# Sareum Holdings plc
Group Strategic Report, Report of the Directors and Audited Consolidated Financial Statements for the year ended 30 June 2024
COMPANIES HOUSE
| Contents | Page |
|------------------------------------------------|-------|
| Company Information | 3 |
| Executive Chairman's Report | . 4 |
| Group Strategic Report | 5 |
| Corporate Governance Report | 9 |
| Report of the Directors | 14 |
| Report of the Independent Auditor | 16 |
| Consolidated Statement of Comprehensive Income | 21 |
| Consolidated Balance Sheet | 22 |
| Company Balance Sheet | 23 |
| Consolidated Statement of Changes in Equity | . 24 |
| Company Statement of Changes in Equity | 25 |
| Consolidated Cash Flow Statement | 26 |
| Company Cash Flow Statement | 27 |
| Notes to the Consolidated Financial Statements | 28-39 |
### COMPANY INFORMATION
**COMPANY REGISTRATION NUMBER: 05147578**
TJ Mitchell PhD MJ Owen PhD
**DIRECTORS**
CHW Birch FCA
SB Parker DPhil
JC Reader PhD
CHW Birch FCA
Unit 2a, Langford Arch
**REGISTERED NUMBER** 05147578 (England and Wales)
**SECRETARY**
London Road **Pampisford** Cambridge Cambridgeshire CB22 3FX
**AUDITOR** Shipleys LLP
10 Orange Street Haymarket London WC2H 7DQ
REGISTERED OFFICE AND PRINCIPAL PLACE OF BUSINESS
Chartered Accountants and Statutory Auditors
Page 3 of 39
**COMPANY REGISTRATION NUMBER: 05147578**
### **EXECUTIVE CHAIRMAN'S REPORT**
### **COMPANY OVERVIEW**
Sareum is a clinical-stage small molecule drug development company which is focused on advancing inhibitors
## of the JAK kinase family into clinical development for autoimmune disease and cancer. It is led by a highly experienced team with expertise in kinase inhibition and decades of experience in R&D and public company
Sareum's pipeline is focused on TYK2/JAK1 inhibitors, which are involved in signalling pathways that are deregulated in multiple autoimmune diseases. Inhibition of TYK2 and JAK1 has the potential to yield a superior
efficacy compared with agents that block just one of these two kinases and with a superior safety profile than "first generation" JAK family inhibitors that also modulate JAK2 and JAK3.
Sareum also has an economic interest in SRA737, a clinical-stage Chk1 inhibitor which it originally developed in collaboration with several Cancer Research UK-related organisations. SRA737 has shown promising safety and efficacy in two Phase 1/2 clinical trials.
Our approach is to discover and develop programmes to late preclinical or early clinical stages before licensing or partnering. We maintain a lean cost base with a small, highly specialised team and use trusted third-party providers to maximise return on investment.
The management team is convinced of the potential benefits that dual inhibition of both TYK2 and JAK1 can offer to patients with autoimmune disease in terms of superior efficacy in comparison to other small molecule
**CURRENT UPDATE** approaches. With this goal in mind, the Group has been primarily focused on the clinical development of its lead
TYK2/JAK1 inhibitor, SDC-1801.
Sareum has now completed a Phase 1 clinical trial designed to investigate the safety, tolerability, pharmacokinetics and pharmacodynamics of an oral formulation of SDC-1801 in healthy subjects, conducted at a clinical unit in Melbourne, Australia, Analysis of the data set generated in the trial has revealed that SDC-1801 is safe and welltolerated, showing no severe adverse events ("SAEs") attributed to the drug and mild to moderate adverse events ("AEs"), none of which gave the safety committee overseeing the trial any concerns. Particularly pleasing was the fact the SDC-1801 showed none of the dose-limiting side effects which were seen in brepocitinib, the competing drug from Pfizer/Roivant.
Although SDC-1801 is the Group's primary focus, translational studies are also continuing on SDC-1802, an
immunomodulating molecule that has demonstrated good efficacy in preclinical models of cancer.
During the period, the CRT Pioneer Fund LP ("CPF"), Sareum's the major partner for SRA737, secured a new out-licence with a private US biotechnology company. Sareum continues to believe that, based on preclinical and
early clinical data, SRA737 holds strong promise for the treatment of cancer, particularly in combination settings and we are hopeful of clinical trials recommencing during the current period.
FINANCIAL REVIEW The loss on ordinary activities after taxation for the year ended 30 June 2024 was £3.4m (2023: loss of £3.2m), which reflects the increased R&D investment required for late preclinical development and the commencement of the clinical trial. Sareum ended the year to 30 June 2024 with cash at bank of £1.4m (30 June 2023: £1.0m). The Group received R&D tax credits of £0.8m in the year.
During the year Sareum made use of a funding facility provided by RiverFort Global Opportunities PCC Ltd
("Riverfort") which was fully settled in April 2024. The Company also raised net funds of £4.4m via share issues and, in October 2024, raised a further £3.4m via share issues and received an A\$1.9 million R&D tax credit in Australia. These funds will enable the Company to conduct further development of SDC-1801, including longerterm toxicology studies, to prepare the asset for Phase 2 clinical trials thereby enhancing its potential value.
SB Parker DPhil
**Executive Chairman**
25 October 2024
Page 4 of 39
### **GROUP STRATEGIC REPORT** FOR THE YEAR ENDED 30 JUNE 2024
The Directors present their Strategic Report for the Company and the Group for the year ended 30 June 2024.
### PRINCIPAL ACTIVITIES
The principal activities of the Company in the year under review were those of a holding company. The principal activity of the Group is the discovery and development of new therapeutic drugs by a combination of skills in biology, computational chemistry and medicinal chemistry.
FAIR REVIEW OF THE BUSINESS
Throughout the period under review the Group continued to develop its drug discovery programmes using outsourced biology, chemistry and clinical resources as well as exploring commercial opportunities with potential partners. In the future the Group will continue to build value from its in-house research and development by
seeking to advance and commercialise its drug discovery programmes. These are as follows: SDC-1801 is a TYK2/JAK1 inhibitor being developed as a potential new therapeutic for a range of autoimmune
diseases with an initial focus on psoriasis, an autoimmune condition affecting the skin. TYK2/JAK1 inhibition has demonstrated benefits in maintaining a healthy immune system and has strong clinical validation in psoriasis and psoriatic arthritis. Psoriasis is an autoimmune dermatological condition affecting more than 60 million adults worldwide, with a market size for potential treatments estimated to be worth more than US\$30.0 billion. Sareum believes that TYK2/JAK1 inhibition offers potential for increased efficacy in psoriasis, compared with existing approved therapies.
SDC-1801 has completed a Phase I clinical trial designed to investigate the safety, tolerability, pharmacokinetics and pharmacodynamics of an oral formulation of SDC-1801 in healthy subjects (trial ID ACTRN12623000416695p). This was a randomised, placebo-controlled trial, with single and multiple ascending
oral dose studies, and a food effect study, conducted at a clinical unit in Melbourne, Australia. The trial concluded in July 2024 and demonstrated a favourable safety profile and achieved blood plasma levels significantly exceeding the predicted therapeutic exposure, with a long half-life of up to 20 hours. No serious adverse events attributable to SDC-1801 were observed. Based on the unblinded data, the frequency of adverse events (all mild or moderate) was similar in the active and placebo groups. No clinically significant effects were observed on any component of blood (including red blood cells, haemoglobin, reticulocytes, platelets or neutrophils) which have been affected by earlier generation JAK inhibitors. Analysis of blood samples from subjects who received SDC-1801 for 10 days in the multiple ascending
dose cohorts demonstrated clear, dose responsive, reductions in three biomarkers of JAK1 and/or TYK2 activity. This provides strong evidence that safe blood levels of SDC-1801 were able to significantly inhibit major inflammatory pathways. The planned toxicology studies are designed to further validate the safety and tolerability of SDC-1801 over an extended period, providing essential data for regulatory submissions to conduct future clinical studies. The Company anticipates that these studies will substantially enhance the compound's attractiveness to potential outlicensing partners, should it choose to pursue this strategic option for Phase 2 development. Through this additional development work, Sareum intends to position SDC-1801 as a best-in-class TYK2/JAK1
worldwide, representing a market opportunity exceeding US\$30 billion.
inhibitor for autoimmune diseases, with an initial focus on psoriasis—a condition affecting over 60 million adults
Page 5 of 39
**COMPANY REGISTRATION NUMBER: 05147578**
# GROUP STRATEGIC REPORT
## FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
SDC-1802 is a TYK2/JAK1 inhibitor being developed for cancer and cancer immunotherapy applications. Sareum
continues to work on the translational studies needed to define the optimal cancer application prior to completing toxicology and manufacturing studies. **SRA737**
SRA737 is a clinical-stage oral, selective Chk1 inhibitor that targets cancer cell replication and DNA damage repair mechanisms. The asset was originally developed by Sareum in collaboration with several Cancer Research UK-related organisations, including the CRT Pioneer Fund LP ("CPF"), with whom the Company entered a codevelopment agreement in 2013.
During the period, the CRT Pioneer Fund LP ("CPF"), Sareum's co-development partner for SRA737, secured a
new out-licence with a private US biotechnology company, which triggered a signature payment of US\$500,000. Under the terms of the agreements between Sareum, CPT and Cancer Research Technology (CRT), Sareum is
entitled to 27.5% of SRA737 licence income, resulting in Sareum receiving a total of US\$137,000. There is a
further milestone due in November 2024, with a further payment due to the collaborators. We continue to believe that, based on preclinical and early clinical data, SRA737 holds strong promise for the treatment of cancer, particularly in combination settings and are confident in the potential of this molecule. FINANCIAL REVIEW
which reflects the increased R&D investment required for the conduct of the clinical trial. R&D tax credits of £0.8m in the year and a further A\$1.9m was received in October 2024 in Australia. During the year Sareum made use of a funding facility provided by RiverFort Global Opportunities PCC Ltd
The loss on ordinary activities after taxation for the year ended 30 June 2024 was £3.4m (2023: loss of £3.2m), Sareum ended the year to 30 June 2024 with cash at bank of £1.4m (30 June 2023: £1.0m). The Group received
(i) £2.4 million (before expenses), from certain high net worth individuals, corporates and an institution, via a subscription for a total of 11,820,000 new ordinary shares of 1.25 pence each in the capital of the Company at a price of 20 pence per new Ordinary Share; and (ii) £1.0 million (before expenses), from certain investors including the institution that participated in
("Riverfort") which was fully settled in April 2024. The Company also raised net funds of £4.4m via share issues. Subsequent to the year end, in October 2024, the Company completed fundraises as follows:
the above fundraise, via a subscription for a total of 4,444,444 new ordinary shares of 1.25 pence
each in the capital of the Company at a price of 22.5 pence per new Ordinary Share.
enhancing its potential value.
development of the Company's lead candidate SDC-1801, will enable the Group to conduct further development of SDC-1801, including longer-term toxicology studies, to prepare the asset for Phase 2 clinical trials thereby
This funding, alongside the tax credit received in October in Australia for running the Phase 1 clinical
Page 6 of 39
**COMPANY REGISTRATION NUMBER: 05147578**
### GROUP STRATEGIC REPORT FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
### **SECTION 172(1) STATEMENT**
The Directors have had regard for the matters set out in section 172(1)(a) -(f) of the Companies Act 2006s172(1)) when performing their duty under section 172. The Directors consider that they have acted in good faith in the way that would be most likely to promote the success of the Group for the benefit of its members as a whole, while also having regard to the s172(1) matters referred to below:
Engagement with stakeholders, and consideration of their respective interests in the Group's decision-making
strategies are aligned. The Board is comprised of individuals with an appropriate mix of technical, financial, industry and corporate governance experience commensurate with the activities of the Group.
### Shareholders
The Board keeps shareholders abreast of any developments and regular communication via RNS documents in line with the requirements of the AIM listing is maintained to ensure interests are aligned.
### **Employees**
Our employees, consisting of Directors, continue to be kept abreast of any developments via board meetings. A number of employees are offered share options via our Company share option scheme, which keep them vested in the future success of the business.
professional advisors, research and development service providers and other key suppliers promoting transparency and clear, on-going communication in order to continue building on our working relationships with them.
Impact of the Group's operations on the community and environment;
The Group's reputation for high standards of business conduct;
Need to act fairly between members of the Group:
Interests of the Group's employees: Need to foster the Group's business relationships with suppliers and other partners;
Likely consequences of any decision in the long term;
Our Board consists of five Directors who hold monthly board meetings, remote where required, to ensure
The need for the Directors to keep their skill set up to date.
process, took place during the year as described below: Roard
Culture is consistent with the Company's objectives, strategy and business model; and
Suppliers and other partners Our suppliers and other partners are central to the continuation of our business. We work closely with our
Community and the environment We value the importance of our impact on the environment and wider community and seek to operate as a Group in a way that minimises our carbon emissions. The Company's landlord provides reputable agents to recycle waste as appropriate.
Government and regulators As a Group, we recognize the importance of continuous and open communication with regulatory bodies that govern our business. All our employees have been trained on anti-bribery, corruption and whistle blowing procedures to mitigate breaches in laws and regulations. We have regular communication throughout the year
with HMRC to ensure compliance. We also seek support from our professional advisors to ensure that any key transactions of the business are compliant with necessary laws and regulations. **Key decisions**
Key decisions are made by Directors via monthly Board meetings and communicated to relevant stakeholders in
a timely manner.
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### GROUP STRATEGIC REPORT FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
### PRINCIPAL RISKS AND UNCERTAINTIES
The principal risks facing the Group are the following:
- the drug discovery programmes undertaken may fail due to fundamental scientific uncertainty;
- the Group may not complete sufficient commercial partnerships to create a sustainable business; and
- it may not be possible to raise sufficient funding to support the Group through to sustained profitability.
The Directors address these uncertainties by reviewing reports on scientific progress, business development and financial status at the monthly Board meetings and implementing alternative plans to reduce the risks if these are considered necessary.
The Board and management of Sareum continue to apply a rigorous approach to capital allocation to the development of our assets, particularly in the current challenging economic environment, and maintain a clear focus on bringing these medicines to patients as efficiently as possible, while maximising value for shareholders.
### KEY PERFORMANCE INDICATORS
The Directors consider cash and spending on research and development to be the Group's key performance indicators. A budget is approved by the Board at the beginning of each financial year and performance is regularly monitored against budget with significant variances investigated.
### **FUTURE OUTLOOK**
Sareum is focused on progressing the development of its lead clinical programme, SDC-1801. The Clinical Study Report from the Phase 1 trial is expected to be available later in 2024. We plan to conduct the preparatory work, which includes longer-term toxicology studies, required to obtain regulatory approval for a Phase 2 clinical trial.
The positive outcome of the Phase 1 trial and our supporting preclinical work, combined with our robust intellectual property position around SDC-1801 and the growing commercial and scientific momentum building around the TYK2/JAK1 class, underpins our continued confidence around the commercial potential for this molecule.
We continue to advance translational studies for SDC-1802, which we believe has attractive potential in cancer immunotherapy.
In addition, we believe that, based on preclinical and early clinical data, SRA737 holds strong promise for the treatment of cancer, and remain confident in the potential of this molecule.
ON BEHALF OF THE BOARD:
Clive Birch
CHW Birch FCA Secretary
25 October 2024
# CORPORATE GOVERNANCE REPORT
# FOR THE YEAR ENDED 30 JUNE 2024
Introduction
The Quoted Companies Alliance Corporate Governance Code (the "OCA Code") makes clear it is the
prime responsibility of the Chairman to ensure the Company applies the QCA Code to the best advantage of all stakeholders.
The Group is an established operation with a clear business model and growth strategy. Our objective
to build value through licensing the Group's candidates to international pharmaceutical and
is to deliver targeted small molecule therapeutics to treat cancer and autoimmune diseases. We seek
biotechnology companies at the preclinical or early clinical trials stage. Applying the appropriate
corporate governance practices can only help achieve our goals. to make the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the comparison of the An area of non-compliance is that Dr Michael Owen, Non-executive Director, and Mr Clive Birch, Non-executive Director, are beneficiaries under the Company's share option scheme. Participation by Non-executive Directors in share-based incentive arrangements, while against the provisions of the QCA Code, is common for companies with shares quoted on AIM. Michael and Clive provide the Company with a wealth of industry and corporate finance
experience. Their participation in the share option scheme provides them with upside at no cash cost to the Company as the value of the Company increases. The arrangement suits the Company and Non-executive Directors and we do not currently intend to amend this arrangement.
provide our reasons why not.
We trust that the result of our efforts to date provides stakeholders with access to the information they need and the confidence that the Board holds corporate governance compliance in the highest regard.
SB Parker DPhil **Executive Chairman** 25 October 2024
Page 9 of 39
parties.
# CORPORATE GOVERNANCE REPORT (CONTINUED)
# FOR THE YEAR ENDED 30 JUNE 2024
Principle 1 - Establish a strategy and business model which promote long term value for
shareholders
Our goals: As a public company we are focused on delivering value for our shareholders as well as
new medicines to treat patients with unmet medical needs. Our goals are to build value by progressing
to pharmaceutical company partners.
our research programmes through early clinical development and generate revenues by licensing them
The key corporate governance principles adopted by the Group are set out below.
Principle 2 – Seek to understand and meet shareholder needs and expectations Sareum is committed to open communication with all its shareholders. Copies of the Annual Report and Accounts are issued to all shareholders who have requested them, and copies are available on
Strategy: Our strategy is to develop programmes to the early clinical stages to take advantage of the higher asset values associated with licensing programmes at these stages, but without us incurring the cost and risk of conducting late-stage clinical trials.
Sareum's website (www.sareum.com). Our interim results are also made available on the Company's website. We make full use of our website to provide information to shareholders and other interested
Shareholders are given the opportunity to raise questions at the Annual General Meeting and the Directors are available after the meeting for further discussion with shareholders. In compliance with best practice, the numbers of proxy votes (for, against and vote withheld) logged on each resolution
The CEO is primarily responsible for updating the market with developments. Meetings via the Company's broker are offered to investment institutions and private client brokers to discuss progress and financial performance immediately after the full year and interim results announcements. All the Directors are available for these meetings if requested. Feedback from these meetings is requested by the broker and provided to the Board to ensure the Directors have a balanced understanding of the
will be declared at all future general meetings and subsequently announced.
issues and concerns of current and potential future shareholders.
Vision: The Group's vision is, over the longer term, to build a rich pipeline of clinical-stage medicines with licence deals that produce self-sustaining revenues. Such medicines could have been discovered in house or be in licensed. Purpose: The Group exists to discover and develop innovative drug candidates as new therapies for cancers and autoimmune diseases. Our drug development programmes aim to improve outcomes for patients with serious medical conditions and where current therapies are inadequate.
@sareumplc, to share non-price-sensitive information related to its research and other activities to
This feedback is discussed at subsequent Board meetings and actions are taken as appropriate. Trading updates and press releases are issued as appropriate. Sareum also uses its Twitter account,
interested parties.
Page 10 of 39
# CORPORATE GOVERNANCE REPORT (CONTINUED) FOR THE YEAR ENDED 30 JUNE 2024
# Principle 3 - Take into account wider stakeholder and social responsibilities and their implications for long term success
The Company regards its shareholders, employees, collaborators, potential licence partners, suppliers and advisers as its key stakeholders.
Management prioritises its relationships with collaborators and suppliers and effort is directed to ensuring they are managed appropriately. Regular reviews are undertaken to ensure any issues are addressed promptly.
The Executive Directors are in regular dialogue with collaborators and potential licence partners regarding the data requirements for a drug licence package. Feedback from these discussions is fed into future development plans as part of an ongoing process.
The Group's internal stakeholders are its employees. The Group is committed to employment policies which follow best practice, based on equal opportunities for all employees, irrespective of sex, gender reassignment, race, disability, sexual orientation, pregnancy and/or maternity, marital or civil partner status, religion or belief or age.
# Principle 4 – Embed effective risk management, considering both opportunities and threats, throughout the organisation
The Board has established a risk register relating to the Group's business. At least twice a year, the Audit and Risk Committee meets to consider the appropriateness of the risks identified and the mitigating action taken by management on a risk-by-risk basis focusing on those deemed most critical.
### Principle 5 - Maintain the Board as a well-functioning, balanced team led by the Chair
The Board, chaired by Dr Stephen Parker, comprises two Executive and three Non-executive Directors. It oversees and implements the Company's corporate governance programme. As Chairman, Stephen is responsible for the Company's approach to corporate governance and the application of the principles of the QCA Code. Further details pertaining to the Board and the roles carried out by each member are set out in the Governance section of the Annual Report and Accounts.
Each Board member commits sufficient time to fulfil their duties and obligations to the Board and the Company. They attend monthly Board meetings, join ad hoc Board calls and offer availability for consultation when needed
Detailed Board packs include information on business, technical and financial performance and are circulated ahead of Board meetings. Key issues are highlighted and explained, providing Board members with sufficient information to enable a relevant discussion in the Board meeting. The Board is supported by its Audit and Risk, Remuneration and Nominations Committees. Links to the terms of reference for each of the Board Committees can be found in the corporate governance section of the Company's website, www.sareum.com.
Other than Michael Owen, who was unavailable for one meeting, all Board members attended all Board meetings during the last year.
# CORPORATE GOVERNANCE REPORT (CONTINUED) FOR THE YEAR ENDED 30 JUNE 2024
# Principle 6 – Ensure that between them the Directors have the necessary up-to-date experience, skills and capabilities
The Chairman believes that, as a whole, the Board has a suitable mix of skills and competencies covering all essential disciplines bringing a balanced perspective that is beneficial both strategically and operationally and will enable the Company to deliver its strategy. The Company is, however, looking to build on those skills through selective appointments. The Board consists of two Executive Directors and three Non-executive Directors. ranging in age from 57 to 73 years old.
The nature of the Group's business requires the Directors to keep their skillset up to date. The Directors attend training courses and conferences as appropriate in order to do this.
In addition to the support provided by the Company's retained professional advisers (nomad, broker, investor relations, lawyers and auditor), external consultants have been engaged to advise on a number of matters including clinical trials planning and intellectual property management.
# Principle 7 – Evaluate Board performance based on clear and relevant objectives, seeking continuous improvement
The assessment of the Board's performance has to date been largely focused on the achievement of the Group's strategic and financial objectives. Each Executive Board member is subject to an annual review by the Remuneration Committee based on the performance of the Group as a whole and their personal contribution. The outcome of these reviews feeds directly into the award of salary increases, bonuses and share options.
The Company also adopts annually an evaluation for Non-executive Director performance, although there is no current intention that such Non-executive Directors receive regular bonus payments. The performance of the Board as a whole may be judged in part by the attainment of financial measures including profit/loss for the year, research and development expenditure and cash at bank.
# Principle 7 – Evaluate Board performance based on clear and relevant objectives, seeking continuous improvement (continued)
The Board meets as and when necessary to consider the appointment of new Executive and Non-executive Directors and the Board takes responsibility for succession planning. Board members all have appropriate notice periods so that if a Board member indicates his/her intention to step down, there is sufficient time to appoint a replacement, whether internal or external.
Each Director is required to offer themselves for re-election at least once every three years as per the Company's Articles of Association. The COO and CSO are currently the longest serving Board members, having been appointed in 2004. Board appointments are made after having completed due diligence and consultation with advisers.
**COMPANY REGISTRATION NUMBER: 05147578**
agents to enable it to recycle its waste as appropriate.
good decision making by the Board
that their views will be listened to.
the reasons behind the vote will be included.
Health and safety
# CORPORATE GOVERNANCE REPORT (CONTINUED)
# FOR THE YEAR ENDED 30 JUNE 2024
Principle 8 - Promote a corporate culture that is based on ethical values and behaviours
Sareum is a small, motivated team of professional people, which operates to high standards. These
## the Company's social responsibilities. The Company is committed to employment policies which follow best practice, based on equal
with best practice, health and safety matters are discussed at each Board meeting. The Group's environment and health and safety policies are as follows:
Sareum disposes of its waste products using reputable agents. The Group's landlord provides these
on the public. It has had no notifiable
Principle 9 - Maintain governance structures and processes that are fit for purpose and support
The Executive members of the Board have overall responsibility for managing the day-to-day operations of the Group and the Board as a whole is responsible for monitoring performance against the Group's goals and objectives. The Chairman chairs the meeting and business, operational, technical and financial reports are provided by the CEO, CSO and Company Secretary respectively and discussed by the Board and actions, as appropriate, are minuted and taken. Decisions concerning the day-to-day running of the Group are taken by the Executive team (and reported to the Board as
The roles of the Audit and Risk Committee and the Remuneration and Nominations Committees are the company's website at www.sareum. com/investors/corporate-governance as well as in this report. The appropriateness of the Group's
Principle 10 - Communicate how the Company is governed and is performing by maintaining
The Board discloses the results of general meetings by way of announcement and discloses the proxy voting numbers to those attending the meetings. In future, in the event that a significant portion of voters have voted against a resolution, an explanation of what actions it intends to take to understand
opportunities for all employees, irrespective of sex, gender reassignment, race, disability, sexual orientation, pregnancy and/or maternity, marital or civil partner status, religion or belief or age. In line
safety incidents during the year and no working days were lost due to accidents
appropriate), whilst decisions regarding strategic matters are taken at Board level.
governance structures are continually reviewed as the Company evolves.
a dialogue with shareholders and other relevant stakeholders
Page 13 of 39
Independent Director.
**DIVIDENDS**
**COMPANY REGISTRATION NUMBER: 05147578**
# REPORT OF THE DIRECTORS
The Directors present their report together with the financial statements of the Company and the Group for the year
No dividends will be distributed for the year ended 30 June 2024 (2023: £nil).
FOR THE YEAR ENDED 30 JUNE 2024
The Directors shown below have held office during the whole of the period from 1 July 2023 to the date of this report. CHW Birch FCA TJ Mitchell PhD MJ Owen PhD SB Parker DPhil
DIRECTORS
ended 30 June 2024.
RESEARCH AND DEVELOPMENT The principal activity of the Group is innovative research and development. It does this in its own right and in collaboration with other organisations. The costs relating to this, which have been written off during the year, amounted to £3.6 million (2023: £3.1 million). FINANCIAL INSTRUMENTS Details regarding the Group's use of financial instruments and their associated risks are given in note 16 to the consolidated financial statements. MATTERS OF STRATEGIC IMPORTANCE
the year.
JC Reader PhD MANAGEMENT CHANGES POST YEAR END With effect from 10 July 2024 Tim Mitchell, co-founder and Chief Executive Officer (CEO), transitioned to the part-time role of Chief Operating Officer (COO). Stephen Parker, previously Non-Executive Chairman, assumed the position of Executive Chairman. The Board intends to seek to appoint a new CEO, at the appropriate time, as
the Company and its future strategy develops. Additionally at that time, Clive Birch was appointed as Senior
The future outlook of the group is considered to be a matter of strategic importance and included in the strategic report on page 5. STREAMLINED ENERGY AND CARBON REPORTING The Directors confirm that Sareum Holdings plc and its subsidiary are exempt from the Streamlined Energy and Carbon Reporting requirements by virtue of being a low energy user and have consumed less than 40MwH during
Page 14 of 39
Table 2
# REPORT OF THE DIRECTORS
# FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
**DIRECTORS' REMUNERATION**
### The remuneration of the Directors for the year is summarised below: Benefits Emoluments Total 2024 Total 2023 Salary Pension £ £ £ £ £ £ **Executive Directors** TI Mitchell PhD 191,100 2.065 193,165 14,106 207.271 207.847 JC Reader PhD 191,100 1,461 192,561 13,501 206,062 205,804 Non-executive Directors SC Parker DPhil 99,535 99,535 99,535 92,968
### **Total** 526,735 3,526 530,261 27,607 557,868 551,619 STATEMENT OF DIRECTORS' RESPONSIBILITIES statements in accordance with applicable law and regulations.
25,000 25,000 25,000 25,000 20,000 20,000 20,000 20,000
The Directors are responsible for preparing the Group Strategic Report, the Report of the Directors and the financial Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with International Financial Reporting Standards in accordance with international accounting standards in conformity with the requirements of the
Companies Act 2006. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit
select suitable accounting policies and then apply them consistently; make judgements and accounting estimates that are reasonable and prudent; accounting standards in conformity with the requirements of the Companies Act 2006; and
state whether they have been prepared in accordance with IFRS in accordance with international that the going concern basis unless it is inappropriate to presume that
or loss of the Group for that period. In preparing these financial statements, the Directors are required to:
the Company will continue in business.
CHW Birch FCA MJ Owen PhD
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's and the Group's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and enable them to ensure that the financial statements comply with the Companies
reasonable steps for the prevention and detection of fraud and other irregularities.
Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking
The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Financial statements are published on the Company's website in accordance with
vary from legislation in other jurisdictions.
legislation in the United Kingdom governing the preparation and dissemination of financial statements, which may
Page 15 of 39
# REPORT OF THE DIRECTORS
# FOR THE YEAR ENDED 30 JUNE 2024 (CONTINUED)
# STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the Directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the Group's auditor is unaware, and each Director has taken all the steps that he ought to have
taken as a Director in order to make himself aware of any relevant audit information and to establish that the Group's auditor is aware of that information. AUDITOR A resolution to re-appoint the auditor will be proposed at the forthcoming Annual General Meeting. In accordance with normal practice the Directors will be authorised to determine the auditor's remuneration. ON BEHALF OF THE BOARD: Clive Birch CHW Birch FCA Secretary 25 October 2024
**COMPANY REGISTRATION NUMBER: 05147578**
# REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF SAREUM
## HOLDINGS PLC
### **Opinion**
We have audited the financial statements of Sareum Holdings plc (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 30 June 2024 which comprise the Consolidated Statement of Comprehensive Income, tension Equity, the Company Statement of Changes in Equity, the Consolidated Cash Flow Statement, the Company Cash Flow Statement and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards (IFRSs) in accordance with international accounting standards in conformity with
# in accordance with the provisions of the Companies Act 2006.
# the requirements of the Companies Act 2006 and, as regards the Parent Company financial statements, as applied
# In our opinion: the financial statements give a true and fair view of the state of the Group's and of the Parent Company's affairs as at 30 June 2024 and of the Group's loss for the year then ended;
2006; and
### the Group financial statements have been properly prepared in accordance with IFRSs, in accordance with international accounting standards in conformity with the requirements of the Companies Act
# Companies Act 2006; and
the Parent Company financial statements have been properly prepared in accordance with IFRSs, in accordance with international accounting standards in conformity with the requirements of the the financial statements have been prepared in accordance with the requirements of the Companies Act 2006
**Basis for opinion** We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe Material uncertainty related to going concern In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the
going concern disclosure note made to the financial statements concerning the company's ability to continue as a going concern.
The Company and the Group rely on continued financial support from funding on the stock market. The approval of a full-scale clinical trial will require significant funding to finance. The Group does not currently have the funds to enable them to fund this. As such, the Company and the Group may not have sufficient funds for the full-scale
clinical trial, which would also impact the ability of the Company to meet its liabilities as they fall due. These conditions, along with the other matters explained in the Going Concern disclosure note made to the financial statements, indicate the existence of a material uncertainty which may cast significant doubt about the company's ability to continue as a going concern. The financial statements do not include the adjustments that would result if the company were unable to continue as a going concern. 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.
relevant sections of this report.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the
Page 17 of 39
### Our approach to the audit
# REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF SAREUM
# **HOLDINGS PLC (CONTINUED)**
Our audit approach is to determine whether the financial statements contain any material misstatement or omission.
A material misstatement or omission would be one that would lead the financial statements to present a view other than one that is true and fair.
We plan and conduct our audit specifically to detect such misstatement and omission. We begin by determining which areas of the financial statements carry the greatest risk of this and direct our testing towards these. We also
## review the draft financial statements for reasonableness, taking into account past results, industry norms and recent developments in the business. Areas that do not meet our expectations are given closer attention in the course of our testing in order to explain the variance.
# The balances in the financial statements are tested on a sample basis. We do not inspect every transaction but rather select a sample designed to give a representative view of the population, biased towards items that look large or unusual. Those areas that we consider to carry a high risk of misstatement are assigned a higher sample size than
# those we consider low risk. By adopting this approach, we seek to reduce the likelihood of failing to detect material
# misstatement or omission to as low a level as possible. Key audit matters
# (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit
# Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement
# strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters 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. Risk How the scope of our audit responded to the risk Management override of controls
- We examined journals posted around the year end, specifically Journals can be posted that significantly focused on areas which are more easily manipulated such as alter the Financial Statements accruals, prepayments, bank reconciliations and tax. We made enquiries with the Directors regarding how they Going concern There is a risk that the Company is not a have assessed going concern. We have reviewed projections
- going concern. and disclosed accordingly. Fraud in revenue recognition Revenue sources were reviewed and expected revenues There is a risk that revenue is materially vouched to those presented in the financial statements. We understated due to fraud. concluded that no evidence of fraud or other understatement was identified. Accounting estimates Accruals were agreed to expected costs and supporting Potential risk of inappropriate accounting documentation, and other areas were examined to identify estimates giving rise to misstatement in the any potential accounting estimates. accounts.
Risk of material misstatement within Correspondence, including Board minutes, and accounting related party transactions records were reviewed for evidence of material related party transactions, and it is considered that all relevant items have There is the risk that related party transactions are potentially incomplete or been disclosed. materially misstated. Disclosures The financial statements have been reviewed and checks have There is a risk of incorrect or incomplete been undertaken to ensure all material disclosure disclosures in the financial statements. requirements have been met.
Page 18 of 39
COMPANY REGISTRATION NUMBER: 05147578
# REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF SAREUM HOLDINGS PLC (CONTINUED)
### Key audit matters (continued)
Our audit procedures relating to these matters were designed in the context of our audit of the Financial Statements as a whole, and not to express an opinion on individual accounts or disclosures. Our opinion on the Financial Statements is not modified with respect to any of the risks described above, and we do not express an opinion on these individual matters.
### Our application of materiality
We define materiality as the magnitude of misstatement in the Financial Statements that makes it probable that the economic decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning and in the scope of our audit work and in evaluating the results of our work.
We determine base materiality for the Group to be £372,724 and a separate performance materiality to be £279,543. These financial benchmarks, which are used throughout the audit, have been determined by way of a standard formula being applied to key financial results and balances presented in the Financial Statements. Where considered relevant the materiality is further adjusted to suit the specific area risk profile of the Group.
### Other information
The Directors are responsible for the other information. The other information comprises all of the information in the Annual Report other than the financial statements and our auditors' report thereon.
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion 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 such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in 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 in this regard.
### of the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.
### Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Group and the Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.
**COMPANY REGISTRATION NUMBER: 05147578**
# REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF SAREUM HOLDINGS PLC (CONTINUED)
### Matters on which we are required to report by exception continued)
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept by the Parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
- the Parent Company financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of Directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.
### **Responsibilities of Directors**
As explained more fully in the Statement of Directors' Responsibilities set out on page four, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine 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 Group's and the Parent 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 Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.
### Auditor's 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 a Report of the Auditors 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:
- We obtained an understanding of the Company's business, controls, legal and regulatory frameworks, laws
and regulations and assessed the susceptibility of the Company's financial statements to material
misstatement from irregularities, including fraud, are instances of non-compliance with laws and
regulations.
- Based on this understanding we designed our audit procedures to detecting irregularities, including fraud. Testing undertaken included making enquiries on the management; including enquiring to management as to any actual or potential litigations, claims, fraud or suspected fraud; review board minutes and any correspondence received from regulatory bodies; reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations. These procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error.
- We addressed the risk of fraud through management override of controls, by testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.
### REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF SAREUM **HOLDINGS PLC (CONTINUED)**
An auditor conducting an audit in accordance with ISAs (UK) is responsible for obtaining reasonable assurance that the financial statements taken as a whole are free from material misstatement, whether caused by fraud or error
and in our audit procedures described above. Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements of the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK).
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.
Use of our report
matters we are required to state to them in a Report of the Auditor and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members as a body, for our audit work, for this report, or for the opinions we have formed. Mark Richardson Mark Richardson (Senior Statutory Auditor) for and on behalf of Shipleys LLP **Chartered Accountants and Statutory Auditor** 10 Orange Street Haymarket London WC2H 7DQ Date: 25 October 2024 .....
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those
Page 21 of 39
The accompanying notes form part of these financial statements.
# CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE 2024
| | Note | 2024
£'000 | 2023
£'000 |
|---------------------------------------------------------------------------|------|---------------------------------------|-----------------|
| CONTINUING OPERATIONS Revenue | | • • • • • • • • • • • • • • • • • • • | . Ta |
| Administrative expenses Share of loss of associate Other operating income | | (4,596)
(60)
22 | (4,048)
(18) |
| OPERATING LOSS | | (4,634) | (4,066) |
| Finance income | 5 | 32 | 41 |
| LOSS BEFORE TAXATION | 6 | (4,602) | (4,025) |
| Taxation | 7 | 1,182 | 833 |
| LOSS FOR THE YEAR | | (3,420) | (3,192) |
| TOTAL COMPREHENSIVE EXPENSE FOR THE YEAR | | (3,420) | (3,192) |
| Loss attributable to owners of the parent | | (3,420) | (3,192) |
| Total comprehensive income attributable to owners of the parent | | (3,420) | (3,192) |
| Basic and diluted loss per share expressed in pence per share | 9,28 | (4.2) | (4.7) |
Page 22 of 39
**TOTAL EQUITY**
.....
The accompanying notes form part of these financial statements.
SB Parker DPhil
by:
**COMPANY REGISTRATION NUMBER: 05147578**
### CONSOLIDATED BALANCE SHEET 30 JUNE 2024
| | Note | 2024
£'000 | 2023
£'000 |
|----------------------------------|------|---------------|---------------|
| ASSETS | | | 2000 |
| NON-CURRENT ASSETS | | | |
| Property, plant and equipment | 10 | - | 1 |
| Investment in associate | 11 | 9 | 46 |
| | | 9 | 47 |
| CURRENT ASSETS | | | |
| Trade and other receivables | 12 | 1,299 | 979 |
| Cash and cash equivalents | 13 | 1,459 | 994 |
| | | 2,758 | 1,973 |
| LIABILITIES | | | |
| CURRENT LIABILITIES | | | |
| Trade and other payables | 14 | (653) | (867) |
| NET CURRENT ASSETS | | 2,105 | 1,106 |
| NET ASSETS | | 2,114 | 1,153 |
| SHAREHOLDERS' EQUITY | | | |
| Called up share capital | 17 | 1,349 | 851 |
| Share premium | 18 | 24,802 | 20,925 |
| Share-based compensation reserve | 18 | 312 | 325 |
| Foreign exchange reserve | 18 | 20 | 14 |
| Retained earnings | 18 | (24,369) | (20,962) |
| NON-CURRENT ASSETS | | | |
|------------------------------------|-----|----------|----------|
| Property, plant and equipment | 10 | - | 1. |
| Investment in associate | 11. | 9 | 46 |
| | | 9 | 47 |
| CURRENT ASSETS | | | |
| Trade and other receivables | 12 | 1,299 | 979 |
| Cash and cash equivalents | 13 | 1,459 | 994 |
| | | 2,758 | 1,973 |
| LIABILITIES
CURRENT LIABILITIES | | | |
| Trade and other payables | 14 | (653) | (867) |
| NET CURRENT ASSETS | | 2,105 | 1,106 |
| NET ASSETS | | 2,114 | 1,153 |
| SHAREHOLDERS' EQUITY | | | |
| Called up share capital | 17 | 1,349 | 851 |
| Share premium | 18 | 24,802 | 20,925 |
| Share-based compensation reserve | 18 | 312 | 325 |
| Foreign exchange reserve | 18 | 20 | 14 |
| Retained earnings | 18 | (24,369) | (20,962) |
| | | | |
The financial statements were approved by the Board of Directors on 25 October 2024 and were signed on its behalf
2,114
1,153
Page 23 of 39
# COMPANY BALANCE SHEET 30 JUNE 2024
| | Note | 2024
£'000 | 2023
£'000 |
|----------------------------------|------|---------------|---------------|
| ASSETS | | | |
| NON-CURRENT ASSETS | | | |
| Investments | 11 | 339 | 339 |
| NET ASSETS | | 339 | 339 |
| SHAREHOLDERS' EQUITY | | | |
| Called up share capital | 17 | 1,349 | 851 |
| Share premium | 18 | 24,802 | 20,925 |
| Share-based compensation reserve | 18 | 312 | 325 |
| Retained earnings | 18 | (26,124) | (21,762) |
| TOTAL EQUITY | | 339 | 339 |
As permitted by section 408 of the Companies Act 2006, the statement of comprehensive income of the parent company is not presented as part of these financial statements. The Company's loss for the financial year was £4.4m (2023: profit of £0.3m).
The financial statements were approved by the Board of Directors on 25 October 2024 and were signed on its behalf by:
SB Parker DPhil
......
The accompanying notes form part of these financial statements.
# CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE 2024
| | Called up share
capital
£°000 | Share
premium
£'000 | Share-based compensation reserve £'000 |
|---------------------------------------------------------------------------------------------------------------------|-----------------------------------------|-------------------------------|----------------------------------------|
| Balance at 1 July 2022 | 851 | 20,925 | 325 |
| Issue of share capital Transfer for options exercised / expired Total comprehensive income | -
-
- | -
-
- | -
-
- |
| Balance at 30 June 2023 | 851 | 20,925 | 325 |
| Issue of share capital Total comprehensive income | 498 | 3,877 | - |
| Transfer for options exercised / expired | | - | (13) |
| Balance at 30 June 2024 | 1,349 | 24,802 | 312 |
| | Foreign
exchange
reserve
£'000 | Retained
earnings
£'000 | Total equity
£'000 |
| Balance at 1 July 2022 | - | (17,770) | 4,331 |
| Issue of share capital Transfer for options exercised / expired Arising on consolidation Total comprehensive income | -
-
14
- | (3,192) | 14
(3,192) |
| Balance at 30 June 2023 | 14 | (20,962) | 1,153 |
| Issue of share capital Transfer for options exercised / expired Arising on consolidation | -
-
6 | 13 | 4,375
-
6 |
| Total comprehensive income |
premium
£'000 | Share-based compensation reserve £'000 |
|--------------------------------------------------------------------------------------------|-------------------------------|---------------------------|----------------------------------------|
| Balance at 1 July 2022 | 851 | 20,925 | 325 |
| Issue of share capital Transfer for options exercised / expired Total comprehensive income | - | -
-
- | -
-
- |
| Balance at 30 June 2023 | 851 | 20,925 | 325 |
| Issue of share capital Transfer for options exercised / expired Total comprehensive income | 498
-
-
- | 3,877
-
- | (13) |
| Balance at 30 June 2024 | 1,349 | 24,802 | 312 |
Retained profits Total equity £'000 £'000 Balance at 1 July 2022 (22,071)30 Issue of share capital Transfer for options exercised / expired Total comprehensive income 309 309 Balance at 30 June 2023 (21,762)339 Issue of share capital 4,375 Transfer for options exercised/expired 1.3 Total comprehensive income (4,375)(4,375)Balance at 30 June 2024 339 (26,124)
Page 26 of 39
# CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 30 JUNE 2024
The accompanying notes form part of these financial statements.
| | Note | 2024
£'000 | 2023
£'000 |
|--------------------------------------------------|------|----------------|---------------|
| Cash flows from operating activities | | | |
| Cash used in operations Tax received | 25 | (4,739)
820 | (3,676) |
| Net cash outflow from operating activities | | (3,919) | (3,267) |
| Cash flows from investing activities | | | |
| Purchase of tangible fixed assets | | (0.3) | (41) |
| Investment in associate | | (23) | (41) |
| Interest received | | 32 | 41 |
| Net cash inflow from investing activities | | 9 | - |
| Cash flows from financing activities | | | |
| Share issue | | 4,375 | |
| Net cash inflow from financing activities | | 4,375 | - |
| Increase/(decrease) in cash and cash equivalents | | 465 | (3,267) |
| Cash and cash equivalents at beginning of year | | 994 | 4,261 |
| Cost and sock assistants at and of costs | | 1 450 | 004 |
| Cash and cash equivalents at end of year | | 1,459 | 994 |
Cash and cash equivalents at end of year 1,459 994
Page 27 of 39
# COMPANY CASH FLOW STATEMENT FOR THE YEAR ENDED 30 JUNE 2024
| | Note | 2024
£'000 | 2023
£'000 |
|-----------------------------------------------------|------|---------------|---------------|
| Cash flows from operating activities | | , | |
| Cash used in operations | 25 | (408) | (431) |
| Net cash outflow from operating activities | | (408) | (431) |
| Cash flows from investing activities | | | |
| Investment in subsidiary | | - | (813) |
| (Advanced to)/received from subsidiary | | (3,967) | 1,244 |
| Net cash (outflow)/inflow from investing activities | | (3,967) | 431 |
| Cash flows from financing activities | | | |
| Share issue | | 4,375 | |
| Net cash inflow from financing activities | | 4,375 | |
| Increase/(decrease) in cash and cash equivalents | | - | - |
| Cash and cash equivalents at beginning of year | | - | - |
| | | | |
| Cash and cash equivalents at end of year | | - | - |
| | | | ====== |
The accompanying notes form part of these financial statements.
**COMPANY REGISTRATION NUMBER: 05147578** NOTES TO THE FINANCIAL STATEMENTS
### BASIS OF PREPARATION 1.
The financial statements of Sareum Holdings plc ("the Company") have been prepared in accordance with UKadopted international accounting standards, and in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006, with IFRIC interpretations.
The financial statements have been prepared under the historical cost convention.
The Company made a loss after tax of £4.4m (2023: profit of £0.3m) and the Group made a loss after tax of £3.4m
projected to be received, will be sufficient for the Company and Group to meet its forecast expenditure for at least one year from the date of signing the financial statements. If there is a shortfall the Directors will implement cost
(2023: loss of £3.2m), as they continued to progress their research and development activities. These activities, The Directors consider that the cash held at the year-end, together with that received after the year end and
and the related expenditure, are in line with the budgets previously set and are funded by regular cash investments.
sayings to ensure that the cash resources last for this period of time. For these reasons the financial statements have been prepared on a going concern basis.
Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company (its subsidiaries and an associate, together, "the Group") made up to 30 June each year. Control
is achieved where the Company has the power to govern the financial and operating policies of another entity or business, so as to obtain benefits from its activities. The consolidated financial statements present the results of
STATUTORY INFORMATION
Sareum Holdings plc is a public limited company, registered in England and Wales. The Company's registered number, registered office address and principal place of business, can be found on the Company Information on 3.
the Company and its subsidiary as if they formed a single entity. Inter-company transactions and balances between group companies are eliminated on consolidation.
**ACCOUNTING POLICIES**
page 3.
The principal accounting policies applied are set out below.
Property, plant and equipment Depreciation is provided on a straight-line basis over three years in order to write off each asset over its estimated useful life.
Financial instruments Financial instruments are classified and accounted for, according to the substance of the contractual arrangement, as either financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.
Cash and cash equivalents Cash and cash equivalents comprise cash in hand and demand deposits and other short term highly liquid
investments that are readily convertible to a known amount of cash and are subject to insignificant risk of change in value. Pension contributions
their personal pension plans. The contributions due for the period are charged to the profit and loss account.
The Group does not operate a pension scheme for the benefit of its employees but instead makes contributions to
Page 29 of 39
**COMPANY REGISTRATION NUMBER: 05147578**
### 3.
to use or sell the intangible asset: and
**Taxation**
differences can be deducted.
Revenue recognition
Expenditure that does not meet the above criteria is expensed as incurred.
a right to pay less or to receive more tax, with the following exception:
rules, using tax rates enacted or substantially enacted by the balance sheet date.
- NOTES TO THE FINANCIAL STATEMENTS
- ACCOUNTING POLICIES (CONTINUED)
- The Group has in place a share option scheme for employees, which allows them to acquire shares in the Company. Equity settled share-based payments are measured at fair value at the date of grant. The fair value of options granted is recognised as an expense spread over the estimated vesting period of the options granted. Fair value is measured using the Black-Scholes model, taking into account the terms and conditions upon which the options
- were granted.
- Research and development
- **Employee share schemes**
- income is recognised as earned based on contractual conditions, generally as expenses are incurred. Such income is recognised as Other Operating Income. Critical accounting estimates and areas of judgement Estimates and judgements are continually evaluated and are based on historical experience and other factors. including expectations of future events that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. The estimates and assumptions that have the most significant effects on the carrying amounts of the assets and liabilities in the financial information are considered to be research and
- development costs and equity settled share-based payments.
- Investment in associates
- An associate is an entity over which the Company has significant influence. Significant influence is the power to
There is the intention to complete the intangible asset and use or sell it; There is the ability to use or sell the intangible asset; The use or sale of the intangible asset will generate probable future economic benefits: There are adequate technical, financial and other resources available to complete the development and
Current taxes are based on the results shown in the financial statements and are calculated according to local tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events have occurred at that date that will result in an obligation to pay more, or
Deferred tax is measured on an undiscounted basis at the tax rates that are expected to apply in the periods in which timing differences reverse, based on the tax rates and laws enacted or substantively enacted at the balance sheet date. Deferred tax assets are recognised only to the extent that the Directors consider that it is more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing
Revenue is measured as the fair value of the consideration received or receivable in the normal course of business, net of discounts, VAT and other sales related taxes and is recognised to the extent that it is probable that the economic benefits associated with the transaction will flow to the Group. Revenues from licensing agreements
The expenditure attributable to the intangible asset during its development can be measured reliably.
- Expenditure on research and development is written off in the year in which it is incurred. Research expenditure is written off in the period in which it is incurred. Development expenditure incurred is capitalised as an intangible asset only when all of the following criteria are met:
- It is technically feasible to complete the intangible asset so that it will be available for use or sale;
- are recognised in line with the performance obligations being met, as outlined in the terms of the agreement. Grant
- participate in the financial and operating policy decisions of the Investee but is not control or joint control over those policies. Investments in associates are accounted for using the equity method, whereby the investment is initially recognised at cost and adjusted thereafter for the post-acquisition change in the associate's net assets with recognition in the profit and loss of the share of the associate's profit or loss.
**COMPANY REGISTRATION NUMBER: 05147578** NOTES TO THE FINANCIAL STATEMENTS
### 3. ACCOUNTING POLICIES (CONTINUED)
Impairment of assets At the date of the statement of financial position, the Group reviews the carrying amounts of its non-current assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the
impairment loss (if any). Recoverable amount is the higher of fair value less cost to sell and value in use. In assessing value in use, the
loss is treated as a revaluation decrease. New or revised accounting standards
cash flows have not been adjusted. If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised as an expense immediately, unless the relevant asset is carried at a revalued amount, in which case the impairment Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 2024 reporting periods and have not been early adopted by the Company or the Group. These standards are not expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future
transactions.
| 4. EMPLOYEES AND DIRECTORS | | |
|-------------------------------------------------|-------|-------|
| | 2024 | 2023 |
| | £'000 | £'000 |
| Directors' remuneration | | |
| Emoluments | 530 | 523 |
| Pension contributions to money purchase schemes | 28 | 29 |
| | £'000 | £,000 |
Remuneration of the highest paid Director **Emoluments** 193 .193 Pension contributions to money purchase schemes 14 15 There are 2 (2023: 2) Directors who are members of third party held money purchase retirement benefits schemes. Average monthly number of persons employed Number Office and management Research 5 £'000 £'000 Staff costs during the year Wages and salaries 530 Social security costs 59 Pension costs 28
617
Number 1 5
523 58 29 610 The Directors comprise the management personnel of the Company. All Directors and staff are employed and paid by
the subsidiary, Sareum Limited.
Page 31 of 39
COMPANY REGISTRATION NUMBER: 05147578 NOTES TO THE FINANCIAL STATEMENTS
### 5. NET FINANCE INCOME
| 5. NET FINANCE INCOME | | |
|--------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------|-----------------------------|
| | 2024
£'000 | 2023
£'000 |
| Deposit account interest | 32 | 41 |
| 6. LOSS BEFORE INCOME TAX | | |
| The loss before income tax is stated after charging/(crediting): | 2024
£'000 | 2023
£'000 |
| Depreciation – owned assets Research and development Other operating leases Foreign exchange differences | 1
3,591
21
(37) | 1
2,909
21
24 |
| Auditor's remuneration Auditor's remuneration for non-audit work - taxation services - other work | 17 | 16
-
- |
| 7. INCOME TAX | | |
| Current tax Adjustment to prior years Overseas taxation credit UK corporation tax credit on losses for the period | 2024
£'000
(3)
1,031
154 | 2023
£'000
395
438 |
| | 1,182 | 833 |
| The credit for the year can be reconciled to the accounting loss as follows: | 2024
£'000 | 2023
£'000 |
| Loss before tax | (4,602) | (4,025) |
| Notional tax credit at average rate of 25% (2023: 20.5%) Effects of: | 1,150 | 825 |
| Expenses not deductible for tax purposes Adjustments to tax charge in respect of previous periods Other timing differences Unutilised tax losses | (44)
(3)
(629)
(271) | (234)
(293) |
| Losses surrendered for research and development tax credits Research and development tax credits claimed | (206)
1,185 | (298)
833 |
| Actual current tax credit in the year | 1,182 | 833 |
The tax rate of 25% used above is the main corporation tax rate applicable in the United Kingdom.
A potential deferred tax asset as at 30 June 2024 of £3.2 million (2023: £2.8 million) calculated using the expected corporation tax rate of 25% (2023: 25%), has not been recognised, as there remains a significant degree of uncertainty that the Group will make sufficient profits in the foreseeable future to justify recognition.
COMPANY REGISTRATION NUMBER: 05147578 NOTES TO THE FINANCIAL STATEMENTS
### 8. LOSS OF PARENT COMPANY
As permitted by Section 408 of the Companies Act 2006, the statement of comprehensive income of the parent company is not presented as part of these financial statements. The Company's loss for the financial year was £4.4 million (2023: profit of £0.3 million).
The loss represents costs of £0.4 million (2023: £0.4 million) associated with the Company's operating costs and obligations to maintain its AIM listing, and an increase of £4 million (2023: reduction of £0.7 million) in respect of impairments of amounts invested in and owed by Group undertakings.
### 9. EARNINGS PER SHARE
| The calculation of loss per share is based on the following data: | 2024 | 2023 |
|-------------------------------------------------------------------|------------|------------|
| Loss on ordinary activities after tax | £3,420,000 | £3,192,000 |
| Weighted average number of shares in issue | 80,992,566 | 68,069,416 |
| Basic and diluted loss per share (pence) | (4.2) | (4.7) |
As the Group has generated a loss for the period, there is no dilutive effect in respect of share options.
### 10. PROPERTY PLANT & EQUIPMENT
| | Fixtures and computers
£'000 |
|---------------------------------------|---------------------------------|
| Cost | 12 |
| At 1 July 2023 and 30 June 2024 | 13 |
| Depreciation | 12 |
| At 1 July 2023
Charge for the year | 12
1 |
| | |
| At 30 June 2024 | 13 |
| Carrying amount | |
| At 30 June 2023 | 1 |
| At 30 June 2024 | - |
| | -1 |
Page 33 of 39
**COMPANY REGISTRATION NUMBER: 05147578**
### **INVESTMENTS**
NOTES TO THE FINANCIAL STATEMENTS
### 11.
| Group | Interest in
associate
£'000 |
|-------------------------------------------------------------------|-----------------------------------|
| Cost At 1 July 2023 Additions | 1,217 |
| At 30 June 2024 | 1,240 |
| Provision for impairment
At 1 July 2023
Impairment for year | 1,171
60 |
| At 30 June 2024 | 1,231 |
| Net book value
At 30 June 2023 | 46 |
| At 30 June 2024 | 9 |
The investment in associate represents the investment by the Group in the partnership with the Cancer Research Technology Pioneer Fund to advance the SRA737 programme and has been accounted for using the equity method. Sareum's interest in the associate partnership is 27.5%. As at 30 June 2024 the partnership had net assets of £34,000 Company Interest in
(2023: £83,000) and had incurred cumulative losses of £0.8 million (2023: £0.7 million). Cost
subsidiaries £'000
At 1 July 2023 843 Additions
At 30 June 2024 843 Provision for impairment At 1 July 2023 Impairment for year
504 504 At 30 June 2024 Net book value At 30 June 2023 339 At 30 June 2024
At the balance sheet date the Company owned 100% of the issued ordinary share capital of:
339 (i) Sareum Limited: incorporated in England and Wales, its registered office and principal place of business is Unit 2a,
Langford Arch, London Road, Pampisford, Cambridge, Cambridgeshire, CB22 3FX. (ii) Sareum Australia Pty Limited: incorporated in Australia, its registered office and principal place of business is Level
17, HWT Tower, 40 City Road, Southbank.
Page 34 of 39
**COMPANY REGISTRATION NUMBER: 05147578**
### 12.
### TRADE AND OTHER RECEIVABLES
NOTES TO THE FINANCIAL STATEMENTS
Group 2024 2023 £'000 £'000 1,180 823 75 41 78 81 979 1,299
Amounts falling due within one year: Corporation tax receivable Other taxation receivable Prepayments and accrued income
| | Compa | Company | |
|-------------------------------------------------------------------|----------|-------------|--|
| | 2024 | 2023 | |
| | £'000 | £,000 | |
| Amount owed by subsidiaries | 21,734 | 17,786 | |
| Provision for impairment | (21,734) | (17,786) | |
|
| - | - |
|
| The amount owed by subsidiaries is considered a short term recove | | contractual | |
repayment terms. The Directors have considered the recoverability of the amounts and have made provision for the full
CASH AND CASH EQUIVALENTS
Group 2024 £'000 Bank deposit accounts 1,459 The Company had no cash and cash equivalents at the year end date. TRADE AND OTHER PAYABLES Group
value of the debt. 13. 2023 £,000 994 14. 2024 2023 £'000 £'000 Amounts falling due within one year: 694 Trade creditors 542 Social security and other taxes 19 22 Other creditors 35 5 Accrued expenses 57 146
653
The Company had no creditors outstanding at the year end date.
867 Trade payables and accruals principally comprise amounts outstanding for trade purchases and ongoing costs. The
and payment is generally made within the agreed terms.
LEASING AGREEMENTS 15.
The Company has not applied IFRS 16 as the lease on the office occupied by the company is of low value, expiring in December 2026 and the rent payments in the year are also not material to the financial statements.
Page 35 of 39
COMPANY REGISTRATION NUMBER: 05147578 NOTES TO THE FINANCIAL STATEMENTS
### 16. FINANCIAL INSTRUMENTS
The Group's principal financial instruments are trade and other receivables, trade and other payables and cash. The main purpose of these financial instruments is to finance the Group's ongoing operational requirements. The Group does not trade in derivative financial instruments.
The major financial risks faced by the Group, which remained unchanged throughout the year, are interest rate risk, foreign exchange risk and liquidity risk. Policies for the management of these risks are shown below and have been consistently applied.
### MARKET RISKS
### Interest rate risk
The Group is exposed to interest rate risk as cash balances in excess of immediate needs are placed on short term deposit. The Group seeks to optimise the interest rates received by continuously monitoring those available. The value of the Group's financial instruments is not considered to be materially sensitive to these risks and therefore no sensitivity analysis has been provided.
### Foreign exchange risk
The Group's activities principally expose it to fluctuations in the exchange rate for the Australian dollar. Funds are maintained in sterling and foreign currency is acquired on the basis of committed expenditure. The value of the Group's financial instruments is not considered to be materially sensitive to these risks and therefore no sensitivity analysis has been provided.
### **NON-MARKET RISKS**
### Liquidity risk
The Board has responsibility for reducing exposure to liquidity risk and ensures that adequate funds are available to meet anticipated requirements from existing operations by a process of continual monitoring. The value of the Group's financial instruments is not considered to be materially sensitive to these risks and therefore no sensitivity analysis has been provided.
### 17. SHARE CAPITAL
| Called up, allotted and fully paid | 2024
£'000 | £'000 |
|--------------------------------------------------------------|---------------|-------|
| 107,945,783 (2023: 68,069,416) Ordinary Shares of 1.25p each | 1,349 | 851 |
The Ordinary Shares carry equal rights in respect of voting at a general meeting of shareholders, payment of dividends and return of assets in the event of a winding up.
During the year the following share issues took place
On 8 August 2023, 1,953,543 Ordinary Shares were issued at 9.98 pence per shares in respect of a financing arrangement with Riverfort. A further 48,839 Ordinary Shares were issued at £1.02 per share to Riverfort at the same time. Together these raised £2 million before expenses.
On 30 October 2023, 190,080 Ordinary Shares were issued at 30 pence in respect of the exercise of share options by certain Directors that raised, in aggregate, £57,024 before expenses.
12,660,488 Ordinary Shares were issued to Riverfort on various dates between 12 March 2024 and 26 April 2024 which in aggregate raised £300,000.
On 5 April 2024 23,339,733 Ordinary Shares were issued at 10 pence to individual investors as part of a placing and WRAP exercise, which in aggregate raised £2,333,973 before expenses.
COMPANY REGISTRATION NUMBER: 05147578 NOTES TO THE FINANCIAL STATEMENTS
### 17. SHARE CAPITAL (CONTINUED)
On 5 April 2024 576,698 Ordinary Shares were issued at 10 pence to certain Directors in lieu of salary payments owed to them, which in aggregate raised £57,670 before expenses.
On 13 May 2024, 1,106,986 Ordinary Shares were issued at 10 pence to Riverfort in respect of their exercise of certain warrants, which in aggregate raised £110,699.
Details of share options can be found in note 24 to the financial statements, Share-Based Payment Transactions.
### 18. RESERVES
| Reserve | Description and purpose |
|--------------------------|-----------------------------------------------------------------------------------------------|
| Share capital | Amount of the contributions made by shareholders in return for the issue of shares. |
| Share premium | Amount subscribed for share capital in excess of nominal value. |
| Retained earnings | Cumulative net gains and losses recognised in the consolidated and the Company Balance Sheet. |
| Foreign exchange reserve | Arising on consolidation of the overseas subsidiary |
| Share-based compensation | Cumulative fair value of share options granted and recognised as an expense in |
| reserve | the Income Statement. |
Details of movements in each reserve are set out in the Consolidated Statement of Changes in Equity.
### 19. POST BALANCE SHEET EVENTS
With effect from 10 July 2024 Tim Mitchell, co-founder and Chief Executive Officer (CEO), transitioned to the part-time role of Chief Operating Officer (COO) and Stephen Parker, previously Non-Executive Chairman, assumed the position of Executive Chairman. Additionally at that time, Clive Birch was appointed as Senior Independent Director.
In October 2024, the Company completed fundraises as follows:
- £2.4 million (before expenses), from certain high net worth individuals, corporates and an institution, via a subscription for a total of 11,820,000 new Ordinary Shares of 1.25 pence each in the capital of the Company at a price of 20 pence per new Ordinary Share; and
- (ii) £1.0 million (before expenses), from certain investors including the institution that participated in the above fundraise, via a subscription for a total of 4,444,444 new ordinary shares of 1.25 pence each in the capital of the at a price of 22.5 pence per new Ordinary Share.
### 20. PENSION COMMITMENTS
The Group makes contributions to its employees' own personal pension schemes. The contributions for the period of £28,000 (2023: £29,000) were charged to the profit and loss account. At the balance sheet date contributions of £4,000 (2023: £5,000) were owed and are included in creditors.
### 21. CONTINGENT LIABILITIES
There are no contingent liabilities (2023: £nil).
### 22. RELATED PARTY DISCLOSURES
Disclosure regarding the remuneration of key management personnel is given in note 4, Employees and Directors.
Transactions between the Company and its subsidiaries, Sareum Limited and Sareum Australia Pty Limited, which are related parties, have been eliminated on consolidation. The ultimate holding company of the Group is Sareum Holdings plc. During the year the Company continued to provide interest free loans to Sareum Limited and Sareum Australia Pty Limited, further details of which can be found in note 12 to the financial statements.
### 23. CONTROLLING PARTY
The Company does not currently have an ultimate controlling party and did not have one in this reporting year or the preceding one.
**COMPANY REGISTRATION NUMBER: 05147578** NOTES TO THE FINANCIAL STATEMENTS
### SHARE-BASED PAYMENT TRANSACTIONS 24.
The Group operates a share option scheme under the Enterprise Management Incentive Scheme (EMI) for employees of the Group and it also operates an unapproved share option scheme. If the options under either scheme remain unexercised after a period of ten years from the date of grant, the options expire. Options are forfeited if the employee leaves the Group before the options vest.
Details of the share options outstanding during the year are as follows:
| | Number of
share
options | Weighted
average
exercise price
(pence) | Number of
share
options | Weighted
average
exercise price
(pence) |
|-----------------------------------------------------------------------------------|-------------------------------|--------------------------------------------------|-------------------------------|--------------------------------------------------|
| | 2024 | 2024 | 2023 | 2023 |
| Outstanding at 1 July
Expired during the period
Exercised during the period | 3,508,072
(190,080) | 47.37
-
30.00 | 3,508,072 | 47.37
-
- |
| Outstanding at 30 June | 3,317,992 | 48.36 | 3,508,072 | 47.37 |
| Exercisable at 30 June | 3,192,601 | 49.29 | 3,319,954 | 48.55 |
The options outstanding at 30 June 2024 had a weighted average remaining contractual life of 3 years and
No options were forfeited during the periods covered by the tables above.
Share price - pence 22.5 29.5 37.5 41.25 34.1 Exercise price - pence 21.25 29.5 Volatility 50% 50% 50% 50% 50% three three three three three Risk free rate of interest 1% 1% 1% 1% 1% Expected dividend yield nil nil nil nil nil
4 months (30 June 2023: 4 years and 1 month). The options outstanding but not exercisable at 30 June 2024 and 30 June 2023 vest subject to pre-
determined performance criteria. Fair value calculation Nov 2014 Mar 2016 Dec 2016 Dec 2017 Mar 2019
Date of grant Time until maturity - years
The fair value was estimated using the Black-Scholes model. The key data and assumptions used were:
\* the share options that were granted in December 2016 were issued with exercise prices of 40 pence, 60
pence, 52.5 pence and 70 pence.
61.875 pence and 82.5 pence; and those granted in March 2019 were issued with exercise prices of 35 Volatility for the options granted is based on share price performance for companies operating in a similar
The weighted average fair value of the share options outstanding at 30 June 2024 was 9.39 pence per share
pence and 80 pence; those granted in December 2017 were issued with exercise prices of 41.25 pence,
(2023: 9.26 pence per share). A fair value charge of £nil has been provided in the year (2023: £nil).
Page 38 of 39
**COMPANY REGISTRATION NUMBER: 05147578** TABLE
### RECONCILIATION OF LOSS BEFORE INCOME TAX TO CASH GENERATED FROM 25. **OPERATIONS**
| Group | 2024
£'000 | 2023
£'000 |
|---------------------------------------------------------------------------------------|--------------------|---------------|
| Operating loss from continuing operations Adjustments for: | (4,602) | (4,024) |
| Depreciation | 1 | 1 |
| Share of loss of associate | 60 | 18 |
| Foreign exchange differences | 5 | 24 |
| Finance income | (32) | (41) |
| Operating cash flows before movements in working capital | (4,568) | (4,022) |
| Decrease/(increase) in receivables | 42 | (65) |
| (Decrease)/ increase in payables | (213) | 411 |
| Cash used in operations | (4,739)
======= | (3,676) |
| Company | 2024
£'000 | 2023
£'000 |
| Operating profit/(loss)from continuing operations Adjustments for: | (4,375) | 309 |
| Provision for amounts invested in or due from subsidiary Foreign exchange differences | 3,948
19 | (740) |
| Net cash generated used in operations | (408) | (431) |
### 26.
CAPITAL RISK MANAGEMENT
as disclosed in notes 17 and 18, and cash and cash equivalents.
The Group manages its capital to ensure that the Group and its subsidiary company will be able to continue as going concerns. The capital structure of the Group consists of equity, comprising issued share capital and reserves
Page 39 of 39
| | Group | | Company | |
|---------------------------|---------------|----------------------|---------------|----------------------|
| | 2024
£'000 | 2023
£'000 | 2024
£'000 | 2023
£'000 |
| Cash and cash equivalents | 1,459 | 994 | - | - |
# RECONCILIATION CASH AND CASH EQUIVALENTS The amounts disclosed on the Cash Flow Statements in respect of cash and cash equivalents are in respect of these Balance Sheet amounts which comprise bank balances only: