Registered number: 09259444
ALDERLEY PARK VENTURES LIMITED
UNAUDITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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ALDERLEY PARK VENTURES LIMITED
COMPANY INFORMATION
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ALDERLEY PARK VENTURES LIMITED
REGISTERED NUMBER: 09259444
BALANCE SHEET
AS AT 31 DECEMBER 2022
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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The members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.
The Company was entitled to exemption from audit under section 477 of the Companies Act 2006.
The Directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The Company's financial statements have been prepared in accordance with the provisions applicable to entities subject to the small companies regime.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the income statement in accordance with provisions applicable to companies subject to the small companies' regime.
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 3 to 11 form part of these financial statements.
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ALDERLEY PARK VENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
Alderley Park Ventures Investments Limited is a private company, limited by guarantee, registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.
The principal activity of the Company for the year continued to be that of the provision of seed level equity investment into early stage bioscience, pharmaceutical, medical technology and health care businesses.
2.Accounting policies
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Basis of preparation of financial statements
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The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework' and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies.
The following principal accounting policies have been applied:
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Financial Reporting Standard 101 - reduced disclosure exemptions
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The Company has taken advantage of the following disclosure exemptions under FRS 101:
∙the requirements of IFRS 7 Financial Instruments: Disclosures
∙the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of:
- paragraph 79(a)(iv) of IAS 1;
∙the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements
∙the requirements of IAS 7 Statement of Cash Flows
∙the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors
∙the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures
∙the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d)-134(f) and 135(c)-135(e) of IAS 36 Impairment of Assets.
The results for future years are subject to a significant level of uncertainty, with future performance being reliant upon the performance of the investments. The Company's investments are in the life science, healthcare and medical technology sectors, which are considered more resilient in times of recession due to the nature of their funding, a reduced volume of direct to consumer transactions and as Governments, healthcare providers and other key stakeholders continue to purchase these types of products.
The Board has reviewed the Company's forecasts and business plans for a minimum period of twelve months from the date of the signing of these financial statements, taking due consideration of the associated risks and uncertainties, and is confident that the Company is in a satisfactory position. Having considered the factors above, the Directors continue to adopt the going concern basis in preparing the financial statements.
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ALDERLEY PARK VENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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Impact of new international reporting standards, amendments and interpretations
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A number of new or amended standards are effective for future annual periods, beginning after 1 January 2022, and earlier application is permitted; however, the Company has not early adopted the new or amended standards in preparing these consolidated financial statements.
These standards and interpretations, summarised below, are not expected to have a significant impact on the Company’s financial statements:
∙Amendments to IAS 1 Presentation of Financial Statements:
°Classification of Liabilities as Current or Non-current
°Non-current Liabilities with Covenants
∙Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback
∙IFRS 17 Insurance Contracts and Amendments to IFRS 17 Insurance contracts: Initial Application of IFRS 17 and IFRS 9 – Comparative Information
∙Amendments to IAS 12 Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction
∙Amendments to IAS 1 Presentation of Financial Statements: Disclosure of Accounting Policies
∙Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates
No new standards becoming effective and applied in the current year have had a material impact on the financial statements.
Revenue is measured in accordance with the relevant accounting standards. For all contracts within the scope of IFRS 15, the Company determines whether enforceable rights and obligations have been created with the customer and recognises revenue based on the total transaction price as estimated at the contract inception, being the amount which the Company expects to be entitled and has present enforceable rights under the contract. Revenue is allocated proportionally across the contract performance obligations and recognised either over time or at a point in time as appropriate.
Revenue included in the Profit and Loss Account represents investment income derived from third parties which is recognised on a monthly basis and accrued or deferred as necessary.
Interest income is recognised in profit or loss using the effective interest method.
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ALDERLEY PARK VENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.
The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
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Impairment of fixed assets and goodwill
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Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.
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ALDERLEY PARK VENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
Fair value is the price that would be received to sell an asset in an orderly transaction between market participants at a specific point in time.
The fair value of each investment held by the company is assessed at the company's financial year end date (currently 31 December) and at various points during each financial year when deemed appropriate.
Quoted investments
The fair values of quoted investments are based on bid prices at the reporting date.
Unquoted investments
The fair value of unquoted investments is established using the IPEVCVG. The valuation methodology most commonly used is 'price of recent investment', which can be either the 'price of recent funding round' or 'cost' in the case of a new direct investment.
Given the nature of the company's investments in early-stage companies, where there are often no short-term future earnings or positive cash flows, it can be difficult to gauge the probability and financial impact of the success or failure of commercial development or research activities and to make reliable cash flow forecasts. Consequently, the most appropriate approach to determine fair value is a methodology that is based on observable market data, that being the price of a recent investment.
The company considers that fair value estimates that are based entirely on observable market data will be of greater reliability than those based on assumptions and accordingly, where there has been any recent valuation by third parties, the price of that investment will generally provide a basis for the valuation.
Where the investment being valued was itself made recently, its cost will generally provide a good indication of fair value unless there is objective evidence that the investment has since been impaired, such as observable data suggesting a deterioration of the financial, technical or commercial performance of the business.
If there is no readily ascertainable value form following the 'price of recent investment' methodology, the company considers alternative methodologies, which are referred to in the IPEVCV guidelines, being principally financial measures ('enterprise values'), such as trading and profitability expectations and prices of comparable recent transactions where such information is available, reliable and relevant, requiring the directors to make assumptions over the timing and nature of future revenues when calculating fair value. where a fair value cannot be estimated reliably, the investment is reported at the carrying value at the previous reporting date unless there is evidence that the investment has since become impaired.
Financial assets and financial liabilities are recognised in the Company’s Balance Sheet when the Company becomes a party to the contractual provisions of the instrument. Financial assets and financial liabilities are initially measured at transaction value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the transaction value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately in profit or loss.
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ALDERLEY PARK VENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
2.Accounting policies (continued)
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Impairment of financial assets
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The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Company makes an estimate of the asset's recoverable amount. An asset's recoverable amount is the higher of an asset's or cash-generating unit's fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. 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.
Impairment losses on continuing operations are recognised in the Profit and Loss Account in those categories consistent with the function of the impaired asset.
An assessment is made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset's recoverable amount since the last impairment loss was recognised. If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in the Profit and Loss Account unless the asset is carried at the re-valued amount, in which case the reversal is treated as a revaluation increase. After such a reversal the depreciation charge is adjusted in future periods to allocate the asset's revised carrying amount, less any residual value, on a systematic basis over its remaining useful life.
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
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Cash and cash equivalents
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Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
Creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers.
Creditors are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.
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ALDERLEY PARK VENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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Judgements in applying accounting policies and key sources of estimation uncertainty
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Preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not apparent from other sources. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected.
Significant management judgements
The Directors have not identified any significant management judgements in preparing these financial statements.
Estimation uncertainty
The Directors have identified one key source or estimation uncertainty. This relates to the use of estimates and judgements in determining the fair value of investments. The approach to this is disclosed in the accounting policies above.
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The Company has no employees other than the Directors, who did not receive any remuneration (2021 - £NIL).
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(Decrease)/increase in fair value of investments
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Impairment of investments
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Page 8
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ALDERLEY PARK VENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
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BiVictrix Therapeutics Ltd
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Bio-images Drug Delivery Ltd
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Page 9
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ALDERLEY PARK VENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
All investments are held directly by Alderley Park Ventures Limited.
The Company has the following convertible loans at the Balance Sheet date:
A loan for £55,000 was impaired during the year to £Nil.
A loan for £100,000 (2021: £100,000) is convertible on the completion of a fundraising round into shares equivalent to those subscribed for that in the funding round. The loan became repayable in November 2020 and bears interest at 4% per annum. £1,000 was repaid in 2022.
A loan for £150,000 (2021: £150,000) is convertible on the completion of a fundraising round into shares equivalent to those subscribed for that in the funding round. The loan became repayable in December 2020 and bears interest at 5% per annum. This was not repaid in 2022.
A loan for £25,000 (2021: £25,000) that bears interest at 5% per annum is convertible on the completion of a fundraising round. The loan became repayable in June 2021. This was not repaid in 2022.
A loan of £150,000 (2021: £150,000) that bears interest at 5% per annum is convertible on the completion of a fundraising round. The loan became repayable in September 2022. This was not repaid in 2022.
A loan of £150,000 (2021: £150,000) that bears interest at 5% per annum is convertible on the completion of a fundraising round. The loan becomes repayable in March 2024.
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Prepayments and accrued income
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Creditors: Amounts falling due within one year
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Accruals and deferred income
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Profit and loss account
The profit and loss account represents cumulative profits of the Company.
There are no recognised deferred tax assets as 31 December 2022 and 31 December 2021 due to the uncertainty of the timing of future profits.
Page 10
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ALDERLEY PARK VENTURES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2022
The company is a private company limited by guarantee and consequently does not have share capital. Each of the members is liable to contribute an amount not exceeding £1 towards the assets of the company in the event of liquidation.
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Related party transactions
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Dara House Consultancy Limited
J Kelley, a Director of the Company is also a Director of Dara House Consultancy Limited which is a supplier of Alderley Park Ventures Limited. During the year the Company made purchases totalling £Nil (2021: £1,000) to Dara House Consultancy Limited on a normal commercial basis. At 31 December 2022 the Company has a year-end payable balance of £Nil (2021: £Nil).
BioCity Group Limited
The Company's investment fund is managed by BioCity Group Limited, which is a member of Alderley Park Ventures Limited.
BioCity Group Limited made sales to Alderley Park Ventures Limited during the year of £75,000 (2021: £75,000). At 31 December 2022 the Company has a year-end balance of £26,250 (2021: £Nil) owed to BioCity Group Limited.
Bio-Images Drug Delivery Ltd
Dr G Crocker and J Kelley, Directors of Alderley Park Ventures Limited were also Directors of Bio-Images Drug Delivery Limited during the year. Alderley Park Ventures Limited has an equity investment in Bio-Images Drug Delivery Limited held at a carrying value of £100,001 as at 31 December 2022 (2021: £100,001). Details of this investment can be found in note 6.
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