REGISTERED NUMBER: |
Financial Statements for the Year Ended 31 March 2023 |
for |
Solasta Bio Limited |
REGISTERED NUMBER: |
Financial Statements for the Year Ended 31 March 2023 |
for |
Solasta Bio Limited |
Solasta Bio Limited (Registered number: SC661647) |
Contents of the Financial Statements |
for the Year Ended 31 March 2023 |
Page |
Company Information | 1 |
Balance Sheet | 2 |
Notes to the Financial Statements | 3 |
Solasta Bio Limited |
Company Information |
for the Year Ended 31 March 2023 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
SENIOR STATUTORY AUDITOR: |
AUDITORS: |
Statutory Auditors |
29 Brandon Street |
Hamilton |
ML3 6DA |
Solasta Bio Limited (Registered number: SC661647) |
Balance Sheet |
31 March 2023 |
2023 | 2022 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 5 |
Tangible assets | 6 |
CURRENT ASSETS |
Debtors | 7 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 8 |
NET CURRENT ASSETS |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CAPITAL AND RESERVES |
Called up share capital |
Share premium |
Capital redemption reserve |
Share based payment reserve |
Retained earnings | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS |
In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered. |
The financial statements were approved by the Board of Directors and authorised for issue on |
Solasta Bio Limited (Registered number: SC661647) |
Notes to the Financial Statements |
for the Year Ended 31 March 2023 |
1. | STATUTORY INFORMATION |
Solasta Bio Limited is a |
The presentation currency of the financial statements is the Pound Sterling (£). |
2. | STATEMENT OF COMPLIANCE |
3. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
The financial statements have been prepared under the historical cost convention and on a going concern basis. |
Although the company has incurred losses during the year and since the year end the directors, with reference to forecasts of future trading profits and cashflow, continue to adopt the going concern basis when preparing the financial statements. In making their assessment the directors have considered a period of at least 12 months from the date of signature of these financial statements. |
The directors have prepared detailed forecasts, covering a period of at least 12 months from the date of signature of these financial statements, which show the company's expected funding requirements. The directors have signed Heads of Terms with a venture capital company, which with additional funding from existing and other new investors will secure sufficient cash resources for the company to continue development up to the date where the directors expect to be manufacturing and creating sales. Although the results of this funding proposal are unknown at present, the directors are confident of a successful outcome and have therefore prepared the financial statements on a going concern basis. |
The financial statements do not include any adjustments that would arise should the additional funding proposal not be successful, which could have an impact on the company's ability to continue trading as a going concern. |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
Tangible fixed assets |
Plant and machinery etc | - |
Tangible fixed assets held for the company's own use are stated at cost less accumulated depreciation and accumulated impairment loss. |
At each balance sheet date, the company reviews the carrying amounts of its tangible fixed assets to determine whether there is any indication that any items have suffered an impairment loss. If any such indication exists, the recoverable amount of an asset is estimated in order to determine the extent of the impairment loss. Where it is not possible to estimate the recoverable amount of the asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs. |
Expenditure of £500 or more on individual tangible fixed assets is capitalised at cost. Expenditure on assets below this threshold is charged directly to the income statement in the period it is incurred. |
Solasta Bio Limited (Registered number: SC661647) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2023 |
3. | ACCOUNTING POLICIES - continued |
Financial instruments |
The Company's principal financial assets and liabilities are cash at bank and borrowings. Cash at bank is carried in the balance sheet at nominal value. |
Convertible loan notes are initially measured at fair value. Subsequent to initial recognition, the liability component is measured at amortised cost using the effective interest method. The equity component in not remeasured. |
On conversion of the loan note to equity, the difference between the nominal value of the equity issued and the contracted conversion price is credited to the share premium account. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
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 balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in 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. |
Research and development |
Expenditure on research activities is recognised in profit or loss as incurred. |
Development expenditure is capitalised only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and the company intends to and has sufficient resources to complete development and to use or sell the asset. Otherwise, it is recognised in profit or loss as incurred. Subsequent to initial recognition, development expenditure is measured at cost less accumulated amortisation and any accumulated impairment losses. |
Pension costs and other post-retirement benefits |
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
Solasta Bio Limited (Registered number: SC661647) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2023 |
3. | ACCOUNTING POLICIES - continued |
Share based payments |
Equity settled share based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments which is determined based on the latest subscription price of £23.03. The fair value determined at the grant date is expensed on a straight line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity. |
When the terms and conditions of equity settled share based payments are subsequently modified, the fair value of the share based payments are determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share based payment. |
Cancellations or settlements are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately. |
4. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
5. | INTANGIBLE FIXED ASSETS |
Other |
intangible |
assets |
£ |
COST |
At 1 April 2022 |
and 31 March 2023 |
NET BOOK VALUE |
At 31 March 2023 |
At 31 March 2022 |
6. | TANGIBLE FIXED ASSETS |
Plant and |
machinery |
etc |
£ |
COST |
At 1 April 2022 |
Additions |
At 31 March 2023 |
DEPRECIATION |
At 1 April 2022 |
Charge for year |
At 31 March 2023 |
NET BOOK VALUE |
At 31 March 2023 |
At 31 March 2022 |
Solasta Bio Limited (Registered number: SC661647) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2023 |
7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
£ | £ |
Other debtors |
8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2023 | 2022 |
£ | £ |
Trade creditors |
Taxation and social security |
Other creditors |
9. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
The Report of the Auditors was unqualified. |
We draw attention to note 3 in the financial statements, which indicates that the directors' assessment of the company's ability to continue as a going concern is based on forecasts of future funding and cashflow. |
As there is a degree of uncertainty regarding the future funding investment which can be impacted by factors outside the company's control, these events or conditions indicate that a material uncertainty exists that may cast significant doubt on the company's ability to continue as a going concern. Our opinion is not modified in respect of this matter. |
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. |
for and on behalf of |
10. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES |
During the year, the company was charged consultancy fees by the following directors: |
S M Brown £25,042 (2022 - £12,874) |
R D Wylie £37,500 (2022 - £25,000) |
N Deasy £13,144 (2022 - £NIL) |
These transactions were conducted under normal commercial terms. |
11. | RELATED PARTY DISCLOSURES |
The company operates a loan account with the director, Shireen-Anne Davies |
During the year, no loans were advanced to the company. At the year end, the balance due to the director was £8 (2022: £8). This loan is unsecured, interest free and has no fixed repayment terms. |
Solasta Bio Limited (Registered number: SC661647) |
Notes to the Financial Statements - continued |
for the Year Ended 31 March 2023 |
12. | SHARE BASED PAYMENTS |
The total expense recognised in the profit and loss for the year is as follows: |
2023 | 2022 |
£ | £ |
Equity settled share based payments | 98,326 | - |
5,568 shares are exercisable at a price of £5.37 at March 2023 (2022 - NIL) |
Options issued under the EMI option scheme are issued to employees, subject to the discretion of the directors for performance related achievements. Options shall be capable of being exercised upon an exit event, or if the directors determine, an earlier potential exercise date. |
Where options have been issued to individuals not eligible to participate in the EMI option scheme, they are issued into the unapproved share option scheme. The exercise of options within the unapproved scheme is not dependent on any performance criteria, and may be exercised in whole or in part at any time, and from time to time following issue. |