Company registration number 10310661 (England and Wales)
ACURABLE LIMITED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
PAGES FOR FILING WITH REGISTRAR
ACURABLE LIMITED
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 11
ACURABLE LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 1 -
Year
Period
ended
ended
31 December
31 December
2023
2022
£
£
£
£
Fixed assets
Intangible assets
4
2,387,673
1,719,632
Tangible assets
5
49,574
42,952
Investments
6
2,677
2,677
2,439,924
1,765,261
Current assets
Stocks
278,276
69,360
Debtors
8
538,550
324,550
Cash at bank and in hand
5,624,311
7,808,676
6,441,137
8,202,586
Creditors: amounts falling due within one year
9
(397,776)
(373,128)
Net current assets
6,043,361
7,829,458
Total assets less current liabilities
8,483,285
9,594,719
Creditors: amounts falling due after more than one year
10
(327,446)
(377,439)
Net assets
8,155,839
9,217,280
Capital and reserves
Called up share capital
11
304
304
Share premium account
10,765,230
10,765,264
Other reserves
198,351
156,855
Profit and loss reserves
(2,808,046)
(1,705,143)
Total equity
8,155,839
9,217,280
The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
ACURABLE LIMITED
BALANCE SHEET (CONTINUED)
AS AT
31 DECEMBER 2023
31 December 2023
- 2 -
The financial statements were approved by the board of directors and authorised for issue on 10 July 2024 and are signed on its behalf by:
E Rodriguez-Villegas
Director
Company Registration No. 10310661
ACURABLE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
1
Accounting policies
Company information
Acurable Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2 Leman Street, London, E1W 9US.
1.1
Accounting convention
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. 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 financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the company as an individual entity and not about its group.
1.2
Going concern
At the year end, the company reported net assets of £8.2m including cash balances of £5.6m. The Directors note that the company successfully raised £8.7m through the issue of new shares in the period to 31 December 2022. The Board have prepared and reviewed cash flow forecasts in support of their growth plan for the company. The Directors have considered the extent to which projected cash flows are committed and the expected headroom in a severe but plausible downside scenario.true
At the time of approving the financial statements, the Directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
1.3
Reporting period
The previous accounting period covered the 7 months to 31 December 2022 therefore the comparative period is not directly comparable to the current period covering the year to 31 December 2023.
1.4
Turnover
Turnover is recognised at the fair value of the consideration received or receivable in respect of clinical collaborations, and is shown net of VAT and other sales related taxes. Revenue is recognised over the period in which clinical services are provided. Outright sales of hardware are recognised upon delivery to the customer.
1.5
Research and development expenditure
Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.
1.6
Intangible fixed assets other than goodwill
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
ACURABLE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 4 -
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Patents & licences
Over the life of the patent
Development costs
20% Straight line
1.7
Tangible fixed assets
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.
Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:
Plant and equipment
25% Straight line
Fixtures and fittings
25% Straight line
Computers
25 to 50% Straight line
The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.
1.8
Fixed asset investments
Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
1.9
Impairment of fixed assets
At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
1.10
Stocks
Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.
Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.
At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.
1.11
Cash at bank and in hand
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
ACURABLE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 5 -
1.12
Financial instruments
The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.
Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.
Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.
Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
1.13
Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.
ACURABLE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 6 -
1.14
Employee benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.
1.15
Retirement benefits
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
1.16
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 granted using the Black-Scholes model. 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 at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both 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. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.
Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.
1.17
Government grants
Government grants are recognised over a period of five years, in direct relation to the development costs to which they relate, when there is reasonable assurance that the grant conditions will be met and the grants will be received. Grants are recorded as other operating income in profit or loss.
1.18
Foreign exchange
Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.
ACURABLE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The 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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The key judgement applied by management in preparing the financial statements is potential impairment of the company's internally generated development asset. The Directors have performed an impairment test in light of the losses reported in the year. In their impairment test, the Directors considered the present value of future cash flows expected to be generated by the development work performed on the company's products. This review took account of the company's business strategy and anticipated growth in sales over the review period. The impairment test also considered the outcomes in downside scenarios in which sales grow at a slower rate and less favourable cost assumptions are applied. The Directors are satisfied that the development asset was not impaired at year end.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2023
2022
Number
Number
17
11
4
Intangible fixed assets
Patents & licences
Development costs
Total
£
£
£
Cost
At 1 January 2023
205,798
3,067,214
3,273,012
Additions
35,945
1,311,888
1,347,833
At 31 December 2023
241,743
4,379,102
4,620,845
Amortisation and impairment
At 1 January 2023
33,070
1,520,310
1,553,380
Amortisation charged for the year
12,255
667,537
679,792
At 31 December 2023
45,325
2,187,847
2,233,172
Carrying amount
At 31 December 2023
196,418
2,191,255
2,387,673
At 31 December 2022
172,727
1,546,905
1,719,632
ACURABLE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 8 -
5
Tangible fixed assets
Plant and machinery etc
£
Cost
At 1 January 2023
78,746
Additions
38,260
Disposals
(12,001)
At 31 December 2023
105,005
Depreciation and impairment
At 1 January 2023
35,794
Depreciation charged in the year
31,985
Eliminated in respect of disposals
(12,348)
At 31 December 2023
55,431
Carrying amount
At 31 December 2023
49,574
At 31 December 2022
42,952
6
Fixed asset investments
31 December
31 December
2023
2022
£
£
Investment in subsidiary
2,677
2,677
Movements in fixed asset investments
Shares in group undertakings
£
Cost or valuation
At 1 January 2023 & 31 December 2023
2,677
Carrying amount
At 31 December 2023
2,677
At 31 December 2022
2,677
ACURABLE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 9 -
7
Subsidiaries
Details of the company's subsidiary at 31 December 2023 are as follows:
Name of undertaking
Class of
% Held
shares held
Direct
Acurable SLU
Ordinary shares
100.00
The registered office address of Acurable S.L.U. is Calle Virgen De Lujan, 50 2 BJ B, Seville, Spain.
8
Debtors
31 December
31 December
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
193,800
63,445
Corporation tax recoverable
104,907
Other debtors
344,750
156,198
538,550
324,550
Included in other debtors is £134,235 (2022: £nil) receivable in more than one year.
Other debtors includes £130,765 (2022: £86,449) due from the company's subsidiary, Acurable S.L.U. Of this amount, £118,529 (2022: £nil) is due in more than one year.
Trade debtors is presented net of a bad debt provision of £19,968 (2022: £nil).
9
Creditors: amounts falling due within one year
31 December
31 December
2023
2022
£
£
Trade creditors
63,373
89,032
Taxation and social security
51,740
Other creditors
282,663
284,096
397,776
373,128
10
Creditors: amounts falling due after more than one year
31 December
31 December
2023
2022
£
£
Other creditors
327,446
377,439
ACURABLE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 10 -
11
Called up share capital
31 December
31 December
31 December
31 December
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares
1,460,046
1,460,046
146
146
A Ordinary shares
91,900
91,900
9
9
Seed shares
702,400
702,400
70
70
Series A preferred
786,249
786,249
79
79
3,040,595
3,040,595
304
304
Ordinary shares rank pari passu to A shares with the exception that A Ordinary shares have no voting rights in the company.
Seed shares hold full voting rights and, in priority over all others, the right to receive their original subscription price (plus unpaid dividends) on a sale, liquidation event, or other return of capital in proportion to the number of seed shares held.
Series A Preferred shares have full voting rights and received preferred payment on the proceeds of a sale, or equal rights on winding up to Seed shares.
No shares were issued in the year. All shares have a nominal value of £0.0001.
At the year end, 93,100 share options were in issue (2022: 82,100). All share options are subject to a one year vesting cliff commencing on the date of grant, following which the options vest over three years. No share options are held by Directors.
12
Audit report information
As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:
The auditor's report was unqualified.
Senior Statutory Auditor:
Joseph Brewer
Statutory Auditor:
Gravita Audit Limited
13
Operating lease commitments
Lessee
At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:
31 December
31 December
2023
2022
£
£
133,908
19,044
ACURABLE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
14
Related party transactions
The company has taken advantage of paragraph 1AC.35 of FRS 102 and has not disclosed details of related party transactions with 100% owned entities within the group.
15
Events after the reporting date
On 8 April 2024, Emilio Sanz Pereiras resigned as a director. As a result, 180,815 ordinary shares were redesignated into deferred shares and a further 222,782 ordinary shares no longer carried an entitlement to vote.
The directors are of the opinion that there are no other significant adjusting or non-adjusting events occurring after the reporting date.