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Registration number: SC379069

Oxford Cancer Biomarkers Limited

Annual Report and Unaudited Financial Statements

for the Year Ended 31 December 2022

 

Oxford Cancer Biomarkers Limited

Contents

Balance Sheet

1 to 2

Notes to the Unaudited Financial Statements

3 to 9

 

Oxford Cancer Biomarkers Limited

(Registration number: SC379069)
Balance Sheet as at 31 December 2022

Note

2022
£

2021
£

Fixed assets

 

Intangible assets

4

-

2,296

Tangible assets

5

11,155

14,634

 

11,155

16,930

Current assets

 

Stocks

6

29,012

29,012

Debtors

7

445,539

323,842

Cash at bank and in hand

 

79,320

595,963

 

553,871

948,817

Creditors: Amounts falling due within one year

8

(634,149)

(135,109)

Net current (liabilities)/assets

 

(80,278)

813,708

Net (liabilities)/assets

 

(69,123)

830,638

Capital and reserves

 

Called up share capital

13

14,198

14,198

Share premium reserve

11,259,797

11,259,797

Capital redemption reserve

1,260

1,260

Other reserves

182,442

155,396

Profit and loss account

(11,526,820)

(10,600,013)

Shareholders' (deficit)/funds

 

(69,123)

830,638

 

Oxford Cancer Biomarkers Limited

(Registration number: SC379069)
Balance Sheet as at 31 December 2022

For the financial year ending 31 December 2022 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

The members have not required the company to obtain an audit of its accounts for the year in question in accordance with section 476; and

The directors acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of accounts.

These financial statements have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within Part 15 of the Companies Act 2006.

These financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 2 February 2024 and signed on its behalf by:
 

.........................................
N B La Thangue
Director

 

Oxford Cancer Biomarkers Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

1

General information

The company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
C/o Douglas McDonald Ca
2 Octavia Buildings
Kilmacolm
PA13 4AE

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The financial statements are presented in Sterling (£) which is the functional currency of the company and rounded to the nearest £ for presentation purposes.

Going concern

The accounts are prepared on a going concern basis. The company has received £330,000 for the 1st tranche of funding from Plutus Investment LLP as of 31 March 2023 and a further £131,457 as part of the second tranche. An additional £500,000 is expected in 2024. Grant funding from NIHR of £1,473,515 is expected over a two year period from starting on 1 April 2023. For this reason and the continued control over costs the directors believe the company to be a going concern.

Revenue recognition

Turnover comprises the fair value of the consideration received or receivable for the sale of goods and provision of services in the ordinary course of the Company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.

The company currently has two lines of turnover:
- Revenue that is recognised on the submission of a report of results to the customer;
- Royalties income recognised on a accrual basis in accordance with the substance of the relevant agreements.

Finance income and costs policy

Interest income is recognised in the Statement of Comprhensive Income using the effective interest method.

Tax

Tax is recognised in the Statement of Comprehensive Income exept 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 reporting date in the countries where the company operates and generates taxable income.

 

Oxford Cancer Biomarkers Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Statement of Financial Position 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 cobinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available forr 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 reporting date.

Tax credits in respect of research of development have been recognised on the accruals basis.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Lab equipment

25% Straight line

Fixtures and fittings

25% Straight line

Office equipment

25% Straight line

Other

25% Straight line

Intangible assets

Intagible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less accumulated amortisation and accumulated impairment losses.

The estimated useful lives range as follows:

Website - 4 years, straight line basis

Cash and cash equivalents

Cash and cash equivalents comprise cash in hand and deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business. Short term debtors are measured at the 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,

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

 

Oxford Cancer Biomarkers Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Short term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Rentals paid under the operating leases are charged to the Statement of Comprehensive Income on a straight line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from teh use of the leased asset.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Share based payments

The company issues equity settled share based payments to certain employees in consideration for their services to the company.

The cost of equity settled transactions with employees is measured by reference to the fair value at the date of grant and is recognised as an expense over the vesting period. Fair value is determined by management, using a Black-Scholes pricing model. The market value used in the Black-Scholes model is based on the most recent issue of ordinary shares. The expected volatility is based on implied volatility of comparable companies from a representative group in the industry. The risk free rate is based on UK government bonds. The dividend yield is set at 0% becasue the company does not expect to pay dividends during the term of the option and has not paid dividends historically.

Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Statement of Financial Position date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that will eventually vest.

The expense in the year is recognised in the Income Statement with a corresponding entry in equity.

If the options remain unexercised after a period of up to 10 years from the date of grant, the options expire.

Convertible loan notes

 

Oxford Cancer Biomarkers Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

The net proceeds received from the issue of convertible loan notes are split between a liability element and an equity component at the date of issue. The fair value of the liability component is estimated using the prevailing market interest rate for similar non-convertible debt. The difference between the proceeds of issue of the convertible loan notes and the fair value assigned to the liability component, representing the embedded option to convert the liability into equity of the company, is included in equity and is not remeasured.

The liability component is carried at amortised cost.

The interest expense on the liability component is calculated by applying the prevailing market interest rate, at the time of issue, for similar non-convertible debt to the liability component of the instrument. The difference between this amount and the interest paid is added to the carrying amount of the convertible loan notes.
 

3

Staff numbers

The average number of persons employed by the company (including directors) during the year, was 11 (2021 - 12).

 

Oxford Cancer Biomarkers Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

4

Intangible assets

Other intangible assets
 £

Total
£

Cost or valuation

At 1 January 2022

15,750

15,750

At 31 December 2022

15,750

15,750

Amortisation

At 1 January 2022

13,454

13,454

Amortisation charge

2,296

2,296

At 31 December 2022

15,750

15,750

Carrying amount

At 31 December 2022

-

-

At 31 December 2021

2,296

2,296

5

Tangible assets

Fixtures and fittings
£

Office equipment
£

Total
£

Cost or valuation

At 1 January 2022

6,022

30,762

36,784

Additions

-

4,660

4,660

At 31 December 2022

6,022

35,422

41,444

Depreciation

At 1 January 2022

4,993

17,157

22,150

Charge for the year

945

7,194

8,139

At 31 December 2022

5,938

24,351

30,289

Carrying amount

At 31 December 2022

84

11,071

11,155

At 31 December 2021

1,029

13,605

14,634

 

Oxford Cancer Biomarkers Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

6

Stocks

2022
£

2021
£

Raw materials and consumables

29,012

29,012

7

Debtors

Current

2022
£

2021
£

Trade debtors

27,556

46,749

Prepayments

124,983

62,020

Other debtors

293,000

215,073

 

445,539

323,842

8

Creditors

Creditors: amounts falling due within one year

2022
£

2021
£

Due within one year

Loans and borrowings

351,509

-

Trade creditors

105,363

58,203

Taxation and social security

29,319

25,411

Other creditors

147,958

51,495

634,149

135,109

9

Loans and borrowings

2022
£

2021
£

Current loans and borrowings

Convertible debt

351,509

-

10

Financial commitments, guarantees and contingencies

Amounts not provided for in the balance sheet

The total amount of financial commitments not included in the balance sheet is £49,428 (2021 - £85,280). Financial commitment relates to non-cancellable lease charges for cloud services.

 

Oxford Cancer Biomarkers Limited

Notes to the Unaudited Financial Statements for the Year Ended 31 December 2022

11

Related party transactions

During the year the Company charged £12,396 to My-BioMed Technology Co ltd (MBM) (2021:£11,089), a company which is a significant shareholder in the Company, in respect of goods. At 31 December 2022 the Company had a balance receivable from MBM of £12,396 (2021:£11,089).

During the year Longwall Venture ECF LLP (a shareholder) invested £25,000 in the Company in respect of convertible loan notes (2021:£0).

During the year Esperante BV (a shareholder) invested £170,000 in the Company in respect of convertible loan notes (2021:£0).

During the year B.K. Lee (a shareholder) invested £150,000 in the Company in respect of convertible loan notes (2021:£0).

During the year Joanna Smart (a Director) invested £20,000 in the Company in respect of convertible loan notes (2021:£0).

12

Non adjusting events after the financial period

On 31 March 2023, the company issued 685 ordinary £1 shares.

In addition the company has completed a contract to be granted an AI (artificial intelligence) award by NIHR (National Institute for Health and Care Research), which will run from April 1st 2023 to March 31st 2025 with a value of £1,473,515.

13

Share capital

Allotted, called up and fully paid shares

 

2022

2021

 

No.

£

No.

£

Ordinary shares of £1 each

13,158

13,158

13,158

13,158

Hurdle shares of £1 each

640

640

640

640

Hurdle A shares of £1 each

400

400

400

400

 

14,198

14,198

14,198

14,198