최종 결과
에사르 에너지
69.50p
16:35 09/06/14
23 4월 2024
N4제약
("N4 Pharma" 또는 "회사")
최종 결과
N4 Pharma Plc (AIM: N4P), the specialist pharmaceutical company developing Nuvec®, a novel delivery system for cancer treatments and vaccines, is pleased to announce its audited results for the year ended 31 December 2023.
하이라이트:
경구분만
| |||||||||||||||||||||||
회사의 CEO인 Nigel Theobald는 다음과 같이 말했습니다.
"2023 was a year of good progress for the Company with material advancements in the capabilities of Nuvec® both in its ability to dual load and in its potential for oral delivery. We achieved our objective of expanding our portfolio through our interest in Nanogenics which brings us a clear path for taking a product to market and the potential for orphan drug designation.
"Our IP position has strengthened and we believe we are closer than ever before to agreeing a collaboration which would see Nuvec® being applied to other technologies with a view to co-marketing the resultant technology to big pharma and I look forward to making further announcements on this in the near future.
"We continue to manage our cash position tightly and look forward to the rest of 2024 with great optimism."
문의 :
N4제약 |
|
나이젤 테오발드, CEO | Via N4 Pharma Investor Hub |
루크 케언즈, 전무이사 | |
Engage with us directly at N4 Pharma Investor Hub
To hear more, visit | 에 가입 investors.n4pharma.com
https://investors.n4pharma.com/link/DP429e |
|
|
SP Angel 기업 금융 LLP | 전화 : + 44 (0) 20 3470 0470 |
지명 고문 및 공동 Broker | |
Matthew Johnson/Caroline Rowe/ Kasia Brzozowska (Corporate Finance) | |
Vadim Alexandre/Rob Rees(기업 중개) | |
|
|
터너 포프 투자(TPI) 제한 | 전화 : + 44 (0) 20 3657 0050 |
관절 Broker | |
앤디 태커 제임스 포프 | |
|
N4 Pharma 소개
N4 Pharma는 Nuvec®이라는 고유한 실리카 나노입자 전달 시스템을 사용하여 종양학, 유전자 치료 및 백신을 위한 새로운 전달 시스템을 개발하는 전문 제약회사입니다.
N4 Pharma's business model is to partner with companies developing novel antigens in these fields to use Nuvec® as the delivery vehicle for these antigens. As these products progress through pre-clinical and clinical programs, N4 Pharma will seek to receive upfront payments, milestone payments and ultimately royalty payments once products reach the market.
For further information on the Company visit www.n4pharma.com or sign up at investors.n4pharma.com.
회장 보고서
N4 Pharma Plc ("N4 Pharma" or the "Company"), is the Parent Company for N4 Pharma UK Limited ("N4 UK") and Nanogenics Limited ("Nanogenics"), and together form the group (the "Group").
N4 UK is a specialist pharmaceutical company engaged in the development of silica nanoparticle delivery systems to improve the cellular delivery of cancer treatments, gene therapy and vaccines.
Nanogenics is a specialist pharmaceutical company engaged in the development of a Liptide@ platform to deliver a proprietary siRNA sequence to silence a fibrotic gene for the treatment of glaucoma.
Review of operations for the financial year ended 31 December 2023
During the year to 31 December 2023 £1,953 of revenue was generated by the Group (31 December 2022: £nil).
The operating loss for the year increased to £1,276,778 (31 December 2022: £1,029,261 loss). Expenditure was broadly in line with budget and increased compared to prior year as more work was undertaken on in vivo vaccine and oncology studies in 2023.
Cash at the year-end was £1,027,112 (31 December 2022: £1,919,529) having raised £350,000 towards the end of 2023 primarily to fund the investment into Nanogenics. Our cash position remains sufficient to continue our current work streams albeit further funds may be required to expand our activities as set our further in the Directors' Report.
Section 172 Disclosures
In discharging their duties, the Directors of the Group give due regard to their duties to promote the success of the Group under Section 172(1) of the Companies Act 2006.
Given the size and nature of the Group all key decisions in the promotion of the success of the Group are taken at board level with delegation to the Executive Directors for the execution of such decisions.
All actions and decisions taken are in good faith with the long-term success of the Group in mind and in doing so the Directors have considered (amongst other matters):
n the likely consequences of any decision in the long term - all key decisions are taken at board level and are focussed on what is required to achieve commerciality for the Group's core projects, Nuvec® and ECP105, the glaucoma product being developed by Nanogenics;
n the interests of the Group's employees - save for the Directors, the Company has no other employees. The interests of the Directors are very much aligned with the success of the Group and Company;
n the need to foster the Group's business relationships with suppliers, customers and others - the Group is reliant on third party providers such as clinical research organisations ("CROs") to progress the business and maintains good work relationships with all its counterparties;
n the impact of the Group's operations on the community and the environment - all CROs are required to adhere to strict ethical standards particularly in the use of animals in studies;
n the desirability of the Group maintaining a reputation for high standards of business conduct; and
n the need to act fairly between stakeholders of the Group.
Where or to the extent that the purposes of the Group consist of or include purposes other than the benefit of its members, subsection (1) has effect as if the reference to promoting the success of the Group for the benefit of its members were to achieve those purposes.
The duty imposed by this section has effect subject to any enactment or rule of law requiring Directors, in certain circumstances, to consider or act in the interests of creditors of the Group.
Key Operational Events and Opportunities
The Company has continued to add further pre-clinical proof of concept data to the significant data accumulated in the prior periods in respect of the potential for the use of Nuvec®. For 2023, the Company's focus for Nuvec® was threefold:
· to expand its knowledge around Nuvec® in oncology and gene therapy using siRNA to silence genes;
· to continue to investigate the oral delivery of Nuvec® to the intestine; and
· to further investigate the use of Nuvec® to improve the performance of viral vectors.
In parallel to this ongoing work, we continued to explore potential collaborations to find appropriate partners with whom to develop Nuvec® in a way that could lead to it being marketed to pharma companies with commercialisation in mind. As stated previously, the Company has always been open to adding further, complimentary assets and this was achieved through investment resulting in a controlling stake in Nanogenics.
siRNA
The Company is focusing its research on the ability of Nuvec® nanoparticles to be loaded with, and deliver at the same time, two different siRNA known to inhibit relevant oncology targets. This is cutting edge research in the use of nanoparticles as delivery systems in oncology and consequently the Company is proceeding carefully to ensure that it gains the maximum understanding of the cellular processes involved.
Through the use of multiple different siRNA constructs, the Company has demonstrated that two separate siRNA molecules can be loaded onto Nuvec® without changing the size or charge of Nuvec®, both parameters being essential for successful cellular uptake.
The initial work on cell growth involved investigating the combination of inhibition of EGFR (epidermal growth factor receptor) and BCL-2: (B-cell lymphoma 2) using PC-9 cancer cells. Each siRNA when separately loaded onto Nuvec® achieved cell inhibition. The work identified that the expression level of BCL-2 in PC9 cells was low even though cellular inhibition was observed. The Company then began investigating alternative cellular pathways that may be inhibited using siRNA loaded alongside EGFR. The first was BRD4 (Bromodomain-containing-protein 4) a target for which inhibitors are currently being evaluated in clinical trials for the treatment of uveal melanoma, leukemia and carcinoma. The second target was PLK1 (Polo Like Kinase 1), inhibitors of which are in early clinical development for lymphoma and pancreatic cancer.
As with the other siRNAs explored to date, Nuvec® can be loaded with the individual siRNA, as above, and cause knockdown of the respective targets and reduce cell viability in a dose-related manner.
Having confirmed dual loading of Nuvec®, the Company subsequently tested the effect of both BRD4 combined with EGFR and PLK1 combined with EGFR on knockdown and cell viability. Although individually both siRNA had demonstrated the expected results of a dose-dependent inhibition of cell growth and target knockdown, critically when loaded together there was a synergistic effect which resulted in a reduction in knockdown of EGFR receptor but importantly the reduction on cell viability was retained. These findings give Nuvec® a unique position in using siRNA to treat oncology and other diseases as multiple siRNA molecules can be loaded onto Nuvec® and different cellular pathways inhibited at the same time, a hugely useful tool for combination therapy treatments.
Oncology Strategy
It is likely that the precise combinations of siRNA, both in terms of target and concentration of siRNA, will vary depending on which cell type they are tested in. Both these elements will be determined by the clinical outcome desired.
Chemotherapy treatments for cancers are broad stroked and have very high toxicity which has led to the emergence of alternative immuno-oncology treatments. These have had remarkable success for some cancers but have proved ineffective in curbing the progression of numerous cancers.
Single pathway treatments can have an initial effect but many see the post treatment emergence of cancer cells that have developed "immune escape" pathways leaving retreatment as futile.
Novel approaches to the treatment of cancer that do not rely on the immune response, nor incur the general toxicity induced by chemotherapy or radiotherapy, but rather rely on targeting the well-known growth factor pathways spurring tumour growth are key to addressing the shortfalls of immunotherapeutic and chemotherapeutic approaches. Although some monoclonal antibody treatments (mAbs) do target tumour growth dependent pathways, they have highly significant off-target effects, must be dosed repeatedly, can be immunogenic, and target only one pathway at a time, allowing for emergence of tumour populations that proliferate by other growth pathways. None have been curative.
The work the Company is doing shows that Nuvec® can bind not only single, but multiple siRNAs aimed at simultaneously targeting identified pathways responsible for cancer progression after initial treatments. Knocking down both (or more) pathways will give a greater chance that tumours will not develop resistance, escape and again proliferate by the emergence of a significant alternative growth pathway, which is common in treatments blocking just one growth factor pathway.
퀸즈랜드 대학("UQ")의 구술 연구
During the period UQ has, utilising the grant funding obtained by N4 Pharma and the Australian Research Council, made considerable progress in the longer-term study on oral applications for Nuvec®. We have demonstrated via 생체내에서 pre-clinical studies that an enterically-coated capsule containing Nuvec® loaded with DNA encoding ovalbumin is able to pass through the lining of the stomach to successfully transfect the upper intestine. Using a single dose, ovalbumin expression was observed after 3 days. In a second study a second capsule was administered on day 3 and a much higher sustained level of expression was observed on days 4-7.
This work clearly shows that Nuvec® can be successfully used as an oral delivery system with many potential applications such as a vaccine, a product for gastrointestinal disorders (e.g. Inflammatory Bowel Disease, Ulcerative Colitis etc) or to treat colon cancer among many possible examples.
As recently announced further studies at UQ show that administering capsules on subsequent days can maintain the protein expression for even longer and produce antibodies. The Company is in active discussions with UQ as to the appropriate next steps and likely costings to maximise this opportunity.
바이러스 성 벡터
Viral vectors remain the go to delivery vehicle for use in gene therapy but they remain fraught with problems, most notably they are expensive to make and cause side effects due to their inflammatory nature.
The Company has taken a novel approach to how Nuvec® might initially be used in this area. The Company has shown that Nuvec® can be combined with the viral vector to significantly improve its efficiency. This could mean products formulated with viral vectors could achieve their same efficacy but from a reduced amount thereby significantly reducing the cost of manufacture and potentially reducing the unwanted side effects from the viral vector.
Post the year end, The Company announced that it had also shown through its research programme with the University of Brunel, that Nuvec® can deliver increased transduction efficacy, when complexed with Adeno-Associated virus 8 ("AAV8"). AAV8 was chosen for investigation as this virus is currently being used for products already in clinical development.
The number of approvals of new gene therapies and the need for appropriate delivery systems have reached unprecedented highs and demand is growing exponentially. For in vivo gene therapy, the Adenovirus (AV) and Adeno-Associated virus (AAV) are acknowledged as the most used delivery vehicles. 하나 relatively high amounts of AV and AAV are needed to be clinically efficient and this appears directly correlated with adverse events in patients such as unwanted immunogenicity and potential safety implications. The incorporation of Nuvec® into the treatment protocol has the potential to both increase efficacy and reduce side effects.
These three work streams are the focus of the Company in demonstrating both the viability and the flexibility of Nuvec® as a unique delivery system in this space. It remains a key priority for the Company to present this data to third parties developing novel products in this space with a view to licensing Nuvec® to use as part of their developments.
협력
The Company is at advanced stages of finalising a collaboration with an independent global leader in R&D based in the US which, on the back of successful initial studies utilising our combined technologies, would lead to a co-marketing agreement to allow both parties to promote the resultant combined technology. We anticipate being able to make a further announcement on this in the coming weeks.
추가 자산
We have been investigating potential assets to add to the Company for some time and after seeing a number of opportunities, we were delighted to take a controlling stake in Nanogenics in September 2023. The RNA sector is an exciting one with a lot of investor and commercial interest. The addition of the Liptide® delivery system and siRNA sequence adds significant potential value to our business. As well as glaucoma, the MRTF-B gene is also responsible for fibrosis of the liver and lung, two large areas into which Nanogenics could develop its portfolio.
Non-viral, non-lipid delivery systems are high in demand in the gene therapy space and we now have two such delivery systems and expect considerable technical synergies in developing programmes using both Nuvec® and Liptide®.
Since the investment Nanogenics has been working with the University of Strathclyde on the formulation to take into in vivo studies with Kings College London. These studies are expected to commence in May 2024. In parallel we have been looking into the preparatory work required to undertake safety and toxicology testing and move into clinical trials, achieving pre-IND approval from the FDA and what is required to obtain orphan designation for the product which, if achieved, would potentially give 7 years exclusivity to market our product upon FDA approval which, in itself, would be hugely value enhancing.
지식재산권
The Company has the exclusive worldwide rights for therapeutic uses in humans and animals for technology developed by The University of Queensland ("UQ"). 지금 2023 sees this technology having patents granted in Europe, Australia, Japan, China and the US and post year end the patent was also granted in India.
The Company has also filed its own patent on using Nuvec® to enhance the performance of viral vectors which is now entering the national phases of patent execution.
미래 전망
As the Company looks forward, we are consolidating our efforts on Nuvec® and actively seeking commercial solutions for the product. Future development of the product as a drug delivery vehicle requires significant capital so we are seeking a suitable partner to work with us to deliver Nuvec@'s potential. Through the investment in Nanogenics, the Company has an additional exciting development candidate and we will be looking to progress this opportunity towards clinical trials as quickly as possible.
On behalf of the Board, I would like to thank all of our shareholders for their continued patient support and look forward to providing further updates on our progress.
이사회의 명령으로
크리스 브리튼
의장
22년 2024월 XNUMX일
N4 제약 PLC
31년 2023월 XNUMX일 기준 연결포괄손익계산서
|
|
| |||
노트 | 2023 | 2022 | |||
|
| £ | £ | ||
|
|
|
| ||
수익 |
| 1,953 | - | ||
|
|
|
| ||
총 이익 |
| 1,953 | - | ||
|
|
|
| ||
연구 및 개발 비용 | (619,392) | (577,525) | |||
일반 및 관리 비용 |
| (717,980) | (615,735) | ||
Costs of purchase of investments | 15 | (89,175) | - | ||
올해 영업적자 |
|
| (1,424,594) | (1,193,260) | |
| |||||
순금융소득 |
4 | - | 1 | ||
세금 전 연도 손실 |
5 | (1,424,594) | (1,193,259) | ||
과세 |
6 | 147,816 | 163,998 | ||
세금 후 XNUMX년 동안의 손실 | (1,276,778) | (1,029,261) | |||
기타포괄손익세금계산서 | - | - | |||
해당 연도의 총 포괄 손실 | (1,276,778) | (1,029,261) | |||
|
|
| |||
|
|
| |||
해당 연도의 총포괄손실은 다음과 같습니다. |
|
| |||
Equity owners of N4 Pharma Plc | (1,269,331) | (1,029,261) | |||
NCI | (7,447) | - | |||
(1,276,778) |
| (1,029,261) | |||
|
|
| |||
|
| ||||
지배기업 소유주에게 귀속되는 주당손실 | 12 | ||||
|
|
| |||
가중 평균 주식 수: |
|
| |||
Basic | 242,889,938 | 186,422,541 | |||
희석 | 242,889,938 | 186,422,541 | |||
주당 기본 손실 | (0.52) | (0.55) | |||
주당 희석 손실 | (0.52) | (0.55) | |||
모든 결과는 지속적인 운영에서 파생되었습니다.
The notes are an integral part of the Consolidated Financial Statements
N4 제약 PLC
31년 2023월 XNUMX일 현재 연결재무상태표
|
|
| ||||
노트 | 2023 | 2022 | ||||
|
| £ | £ | |||
|
|
| ||||
자산 |
|
| ||||
비유동 자산 |
|
| ||||
친선 | 15 |
| 61,210 | - | ||
|
|
| 61,210 | - | ||
|
|
| ||||
유동 자산 |
|
| ||||
매출 채권 및 기타 채권 | 8 |
| 187,045 | 246,518 | ||
현금 및 현금성 자산 |
|
| 1,027,112 | 1,919,529 | ||
|
|
| 1,214,157 | 2,166,047 | ||
|
|
|
|
| ||
총자산 | 1,275,367 | 2,166,047 | ||||
부채 | ||||||
유동 부채 | ||||||
매입 채무 및 기타 채무 | 9 | (26,224) | (40,722) | |||
발생 및 이연 소득 | (55,502) | (37,167) | ||||
총 부채 | (81,726) | (77,889) | ||||
| ||||||
순유동 자산 | 1,132,431 | 2,088,158 | ||||
총자산에서 유동부채를 차감 | 1,203,080 | 2,088,158 | ||||
|
|
| ||||
순자산 | 1,193,641 | 2,088,158 | ||||
공평 | ||||||
주식 자본 | 11 | 9,345,946 | 9,205,946 | |||
프리미엄 공유 | 11 | 14,874,469 | 14,698,569 | |||
주식 옵션 준비금 | 11 | 107,385 | 103,954 | |||
역취득준비금 | 11 | (14,138,244) | (14,138,244) | |||
합병준비금 | 11 | 279,347 | 279,347 | |||
이익 잉여금 | 11 | (9,341,267) | (8,061,414) | |||
Non Controlling interest | 16 | 66,005 | - | |||
총 자본 | 1,193,641 | 2,088,158 |
The Consolidated Financial Statements were approved by the Board of Directors on ________ 2024 and signed on its behalf:
나이젤 테오발드
N4 제약 PLC
31년 2023월 XNUMX일 현재 회사 재무상태표
|
|
| ||||
노트 | 2023 | 2022 | ||||
|
| £ | £ | |||
자산 |
|
|
|
| ||
비유동 자산 |
|
|
|
| ||
투자 | 7 |
| 478,843 | 1,094,747 | ||
Intercompany loan receivable | 14 |
| - | 5,659,000 | ||
|
|
| 478,843 | 6,753,747 | ||
|
|
| ||||
유동 자산 |
|
| ||||
매출 채권 및 기타 채권 | 8 |
| 20,625 | 992,325 | ||
현금 및 현금성 자산 |
|
| 697,850 | 1,761,330 | ||
|
|
| 718,475 | 2,753,655 | ||
|
|
|
|
| ||
총자산 | 1,197,318 | 9,507,402 | ||||
부채 | ||||||
유동 부채 | ||||||
매입 채무 및 기타 채무 | 9 | (2,146) | (13,381) | |||
발생 및 이연 소득 | (38,835) | (20,465) | ||||
총 부채 |
|
| (40,981) |
|
| (33,846) |
총자산에서 유동부채를 차감 | 1,156,337 | 9,473,556 | ||||
|
|
| ||||
순자산 | 1,156,337 | 9,473,556 | ||||
공평 | ||||||
주식 자본 | 11 | 9,345,946 | 9,205,946 | |||
프리미엄 공유 | 11 | 14,874,469 | 14,698,569 | |||
주식 옵션 준비금 | 11 | 107,385 | 103,954 | |||
합병준비금 | 11 | 279,347 | 279,347 | |||
이익 잉여금 | 11 | (23,450,810) | (14,814,260) | |||
총 자본 | 1,156,337 | 9,473,556 |
The Company recorded a loss of £8,636,650 for the year (31 December 2022: £7,226 loss) primarily attributable to impairment of the intra company loan and investment as set out in the Company Statement of Cash Flows for the year ended 31 December 2023. The policy on impairment is dealt with in 1.14 of the Accounting Policies.
The Company Financial Statements were approved by the Board of Directors on 7 March 2024 and signed on its behalf:
나이젤 테오발드
N4 제약 PLC
31년 2023월 XNUMX일에 종료된 회계연도의 연결 자본 변동 명세서
|
|
|
|
|
|
|
| |||
(i) Year ended 31 December 2023 | 주식 자본 | 프리미엄 공유 | 주식 옵션 준비금 | 역취득준비금 | 합병준비금 | 이익 잉여금 | 비지배지분 | 총 자본 |
| |
£ | £ | £ | £ | £ | £ | £ | £ |
| ||
1년 2023월 XNUMX일 잔액 | 9,205,946 | 14,698,569 | 103,954 | (14,138,244) | 279,347 | (8,061,414) | - | 2,088,158 |
| |
|
|
|
|
|
|
|
|
| ||
자회사 인수에 대한 비지배지분 | - | - | - | - | - | - | 62,930 | 62,930 |
| |
Shares in subsidiary issued to NCI | - | - | - | - | - | (10,522) | 10,522 | - |
| |
해당 연도의 총 포괄 손실 | - | - | - | - | - | (1,269,331) | (7,447) | (1,276,778) |
| |
이슈 공유 | 140,000 | 210,000 | - | - | - | - | - | 350,000 |
| |
발행 비용 공유 | - | (34,100) | - | - | - | - | - | (34,100) |
| |
공유 기반 지불 요금 | - | - | 3,431 | - | - | - | - | 3,431 |
| |
| 9,345,946 | 14,874,469 | 107,385 | (14,138,244) | 279,347 | (9,341,267) | 66,005 | 1,193,641 |
| |
31년 2023월 XNUMX일 |
|
|
|
|
|
|
|
|
| |
(ii) Year ended 31 December 2022 | 주식 자본 | 프리미엄 공유 | 주식 옵션 준비금 | 역취득준비금 | 합병준비금 | 이익 잉여금 | 비지배지분 | 총 자본 |
£ | £ | £ | £ | £ | £ | £ | £ | |
1년 2022월 XNUMX일 잔액 | 8,995,146 | 13,945,602 | 79,955 | (14,138,244) | 279,347 | (7,032,153) | - | 2,129,653 |
|
|
|
|
|
|
|
| |
해당 연도의 총 포괄 손실 | - | - | - | - | - | (1,029,261) | - | (1,029,261) |
이슈 공유 | 210,800 | 843,200 | - | - | - | - | - | 1,054,000 |
발행 비용 공유 | - | (90,233) | - | - | - | - | - | (90,233) |
공유 기반 지불 요금 | - | - | 23,999 | - | - | - | - | 23,999 |
31년 2022월 XNUMX일 | 9,205,946 | 14,698,569 | 103,954 | (14,138,244) | 279,347 | (8,061,414) | - | 2,088,158 |
|
|
|
|
|
|
|
|
N4 제약 PLC
Company Statement of Changes in Equity for the year ended 31 December 2023
(i) Year ended 31 December 2023 | 주식 자본 | 공유 프리미엄 | 주식 옵션 준비금 | 합병준비금 | 이익 잉여금 | 총 자본 |
£ | £ | £ | £ | £ | £ | |
1년 2023월 XNUMX일 잔액 | 9,205,946 | 14,698,569 | 103,954 | 279,347 | (14,814,260) | 9,473,556 |
|
|
|
|
|
|
|
해당 연도의 총 포괄 손실 | - | - | - | - | (8,636,550) | (8,636,550) |
이슈 공유 | 140,000 | 210,000 | - | - | - | 350,000 |
발행 비용 공유 | - | (34,100) | - | - | - | (34,100) |
공유 기반 지불 요금 | - | - | 3,431 | - | - | 3,431 |
31년 2023월 XNUMX일 | 9,345,946 | 14,874,469 | 107,385 | 279,347 | (23,450,810) | 1,156,337 |
|
|
|
|
|
|
(ii) Year ended 31 December 2022 | 주식 자본 | 공유 프리미엄 | 주식 옵션 준비금 | 합병준비금 | 이익 잉여금 | 총 자본 |
£ | £ | £ | £ | £ | £ | |
1년 2022월 XNUMX일 잔액 | 8,995,146 | 13,945,602 | 79,955 | 279,347 | (14,807,034) | 8,493,016 |
|
|
|
|
|
|
|
해당 연도의 총 포괄 손실 | - | - | - | - | (7,226) | (7,226) |
이슈 공유 | 210,800 | 843,200 | - | - | - | 1,054,000 |
발행 비용 공유 | - | (90,233) | - | - | - | (90,233) |
공유 기반 지불 요금 | - | - | 23,999 | - | - | 23,999 |
31년 2022월 XNUMX일 | 9,205,946 | 14,698,569 | 103,954 | 279,347 | (14,814,260) | 9,473,556 |
|
|
|
|
|
|
N4 제약 PLC
31년 2023월 XNUMX일로 종료되는 회계연도의 연결현금흐름표
|
|
|
| |
2023 | 2022 | |||
노트 | £ |
| £ | |
영업 활동 | ||||
| ||||
세후 손실 | (1,276,778) | (1,029,261) | ||
Finance expenditure and other income | - | (1) | ||
공유 기반 지불 요금 | 3,431 | 23,999 | ||
세액공제 | (147,816) | (163,998) | ||
운전 자본 변경 전 영업 손실 | (1,421,163) | (1,169,261) | ||
운전 자본의 움직임: | ||||
매출채권 및 기타수취채권의 감소/(증가) | 44,230 | (37,312) | ||
Increase/decrease in trade, other payables and accruals | 3,838 | (134,841) | ||
영업에 사용된 현금 | (1,373,095) | (1,341,414) | ||
과세 공제 받음 | 163,997 | 513,151 | ||
영업 활동에 사용 된 순 현금 흐름 | (1,209,098) | (828,263) | ||
투자 활동 | ||||
Net cash on acquisition of Subsidiary | 781 | - | ||
투자 활동으로 인한 순 현금 흐름 |
| 781 |
| - |
금융 활동 | ||||
Finance expenditure and other income | - | 1 | ||
보통주발행대금 | 350,000 | 1,054,000 | ||
주식 발행 비용 | (34,100) | (90,233) | ||
재무활동으로 인한 순현금흐름 | 315,900 | 963,768 | ||
현금 및 현금 등가물 순 (감소) / 증가 | (892,417) | 135,505 | ||
연초의 현금 및 현금성자산 | 1,919,529 | 1,784,024 | ||
기말현금및현금성자산 | 1,027,112 | 1,919,529 | ||
|
N4 제약 PLC
31년 2023월 XNUMX일로 종료되는 회계연도의 회사 현금흐름표
|
|
|
| |
2023 | 2022 | |||
| £ |
| £ | |
영업 활동 | ||||
| ||||
세전 손실 | (8,636,650) | (7,226) | ||
관심 | (305,416) | (271,772) | ||
공유 기반 지불 요금 | 3,431 | 23,999 | ||
투자의 손상 | 866,004 | - | ||
대출의 손상 | 6,459,000 | - | ||
운전 자본 변경 전 영업 손실 | (1,613,631) | (254,999) | ||
운전 자본의 움직임: | ||||
매출채권 및 기타수취채권의 감소/(증가) | 1,277,116 | (91,440) | ||
거래 및 기타 미지급금의 증가 | 7,135 | 5,387 | ||
영업에 사용된 현금 | (329,380) | (341,052) | ||
영업 활동에 사용 된 순 현금 흐름 | (329,380) | (341,052) | ||
투자 활동 | ||||
투자 유치 | (250,000) | - | ||
Loan receivable advancements | (800,000) | (400,000) | ||
투자 활동에 사용 된 순 현금 흐름 | (1,050,000) | (400,000) | ||
금융 활동 | ||||
Net proceeds of ordinary share issue | 350,000 | 1,054,000 | ||
주식 발행 비용 | (34,100) | (90,233) | ||
재무활동으로 인한 순현금흐름 | 315,900 | 963,767 | ||
|
| |||
현금 및 현금 등가물 순 (감소) / 증가 | (1,063,480) | 222,715 | ||
연초의 현금 및 현금성자산 | 1,761,330 | 1,538,615 | ||
기말현금및현금성자산 | 697,850 | 1,761,330 | ||
|
N4 제약 PLC
Notes to the Consolidated Financial Statements for the year ended 31 December 2023
1. 회계정책
1.1 Reporting entity
N4 Pharma Plc (the "Company"), is the holding Company for N4 Pharma UK Limited ("N4 UK"), and Nanogenics Limited ("Nanogenics"), and together form the Group (the "Group"). N4 Pharma UK Limited is a specialist pharmaceutical company engaged in the development of mesoparticulate silica delivery systems to improve the cellular delivery and potency of vaccines. The nature of the business is not deemed to be impacted by seasonal fluctuations and as such performance is expected to be consistent.
Nanogenics is a specialist pharmaceutical company engaged in the development of a Liptide platform to deliver a proprietary siRNA sequence to silence a fibrotic gene. The nature of the business is not deemed to be impacted by seasonal fluctuations and as such performance is expected to be consistent.
The Company was incorporated and registered in England and Wales on 6 July 1979 as a public limited company and its shares are admitted to trading on AIM (LSE: N4P). The Company's registered office is located at 6th Floor, 60 Gracechurch Street, London, EC3V 0HR.
The Consolidated Financial Statements have been prepared in accordance with International Financial Reporting Standards and applied to the Parent Company Accounts in accordance with the provisions of the Companies Act 2006.
The Consolidated Financial Statements are presented in Great British Pounds ("GBP" or "£"), rounded to the nearest £.
The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these Consolidated Financial Statements.
The Company has taken advantage of the exemption granted by Section 408 of the Companies Act 2006 from presenting its own Statement of Comprehensive Income. The loss generated by the Company is disclosed under the Company Statement of Financial Position.
1.2 측정 규칙
The Consolidated Financial Statements are prepared on the historical cost basis, except for the following items:
· Share-based payments related to investment acquisition are measured at fair value shown in the Merger Reserve.
· Share-based payments related to employee costs are measured at fair value shown in the Statement of Comprehensive Income.
· Share-based payments related to share issue costs are measured at fair value shown in Share Premium.
· The associated Share Options and Warrants are measured at fair value using the Black Scholes model (see note 10).
1.3 계속되는 우려
These Consolidated Financial Statements have been prepared on the basis of accounting principles applicable to a going concern.
The Group currently has no source of operating cash inflows, other than interest, grant income and license fees, and has incurred net operating cash outflows before tax for the year ended 31 December 2023 of £1,209,098 (2022: £828,263 outflow). At 31 December 2023, the Group had cash balances of £1,027,112 (2022: £1,919,529) and a surplus in net working capital (current assets, including cash, less current liabilities) of £1,132,430 (2022년: £2,088,158).
The Group prepares regular business forecasts and monitors its projected cash flows, which are reviewed by the Board. Forecasts are adjusted for reasonable sensitivities that address the principal risks and uncertainties to which the Group is exposed, thus creating a number of different scenarios for the Board to challenge.
1
In those cases, where scenarios deplete the Group's cash resources too rapidly, consideration is given to the potential actions available to management to mitigate the impact of one or more of these sensitivities, in particular the discretionary nature of costs incurred by the Group, in order to ensure the continued availability of funds.
As the Group did not have access to bank debt and future funding is reliant on issues of shares in the Parent Company, the Board has derived a mitigation plan for the scenarios modelled as part of the going concern review. Notwithstanding such different scenarios and mitigation options available to the Board it is highly probable that, in the absence of a commercial deal bringing in immediate revenue, further funding will need to be raised from third parties prior to the year-end in order for the Company to meaningfully fund operations and continue as a going concern. At this point in time the Board plans to raise funds against delivery of further milestones and to fund specific, value enhancing studies ideally in collaboration with partners with the ability to then commercialise the outcomes of such studies. Any fundraising will be done on the advice of its professional advisers and in such a way as to minimise dilution taking into account the prevailing market conditions and the share price at the time. Any such fundraising would also rely on shareholders authorising the Board to issue such shares as it deemed appropriate in order to raise sufficient funds for the Group.
Whilst the Board remains confident that necessary funds will be available as and when required, as at the date of this report the future funding requirements are not secured and, accordingly, there is material uncertainty that casts doubt over the Group's ability to continue as a going concern. Whilst the financial statements have been prepared on a going concern basis they do not include the adjustments that would result if the Group was unable to continue as a going concern.
1.4 연결 근거
The consolidated Group financial statements consist of the financial statements of the Company together with the entities controlled by the parent company (its subsidiaries), N4 UK and Nanogenics.
The financial statements for N4 UK are made up to 31 December 2023. Nanogenics prepares individual financial statements to 31 May 2023. These consolidated financial statements for N4 Pharma include the results of Nanogenics from the date of acquisition to 31 December 2023 based on interim management accounts. Where necessary, adjustments are made to the financial statements of N4 UK and Nanogenics to bring the accounting policies used into line with those used by the Group.
그룹 내 모든 거래, 그룹 회사 간 거래에서 발생하는 잔액 및 미실현 이익은 연결 시 제거됩니다. 거래가 이전된 자산의 손상에 대한 증거를 제공하지 않는 한 미실현 손실도 제거됩니다.
Subsidiaries are consolidated in the Group's financial statements from the date that control commences until the date that control ceases. Nanogenics was acquired by the Company on 27 September 2023.
1.5 수익
The Group recognises revenue based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The Group follows a 5 steps process in recognising revenue:
1. Identifying the contract with a customer.
2. Identifying the performance obligations.
3. Determining the transaction price.
4. Allocating the transaction price to the performance obligations.
5. 수행의무가 충족되는 경우 수익을 인식합니다.
Revenue is recognised over time, when (or as) the Group satisfies the performance obligations by transferring the promised services to its customers.
If the Group satisfies a performance obligation before it received the consideration, the Group recognises either a contract asset or a receivable in its Consolidation Statement of Financial Position.
The Group generates license fees for the licencing of its products. Fee income is recognised on the accruals basis.
1.6 Government grant income
Government grants are recognised only when there is reasonable assurance that the Group will comply with the conditions attaching to them and that the grants will be received.
Government grants are recognised in the Consolidated Statement of Comprehensive Income on a systematic basis over the periods in which the Group recognises and expenses the related costs for which the grants are intended to compensate.
Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognised in Consolidated Statement of Comprehensive Income in the period in which they become receivable, and against the associated cost.
1.7 Expenses
재정 수입 및 지출
Financing expenses comprise interest expense and finance charges. Financing income comprises interest receivable on funds invested.
Financing income and expenses are recognised in the Consolidated Statement of Comprehensive Income as it accrues, using the effective interest method.
연구 개발
Research costs are charged against the Consolidated Statement of Comprehensive Income as they are incurred. Certain development costs will be capitalised as intangible assets when it is probable that the future economic benefits will flow to the Group. Such intangible assets will be amortised on a straight-line basis from the point at which the assets are ready for use, over the period of the expected benefit, and are reviewed for impairment at each year end date. Other development costs are charged against income as incurred since the criteria for their recognition as an asset is not met.
지출을 자산으로 인식하는 기준은 다음과 같습니다.
§ It is technically feasible to complete the product;
§ Management intends to complete the product and use or sell it;
§ There is an ability to use or sell the product;
§ It can be demonstrated how the product will generate probable future economic benefits;
§ Adequate technical, financial and other resources are available to complete the development, use and sale of the product; and
§ Expenditure attributable to the product can be reliably measured.
내부적으로 창출된 무형자산의 원가는 경영진이 의도하는 방식으로 자산을 운용할 수 있도록 자산을 창출, 생산 및 준비하는 데 필요한 모든 직접 관련 원가로 구성됩니다. 직접적으로 귀속되는 비용에는 기술 개발, 테스트 및 인증에 발생한 직원 비용, 소비된 자재 및 관련 제XNUMX자 비용이 포함됩니다. 내부적으로 창출된 개발비용은 무형자산으로 인식되며, 이후 외부에서 취득한 무형자산과 동일한 방식으로 측정됩니다. 그러나 개발 프로젝트가 완료될 때까지 해당 자산은 손상검사만 받습니다.
To date, the criteria for recognition of an internally generated intangible asset have not been met as explained in note 1.17.
1.8 과세
과세
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised directly in equity.
유동법인세 또는 이연법인세 자산과 부채는 할인되지 않습니다.
현재 세금
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the Consolidated Statement of Financial Position date.
이연 법인세
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the 연결 재무 상태 표 날짜입니다.
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in the Consolidated Financial Statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.
1.9 Foreign Currencies
Monetary assets and liabilities denominated in foreign currencies are translated into Sterling at the rate of exchange ruling at the Consolidated Statement of Financial Position date. Transactions in foreign currencies are translated at the rate of exchange ruling at the date of the transaction. Foreign exchange gains and losses are included in the Consolidated Statement of Comprehensive Income.
1.10 주당순이익
The Group presents basic and diluted earnings or loss per share data for its ordinary shares. Basic earnings/loss per share is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period, adjusted for own shares held. Diluted earnings/loss per share is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding, adjusted for own shares held, for the effects of all dilutive potential ordinary shares, which comprise of share options granted.
1.11 Operating segments
The Group operated in one business segment, that of the development and commercialisation of medicines via its delivery system called Nuvec® and its liptide platform called ECP105.
이사들은 핵심 사업과 다른 위험과 수익을 안고 있는 식별 가능한 사업 부문이 없다고 생각합니다. 자원 배분 및 성과 평가를 위해 이사에게 보고된 정보는 전적으로 그룹의 전반적인 활동을 기반으로 합니다.
1.12 Presentation and classification of financial instruments issued by the Group
In accordance with IAS 32, financial instruments issued by the Group are treated as equity only to the extent that they meet the following two conditions:
(a) they include no contractual obligations upon the Group to deliver cash or other financial assets or to exchange financial assets or financial liabilities with another party under conditions that are potentially unfavourable to the Group; and
(b) where the instrument will or may be settled in the Company's own equity instruments, it is either a non-derivative that includes no obligation to deliver a variable number of the Company's own equity instruments or is a derivative that will be settled by the Company exchanging a fixed amount of cash or other financial assets for a fixed number of its own equity instruments.
To the extent that this definition is not met, the proceeds of issue are classified as a financial liability. Where the instrument so classified takes the legal form of the Company's own shares, the amounts presented in these Consolidated Financial Statements for called up share capital and share premium account exclude amounts in relation to those shares.
자본 요소와 금융 부채 요소를 모두 포함하는 금융 상품이 존재하는 경우 이러한 요소는 위의 정책에 따라 분리되어 개별적으로 회계 처리됩니다.
1.13 Non-derivative financial instruments
Non-derivative financial instruments comprise investments, trade and other receivables, cash and cash equivalents and trade and other payables.
투자
Investments are investments held in subsidiaries accounted for at cost less provision for impairment under IAS 27.
매출 채권 및 기타 채권
Trade and other receivables are recognised initially at fair value. Subsequent to initial recognition they are measured at amortised cost less impairment.
매입 채무 및 기타 채무
매입채무와 기타채무는 최초에 공정가치로 인식됩니다. 최초 인식 후에는 유효이자율법을 사용하여 상각후원가로 측정됩니다.
현금 및 현금성 자산
Cash and cash equivalents are basic financial assets and comprise of cash at bank. Any overdrafts are shown within borrowings in current liabilities.
1.14 손상
당기손익인식금융자산이 아닌 금융자산은 손상되었다는 객관적인 증거가 있는지를 매 보고기간말에 평가하고 있습니다. 금융자산을 최초 인식한 이후에 손실 사건이 발생했고, 그 손실 사건이 신뢰성 있게 추정할 수 있는 해당 자산의 추정 미래현금흐름에 부정적인 영향을 미쳤다는 객관적인 증거가 있는 경우 금융자산은 손상된 것입니다.
An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the asset's original effective interest rate. Interest on the impaired asset continues to be recognised through the unwinding of the discount. When a subsequent event causes the amount of impairment loss to decrease, the decrease in impairment loss is reversed through the Consolidated Statement of Comprehensive Income.
The carrying amounts of the Group's non-financial assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated.
The recoverable amount of an asset is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset.
For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest Group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or Groups of assets (the "cash-generating unit").
An impairment loss is recognised if the carrying amount of an asset or its cash generating unit exceeds its estimated recoverable amount. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of cash generated units are allocated first to reduce the carrying amount of any goodwill allocated to the units, and then to reduce the carrying amounts of the other assets in the unit (Group of units) on a pro rata basis.
이전 기간에 인식된 손상차손은 손실이 감소했거나 더 이상 존재하지 않는다는 징후가 있는지를 매 보고일에 평가합니다. 회수가능액을 결정하는 데 사용된 추정치가 변경된 경우 손상차손을 환입하고 있습니다. 손상차손을 인식하지 않았다면 자산의 장부금액이 감가상각이나 상각액을 차감한 장부금액을 초과하지 않는 범위 내에서만 환입됩니다.
1.15 Share based payment arrangements
Share-based payment arrangements in which the Group receives goods or services as consideration for its own equity instruments are accounted for as equity-settled share-based payment transactions, regardless of how the equity instruments are obtained by the Group.
Share-based payment transactions, other than those with employees, are measured at the value of goods or services received where this can be reliably measured. Where the services received are not identifiable, their fair value is determined by reference to the grant date fair value of the equity instruments provided. Should it not be possible to measure reliably the fair value of identifiable goods and services received, their fair value shall be determined by reference to the fair value of the equity instruments provided measured over the period of time that the goods and services are received.
The expense is recognised in the Consolidated Statement of Comprehensive Income or capitalised as part of an asset when the goods are received or as services are provided, with a corresponding increase in equity.
The grant date fair value of share-based payment awards granted to employees is recognised as an employee expense, with a corresponding increase in equity, over the period that the employees 가 unconditionally entitled to the awards. The fair value of the options granted is measured using an option valuation model, taking into account the terms and conditions upon which the options were granted. The amount recognised as an expense is adjusted to reflect the 실제 number of awards for which the related service and non-market vesting conditions are expected to be met, such that the amount ultimately recognised as an expense is based on the number of awards that do meet the related service and non-market performance conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant date fair value of the share-based payment is measured to reflect such conditions and there is no "true-up" for differences between expected and actual outcomes.
Share-based payment transactions in which the Group receives goods or services by incurring a liability to transfer cash or other assets that is based on the price of the Group's equity instruments are accounted for as cash-settled share-based payments. The fair value of the amount payable to recipients is recognised as an expense, with a corresponding increase in liabilities, over the period in which the recipients become unconditionally entitled to payment. The liability is re-measured at each Consolidated Statement of Financial Position date and at settlement date. Any changes in the fair value of the liability are recognised in the Consolidated Statement of Comprehensive Income.
1. 회계 정책
1.16 Adoption of new and revised International Financial Reporting Standards
다음 IFRS 기준, 개정 또는 해석은 31년 2023월 XNUMX일에 종료되는 회계연도에 발효되었지만 이 연결재무정보에 중요한 영향을 미치지 않았습니다.
ㅁㄴㅇㄹ | 발효 일 |
Amendments to IAS 1 Disclosure of accounting policies | 1월 1 2023 |
IAS 8 개정 회계추정의 정의 | 1월 1 2023 |
IAS 12 개정 단일 거래 | 1월 1 2023 |
1년 2023월 XNUMX일 이후 개시하는 회계연도부터 그룹에 적용되는 모든 새로운 기준과 개정 기준 및 해석이 본 연결재무제표 작성에 적용되었습니다.
The standards and interpretations that are issued and relevant to the Group, but not yet effective, up to the date of issuance of the Consolidated Financial Statements are disclosed below. The Group intends to adopt these standards, if applicable, when they become effective.
ㅁㄴㅇㄹ | 발효 일 |
Amendments to IFRS Leases on sale and leaseback | 1월 1 2024 |
Amendments to IAS 1 Non-current liabilities with covenants | 1월 1 2024 |
Amendments to IAS 7 Supplier finance IFRS 7 | 1월 1 2024 |
At the date of authorisation of these financial statements, the following standards and interpretations relevant to the Group and which have not been applied in these financial statements, have not been endorsed for use in the UK and will not be adopted until such time as endorsement is confirmed.
ㅁㄴㅇㄹ | 발효 일 |
Amendments to IAS 21 Lack of Exchangeability | 1월 1 2025 |
이사들은 위에 나열된 기준의 채택이 31년 2023월 XNUMX일에 종료되는 연도의 연결 재무제표에 미칠 잠재적 영향을 계속해서 평가하고 있습니다.
1.17 Use of estimates and judgements
The preparation of Consolidated Financial Statements in conformity with IFRSs requires management to make certain judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses during the period. Actual results may differ from these estimates.
추정치 및 기본 가정은 지속적으로 검토됩니다. 회계 추정치의 수정은 추정치가 수정된 기간과 영향을 받는 미래 기간에 인식됩니다.
In the process of applying the Group's accounting policies, the Directors have decided the following estimates and assumptions are material to the carrying amounts of assets and liabilities recognised in the Consolidated Financial Statements.
중요한 판단
연구 개발 비용
연구개발 지출과 관련된 주요 판단은 지출이 자본화 기준을 충족하는지 여부입니다. 지출은 인식 기준이 충족되는 경우에만 자본화되며 그렇지 않은 경우에는 연결 포괄손익계산서에서 상각됩니다. 인정 기준에는 기술적 타당성 및 상업적 실행 가능성 측면에서 프로젝트의 결과를 합리적인 확실성으로 측정 또는 평가할 수 있고 수익성 있는 프로젝트를 완료하는 데 충분한 자원이 존재하는 경우 별도로 식별 가능한 지출이 있는 명확하게 정의된 프로젝트의 식별이 포함됩니다. . 이러한 기준이 충족되고 제품에 따른 미래 경제적 이익이 그룹에 유입될 가능성이 높은 경우 지출은 자본화됩니다.
투자 및 회사간 채무자의 손상
N4 UK has sustained losses and the Statement of Financial position is in deficit. The recoverability of the intercompany debtor and the cost of investment is dependent on the future profitability and success of the entity, which is in a research phase and has not therefore generated any revenue to date. Having considered research progress during the year and future prospects of N4 UK, the Directors consider that there are indicators of impairment in respect of these balances. This is a significant judgement.
1. Risk management
살펴보기
The Group has exposure to the following risks:
· 신용위험
· 유동성 위험
· Tax risk;
· Market risk; and
· 운영 리스크
· Regulatory and legislative risk
This note presents information about the Group's exposure to each of the above risks, its objectives, policies and processes for measuring and managing risk, and its management of capital. Further quantitative disclosures are included throughout these Consolidated Financial Statements.
위험 관리 프레임워크
The Board has overall responsibility for the establishment and oversight of the risk management framework and developing and monitoring the Group's risk management policies. Key risk areas have been identified and the Group's risk management policies and systems will be reviewed regularly to reflect changes in market conditions and the Group's activities.
The Audit Committee oversees how management monitors compliance with the Group's risk management policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Group.
신용 위험
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Group's bank deposits and receivables. See Note 13 for further detail. The risk of non-collection is considered to be low. This risk is deemed low at present due to the Group not yet trading and generating revenue but is a consideration for future risks.
There is an intercompany debtor balance between the Company and N4 UK. The recoverability of this debtor is dependent on the future profitability of the entity. As N4 UK has sustained losses and the Statement of Financial Position is in deficit it is currently not in a position to repay this amount and this therefore poses a credit risk to the Company, but not to the Group.
유동성 위험
Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation. The Group monitors cash flow on a monthly basis through forecasting to help mitigate this risk.
세금 위험
Any change in the Group's tax status or in taxation legislation or its interpretations could affect the value of the investments held by the Group or the Group's ability to provide returns to shareholders or alter post-tax returns to shareholders.
시장 위험과 경쟁
The Group operates as a specialist pharmaceutical Company engaged in the development of mesoparticulate silica delivery systems to improve the cellular delivery and potency of vaccines. The Group is entering into a market with existing competitors and the prospect of new entrants entering the current market. There is no guarantee that current competitors or new entrants to the market will not appeal to a wider portion of the Group's target market or command broader band awareness.
In addition, the Group's future potential revenues from product sales will be affected by changes in the market price of pharmaceutical drugs and could also be subject to regulatory controls or similar restrictions.
Market risk is monitored continuously by the Group and the Board reacts to any changes in market conditions as and when they arise.
운영 리스크
The Group is at an early stage of development and is subject to several operational risks. The commencement of the Group's material revenues is difficult to predict and there is no guarantee the Group will generate material revenues in the future. The Group has a limited operational history upon which its performance and prospects can be evaluated and faces the risks frequently encountered by developing companies. The risks include the uncertainty as to which areas of pharmaceuticals to target for growth.
Operational risk is managed by adapting the future plans of the Group based on results and feedback from employees, suppliers and contractors.
Regulatory and legislative risk
XNUMXD덴탈의 operations of the Group are such that it is exposed to the risk of litigation from its suppliers, employees and regulatory authorities. Exposure to litigation or fines imposed by regulatory authorities may affect the Group's reputation even though monetary consequences may not be significant.
Any changes to regulations or legislation are reviewed by the Board on a regular basis and the Group applies any that are relevant accordingly.
Changes to legislation, regulations, rules and practices may change and is often the case in the pharmaceutical industry which is highly regulated and susceptible to regular change. Any changes may have an adverse effect on the Group's operations.
Regulatory and legislative risk will become more significant once the current research generates revenue.
지적 재산 보호
The Group's ability to compete significantly relies upon the successful protection of its intellectual property, in particular its licenced and owned patent applications for Nuvec® and ECP105. The Group seeks to protect its intellectual property through the filing of worldwide patent applications, as well as robust confidentiality obligations on its employees. However, this does not provide assurance that a third party will not infringe on the Group's intellectual property, release confidential information about the intellectual property or claim technology which is registered to the Group.
자본 관리
The Group has no loans or borrowings and has sufficient resources, in the view of the Directors, to meet its working capital requirements for the next 12 months.
The Group manages its capital through the preparation of detailed forecasts, and tracks actual receipts and outlays against the forecasts on a regular basis, to ensure that the Group will be able to continue as a going concern while maximising the return to shareholders.
The capital structure of the Group consists of cash and cash equivalents and equity comprising, capital, reserves and accumulated losses.
1. Employees and directors
The average monthly number of employees during the year was 5 (2022: 5). The Directors of the Group are employed by both the Company and N4 UK and as such are included in the employee figure. Total Directors' remuneration is detailed in Note 14 of these Consolidated Financial Statements.
|
|
|
2023 |
2022 |
|
|
| £ | £ |
임금과 급여 |
214,000 |
213,333 | ||
사회 보장 비용 |
17,778 |
17,562 | ||
|
231,778 |
230,895 |
4. Net finance income and (expenditure)
|
2023 |
2022 | ||
| £ | £ | ||
Interest received on financial assets measured at amortised cost |
|
- |
1 |
5. Loss before tax
|
|
| 2023 | 2022 |
|
|
| £ | £ |
| Loss before taxation is arrived after charging: |
|
|
|
| Fees payable to the Group's auditors for the audit of the Group's Consolidated Financial Statements | 26,985 | 28,640 | |
| Fee payable for audit of subsidiaries | 10,015 | 5,940 |
6. 과세
|
| 2023 | 2022 |
| ||
|
| £ | £ |
| ||
| 현재 세금 |
| ||||
| Research and development tax credit receivable for the current period | (147,816) | (163,998) |
| ||
| 이전 기간에 대한 조정 | - | - |
| ||
|
| |||||
| (147,816) | (163,998) |
| |||
| 이연 법인세 |
| ||||
| 일시적 차이의 발생과 반전 | - | - |
| ||
|
| |||||
| Tax in Statement of Comprehensive Income | (147,816) | (163,998) |
| ||
|
|
| ||||
The tax charge for the year can be reconciled to the loss in the Consolidated Statement of Comprehensive Income as follows:
|
|
2023 |
2022 | |
|
| £ | £ | |
| 과세 전 손실 | (1,276,778) | (1,029,261) | |
| ||||
영국 법인세율 25%에 따른 세금(2022년: 19%) | (319,195) | (195,560) | ||
| Net Research and development tax credits | (147,816) | (163,998) | |
| Changes in unrecognised deferred tax | 319,195 | 195,560 | |
| 이전 기간에 대한 조정 | - | - | |
| ||||
| 해당 연도의 세금 | (147,816) | (163,998) | |
|
At the year end the Group had trading losses carried forward of £11,357,986 (2022: £9,969,504) for use against future profits. There are no other factors which may impact future tax charges. A deferred tax asset has not been recognised on unrelieved trading losses as the timing, extent and availability of future profits is not yet certain.
7. 투자
자회사 투자
기업 정보
|
| 2023 | 2022 | |
| 비용 | £ | £ | |
|
| |||
| 1월 XNUMX일 잔액 | 1,094,747 | 1,094,747 | |
| ||||
| 자회사 투자손상 | (866,004) | - | |
| Investment in Nanogenics Limited | 250,000 | - | |
| ||||
31월 XNUMX일 잔액 | 478,843 | 1,094,747 |
The Directors have considered the carrying amount for the investment in N4 UK and decided to impair this to £228,743 in accordance with the accounting policies.
In 2023 the Company acquired 75% (subsequently diluted to 70.82% following the issuance of management shares) of the issued shares of Nanogenics Limited. The information related to this acquisition is stated in the note 15.
31년 2023월 XNUMX일 현재 회사의 자회사 세부 정보는 다음과 같습니다.
|
|
등록된 사무실 |
주요 활동 |
소유권 및 의결권 보유 비율
|
| N4 Pharma UK Limited | The Mills, Canal Street, Derby, DE1 2RJ | Delivery of vaccines and therapeutics | 100% |
| Nanogenics Limited | 6th Floor 60 Gracechurch Street, 런던, 영국, EC3V 0HR | 생명 공학 연구 및 실험 개발 | 70.82% |
8. 매출채권 및 기타채권
|
| 그룹 2023 | 그룹 2022 | 기업 정보 2023 | 기업 정보 2022 |
|
| £ | £ | £ | £ |
선불 | 10,613 | 36,888 | 9,916 | 36,029 | |
VAT due | 24,972 | 18,632 | 10,709 | 13,352 | |
R&D 세액공제 받을 수 있음 | 147,816 | 163,998 | - | - | |
미수금 | - | - | - | 883,610 | |
다른 채무자 | 3,644 | 27,000 | - | 59,334 | |
187,045 | 246,518 | 20,625 | 992,325 |
Loan interest receivable relates to the intra-group loan disclosed in Note 14.
9. 매출채권 및 기타채무
|
| 그룹 2023 | 그룹 2022 | 기업 정보 2023 | 기업 정보 2022 |
|
| £ | £ | £ | £ |
매입 채무 | 20,202 | 35,756 | 961 | 12,196 | |
기타 채무 | 6,022 | 4,966 | 1,185 | 1,185 | |
26,224 | 40,722 | 2,146 | 13,381 |
10. 주식 기반 지불
옵션
XNUMXD덴탈의 Company has the ability to issue options to Directors to compensate them for services rendered and incentivize them to add value to the Group's longer-term share value. Equity settled share-based payments are measured at fair value at the date of grant. The fair value determined is charged to the Consolidated Statement of Comprehensive Income on a straight-line basis over the vesting period based on the Group's estimate of the number of shares that will vest.
The vesting period is defined as the period in which the options are unable to be exercised. The period commences on the date the options are issued. For the options to vest, the holder must remain an employee of the group throughout the vesting period. Once the vesting period is complete the options may be exercised on any date up to the lapse date.
지분상품의 취소는 가득기간의 가속화로 처리되며, 미지급된 비용은 즉시 전액 인식됩니다.
Fair value is measured using a Black Scholes pricing model. The key assumptions used in the model at the grant date were adjusted based on management's best estimate for the effects of non-transferability, exercise restrictions and behavioural considerations.
As at 31 December 2023, there were 7,046,513 (2022: 7,046,513) options in existence over ordinary shares of the Company. Options in existence during the current and/or previous financial year are as follows:
|
The weighted average remaining contractual life of the share options outstanding as at 31 December 2023 was 3.93 years (2022: 4.93 years).
Weighted average exercise price of options outstanding as at 01 January 2023 and as at 31 December 2023 was £0.05 (as at 01 January 2022 and as at 31 December 2022: £0.05).
Each option entitles the holder to subscribe for one ordinary share in the Company. Options do not confer any voting rights on the holder.
An amount of £3,431 has been recognised in the Consolidated Statement of Comprehensive Income and in the Share Option Reserve in relation to the share options (2022: £12,006).
The aggregate fair value of the share options in issue was £95,391 (2022 £91,961), with amounts recorded at each reporting date being as follows:
| 2023 | 2022 | ||
|
|
| £ | £ |
| 2015 옵션 | 18,492 | 18,492 | |
| 2017 옵션 | 26,884 | 26,884 | |
| 2019 옵션 | 22,793 | 22,793 | |
| 2020 옵션 | 27,222 | 23,792 | |
95,391 | 91,961 |
영장
As part of the placing in November 2022 which raised £1,054,000 before fees and expenses, the Company issued 3,162,000 warrants at an exercise price of 2p per warrant to the Company's brokers on the transaction as part of their fees.
워런트 보유자는 워런트 부여 후 23년 이내에 언제든지 신주를 인수할 수 있는 권리를 부여받습니다. 영장 만료일은 2025년 XNUMX월 XNUMX일이다.
공정 가치는 Black Scholes 가격 결정 모델을 사용하여 측정됩니다.
An amount of £11,993 was recognised in the year ended 31 December 2022 in the Share Premium and in the Share Option Reserve in relation to the warrants. There was no amount in the year ended 31 December 2023 in the Share Premium and in the Share Option Reserve in relation to the warrants.
11. 자본금과 준비금
발행, 할당 및 전액 지불 | 2023 | 2022 | ||
|
| £ | £ | |
268,780,349 보통주 각 0.4p (2022 : 233,780,349) | 1,075,121 | 935,121 | ||
각 137,674,431p의 이연 주식 4개 (2022 : 137,674,431) | 5,506,977 | 5,506,977 | ||
각 279,176,540p의 이연 주식 0.99개 (2022 : 279,176,540) |
| 2,763,848 | 2,763,848 | |
9,345,946 | 9,205,946 |
모든 보통주는 배당금, 주주 출석, 회의 의결권, 자본 반환 및 청산 등 모든 측면에서 동등하게 평가됩니다.
Authorised ordinary shares at 31 December 2023 totalled 334,682,497 (2022:334,682,497).
During the year 35,000,000 new ordinary shares of 0.4p each were issued through a placing in September 2023 at a share price of 1p per share.
The 137,674,431 deferred shares of 4p, have no right to dividends nor do the holders thereof have the right to receive notice of or to attend or vote at any general meeting of the Company. On a return of capital or on a winding up of the Company, the holders of the deferred shares shall only be entitled to receive the amount paid up on such shares after the holders of the ordinary shares have received their return on capital.
279,176,540 deferred shares of 0.99p shall be entitled to receive a special dividend, which is payable upon the repayment to the Company of any amount owed under certain loan agreements, after which the Company shall, in priority to any distribution to any other class of share, pay to the holders of the Special Deferred Shares an aggregate amount equal to the amount repaid pro rata according to the number of such shares paid up as to their nominal value held by each shareholder. They shall be entitled to no other distribution save for a special dividend and shall not be entitled to receive notice of or attend or vote at a general meeting of the Company. On a return of capital on a winding up of the Company, they shall only be entitled to receive the amount paid up on such shares up to a maximum of 0.9 pence per share after the holders of the Ordinary Shares and the Deferred Shares have received their return on capital.
보유
The equity structure presented in the Consolidated Financial Statements reflects the equity structure of the Group, including the equity instruments issued as part of the Reverse Takeover transaction which occurred in 2017 and followed accounting treatment in accordance with IFRS 2.
The reverse acquisition reserve and the merger reserve are derived as part of the Reverse Takeover transaction and the balances within these reserves have had no movement since the point of the Reverse takeover in 2017.
프리미엄 적립금 공유
The share premium reserve comprises the excess of consideration received over the par value of the shares issued, plus the nominal value of share capital at the date of redesignation at no par value.
주식 옵션 준비금
The share option reserve comprises the fair value of options granted, less the fair value of lapsed and expired options.
이익 잉여금
Retained earnings comprises of accumulated results to date.
12. 주당순이익
The calculation of basic loss per share at 31 December 2023 was based on the loss of £1,269,331 (2022: £1,029,261), and a weighted average number of ordinary shares outstanding of 242,889,938 (2022: 186,422,541), calculated as follows:
|
|
| 2023 | 2022 |
|
|
| £ | £ |
| 일반주주에게 귀속되는 손실 |
| (1,269,331) | (1,029,261) |
|
|
|
|
|
| 가중평균보통주식수 |
|
|
|
|
|
|
|
|
1월 XNUMX일 보통주 발행 | 233,780,349 | 181,080,349 | ||
당해년도 발행주식의 영향 | 9,109,589 | 5,342,192 | ||
31월 XNUMX일 가중평균 주식수 | 242,889,938 | 186,422,541 |
|
|
| 주당 2023펜스 |
주당 2022펜스 |
| 주당 기본 손실 | (0.52) | (0.55) |
주당 희석 손실
Diluted earnings per share is calculated by adjusting the weighted average number of shares outstanding to assume conversion of all potential dilutive shares, namely share options and warrants which could be bought for less than a market price. The calculation of diluted loss per share at 31 December 2023 was based on the loss of £1,269,331 (31 December 2022: £1,029,261), and a weighted average number of ordinary shares outstanding of 242,889,938 (2022: 186,422,541).
|
|
| 주당 2023펜스 | 주당 2022펜스 |
| 주당 희석 손실 | (0.52) | (0.55) |
13. Risk management and analysis
(가) 신용위험
재무 위험 관리
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Group's receivables and cash and cash equivalents. The carrying amount of cash, cash equivalents and term deposits represents the maximum credit exposure on those assets. The cash and cash equivalents are held with UK bank and financial institution counterparties which are rated by S&P at least A-2.
There is an intercompany debtor balance between the Company and N4 UK. The recoverability of this debtor is dependent on the future profitability of the entity. As N4 UK has sustained losses and the Statement of Financial Position is in deficit it is currently not in a position to repay this amount and this therefore poses a credit risk to the Company, but not to the Group.
신용위험 노출
The carrying amount of financial assets represents the maximum credit exposure. Therefore, the maximum exposure to credit risk at the reporting date of the Group was £1,214,157 (2022: £2,166,047), being the total of the carrying amount of financial assets, shown in the Consolidated Statement of Financial Position.
(b) 유동성 위험
유동성 위험은 연결실체가 만기일에 금융 의무를 이행할 수 없을 위험입니다.
금융부채의 계약상 만기는 추정이자지급액을 포함하고 상계약정의 영향을 제외한 금액입니다.
그룹 :
금융 부채 | 장부 금액 | 계약상 현금 흐름 | 6개월 이하 | 6-12 개월 | 1 년 |
£ | £ | £ | £ | £ | |
31 12월 2023 | |||||
매입 채무 및 기타 채무 | 25,024 | 25,024 | 25,024 | - | - |
31 12월 2022 | |||||
매입 채무 및 기타 채무 | 40,722 | 40,722 | 40,722 | - | - |
회사:
금융 부채 | 장부 금액 | 계약상 현금 흐름 | 6개월 이하 | 6-12 개월 | 1 년 |
£ | £ | £ | £ | £ | |
31 12월 2023 | |||||
매입 채무 및 기타 채무 | 2,146 | 2,146 | 2,146 | - | - |
31 12월 2022 | |||||
매입 채무 및 기타 채무 | 13,381 | 13,381 | 13,381 | - | - |
(c) 통화위험
The Group does not have significant exposure to foreign currency risk at present. The Group does not have any monetary financial instruments which are held in a currency that differs from that entity's functional currency.
(d) Interest rate risk
프로필
보고일 현재 이자부 금융상품의 이자율 프로필은 다음과 같습니다.
| 장부 금액 | |||
| 그룹 : |
| 2023 |
2022 |
| 변동금리 상품 | |||
현금 및 현금성 자산 | 1,027,112 | 1,919,529 |
| 장부 금액 | |||
| 회사: |
| 2023 |
2022 |
| 변동금리 상품 | |||
현금 및 현금성 자산 | 697,850 | 1,761,330 |
변동금리 상품에 대한 현금흐름 민감도 분석
The Group's interest-bearing assets at the reporting date were invested with financial institutions in the United Kingdom with a S&P rating of A-2 and comprised solely of bank accounts.
A change in interest rates would have increased/(decreased) profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant. This analysis is performed on the same basis for 2022.
| 그룹 : | 2023 | 2022 | ||
이익 또는 손실 | 이익 또는 손실 | ||||
100 bp increase | 100 bp decrease | 100 bp increase | 100 bp decrease | ||
변동금리 상품 | 10,271 | (10,271) | 19,195 | (19,195) |
회사: | 2023 | 2022 | |||
이익 또는 손실 | 이익 또는 손실 | ||||
100 bp increase | 100 bp decrease | 100 bp increase | 100 bp decrease | ||
변동금리 상품 | 6,979 | (6,979) | 17,613 | (17,613) |
14. 특수관계인
주요 경영진
The below remuneration relates to key management personnel, there are no key management personnel employed by the Group in addition to the Directors.
|
|
|
2023 |
2022 |
|
|
| £ | £ |
단기 직원 혜택 | 231,778 | 230,895 | ||
공유 기반 지불 | 3,431 | 12,006 | ||
235,209 | 242,901 |
Directors' remuneration and interests
The below remuneration relates to the Directors of the Group.
2023 | 보수 | 이해 | |||
책임자 | Cash-based payments | 주식 기반 지불 | 합계 | 공유 | 옵션 |
£ | £ | £ | 그렇지 않습니다. | 그렇지 않습니다. | |
Nigel Theobald (Chief Executive Officer) | 82,500 | - | 82,500 | 16,981,319 | - |
데이비드 템플턴 | 49,500 | 1,715 | 51,215 | - | 1,434,286 |
루크 케언즈 | 44,000 | 1,716 | 45,716 | 142,857 | 2,109,588 |
크리스토퍼 브리튼 | 24,000 | - | 24,000 | - | 717,143 |
John Chiplin (resigned on 1 August 2023) | 14,000 | - | 14,000 | - | 717,143 |
214,000 | 3,431 | 217,431 | 17,124,176 | 4,978,160 |
2022 | 보수 | 이해 | |||
책임자 | Cash-based payments | 주식 기반 지불 | 합계 | 공유 | 옵션 |
£ | £ | £ | 그렇지 않습니다. | 그렇지 않습니다. | |
Nigel Theobald (Chief Executive Officer) | 77,500 | - | 77,500 | 16,981,319 | - |
데이비드 템플턴 | 46,500 | 4,537 | 51,037 | - | 1,434,286 |
루크 케언즈 | 41,333 | 4,537 | 45,870 | 142,857 | 2,109,588 |
크리스토퍼 브리튼 | 24,000 | 1,466 | 25,466 | - | 717,143 |
John Chiplin (resigned on 1 August 2023) | 24,000 | 1,466 | 25,466 | - | 717,143 |
213,333 | 12,006 | 225,339 | 17,124,176 | 4,978,160 |
No contributions are paid by the Group to a pension scheme on behalf of the Directors.
Nigel Theobald is the Group's highest paid director (2022: Nigel Theobald). His remuneration in each year is disclosed above.
N4 Pharma Plc has a loan receivable from N4 Pharma UK Limited at 31 December 2023 of £6,459,000 (2022: £5,659,000). It is repayable in December 2025, accrues interest at a rate of 5% and is unsecured.
The Directors have considered the carrying amount for the loan to subsidiary and decided to impair this loan together with the accrued interest balance to £nil in accordance with the accounting policies.
There are no further related parties identified. There is no ultimate controlling party of the Company or Group.
15. 다른 법인에 대한 지분
The Group's principal subsidiaries at 31 December 2023 are set out below. Unless otherwise stated, they have share capital consisting solely of ordinary shares that are held directly by the Group, and the proportion of ownership interests held equals the voting rights held by the Group. The country of incorporation or registration is also their principal place of business.
엔티티 이름 | 사업장 소재지/설립국 | Ownership interest held by the group | Ownership interest held by non-controlling interests
| 주요 활동
| ||
|
| 2023 % | 2022 % | 2023 % | 2022 % |
|
|
|
|
|
|
|
|
Nanogenics Limited | UK | 70.82 | - | 29.18 | - | 생명 공학 연구 및 실험 개발 |
N4 Pharma UK Limited | UK | 100 | 100 | - | - | Delivery of vaccines and therapeutics |
On 27 September 2023 the Company acquired 75% of the issued shares of Nanogenics Limited. The fair value of assets and liabilities acquired were equal to the net book value therefore no fair value adjustments are required. In connection with the subsequent issue of shares the Company's ownership interest was reduced to 70.82%.
Below is a financial information for Nanogenics and calculation of Non-controlling interest and Goodwill on acquisition date 27 September 2023.
£
Current assets 252,470
Current liabilities (750)
Net assets 251,720
Consideration paid (250,000)
Non-Controlling Interest, 25% of Net assets (62,930)
Goodwill 61,210
The Goodwill represents the knowledge of ECP105.
Below is the information about the costs incurred that related to the investment in Nanogenics.
£ | |
Broker 위원회 | 21,000 |
자문비 | 12,500 |
정산수수료 | 600 |
Survey of designated patent rights | 8,075 |
Exclusivity payment | 25,000 |
법률 서비스 | 22,000 |
89,175 |
Nanogenics is exempt from audit under s479a of the companies act (parental guarantee).
16. 비지배지분
Below is financial information for Nanogenics given that it has non-controlling interest that is material to the group. The amounts disclosed are before inter-company eliminations and relate to results after 27 September 2023.
재무 상태 표 | 2023 £ | 2022 £ |
유동 자산 | 239,833 | - |
유동 부채 | (13,633) | - |
Current Net assets | 226,200 | - |
누적 NCI | 66,005 | - |
포괄손익계산서 | 2023 £ | 2022 £ |
수익 | 1,953 | - |
경비 | (27,475) | - |
해당 기간 동안의 손실 | (25,522) | - |
NCI에 할당된 손실 | (7,447) | - |
17. 후속 이벤트
There have been no material events subsequent to the Consolidated Statement of Financial Position date that require adjustment or disclosure in these Consolidated Financial Statements.
RNS는 귀하의 IP 주소를 사용하여 약관 준수 여부를 확인하고, 귀하가 이 커뮤니케이션에 포함된 정보를 사용하는 방식을 분석하고, 그러한 분석을 익명으로 다른 사람과 상용 서비스의 일부로 공유할 수 있습니다. RNS와 런던 증권 거래소가 귀하가 제공한 개인 데이터를 사용하는 방법에 대한 자세한 내용은 개인 정보 보호 정책을 참조하십시오.