareholders as follows: | | At | | At | | --- | --- | --- | --- | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | US dollars (25,143) (27,435) Euros – (518) Danish krone – (1) (25,143) (27,954) In the opinion of the Directors, the above sensitivity analyses are not necessarily representative of the year as a whole, since the level of exposure changes as part of the currency risk management process used to meet the Company’s objectives. (c) Interest rate risk The Company will be affected by interest rate changes as it holds interest-bearing financial assets and liabilities. Interest rate changes will also have an impact on the valuation of investments, although this forms part of price risk, which is considered separately above. Management of the risk Interest rate risk is limited by the Company’s financial structure with operations mainly financed through the share capital, share premium and retained reserves. The majority of the Company’s financial assets are, under normal circumstances, equity shares and other investments which neither pay interest nor have a stated maturity date. Liquidity and loan facilities are managed with the aim of increasing returns for shareholders. In the normal course of business, the Company’s policy is to be fully invested and, other than as arising from the timing of investment transactions, the cash holding is kept to a minimum. It is not the Company’s policy to use derivative instruments to mitigate interest rate risk, as the Board believes that the effectiveness of such instruments does not justify the costs involved. Interest rate exposure The exposure of financial assets and financial liabilities to floating rates, giving cash flow interest risk when rates are re-set, is shown below: | | At | | At | | --- | --- | --- | --- | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | Exposure to floating interest rates: Cash and cash equivalents 14,980 10,433 Other payables: drawings on credit facility (29,607) (22,827) Total exposure (14,627) (12,394) The above year end amounts are not representative of the exposure to interest rates during the year as the level of cash balances and drawings on the secured credit facility have fluctuated. The maximum and minimum net interest rate exposure during the year has been as follows: | | At | | At | | --- | --- | --- | --- | | 31 August | | 31 August | | | | 2025 | | 2024 | | | £’000 | | £’000 | Maximum interest rate exposure during the year – net debt (34,762) (34,101) Minimum/maximum interest rate exposure during the year – net (debt)/cash (6,874) 117 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 90 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials Interest rate sensitivity The following table illustrates the sensitivity of the return after taxation for the year and net assets to a 3.0% (2024: 3.0%) increase or decrease in interest rates in regards to the Company’s monetary financial assets and financial liabilities. This level of change is considered to be a reasonable illustration based on observation of current market conditions. The sensitivity analysis is based on the Company’s monetary financial instruments held at the Statement of Financial Position date with all other variables held constant. The sensitivity analysis is based on the Company’s monetary financial instruments held at each Statement of Financial Position date, with all other variables held constant. 31 August 2025 31 August 2024 | | 3% | | 3% | | 3% | | 3% | | --- | --- | --- | --- | --- | --- | --- | --- | | increase | | decrease | | increase | | decrease | | | in rate | | in rate | | in rate | | in rate | | | | £’000 | | £’000 | | £’000 | | £’000 | Effect on net revenue return (439) 439 (372) 372 Effect on net capital return – – – – Effect on total net return (439) 439 (372) 372 In the opinion of the Directors, this sensitivity analysis may not be representative of the Company’s future exposure to interest rate changes due to fluctuations in the level of cash balances and drawings on the secured credit facility. (d) Loss of investor appetite Loss of investor appetite risk is the risk that there will be a loss of investor appetite for investing in the sector as a result of political conditions, including FDA and FTC policy, or declining interest in IPOs. Management of the risk Loss of investor appetite risk is mitigated as the Portfolio Managers update the Board monthly and at each scheduled Board meeting on issues pertinent to the portfolio and the biotechnology sector generally, including expected future drivers. Loss of investor appetite risk exposure At an investment trust that invests in the biotechnology sector, the Company has a moderate loss of investor appetite risk exposure. 19.2 Credit risk Credit risk is the exposure to loss from failure of a counterparty to deliver securities or cash for acquisitions or disposals of investments. Additionally, the Company has funds on deposit with banks or in money market funds. HSBC Bank plc was the custodian of the Company’s assets prior to 3 October 2025. The Company’s investments are held in accounts which are segregated from the custodian’s own trading assets. If the custodian were to be become insolvent, the Company’s right of ownership is clear and they are therefore protected. However cash balances deposited with the custodian may be at risk in this instance, as the Company would rank alongside other creditors. Management of the risk During the year the Company bought and sold investments only through brokers which had been approved by the Manager as acceptable counterparties. In addition, limits are set as to the maximum exposure to any individual broker that may exist at any time. These limits are reviewed regularly. Cash balances will only be deposited with reputable banks with high quality credit ratings. | | | At | | | At | | --- | --- | --- | --- | --- | --- | | 31 August | | | 31 August | | | | | 2025 | | | 2024 | | | | £’000 | | | £’000 | | Accrued income 49 109 Cash at bank 14,980 10,433 15,029 10,542 All of the above financial assets are current, their fair values are considered to be the same as the values shown and the likelihood of a material credit default is considered to be low. None of the Company’s financial assets are past due or impaired. 19.3 Liquidity risk Liquidity risk is the possibility of failure of the Company to realise sufficient assets to meet its financial liabilities. Management of the risk Liquidity and cash flow risk are mitigated as the Portfolio Managers aim to hold sufficient Company assets in the form of readily realisable securities which can be sold to meet funding commitments as necessary. In addition, the Company has a secured credit facility with The Bank of Novia Scotia, London branch, of £55.0 million (2024: same). It should be noted, however, that investments in unquoted securities will not be readily realisable. Furthermore, even where the Company holds an investment in quoted securities, the Company may be restricted in its ability to trade that investment either International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 91 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials because the investment becomes subject to restrictions when the company concerned becomes publicly quoted or, at certain times, as a consequence of the Company being privy to confidential price sensitive information as a result of the Portfolio Managers’ active involvement in that company. Liquidity risk exposure As an investment trust, the Company has limited liquidity risk. In any event, the Company estimates it could liquidate 91% (2024: 87%) of the portfolio within five days if required. A summary of the Company’s financial liabilities is provide in sub-note 19.6. 19.4 Sector specific risk As well as the general risk factors outlined above, investing in the biotechnology sector carries some particular risks: (a) the stock prices of publicly quoted biotechnology companies have been characterised by periods of high volatility; (b) a significant proportion of the Company’s investments will be in companies whose securities are not publicly traded or freely marketable and may, therefore, be difficult to realise. In addition, there are inherent difficulties in valuing unquoted investments and the realisations from sales of investments could be less than their carrying value; (c) biotechnology companies typically have a limited product range and those products may be subject to extensive government regulation. Obtaining necessary approval for new products can be a lengthy process, which is expensive and uncertain as to outcome; (d) technological advances can render existing biotechnology products obsolete; (e) intense competition exists in certain product areas in relation to obtaining and sustaining proprietary technology protection and the complex nature of the technologies involved can lead to patent disputes; (f) c ertain biotechnology companies may be exposed to potential product liability risks, particularly in relation to the testing, manufacturing and sales of healthcare products; (g) biotechnology companies spend a considerable proportion of their resources on R&D, which may be commercially unproductive or require the injection of further funds to exploit the results of their work; and (h) the growing cost of providing healthcare has placed financial strains on governments, insurers, employers and individuals, all of whom are searching for ways to reduce costs. As a result, certain areas may be affected by price controls and reimbursement limitations. 19.5 Fair values of financial assets and financial liabilities All financial assets and liabilities are either carried in the Statement of Financial Position at fair value or the Statement of Financial Position amount is a reasonable approximation of fair value. The fair value of quoted shares and securities is based on the bid price or last traded price, depending on the convention of the exchange on which the investment is quoted. Unquoted investments are valued in accordance with IPEVC Guidelines. The methods commonly used to value unquoted securities are stated in accounting policy 1(f). 19.6 Summary of financial assets and financial liabilities by category The carrying amounts of the Company’s financial assets and financial liabilities as recognised at the Statement of Financial Position date of the reporting periods under review are categorised as follows: | | | | At | | | At | | --- | --- | --- | --- | --- | --- | --- | | | 31 August | | | 31 August | | | | | | 2025 | | | 2024 | | | Financial assets | | £’000 | | | £’000 | | Financial assets at fair value through profit or loss: Non-current asset investments – designated as such on initial recognition 268,920 297,507 Cash and receivables: Current assets: Receivables 136 215 Cash at bank 14,980 10,433 15,116 10,648 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 92 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials | | | | At | | | At | | --- | --- | --- | --- | --- | --- | --- | | | 31 August | | | 31 August | | | | | | 2025 | | | 2024 | | | Financial liabilities | | £’000 | | | £’000 | | Measured at amortised cost Creditors: amounts falling due within one month: Purchases awaiting settlement 2,063 1,872 Bank loan 29,607 22,827 Accruals 2,957 1,191 34,627 25,890 Note: Amortised cost is the same as the carrying value shown above. 19.7 Disclosures regarding financial instruments measured at fair value The Company’s portfolio of investments, which may comprise investments in quoted equities and unquoted holdings, are carried in the Statement of Financial Position at fair value. Other financial instruments held by the Company may comprise amounts due to or from brokers, dividends and interest receivable, accruals, cash at bank and drawings on the secured credit facility. For these instruments, the Statement of Financial Position amount is a reasonable approximation of fair value. The investments are categorised into a hierarchy comprising the following three levels: Level 1 – valued using quoted prices in active markets. Level 2 – valued by reference to valuation techniques using observable inputs other than quoted prices included within Level 1. Level 3 – valued by reference to valuation techniques using inputs that are not based on observable market data. Categorisation within the hierarchy has been determined on the basis of the lowest level of input that is significant to the fair value measurement of the relevant asset. Details of the valuation techniques used by the Company are given in the accounting policies noted on page 77. (i) Financial assets at fair value through profit and loss 31 August 2025 Total Level 1 Level 2 Level 3 £’000 £’000 £’000 £’000 Equity investments 268,920 247,853 – 21,067 Total 268,920 247,853 – 21,067 31 August 2024 Total Level 1 Level 2 Level 3 £’000 £’000 £’000 £’000 Equity investments 297,507 270,883 – 26,624 Total 297,507 270,883 – 26,624 There were no transfers between levels 1, 2 or 3 during the period (2024: same). A reconciliation of fair value measurements in Level 3 is set out below. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 93 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials (ii) Level 3 investments at fair value through profit or loss 2025 2024 £’000 £’000 Opening valuation 26,624 25,262 Capital contributions 3,513 2,995 Distributions (5,937) (7,098) Total gains/(losses) included in the Statement of Comprehensive Income On assets realised 4,035 (5,701)* On assets held at the year end (7,168) 11,166* Closing valuation 21,067 26,624 * The prior year gains and losses on assets realised and on assets held at year end have been reallocated as a result of subsequent information received from the previous custodian post migration in 2023. (iii) Level 3 investments at fair value through profit and loss – price risk sensitivity Investments are reported at their fair values. A full list of the Company’s investments is given on pages 21 to 23. As at 31 August 2025, 99.4% of the Company’s net asset value is invested in level 1 investments and 8.45% in level 3 investments. The fair value of level 3 investments is influenced by the estimates, assumptions and judgements made in the valuation process. A sensitivity analysis is provided below which recognises that the valuation methodologies used involve different levels of subjectivity in their inputs in respect of unquoted investments (excluding investments in the SV unquoted funds). The SV unquoted funds do not have significant observable inputs used in the determination of their fair value, as described in note 1 (f). No key estimates or assumptions have been applied to the valuation of SV Fund VI and SV BCOF between date of the last quarterly report received and 31 August 2025. Effect of reasonably possible | 31 August 2025* | | | | alternative assumptions | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | Favourable | | Unfavourable | | | | Fair value | | Significant | | impacts | | impacts | | Valuation techniques** | | £’000 | unobservable inputs** | | £’000 | | £’000 | Discounted future cash flows 2,486*** Probability estimate of royalty income 257 (256) Discount rate 88 (83) Present value of future milestone payments 350 Probability estimate of milestone achievement 35 (35) Discount rate 2 (2) Calibration price of a similar investment 341 Calibration price of a similar investment 34 (34) 3,177 417 (410) Net asset value 40 No significant judgements applied – – 3,217 417 (410) Effect of reasonably possible | 31 August 2024* | | | | alternative assumptions | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | | | | | Favourable | | Unfavourable | | | | Fair value | | Significant | | impacts | | impacts | | Valuation techniques** | | £’000 | unobservable inputs** | | £’000 | | £’000 | Discounted future cash flows 4,382*** Probability estimate of royalty income 438 (438) Discount rate 157 (148) Present value of future milestone payments 309 Probability estimate of milestone achievement 31 (31) Discount rate 4 (4) Calibration price of recent investment 341 Calibration price of recent investment 34 (34) 5,032 664 (655) Net asset value 40 No significant judgements applied – – 5,072 664 (655) * Investments in the table above have been valued by the adviser for the unquoted portfolio. ** Excludes investments in the SV unquoted funds. *** Ikano Therapeutics. There is uncertainty surrounding an on-going lawsuit with CIPLA. The model has been adjusted to account for this uncertainty and now encompasses a probability weighted expected return method (PWERM) to consider the uncertainty of the law-suit ruling. A 33% chance that loss of exclusivity takes effect in 2026, 2027 and 2028 has been used to assess the valuation of Ikano as at 31 August 2025. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 94 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials Significant unobservable inputs The significant unobservable inputs applicable to each type of valuation technique will vary dependent on the particular circumstances of each unquoted company valuation. An explanation of each of the significant unobservable inputs is provided below and includes an indication of the range in value for each input, where relevant. The assumptions made in the production of the inputs are described in note 1(f) on page 77. Probability estimate of royalty income The probability estimate of royalty income is a key variable input in the discounted future cash flow valuation technique used by the adviser and further probability adjusted at 80% (2024: 80%) of the calculated net present value. Its represents the potential commercial uptake risk, competitor risk and uncertainty around drug pricing. To factor in the uncertainty surrounding the probability estimate of royalty income, the input has been stressed by a factor of +/- 10%. Management is comfortable with the adviser assessment that the largest differential in the flux of the valuations would be 10%. Probability estimate of milestone achievement The probability estimate of milestone achievement is a key variable input in the present value of future milestone payments valuation technique used by the adviser and represents the potential risk that commercial milestones are achieved/not achieved in accordance with the estimated timeline. To factor in the uncertainty surrounding the probability estimate of milestone achievement, the input has been stressed by a factor of +/- 10%. Management is comfortable with the adviser’s assessment that the largest differential in the flux of the valuations would be 10%. Discount rate The application of a risk adjusted discount rate (14% for Ikano Therapeutics (2024: 13.5%)) has been applied by the adviser to discounted future cash flow and present value of future milestone payments valuation techniques. The discount rate takes into account the macro market risk and the liquidity premium. To factor in the uncertainty surrounding the discount rate, the input has been stressed by +/- 2%. Management is comfortable with the adviser’s assessment that the largest differential in the flux of the valuations would be 2%. Calibration price of similar/recent investment The fair values of the underlying investments are based on the calibration price but remain unadjusted from the recent price of the investment. To factor in the uncertainty surrounding the selection of calibration price, the fair value of the investment at the reporting date has been stressed by +/- 10%. 19.8 Capital management policies and procedures The Company’s objectives, policies and processes for managing capital are unchanged from the preceding year. | | | | At | | | At | | --- | --- | --- | --- | --- | --- | --- | | | 31 August | | | 31 August | | | | | | 2025 | | | 2024 | | | The Company’s debt and capital structure comprises the following: | | £’000 | | | £’000 | | Debt Bank loan 29,607 22,827 Total debt 29,607 22,827 Equity Share capital 10,346 10,346 Reserves 239,063 271,919 Total equity 249,409 282,265 Total debt and equity 279,016 305,092 The Company’s capital management objectives are to ensure that it will continue as a going concern and to maximise total return to its equity shareholders through an appropriate level of gearing. The Board’s policy is to limit gearing to 30%. Gearing for this purpose is defined as borrowings used for investment purposes, less cash, expressed as a percentage of net assets. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 95 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials | | | At | | | At | | --- | --- | --- | --- | --- | --- | | 31 August | | | 31 August | | | | | 2025 | | | 2024 | | | | £’000 | | | £’000 | | Borrowings used for investment purposes, including cash 14,627 12,394 Net assets 249,409 282,265 Gearing 5.9% 4.4% The Board, with the assistance of the Manager, monitors and reviews the broad structure of the Company’s capital on an ongoing basis. This review includes: (i) the planned level of gearing, which takes into account the Manager’s view of the market; (ii) the need to buyback the Company’s own shares for cancellation or to hold in treasury, which takes into account the share price discount; (iii) the opportunities for issue of new shares or to reissue shares from treasury; and (iv) the amount of dividend to be paid, in excess of that which is required to be distributed. ### 20. Segmental reporting Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board. The Board is of the opinion that the Company is engaged in a single segment of business, namely the investment in biotechnology and other life sciences companies in accordance with the Company’s investment objective, and consequently no segmental analysis is provided. ### 21. Post Statement of Financial Position events After the year end and up to 4 November 2025, 1,351,308 ordinary shares were bought back to be held in treasury. Following the buybacks, the total number of shares in issue was 41,383,817 of which 9,007,634 were held in treasury. On 4 November 2025, the Company signed a deed of amendment and restatement and an amended and restated AIFM agreement to amend the basis under which a quoted performance fee is payable. The quoted performance fee will now only be payable when a positive total NAV per share return has been achieved. This is defined as the movement in the NAV per share, adjusted to include the sum of any dividends paid in addition to the Company’s NAV capital return over the relevant calculation period. If a positive total NAV per share return is not achieved, payment of the performance fee will be deferred until the next calculation period in which such a return is achieved. Effective 1 September 2025, the management fee has decreased from 0.70% per annum to 0.65% per annum on the Company’s quoted portfolio. On 30 September 2025, the Company entered into an agreement with Schroders Capital (a related party to the Company) to establish a partnership (the “Partnership”) through which the Company intends over time to invest in further unquoted biotechnology opportunities. The Company has made an initial commitment to the Partnership of £10 million. Under the Partnership agreement, Schroders Capital is entitled to a management fee of 0.90% per annum based on the asset value of the Company’s investment in the Partnership, with a minimum of £60,000 payable per annum for the first three years, as well as £25,000 per annum for administration costs, with aggregate fees due to Schroders Capital in any one year being capped at 0.25% of the Company’s net asset value. The Manager and Schroders Capital are related parties of the Company under UKLR 11.5.3. The amendment to the basis on which the performance fee is payable constitutes a relevant related party transaction under UKLR 11.5.4R(1). The Board, having been so advised by Deutsche Numis, considers this amendment to be fair and reasonable as far as shareholders are concerned. In providing its advice, Deutsche Numis has taken into account the Board’s commercial assessment of the relevant related party transaction. In assessing the Company’s obligations under the UK Listing Rules, the Company has as required by UKLR 11.5.4R(2), assessed the materiality of the management fee reduction and new partnership agreement with Schroders Capital which are also relevant related party transactions. The depository, administration and custody services of the Company transitioned from HSBC Bank plc to J.P. Morgan Europe Limited and JPMorgan Chase Bank, N.A., London Branch, effective 3 October 2025. No other significant events occurred after the end of the reporting period to the date of this Report require disclosure. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 96 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 5: Financials International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 97 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 6: Other Information (Unaudited) International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 98 Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 15 Black Line Level: 3 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Section 6: Other Information (Unaudited) ## Section 6: Other Information (Unaudited) | Annual General Meeting – Recommendations | 100 | | --- | --- | | Notice of Annual General Meeting | 101 | | Explanatory Notes to the Notice of Meeting | 103 | | Alternative Performance Measures and Glossary | 105 | | Information about the Company | 107 | International Biotechnology Trust plc Annual Report and Financial Statements 2025 99 Section 6: Other Information (Unaudited) # Annual General Meeting – Recommendations The Annual General Meeting (AGM) of the Company will be held on Friday, 12 December 2025 at 12.00 noon. The formal Notice of Meeting is set out on page 101. The following information is important and requires your immediate attention. If you are in any doubt about the action you should take, you should consult an independent financial adviser, authorised under the Financial Services and Markets Act 2000. If you have sold or transferred all of your ordinary shares in the Company, please forward this document with its accompanying form of proxy at once to the purchaser or transferee, or to the stockbroker, bank or other agent through whom the sale or transfer was effected, for onward transmission to the purchaser or transferee. ## Ordinary business Resolutions 1 to 12 are all ordinary resolutions. Resolution 1 is a required resolution. Resolution 2 invites shareholders to approve the Company's dividend policy. Resolution 3 concerns the Directors' Remuneration Report, on pages 59 to 62. Resolutions 4 to 8 invite shareholders to elect, or re-elect each of the Directors for another year, following the recommendations of the Nomination Committee, set out on pages 57 and 58 (the Directors' biographies are set out on pages 46 and 47). Resolutions 9 and 10 concern the appointment and remuneration of Johnston Carmichael LLP, discussed in the Audit Committee Report on pages 52 to 55. ## Special business ### Resolution 11 – continuation (ordinary resolution) In accordance with the Company's Articles of Association, the Directors are required to put forward a proposal for the continuation of the Company every other year. The Board considers that the long-term investment objectives of the Company remain appropriate and that the current Manager has delivered superior returns over the last two years and remains well placed to continue to do so over the long-term. An ordinary resolution has therefore been proposed at the AGM to agree that the Company should continue as an investment trust for a further two-year period. ### Resolution 12 – Directors' authority to allot shares (ordinary resolution) and resolution 13 – power to disapply pre-emption rights (special resolution) The Directors are seeking authority to allot a limited number of unissued ordinary shares for cash without first offering them to existing shareholders in accordance with statutory pre-emption procedures. Appropriate resolutions will be proposed at the forthcoming AGM and are set out in full in the Notice of AGM. An ordinary resolution will be proposed to authorise the Directors to allot shares up to a maximum aggregate nominal amount of £809,404 (being 10% of the issued share capital (excluding any shares held in treasury) as at 4 November 2025). A special resolution will be proposed to authorise the Directors to allot shares up to a maximum aggregate nominal amount of £809,404 (being 10% of the issued share capital as at 4 November 2025) on a non pre-emptive basis. This authority includes shares that the Company sells or transfers that have been held in treasury. The Directors do not intend to allot ordinary shares or sell treasury shares, on a non-pre-emptive basis, pursuant to this authority other than to take advantage of opportunities in the market as they arise and only if they believe it to be advantageous to the Company as a whole. Shares issued or treasury shares reissued, under this authority, will be at a price that is equal to or greater than the Company's NAV per share, plus any applicable costs, as at the latest practicable date before the allotment of such shares. If approved, both of these authorities will expire at the conclusion of the AGM in 2026 unless renewed, varied or revoked earlier. ### Resolution 14 – authority to make market purchases of the Company's own shares (special resolution) At the AGM held on 9 December 2024, the Company was granted authority to make market purchases of up to 5,463,602 ordinary shares of 25p each for cancellation or holding in treasury. 3,902,123 shares have been bought back under this authority and the Company therefore has remaining authority to purchase up to 1,561,479 ordinary shares. This authority will expire at the forthcoming AGM. The Directors believe it is in the best interests of the Company and its shareholders to have a general authority for the Company to buy back its ordinary shares in the market as they keep under review the share price discount to NAV. A special resolution will be proposed at the forthcoming AGM to give the Company authority to make market purchases of up to 14.99% of the ordinary shares in issue as at 4 November 2025 (excluding treasury shares). The Directors will exercise this authority to buy back shares only when the share price is at a discount to the Company's NAV and only if the Directors consider that any purchase would be for the benefit of the Company and its shareholders, taking into account relevant factors and circumstances at the time. Any shares so purchased would be cancelled or held in treasury for potential reissue. If renewed, this authority will lapse at the conclusion of the AGM in 2026 unless renewed, varied or revoked earlier. ### Resolution 15 – notice period for general meetings (special resolution) Resolution 15 set out in the Notice of AGM is a special resolution and will, if passed, allow the Company to hold general meetings (other than Annual General Meetings) on a minimum notice period of 14 clear days, rather than 21 clear days as required by the Companies Act 2006. The approval will be effective until the Company's next AGM to be held in 2026. The Directors will only call general meetings on 14 clear days notice when they consider it to be in the best interests of the Company's shareholders and will only do so if the Company offers facilities for all shareholders to vote by electronic means and when the matter needs to be dealt with expediently. ## Recommendations The Board considers that the resolutions relating to the above items of business are in the best interests of shareholders as a whole. Accordingly, the Board unanimously recommends to shareholders that they vote in favour of the resolutions to be proposed at the forthcoming AGM, as they intend to do in respect of their own beneficial holdings. 100 International Biotechnology Trust plc Annual Report and Financial Statements 2025 Section 6: Other Information (Unaudited) # Notice of Annual General Meeting Notice is hereby given that the Annual General Meeting of International Biotechnology Trust plc will be held on 12 December 2025 at 12.00 noon at 1 London Wall Place, London, EC2Y 5AU, to consider and, if thought fit, to pass the following resolutions: ## Ordinary Business To consider, and if thought fit, to pass the following resolutions 1 to 12 as ordinary resolutions of the Company: ## Ordinary resolutions 1. To receive the Directors' Report and the audited financial statements for the year ended 31 August 2025. 2. To approve the Company's dividend policy of making dividend payments, equivalent to 4% of the Company's NAV as at the last day of the Company's preceding financial year, through two equal semi-annual distributions. 3. To approve the Directors' Remuneration Report for the year ended 31 August 2025. 4. To elect Alexa Henderson as a Director of the Company. 5. To re-elect Gillian Elcock as a Director of the Company. 6. To re-elect Kate Cornish-Bowden as a Director of the Company. 7. To re-elect Patrick Magee as a Director of the Company. 8. To re-elect Patrick Maxwell as a Director of the Company. 9. To appoint Johnston Carmichael LLP as auditors to the Company to hold office until the conclusion of the next Annual General Meeting. 10. To authorise the Directors to determine the remuneration of Johnston Carmichael LLP. ## Special Business To consider and, if thought fit, to pass the following resolutions of which resolutions 11 and 12 will be proposed as ordinary resolutions and resolutions 13, 14 and 15 will be proposed as special resolutions: 11. THAT, in accordance with the Articles of Association, the Company should continue as an investment trust for a further two-year period. 12. THAT, in substitution for all existing authorities, the Directors be generally and unconditionally authorised pursuant to Section 551 of the Companies Act 2006 (the "Act"), to exercise all the powers of the Company to allot relevant securities (within the meaning of Section 551 of the Act) up to an aggregate nominal amount of £809,404 (being 10% of the issued ordinary share capital at 4 November 2025) for a period expiring (unless previously renewed, varied or revoked by the Company in general meeting) at the conclusion of the Annual General Meeting of the Company in 2026, but that the Company may make an offer or agreement which would or might require relevant securities to be allotted after expiry of this authority and the Board may allot relevant securities in pursuance of that offer or agreement. ## Special resolutions 13. THAT, subject to the passing of resolution 12, as previously set out, the Directors be and are hereby empowered, pursuant to Section 571 of the Companies Act 2006 (the "Act"), to allot equity securities (including any shares held in treasury) (as defined in Section 560 (1) of the Act) pursuant to the authority given in accordance with Section 551 of the Act by the said resolution 12 and/or where such allotment constitutes an allotment of equity securities by virtue of Section 560 (2) of the Act as if Section 561 (1) of the Act did not apply to any such allotment, provided that this power shall be limited to the allotment of equity securities up to an aggregate nominal amount of £809,404 (representing 10% of the aggregate nominal amount of the share capital in issue at 4 November 2025); and where equity securities are issued pursuant to this power they will only be issued at a price which is equal or greater than the Company's NAV per share as at the latest practicable date before the allotment; and provided that this power shall expire at the conclusion of the next Annual General Meeting of the Company but so that this power shall enable the Company to make offers or agreements before such expiry which would or might require equity securities to be allotted after such expiry. 14. THAT, the Company be and is hereby generally and unconditionally authorised in accordance with Section 701 of the Companies Act 2006 (the "Act") to make market purchases (within the meaning of Section 693 of the Act) of ordinary shares of 5p each in the capital of the Company ("Share") at whatever discount the prevailing market price represents to the prevailing net asset value per Share provided that: (a) the maximum number of Shares which may be purchased is 4,853,190, representing 14.99% of the Company's issued ordinary share capital as at 4 November 2025 (excluding treasury shares); (b) the maximum price (exclusive of expenses) which may be paid for a Share shall not exceed the higher of; i) 105% of the average of the middle market quotations for the Shares as taken from the London Stock Exchange Daily Official List for the five business days preceding the date of purchase; and ii) the higher of the last independent bid and the highest current independent bid on the London Stock Exchange; (c) the minimum price (exclusive of expenses) which may be paid for a Share shall be 25p, being the nominal value per Share; (d) this authority hereby conferred shall expire at the conclusion of the next Annual General Meeting of the Company in 2026 (unless previously renewed, varied or revoked by the Company prior to such date); (e) the Company may make a contract to purchase Shares under the authority hereby conferred which will or may be executed wholly or partly after the expiration of such authority and may make a purchase of Shares pursuant to any such contract; and (f) any Shares so purchased will be cancelled or held in treasury. International Biotechnology Trust plc Annual Report and Financial Statements 2025 101 ### Section 6: Other Information (Unaudited) 15. THAT, a general meeting (other than an annual general meeting) may be called on not less than 14 clear days notice. By order of the Board Schroder Investment Management Limited Company Secretary 5 November 2025 Registered Office: 1 London Wall Place, London EC2Y 5AU Registered Number: 02892872 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 102 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 6: Other Information (Unaudited) ## Explanatory Notes to the Notice of Meeting 1. Ordinary shareholders are entitled to attend, ask questions ID and password. Once logged in simply click “View” on the and vote at the meeting and to appoint one or more proxies, “My Investments” page, click on the link to vote then follow the who need not be a shareholder, as their proxy to exercise all or on-screen instructions. The on-screen instructions give details any of their rights to attend, speak and vote on their behalf at on how to complete the appointment process. Please note the meeting. that to be valid, your proxy instructions must be received by Equiniti no later than 12.00 noon on 10 December 2025. If you A proxy form is attached. If you wish to appoint a person other have any difficulties with online voting, you should contact the than the Chair as your proxy, please insert the name of your shareholder helpline on 0371-384-2624. If calling from outside chosen proxy holder in the space provided at the top of the the UK, please ensure the country code is used. form. If the proxy is being appointed in relation to less than your full voting entitlement, please enter in the box next to If an ordinary shareholder submits more than one valid proxy the proxy holder’s name the number of shares in relation to appointment, the appointment received last before the latest which they are authorised to act as your proxy. If left blank time for receipt of proxies will take precedence. your proxy will be deemed to be authorised in respect of your Shareholders may not use any electronic address provided full voting entitlement (or if this proxy form has been issued either in this Notice of Annual General Meeting or any related in respect of a designated account for a shareholder, the full documents to communicate with the Company for any voting entitlement for that designated account). Additional purposes other than expressly stated. proxy forms can be obtained by contacting the Company’s Registrars, Equiniti Limited, on 0371-384-2624. If calling from Representatives of shareholders that are corporations will outside the UK, please ensure the country code is used, or have to produce evidence of their proper appointment when you may photocopy the attached proxy form. Please indicate attending the Annual General Meeting. in the box next to the proxy holder’s name the number of 2. Any person to whom this notice is sent who is a person shares in relation to which they are authorised to act as your nominated under section 146 of the Companies Act 2006 to proxy. Please also indicate by ticking the box provided if the enjoy information rights (a “Nominated Person”) may, under proxy instruction is one of multiple instructions being given. an agreement between him or her and the shareholder by Completion and return of a form of proxy will not preclude whom he or she was nominated, have a right to be appointed a member from attending the Annual General Meeting and (or to have someone else appointed) as a proxy for the voting in person. Annual General Meeting. If a Nominated Person has no such On a vote by show of hands, every ordinary shareholder who proxy appointment right or does not wish to exercise it, he is present in person has one vote and every duly appointed or she may, under any such agreement, have a right to give proxy who is present has one vote. On a poll vote, every instructions to the shareholder as to the exercise of voting ordinary shareholder who is present in person or by way of a rights. proxy has one vote for every share of which he/she is a holder. The statement of the rights of ordinary shareholders in Voting will be by poll. relation to the appointment of proxies in note 1 above does The “Vote Withheld” option on the proxy form is provided to not apply to Nominated Persons. The rights described in that enable you to abstain on any particular resolution. However it note can only be exercised by ordinary shareholders of the should be noted that a “Vote Withheld” is not a vote in law and Company. will not be counted in the calculation of the proportion of the 3. Pursuant to Regulation 41 of the Uncertificated Securities votes ‘For’ and ‘Against’ a resolution. Regulations 2001, the Company has specified that only those A proxy form must be signed and dated by the shareholder shareholders registered in the Register of members of the or his or her attorney duly authorised in writing. In the case Company at 6.30 p.m. on 10 December 2025, or 6.30 p.m. of joint holdings, any one holder may sign this form. The two days prior to the date of an adjourned meeting, shall vote of the senior joint holder who tenders a vote, whether be entitled to attend and vote at the meeting in respect of in person or by proxy, will be accepted to the exclusion of the the number of shares registered in their name at that time. votes of the other joint holder and for this purpose seniority Changes to the Register of Members after 6.30 p.m. on will be determined by the order in which the names appear 10 December 2025 shall be disregarded in determining the on the Register of Members in respect of the joint holding. right of any person to attend and vote at the meeting. To be valid, proxy form(s) must be completed and returned 4. CREST members who wish to appoint a proxy or proxies to the Company’s Registrars, Equiniti Limited, Aspect House, through the CREST electronic proxy appointment service may Spencer Road, Lancing, West Sussex BN99 6DA, in the do so by using the procedures described in the CREST enclosed envelope together with any power of attorney or manual. The CREST manual can be viewed at other authority under which it is signed or a copy of such www.euroclear.com. A CREST message appointing a proxy (a authority certified notarially, to arrive no later than 48 hours “CREST proxy instruction”) regardless of whether it constitutes before the time fixed for the meeting, or an adjourned the appointment of a proxy or an amendment to the meeting. Shareholders may also appoint a proxy to vote on the instruction previously given to a previously appointed proxy resolutions being put to the meeting electronically at must, in order to be valid, be transmitted so as to be received www.shareview.co.uk. Shareholders who are not registered for by the issuer’s agent (ID RA19) by the latest time for receipt of a Shareview Portfolio will need to at www.shareview.co.uk, you proxy appointments. If you are an institutional investor, you will need your Shareholder Reference Number personalisation may be able to appoint a proxy electronically via the Proxymity on your proxy form. platform, a process which has been agreed by the Company Alternatively, shareholders who have already registered with and approved by the Registrar. For further information Equiniti’s Shareview service can appoint a proxy by logging regarding Proxymity, please go to www.proxymity.io. Your onto their portfolio at www.shareview.co.uk using their user proxy must be lodged by 12.00 noon on 10 December 2025 in International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 103 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ## Section 6: Other Information (Unaudited) order to be considered valid. Before you can appoint a proxy via this process you will need to have agreed to Proximity's associated terms and conditions. It is important that you read these carefully as you will be bound by them, and they will govern the electronic appointment of your proxy. 5. Copies of the terms of appointment of the non-executive Directors and a statement of all transactions of each Director and of their family interests in the shares of the Company, will be available for inspection by any member of the Company at the registered office of the Company during normal business hours on any weekday (English public holidays excepted) and at the Annual General Meeting by any attendee, for at least 15 minutes prior to, and during, the Annual General Meeting. None of the Directors has a contract of service with the Company. 6. The biographies of the Directors offering themselves for re-election are set out on pages 46 and 47 of the Company's Annual Report and Financial Statements for the year ended 31 August 2025. 7. As at 4 November 2025, 41,383,817 ordinary shares of 25 pence each were in issue (of which 9,007,634 ordinary shares were held in treasury). Therefore the total number of voting rights of the Company as at 4 November 2025 was 32,376,183. 8. A copy of this Notice of meeting, which includes details of shareholder voting rights, together with any other information as required under Section 311A of the Companies Act 2006, is available on the Company's web pages, www.ibtplc.com. 9. Pursuant to Section 319A of the Companies Act 2006, the Company must cause to be answered at the Annual General Meeting any question relating to the business being dealt with at the Annual General Meeting which is put by a member attending the meeting, except in certain circumstances, including if it is undesirable in the interests of the Company or the good order of the meeting that the question be answered or if to do so would involve the disclosure of confidential information. 10. Members satisfying the thresholds in section 527 of the Companies Act 2006 can require the Company to publish a statement on its web pages setting out any matter relating to: (a) the audit of the Company's financial statements (including the auditors' report and the conduct of the audit) that are to be laid before the Meeting; or (b) any circumstance connected with an auditor of the Company ceasing to hold office since the last Annual General Meeting, that the members propose to raise at the Meeting. The Company cannot require the members requesting the publication to pay its expenses. Any statement placed on the web pages must also be sent to the Company's auditors no later than the time it makes its statement available on the web pages. The business which may be dealt with at the meeting includes any statement that the Company has been required to publish on its web pages. 11. The Company's privacy policy is available on its web pages: www.ibtplc.com. Shareholders can contact Equiniti for details of how Equiniti processes their personal information as part of the Annual General Meeting. 104 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ### Section 6: Other Information (Unaudited) ## Alternative Performance Measures and Glossary ### The terms and performance measures below are those commonly used by investment ### companies to assess values, investment performance and operating costs. Numerical ### calculations are given where relevant. Some of the financial measures below are classified ### as APMs as defined by the European Securities and Markets Authority. Under this definition, ### APMs include a financial measure of historical financial performance or financial position, other ### than a financial measure defined or specified in the applicable financial reporting framework. ### APMs have been marked with an asterisk (*) . ### Net asset value (NAV) per share The NAV per share of 739.5p (2024: 766.30p) represents the net assets attributable to equity shareholders of £249,409,000 (2024: £282,265,000) divided by the number of shares in issue of 33,727,491 (2024: 36,834,910) excluding shares held in treasury. The change in the NAV per share, amounted to -3.5% (2024: 11.5%) over the year. However, this performance measure excludes the positive impact of dividends paid out by the Company during the year. When these dividends are factored into the calculation, the resulting performance measure is termed the “total return”. Total return calculations and definitions are given below ### Total return* Total Return is the combined effect of any dividends paid, together with the rise or fall in the share price or NAV per share. Total return statistics enable the investor to make performance comparisons between investment companies with different dividend policies. Any dividends received by a shareholder are assumed to have been reinvested in either the assets of the Company at its NAV per share at the time the shares were quoted ex-dividend (to calculate the NAV per share total return) or in additional shares of the Company at the time the shares were quoted ex-dividend (to calculate the share price total return). | The NAV total return for the year ended 31 August 2025 is | | | | The share price total return for the year ended 31 August 2025 is | | | | | --- | --- | --- | --- | --- | --- | --- | --- | | calculated as follows: | | | | calculated as follows: | | | | | Opening NAV at 31/08/2024 766.30p | | | | Opening share price at 31/08/2024 680.00p | | | | | Closing NAV at 31/08/2025 739.50p | | | | Closing share price at 31/08/2025 674.00p | | | | | | NAV on | Cumulative | | | Share price | Cumulative | | | Dividend XD date | XD date Factor | | Factor | Dividend XD date | on XD date Factor | | Factor | | 15.56p 19/12/2024 754.88p 1.0206 1.0206 | | | | 15.56p 19/12/2024 674.00p 1.0206 1.0206 | | | | | 16.17p 24/07/2025 709.21p 1.0228 1.0439 | | | | 16.17p 24/07/2025 636.00p 1.0228 1.0439 | | | | | NAV total return, being the closing NAV, multiplied | | | | Share price total return, being the closing share price, | | | | | by the factor, expressed as a percentage change | | | | multiplied by the factor, expressed as a percentage | | | | | in the opening NAV: 0.7% | | | | change in the opening share price: 3.5% | | | | | The NAV total return for the year ended 31 August 2024 is | | | | The share price total return for the year ended 31 August 2024 is | | | | | calculated as follows: | | | | calculated as follows: | | | | | Opening NAV at 31/08/2023 687.51p | | | | Opening share price at 31/08/2023 644.00p | | | | | Closing NAV at 31/08/2024 766.30p | | | | Closing share price at 31/08/2024 680.00p | | | | | | NAV on | Cumulative | | | Share price | Cumulative | | | Dividend received XD date | XD date Factor | | Factor | Dividend received XD date | on XD date Factor | | Factor | | 13.90p 21/12/2023 670.18p 1.0207 1.0207 | | | | 13.90p 21/12/2023 604.00p 1.0230 1.0230 | | | | | 14.50p 25/07/2024 787.02p 1.0184 1.0395 | | | | 14.50p 25/07/2024 700.00p 1.0207 1.0442 | | | | | NAV Total return, being the closing NAV, multiplied by the | | | | Share price total return, being the closing share price, | | | | | factor, expressed as a percentage change in the opening | | | | multiplied by the factor, expressed as a percentage | | | | | NAV: 15.9% | | | | change in the opening share price: 10.3% | | | | International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 105 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Section 6: Other Information (Unaudited) ## Reference Index The measure against which the Company compares its performance. The Reference Index is the NASDAQ Biotechnology Index (with dividends reinvested) sterling adjusted. ## Discount/premium\* The amount by which the share price of an investment trust is lower (discount) or higher (premium) than the NAV per share. If the shares are trading at a discount, investors would be paying less than the value attributable to the shares by reference to the underlying assets. A premium or discount is generally the consequence of supply and demand for the shares on the stock market. The discount or premium is expressed as a percentage of the NAV per share. The discount at the year end amounted to 8.9% (2024: 11.3%), as the closing share price at 674.00p (2024: 680.00p) was lower than the closing NAV per share of 739.48p (2024: 766.30p). ## Gearing\* The gearing percentage reflects the amount of borrowings (i.e. bank loans or overdrafts) which the Company has drawn down and invested in the market. This figure is indicative of the extra amount by which shareholders' funds would move if the Company's investments were to rise or fall. Gearing is defined as: borrowings used for investment purposes, less cash, expressed as a percentage of net assets. The gearing figure at the relevant year end is calculated as follows: | | 2025 £'000 | 2024 £'000 | | --- | --- | --- | | Borrowings used for investment purposes, less cash | 14,627 | 12,394 | | Net assets | 249,409 | 282,265 | | Gearing (%) | 5.9% | 4.4% | ## Leverage\* For the purpose of the Alternative Investment Fund Managers ("AIFM") Directive, leverage is any method which increases the Company's exposure, including the borrowing of cash and the use of derivatives. It is expressed as the ratio of the Company's exposure to its net asset value and is required to be calculated both on a "Gross" and a "Commitment" method. Under the Gross method, exposure represents the sum of the absolute values of all positions, so as to give an indication of overall exposure. Under the Commitment method, exposure is calculated in a similar way, but after netting off hedges which satisfy certain strict criteria. The Company's leverage policy and details of its leverage ratio calculation and exposure limits as required by the AIFMD are published on the Company's web pages and within the report. The Company is also required to periodically publish its actual leverage exposures. As at 31 August 2025 these were: ### Leverage exposure | | % of net asset value | | | --- | --- | --- | | | Maximum | Actual | | Gross method | 160.0% | 113.6% | | Commitment method | 160.0% | 123.3% | ## Yield\* Yield is calculated as the sum of the last two dividends declared, expressed as a percentage of the year end share price. The last two dividends declared amounted to 31.73p (2024: 28.4p) per share. ## Ongoing charges\* Ongoing charges is calculated in accordance with the AIC's recommended methodology and represents the management fee and all other operating expenses excluding finance costs, transaction costs and performance fees amounting to £3,253,000 (2024: £3,117,000), expressed as a percentage of the average daily net asset values during the year of £258,483,000 (2024: £268,128,000). | | 2025 £'000 | 2024 £'000 | | --- | --- | --- | | Management fee paid by the Company | 1,638 | 1,297 | | Management/adviser fee paid through unquoted funds to SV Health | 648 | 691 | | Administrative fees | 967 | 1,129 | | **Total ongoing expenses** | **3,253** | **3,117** | | **Average daily NAV** | **258,483** | **268,128** | | **Ongoing charges (%)** | **1.3** | **1.2** | 106 International Biotechnology Trust plc Annual Report and Financial Statements 2025 ### Section 6: Other Information (Unaudited) ## Information about the Company ### Web pages and share price information Illiquid assets The Company has dedicated web pages, which may be found As at the date of this report, none of the Company’s assets are at www.ibtplc.com. The web pages have been designed to subject to special arrangements arising from their illiquid nature. be used as the Company’s primary method of electronic ### communication with shareholders. They contain details of the Remuneration disclosures Company’s share price and copies of Annual Reports and other Quantitative remuneration disclosures to be made in this Annual documents published by the Company as well as information Report in accordance with FCA Handbook rule FUND3.3.5 may on the Directors, terms of reference of committees and other also be found in the Company’s AIFMD information disclosure governance arrangements. In addition, the web pages contain document published on the Company’s web pages. links to announcements made by the Company to the market, Equiniti’s shareview service and Schroders’ website. ### Publication of Key Information Document The Company releases its NAV per share on both a cum and ex- ### (KID) by the AIFM income basis, diluted where applicable, to the market on a daily basis. KIDs are designed to provide certain prescribed information to retail investors, including details of potential returns under Share price information may also be found in the Financial Times different performance scenarios and a risk/reward indicator. The and on the Company’s web pages. Company’s KID is available on its web pages. ### How to invest ### The Association of Investment Companies There are a number of ways to easily invest in the Company. The The Company is a member of the Association of Investment Manager has set these out at www.schroders.com/invest-in-a-trust/. Companies. Further information on the Association can be found on its website, www.theaic.co.uk. ### Complaints The Company has adopted a policy on complaints and other ### Individual Savings Account (ISA) status shareholder communications which ensures that shareholder The Company’s shares are eligible for stocks and shares ISAs. complaints and communications addressed to the Company Secretary, the Chair or the Board are, in each case, considered by ### Non-Mainstream Pooled Investments status the Chair and the Board. The Company currently conducts its affairs so that its shares ### Dividends can be recommended by IFAs to ordinary retail investors in accordance with the FCA’s rules in relation to non-mainstream Paying dividends into a bank or building society account helps investment products and intends to continue to do so for the reduce the risk of fraud and will provide you with quicker access foreseeable future. The Company’s shares are excluded from to your funds than payment by cheque. the FCA’s restrictions which apply to non-mainstream investment Applications for an electronic mandate can be made by contacting products because they are shares in an investment trust. the Registrar, Equiniti. This is the most secure and efficient method of payment and ### Financial calendar ensures that you receive any dividends promptly. If you do not have a UK bank or building society account, please Annual results announced November contact Equiniti for details of their overseas payment service. Annual General Meeting December Further information can be found at www.shareview.co.uk, including how to register with Shareview Portfolio and manage First interim dividend paid January your shareholding online. Half Year results announced May ### Dividend Reinvestment Plan (DRIP) participation Second interim dividend paid August ### for platform and nominee holders Financial year end 31 August Shareholders who hold their shares through UK investment platform providers such as Hargreaves Lansdown, AJ Bell or Interactive Investor, or via nominee accounts, may be able to elect ### Alternative Investment Fund Managers to participate in a Dividend Reinvestment Plan (DRIP), subject to the terms and availability of such services through their platform. ### Directive (AIFMD) disclosures A DRIP election enables cash dividends, where applicable, to be The AIFMD UK regulation, transposed AIFMD into the FCA reinvested in the Company’s shares. Shareholders can contact Handbook in the UK and requires that certain pre-investment their platform or nominee provider to determine whether a DRIP information be made available to investors in Alternative is available and for information on how to participate, should they Investment Funds (such as the Company) and also that certain wish to do so, ahead of any relevant dividend payment date. regular and periodic disclosures are made. This information and these disclosures may be found either below, elsewhere in this Annual Report, or in the Company’s AIFMD information disclosure document published on the Company’s web pages. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 107 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 6: Other Information (Unaudited) Corporate broker ### Directors Deutsche Numis Kate Cornish-Bowden (Chair) 45 Gresham Street Gillian Elcock London EC2V 7BF Alexa Henderson Patrick Magee Independent auditors Professor Patrick Maxwell PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors Registered Office 1 Embankment Place 1 London Wall Place London WC2N 6RH London EC2Y 5AU Tel: 020 7658 6000 Registrar Equiniti Limited ### Advisers and service providers Aspect House Spencer Road Alternative Investment Fund Manager Lancing (the “Manager” or “AIFM”) West Sussex BN99 6DA Schroder Unit Trusts Limited 1 London Wall Place 1 Shareholder helpline: 0371-384-2624 London EC2Y 5AU Website: www.shareview.co.uk 1 Calls to this number are free of charge from UK landlines. Investment Manager and Company Secretary | Schroder Investment Management Limited | Communications with shareholders are mailed to the address | | --- | --- | | 1 London Wall Place | held on the register. Any notifications and enquiries relating | | London EC2Y 5AU | to shareholdings, including a change of address or other | | Telephone: 020 7658 6000 | amendment should be directed to Equiniti Limited at the above | | Email: amcompanysecretary@schroders.com | address and telephone number above. | Advisers for the unquoted portfolio ### SV Health Managers LLP Other information 71 Kingsway London WC2B 6ST Company number 02892872 Depositary and custodian 1 Shareholder enquiries J.P. Morgan Europe Limited 25 Bank Street General enquiries about the Company should be addressed to London E14 5JP the Company Secretary at the Company’s registered office. 1 With effect from 3 October 2025, J.P. Morgan was appointed to provide Dealing codes depositary and custodian services to the Company. ISIN: GB0004559349 Lending bank SEDOL 0455934 The Bank of Nova Scotia, London Branch Ticker: IBT0455934 201 Bishopsgate Global Intermediary Identification Number (GIIN) 6th Floor London EC2M 3NS 3AAT29.99999.SL.826 Legal Entity Identifier (LEI) 213800N1QUJ744P76D11 Privacy notice The Company’s privacy notice is available on its web pages. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 108 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 6: Other Information (Unaudited) ### Warning to shareholders Companies are aware that their shareholders have received unsolicited telephone calls or correspondence concerning investment matters. These are typically from overseas-based ‘brokers’ who target UK shareholders, offering to sell them what often turn out to be worthless or high risk shares or investments. These operations are commonly known as ‘boiler rooms’. These ‘brokers’ can be very persistent and extremely persuasive. Shareholders are advised to be wary of any unsolicited advice, offers to buy shares at a discount or offers of free company reports. If you receive any unsolicited investment advice: • Make sure you get the correct name of the person and organisation • Check that they are properly authorised by the FCA before getting involved by visiting https://register.fca.org.uk • Report the matter to the FCA by calling 0800 111 6768 or visiting fca.org.uk/consumers/report-scam-unauthorised-firm • Do not deal with any firm that you are unsure about If you deal with an unauthorised firm, you will not be eligible to receive payment under the Financial Services Compensation Scheme. The FCA provides a list of unauthorised firms of which it is aware, which can be accessed at fca.org.uk/consumers/ unauthorisedfirmsindividualslist. More detailed information on this or similar activity can be found on the FCA website at fca.org.uk/consumers/ protect-yourself-scams. International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 109 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 ### Section 6: Other Information (Unaudited) International Biotechnology Trust plc Annual Report and Financial Statements 2025 ## 110 Job No: 101397 Proof Event: 23 Black Line Level: 6 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report 2025 T: 0207 055 6500 F: 020 7055 6600 Job No: 101386 Proof Event: 19 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600 Internatoinal Biotechnology Trust plc | Annual Report and Financial Statements 2025 ### Schroder Investment Management Limited ### 1 London Wall Place, London EC2Y 5AU, United Kingdom ### T +44 (0) 20 7658 6000 ## schroders.com ## @schroders Important information: This document is intended to be for information purposes investment and/or strategic decisions. Past performance is not a reliable indicator of only and it is not intended as promotional material in any respect. The material future results, prices of shares and the income from them may fall as well as rise and is not intended as an offer or solicitation for the purchase or sale of any financial investors may not get back the amount originally invested. Schroders has expressed instrument. The material is not intended to provide, and should not be relied on for, its own views in this document and these may change. Issued by Schroder Investment accounting, legal or tax advice, or investment recommendations. Information herein Management Limited, 1 London Wall Place, London EC2Y 5AU, which is authorised and is believed to be reliable but Schroders does not warrant its completeness or accuracy. regulated by the Financial Conduct Authority. For your security, communications may No responsibility can be accepted for errors of fact or opinion. Reliance should not be taped or monitored. be placed on the views and information in the document when taking individual Job No: 101386 Proof Event: 19 Black Line Level: 4 Park Communications Ltd Alpine Way London E6 6LA Customer: Schroders Project Title: IBT Annual Report T: 0207 055 6500 F: 020 7055 6600