Caseware UK (AP4) 2023.0.135 2023.0.135 2023-12-312023-12-312024-05-282024-05-28true2023-01-01falsefalse3026true 11001290 2022-12-31 11001290 2023-01-01 2023-12-31 11001290 2021-11-01 2022-10-31 11001290 2023-12-31 11001290 2022-10-31 11001290 2021-11-01 11001290 1 2023-01-01 2023-12-31 11001290 d:Director10 2023-01-01 2023-12-31 11001290 c:Buildings c:LongLeaseholdAssets 2023-01-01 2023-12-31 11001290 c:Buildings c:LongLeaseholdAssets 2023-12-31 11001290 c:Buildings c:LongLeaseholdAssets 2022-10-31 11001290 c:FurnitureFittings 2023-01-01 2023-12-31 11001290 c:FurnitureFittings 2023-12-31 11001290 c:FurnitureFittings 2022-10-31 11001290 c:FurnitureFittings c:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 11001290 c:OfficeEquipment 2023-01-01 2023-12-31 11001290 c:OfficeEquipment 2023-12-31 11001290 c:OfficeEquipment 2022-10-31 11001290 c:OfficeEquipment c:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 11001290 c:ComputerEquipment 2023-01-01 2023-12-31 11001290 c:ComputerEquipment 2023-12-31 11001290 c:ComputerEquipment 2022-10-31 11001290 c:ComputerEquipment c:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 11001290 c:OwnedOrFreeholdAssets 2023-01-01 2023-12-31 11001290 c:PatentsTrademarksLicencesConcessionsSimilar 2023-12-31 11001290 c:PatentsTrademarksLicencesConcessionsSimilar 2022-10-31 11001290 c:CurrentFinancialInstruments 2023-12-31 11001290 c:CurrentFinancialInstruments 2022-10-31 11001290 c:CurrentFinancialInstruments c:WithinOneYear 2023-12-31 11001290 c:CurrentFinancialInstruments c:WithinOneYear 2022-10-31 11001290 c:ShareCapital 2023-01-01 2023-12-31 11001290 c:ShareCapital 2023-12-31 11001290 c:ShareCapital 2022-10-31 11001290 c:ShareCapital 2021-11-01 11001290 c:SharePremium 2023-01-01 2023-12-31 11001290 c:SharePremium 2023-12-31 11001290 c:SharePremium 2022-10-31 11001290 c:SharePremium 2021-11-01 11001290 c:CapitalRedemptionReserve 2023-01-01 2023-12-31 11001290 c:CapitalRedemptionReserve 2023-12-31 11001290 c:CapitalRedemptionReserve 2021-11-01 2022-10-31 11001290 c:CapitalRedemptionReserve 2022-10-31 11001290 c:CapitalRedemptionReserve 2021-11-01 11001290 c:OtherMiscellaneousReserve 2023-01-01 2023-12-31 11001290 c:OtherMiscellaneousReserve 2023-12-31 11001290 c:OtherMiscellaneousReserve 2021-11-01 2022-10-31 11001290 c:OtherMiscellaneousReserve 2022-10-31 11001290 c:OtherMiscellaneousReserve 2021-11-01 11001290 c:RetainedEarningsAccumulatedLosses 2023-01-01 2023-12-31 11001290 c:RetainedEarningsAccumulatedLosses 2023-12-31 11001290 c:RetainedEarningsAccumulatedLosses 2021-11-01 2022-10-31 11001290 c:RetainedEarningsAccumulatedLosses 2022-10-31 11001290 c:RetainedEarningsAccumulatedLosses 2021-11-01 11001290 c:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2023-01-01 2023-12-31 11001290 c:FurtherSpecificTypeProvisionContingentLiability1ComponentTotalProvisionsContingentLiabilities 2023-12-31 11001290 d:OrdinaryShareClass3 2023-01-01 2023-12-31 11001290 d:OrdinaryShareClass3 2023-12-31 11001290 d:OrdinaryShareClass3 2022-10-31 11001290 d:OrdinaryShareClass4 2023-01-01 2023-12-31 11001290 d:OrdinaryShareClass4 2023-12-31 11001290 d:OrdinaryShareClass4 2022-10-31 11001290 d:OrdinaryShareClass5 2023-01-01 2023-12-31 11001290 d:OrdinaryShareClass5 2023-12-31 11001290 d:FRS102 2023-01-01 2023-12-31 11001290 d:Audited 2023-01-01 2023-12-31 11001290 d:FullAccounts 2023-01-01 2023-12-31 11001290 d:PrivateLimitedCompanyLtd 2023-01-01 2023-12-31 11001290 d:SmallCompaniesRegimeForAccounts 2023-01-01 2023-12-31 11001290 c:PatentsTrademarksLicencesConcessionsSimilar c:InternallyGeneratedIntangibleAssets 2023-01-01 2023-12-31 11001290 c:PatentsTrademarksLicencesConcessionsSimilar c:OwnedIntangibleAssets 2023-01-01 2023-12-31 11001290 e:PoundSterling 2023-01-01 2023-12-31 iso4217:GBP xbrli:shares xbrli:pure

Registered number: 11001290










THEOLYTICS LTD










FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

FOR THE PERIOD ENDED 31 DECEMBER 2023



 
THEOLYTICS LTD
REGISTERED NUMBER: 11001290

BALANCE SHEET
AS AT 31 DECEMBER 2023

Period ended 31 December 2023
Year ended 31 October 2022
Note
£
£

Fixed assets
  

Intangible assets
 5 
116,977
60,576

Tangible assets
 6 
390,508
405,199

  
507,485
465,775

Current assets
  

Debtors: amounts falling due within one year
 7 
2,373,134
1,328,495

Cash at bank and in hand
 8 
7,678,945
7,322,094

  
10,052,079
8,650,589

Current liabilities
  

Creditors: amounts falling due within one year
 9 
(1,885,451)
(5,917,859)

Net current assets
  
 
 
8,166,628
 
 
2,732,730

Total assets less current liabilities
  
8,674,113
3,198,505

Provisions for liabilities
  

Other provisions
  
(8,017)
-

  
 
 
(8,017)
 
 
-

Net assets
  
£8,666,096
£3,198,505


Capital and reserves
  

Called up share capital 
 11 
92
44

Share premium account
  
24,814,812
11,494,197

Capital redemption reserve
  
90
90

Other reserves
  
2,070,090
1,284,319

Profit and loss account
  
(18,218,988)
(9,580,145)

  
£8,666,096
£3,198,505


Page 1

 
THEOLYTICS LTD
REGISTERED NUMBER: 11001290

BALANCE SHEET (CONTINUED)
AS AT 31 DECEMBER 2023

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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 statement of comprehensive income 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: 



A Oakley
Director
Date: 28 May 2024

The notes on pages 4 to 14 form part of these financial statements.

Page 2

 
THEOLYTICS LTD
 

STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2023


Called up share capital
Share premium account
Capital redemption reserve
Share option reserve
Profit and loss account
Total equity

£
£
£
£
£
£

At 1 November 2022
44
11,494,197
90
1,284,319
(9,580,145)
3,198,505



Loss for the period
-
-
-
-
(8,638,843)
(8,638,843)

Shares issued during the year
48
13,479,615
-
-
-
13,479,663

Capitalised cost of the share issue
-
(159,000)
-
-
-
(159,000)

Employee share based payments
-
-
-
785,771
-
785,771


At 31 December 2023
£92
£24,814,812
£90
£2,070,090
£(18,218,988)
£8,666,096



STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 OCTOBER 2022


Called up share capital
Share premium account
Capital redemption reserve
Share option reserve
Profit and loss account
Total equity

£
£
£
£
£
£

At 1 November 2021
44
11,494,197
90
-
(4,750,155)
6,744,176



Loss for the year
-
-
-
-
(4,829,990)
(4,829,990)

Employee share based payments
-
-
-
1,284,319
-
1,284,319


At 31 October 2022
£44
£11,494,197
£90
£1,284,319
£(9,580,145)
£3,198,505


The notes on pages 4 to 14 form part of these financial statements.

Page 3

 
THEOLYTICS LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

1.


General information

Theolytics Ltd is a private company limited by shares, registered in England and Wales. The Company's registered office is The Sherard Building, Edmund Halley Road, Oxford Science Park, Oxford, England, OX4 4DQ.
The financial statements cover the period from 1st November 2022 to 31st December 2023.

Comparative information presented in the financial statements is therefore not entirely comparable.


2.Accounting Policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Going concern

Despite recording a loss of £8,638,843 during the period, the Company maintained a robust financial position with net assets amounting to £8,666,096 as of 31 December 2023. Subsequent to the period, the Company successfully concluded its latest fundraising round, with both new and existing investors committing funds exceeding the Company's anticipated expenditures for the next twelve months.
Following a comprehensive review of forecasts, the Directors are confident in the Company's ability to operate as a going concern. 

Page 4

 
THEOLYTICS LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

2.Accounting Policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

 
2.5

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

 
2.6

Research and development

Expenditure on research and development is written off in the year which it is incurred.
Research and development tax credit
The research and development tax credit is recognised when it is certain that a tax credit in relation to the research and development carried out will be received.

 
2.7

Government grants

Grants are accounted for under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Statement of comprehensive income in the same period as the related expenditure.

Page 5

 
THEOLYTICS LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

2.Accounting Policies (continued)

 
2.8

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.9

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

 
2.10

Taxation

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.

The Company receives research and development tax credits relating to ongoing expenditure on research and development. Tax credits are recognised to the extent that reliable estimates have been calculated by management and are pending HMRC approval.

Page 6

 
THEOLYTICS LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

2.Accounting Policies (continued)

 
2.11

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.
The estimated useful lives range as follows: 
Patents - 10 years

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
The assets’ residual values, useful lives and amortisation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. 

Gains and losses on disposal are determined by comparing the proceeds with the carrying amount and are recognised within ‘administrative expenses’ in the Statement of Comprehensive Income. 


 
2.12

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Lease improvements
-
5 years
Lab equipment
-
3-10 years
Office equipment
-
4 years
Computer equipment
-
3 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.13

Debtors

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.

Page 7

 
THEOLYTICS LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

2.Accounting Policies (continued)

 
2.14

Cash and cash equivalents

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.

 
2.15

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.16

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.17

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.
Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.
Non-derivative, financial liabilities within the scope of FRS102 S.12 are measured at fair value which is deemed to be the transaction price adjusted for transaction costs.


Page 8

 
THEOLYTICS LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of accounting policies, which are described in note 2, the directors are required to make judgements, estimates and assumptions about the presentation and carrying amounts of assets and liabilities that are not readily apparent from other sources. The following are the critical judgements that the directors have made in the process of applying the company’s accounting policies.
 
Fair value of share options granted
The assessment of the fair value of share options at their grant date is independently determined using the Black Scholes Model which takes into account the exercise price, the term of the option, the impact of dilution (where material), the share price at grant date and expected price volatility of underlying shares, the expected dividend yield, the risk free interest rate for the year of the option and the correlations and volatilities of the peer group companies. 
There is significant judgement in determining the inputs such as expected volatility and share prices as the Company's shares are not publicly traded. 


4.


Employees

The average monthly number of employees, including directors, during the period was 30 (2022 - 26).


5.


Intangible assets




Patents

£



Cost


At 1 November 2022
76,390


Additions
70,394



At 31 December 2023

146,784



Amortisation


At 1 November 2022
15,814


Charge for the period
13,993



At 31 December 2023

29,807



Net book value



At 31 December 2023
£116,977



At 31 October 2022
£60,576



Page 9

 
THEOLYTICS LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

6.


Tangible fixed assets





Lease improvements
Lab Equipment
Office equipment
Computer equipment
Total

£
£
£
£
£



Cost or valuation


At 1 November 2022
22,584
606,752
20,278
69,899
719,513


Additions
7,531
144,935
1,731
18,859
173,056


Disposals
-
(22,584)
(545)
(8,671)
(31,800)



At 31 December 2023

30,115
729,103
21,464
80,087
860,769



Depreciation


At 1 November 2022
5,530
267,780
5,674
35,330
314,314


Charge for the period
7,776
144,253
5,743
22,412
180,184


Disposals
-
(15,021)
(545)
(8,671)
(24,237)



At 31 December 2023

13,306
397,012
10,872
49,071
470,261



Net book value



At 31 December 2023
£16,809
£332,091
£10,592
£31,016
£390,508



At 31 October 2022
£17,054
£338,972
£14,604
£34,569
£405,199


7.


Debtors

Period ended 31 December 2023
Year ended 31 October 2022
£
£


Other debtors
40,583
123,208

Prepayments and accrued income
669,465
424,279

Tax recoverable
1,663,086
781,008

£2,373,134
£1,328,495


Page 10

 
THEOLYTICS LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

8.


Cash and cash equivalents

Period ended 31 December 2023
Year ended 31 October 2022
£
£

Cash at bank and in hand
7,678,945
7,322,094

£7,678,945
£7,322,094



9.


Creditors: Amounts falling due within one year

Period ended 31 December 2023
Year ended 31 October 2022
£
£

Convertible loan notes
-
4,499,998

Trade creditors
764,717
611,143

Other taxation and social security
56,706
59,771

Other creditors
16,371
10,068

Accruals and deferred income
1,047,657
736,879

£1,885,451
£5,917,859


During the period, convertible loan notes of value £4,979,840 and accrued interest value of £482,301 were converted into 16,064 Series A-2 shares, at a rate of £310 per share.


10.


Provisions





Dilapidations

£





Charged to profit or loss
8,017



At 31 December 2023
£8,017

The dilapidations provision is expected to be utilised in 2026. 

Page 11

 
THEOLYTICS LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

11.


Share capital

Period ended 31 December 2023
Year ended 31 October 2022
£
£
Allotted, called up and fully paid



24,300 (2022 - 24,300) Series A shares of £0.001 each
24
24
20,000 (2022 - 20,000) Ordinary shares of £0.001 each
20
20
31,999 (2022 - Nil ) Series A-1 shares of £0.001 each
32
-
16,064 (2022 - Nil ) Series A-2 shares of £0.001 each
16
-

£92

£44


During the period 21,935 Series A-1 shares with a nominal value of £0.001 each were issued for a total consideration of £8,499,791. 
During the period, convertible loan notes of value £4,979,840 and accrued interest value of £482,301 were converted into 16,064 Series A-2 shares, at a rate of £310 per share.
                                                                                                                                                               During the period, the company issued warrants over 10,064 with a nominal value of £0.001 Series A-1 Shares, which were exercised in the same period. A total consideration of £10 was paid in respect of the exercise of these warrants.
                                                                                                                                                        
       Series A Shares
Fixed cumulative cash preferential dividends, calculated at an annual rate of 6%, accrue on the Series A shares, but are only to become payable in the event of the Company carrying out an Exit (being a Share Sale, An Asset Sale or Initital Public Offering (''IPO'')) or a Conversion of Series A shares in relation to an IPO. As a result, the shares are classed as a compound instrument. At 31 December 2023, the fair value of the dividend liability was assumed to be £nil (2022: £nil), due to the early stage of the Company and the consequent uncertainties at this stage as to whether the Company will enter into an Exit and the timing of this.

Page 12

 
THEOLYTICS LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

12.


Share-based payments

The Company operates an EMI approved scheme and an unapproved option scheme for certain directors, consultants and employees. The share options are equity settled and are exercisable for Ordinary shares at prices determined at the date of grant. 
The movements in the option arrangements during the year were as follows: 

Weighted average exercise price (pence)
2023
Number
2023
Weighted average exercise price
(pence)
2022
Number
2022

Outstanding at the beginning of the year

1

7,155

1.0
 
2,526
 
Granted during the year

0.01

1,092

0.01
 
4,629
 
Forfeited during the year

1

(768)

 
-
 
Outstanding at the end of the year
1

7,479

1.0
 
7,155
 

Options were priced using the Black Scholes option pricing model. Expected volatility was determined based on historic volatility of comparable companies. 
The expected life of the expected period from grant to exercise is based upon management’s best estimate. 
The risk free return is the rate offered for UK gilt deposits at the time of the grant. 
The Company recognised total expenses of £785,771 in the period (2022: £770,009), related to equity share based payment transactions. 

Period ended 31 December 2023
Year ended 31 October 2022

Option pricing model used


Black Scholes

Black-Scholes
 
Weighted average share price (pence)


34,933

34,724
 
Exercise price (pence)


1.0

1.0
 
Weighted average contractual life (days)


3,650

3,650
 
Expected volatility


89.7%

89.1%
 
Risk-free interest rate


2.8%

2.7%
 


Page 13

 
THEOLYTICS LTD
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023

13.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company  in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £88,746 (2022 - £56,770). Contributions totalling £16,371 (2022 - £10,068) were payable to the fund at the balance sheet date and are included in creditors.


14.Other financial commitments

There is a fixed charge over the deposit account of Theolytics Limited in respect of any current or future obligations associated with the business charge card. 


15.


Related party transactions

During the year ended 31 October 2021, the Company issued convertible loan notes to three companies with significant influence over the Company for £4,499,998. The loan notes accrued interest of £287,313 during the period (2022: 193,315). During the period ended 31 December 2023, the full value of the loan and accrued interest was converted into share capital at a rate of £310 per share. The balance outstanding at the period end is £Nil (2022: 4,693,313).
During the period, £5,000 (2022: £5,000) was paid to a company with significant influence over the Company for key management personnel services.
Also during the period, £518,889 (2022: £366,375) was paid to the same company for other services. The other services were conducted on an arm's length basis on normal trading terms.
There were no trading balances due at the period end (2022: Nil).


16.


Post balance sheet events

On 7 February 2024, the Directors approved the grant of 7,753 share options to employees.
On 4 April 2024, the company issued 8,386 Series A-1 shares at £387.50 per share along with 1,185 warrants.


17.


Controlling party

The directors of Theolytics Limited do not consider there to be any one ultimate controlling party. 


18.


Auditor's information

The auditor's report on the financial statements for the period ended 31 December 2023 was unqualified.

The audit report was signed on 28 May 2024 by Sue Staunton MA FCA CF (Senior statutory auditor) on behalf of James Cowper Kreston Audit.


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