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Registered number: 10446752









SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

COMPANY INFORMATION


DIRECTORS
C N Patel 
M Schick 
E A Jones (appointed 16 June 2023)
B A Lead (resigned 23 January 2023)
J Nunes (resigned 14 June 2023)




REGISTERED NUMBER
10446752



REGISTERED OFFICE
50-60 Station Road

Cambridge

CB1 2JH




INDEPENDENT AUDITORS
Price Bailey LLP
Chartered Accountants & Statutory Auditors

Tennyson House

Cambridge Business Park

Cambridge

CB4 0WZ





 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

CONTENTS



Page
Group Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditors' Report
 
5 - 8
Consolidated Statement of Comprehensive Income
 
9
Consolidated Balance Sheet
 
10
Company Balance Sheet
 
11
Consolidated Statement of Changes in Equity
 
12
Company Statement of Changes in Equity
 
13
Consolidated Statement of Cash Flows
 
14
Consolidated Analysis of Net Debt
 
15
Notes to the Financial Statements
 
16 - 35


 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

INTRODUCTION
 
The Directors present their strategic report and financial statements of SMC Pharma Services Ltd. (formerly Cambridge Pharma Limited) and its subsidiary Oval Medical Technologies Limited (together “the Group”) for the year ended 31 December 2023.

BUSINESS REVIEW
 
The principal activity of the Group is the investment in research and development (“R&D”) of novel syringe and autoinjector technologies and pharmaceutical process development to support fill-finish activities. The Group will continue with this activity in the foreseeable future. During the year, the Group continued the fit out of its leasehold facility that will deliver a pharmaceutical development and contract manufacturing service for small batch fill finish for investigational medicinal products. The Group’s turnover in the financial year was £138,972 falling from £2,281,130 in the 2022 comparative period. Administrative costs increased to £12,827,161 for the financial year compared to £8,823,549 in 2022 given the Group was in the process of setting up the leasehold facility which will house pharmaceutical development and contract manufacturing services. Included in this value was an impairment charge of £5,051,624 (2022 - £nil) relating to certain assets where the Directors assessed the carrying value exceeded the recoverable amount. Research and development costs increased in the year to £3,528,969 from £2,107,960 in the comparative 2022 period. The loss after tax for the financial year was £17,181,896 compared to a loss of £9,650,025 in 2022. The Group’s employee numbers decreased during the year to an average of 65 in 2023, down from an average of 78 in the 2022 period following a restructure of the Group's operations. The Group had net liabilities of £26,011,490 as at 31 December 2023 compared to a net liability position of £8,829,594 as at 31 December 2022.
The directors are satisfied with the results for the year and the financial position as at the date hereof.
PRINCIPAL RISKS AND UNCERTAINTIES
 
The Group is committed to reviewing risks to its business on an on-going basis. The directors are responsible for this review and have implemented a number of controls to mitigate potential risk to the Group.
The principal risk and uncertainties facing the Group are identified as follows:
Operational risk: 
The Group aims to minimise operational risk by ensuring that it has adequate internal processes and procedures to manage the activities of the business such as a robust R&D stage-gate process, a project planning system, a Pharmaceutical Quality System that currently supports ISO13485 certification and financial processes.  It also ensures that each functional area of the business is resourced with appropriately skilled employees.  The Pharmaceutical Quality System is being expanded to ensure it will support a licence application for Investigational Medicinal Products with the Medicines and Healthcare products Regulatory Agency.
Competitive risk:
The Group ensures that it undertakes innovative R&D such that it can add value to the needs of its customers when compared to the offerings of its competitors.
Liquidity risk:
The Group ensures that it prepares adequate short and mid-term cash forecasts to minimise any liquidity risk.  It carefully manages the receipts of trade debtors and payments to trade creditors.
Reputational risk:
The Group aims to manage reputational risk to include safety and quality issues regarding its products through stringent design and process risk assessments and HAZOP evaluations, testing procedures, management of information technology security issues, and ensuring all product innovation is ethical. 

Page 1

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

PRINCIPAL RISKS AND UNCERTAINTIES (CONTINUED)
 
Compliance risk:
The Group has in place a series of measures to manage compliance risk which include but are not limited to abiding by laws, regulations and Health and Safety practices, following internal Quality procedures to include addressing deviations and ensuring environmental impacts are considered and managed.

FINANCIAL KEY PERFORMANCE INDICATORS
 
The Group measures its success on the stage of development of its technology platforms for novel syringe and autoinjectors. During 2023 the Group reviewed each of its platform technologies and effected certain changes to their development. In addition the Group initiated sales of process manufacturing activities in the year.

FUTURE DEVELOPMENTS
 
The Group operates within a group of associated medical companies which includes SMC Ltd. The vision is to build a design, development and manufacturing global presence in the pharmaceutical, biologics, diagnostics, and medical device industry. Our team are dedicated to enabling a better and faster customer journey from product development to patient with economies of scale and synergy advantages. Operating as a single integrated partner we are building an advanced range of technologies and capabilities offering precise quality combined with flexibility, security, and low risk.
Oval Medical Technologies Limited, the Group's wholly owned subsidiary, will continue to perform R&D to develop its technology platforms for novel syringe and autoinjector technologies. Everything Oval does, is driven by patients for simpler, smarter, and better solutions. Oval’s patient-centric approach means intuitive to use, user friendly and safe autoinjectors. Patient preference matters, users have an increasing influence on device choice. Our modular platform technology can be tailored for challenging formulations. This modular approach means the power pack, primary drug container and patient interface can be substituted with minimal impact making it a truly flexible customisable design.  Commercially, sustainable competitive advantage is crucial for long term return, by truly putting the patient first, Oval are helping partners deliver their business goals.
SMC Pharma Services Ltd. will deliver a pharmaceutical development and contract manufacturing service for small batch fill finish for investigational medicinal products. The company will operate with a high level of appropriate sterility assurance through the use of leading technology, robust Quality systems and dedicated staff to meet customer changing requirements and critical deadlines.


This report was approved by the board on 29 August 2024 and signed on its behalf.





E A Jones
Director

Page 2

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

The directors present their report and the financial statements for the year ended 31 December 2023.

DIRECTORS' RESPONSIBILITIES STATEMENT

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

RESULTS AND DIVIDENDS

The loss for the year, after taxation, amounted to £17,181,896 (2022 - loss £9,650,025).

GOING CONCERN
The financial statements have been prepared on the basis that the Company is a going concern.  In reaching this decision, the directors have considered projections of the cash flows of the Company for the next twelve months covering the existing commitments of the Company together with additional investment required to develop autoinjector technologies.  The cash flows indicate that the Company may need additional finance during 2024 and 2025, which will be provided via a related Company, SMC Ltd. It is on this assumption that these financial statements are prepared on a going concern basis. Further disclosure is included in note 2.3 to the financial statements.

DIRECTORS

The directors who served during the year were:

C N Patel 
M Schick 
E A Jones (appointed 16 June 2023)
B A Lead (resigned 23 January 2023)
J Nunes (resigned 14 June 2023)

QUALIFYING THIRD PARTY INDEMNITY PROVISIONS

As permitted by the Articles of Association, the directors have the benefit of an indemnity which is a third party indemnity provision as defined by Section 234 of the Companies Act 2006. The indemnity was in force throughout the last year and is currently in force.

Page 3

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023

DISCLOSURE OF INFORMATION TO AUDITORS

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

POST BALANCE SHEET EVENTS

On 23 April 2024, the Company, following the passing of a Special Resolution, changed its name from Cambridge Pharma Limited to SMC Pharma Services Ltd.

AUDITORS

Under section 487(2) of the Companies Act 2006Price Bailey LLP will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

This report was approved by the board on 29 August 2024 and signed on its behalf.
 





E A Jones
Director

Page 4

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

OPINION


We have audited the financial statements of SMC Pharma Services Ltd (formerly Cambridge Pharma Limited) (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2023, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2023 and of the Group's loss for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.


BASIS FOR OPINION


We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


CONCLUSIONS RELATING TO GOING CONCERN


In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or the parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.


Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.


Page 5

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED) (CONTINUED)


OTHER INFORMATION


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


We have nothing to report in this regard.


OPINION ON OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION
 

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.


We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:


adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
certain disclosures of directors' remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.


RESPONSIBILITIES OF DIRECTORS
 

As explained more fully in the Directors' Responsibilities Statement set out on page 3, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.


In preparing the financial statements, the directors are responsible for assessing the Group's and the parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.


Page 6

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED) (CONTINUED)


AUDITORS' RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS
 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group financial statements.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and considered the risk of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations. This included those regulations directly related to the financial statements, including financial reporting, tax legislation and distributable profits and industry regulations including GDPR, employment law and health and safety. 
We communicated the identified laws and regulations with the audit team and remained alert to any indications of non-compliance throughout the audit. We carried out specific procedures to address the risks identified. 
These included the following:
- agreeing the financial statement disclosures to underlying supporting documentation to assess     compliance with provisions of relevant laws and regulations described as having a direct effect on the    financial statements;
- enquiries of management including those responsible for key regulations; and
- performing analytical procedures to identify any unusual or unexpected relationships that may indicate    risks of material misstatement due to fraud.
In addressing the risk of management override of controls, we carried out testing of journal entries and other adjustments for appropriateness, assessing whether the judgements made in making accounting estimates are indicative of a potential bias and evaluating the business rationale of significant transactions outside the normal course of business. 
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation.  This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.


Page 7

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED) (CONTINUED)


USE OF OUR REPORT
 

This report is made solely to the Company's members in accordance with Chapter 3 of Part 16 of the Companies Act 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' Report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members for our audit work, for this report, or for the opinions we have formed.





Andrew Booth (Senior Statutory Auditor)
  
for and on behalf of
Price Bailey LLP
 
Chartered Accountants
Statutory Auditors
  
Tennyson House
Cambridge Business Park
Cambridge
CB4 0WZ

29 August 2024
Page 8

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
Note
£
£

  

Turnover
 4 
138,972
2,281,130

Cost of sales
  
(49,935)
(506,535)

Gross profit
  
89,037
1,774,595

Research and development expenses
  
(3,528,969)
(2,107,960)

Administrative expenses
  
(12,827,161)
(8,823,549)

Other operating income
 5 
267,182
353,338

Operating loss
 6 
(15,999,911)
(8,803,576)

Interest receivable and similar income
 10 
23
5,543

Interest payable and similar expenses
 11 
(1,118,555)
(784,858)

Loss before taxation
  
(17,118,443)
(9,582,891)

Tax on loss
 12 
(63,453)
(67,134)

Loss for the financial year
  
(17,181,896)
(9,650,025)

(Loss) for the year attributable to:
  

Owners of the parent Company
  
(17,181,896)
(9,650,025)

There were no recognised gains and losses for 2023 or 2022 other than those included in the consolidated statement of comprehensive income.

There was no other comprehensive income for 2023 (2022:£NIL).

The notes on pages 16 to 35 form part of these financial statements.

Page 9

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
REGISTERED NUMBER: 10446752

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 13 
3,681,649
4,931,707

Tangible fixed assets
  
10,616,914
16,000,048

  
14,298,563
20,931,755

Current assets
  

Debtors: amounts falling due within one year
 16 
1,563,491
1,791,086

Cash at bank and in hand
 17 
332,371
278,391

  
1,895,862
2,069,477

Creditors: amounts falling due within one year
 18 
(2,403,668)
(2,506,049)

Net current liabilities
  
 
 
(507,806)
 
 
(436,572)

Total assets less current liabilities
  
13,790,757
20,495,183

Creditors: amounts falling due after more than one year
 19 
(38,792,247)
(28,314,777)

Provisions for liabilities
  

Other provisions
  
(1,010,000)
(1,010,000)

Net liabilities
  
(26,011,490)
(8,829,594)


Capital and reserves
  

Called up share capital 
 22 
2,410
2,410

Share premium account
 23 
2,397,600
2,397,600

Capital redemption reserve
 23 
3,998,856
3,998,856

Profit and loss account
 23 
(32,410,356)
(15,228,460)

Equity attributable to owners of the parent Company
  
(26,011,490)
(8,829,594)


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 August 2024.




E A Jones
Director

The notes on pages 16 to 35 form part of these financial statements.

Page 10

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
REGISTERED NUMBER: 10446752

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible fixed assets
  
7,957,871
12,924,449

Investments
 15 
11,741,450
11,741,450

  
19,699,321
24,665,899

Current assets
  

Debtors: amounts falling due after more than one year
 16 
2,980,642
300,494

Debtors: amounts falling due within one year
 16 
892,890
886,552

Cash at bank and in hand
 17 
115,542
128,853

  
3,989,074
1,315,899

Creditors: amounts falling due within one year
 18 
(1,676,598)
(1,792,934)

Net current assets/(liabilities)
  
 
 
2,312,476
 
 
(477,035)

Total assets less current liabilities
  
22,011,797
24,188,864

  

Creditors: amounts falling due after more than one year
 19 
(38,792,247)
(28,314,777)

Provisions for liabilities
  

Other provisions
  
(760,000)
(760,000)

Net liabilities
  
(17,540,450)
(4,885,913)


Capital and reserves
  

Called up share capital 
 22 
2,410
2,410

Share premium account
 23 
2,397,600
2,397,600

Capital redemption reserve
 23 
3,998,856
3,998,856

Profit and loss account brought forward
  
(11,284,779)
(5,569,134)

Loss for the year
  
(12,654,537)
(5,715,645)

Profit and loss account carried forward
  
(23,939,316)
(11,284,779)

  
(17,540,450)
(4,885,913)


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 29 August 2024.


E A Jones
Director

The notes on pages 16 to 35 form part of these financial statements.

Page 11

 

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)


 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023



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


£
£
£
£
£



At 1 January 2022
2,410
2,397,600
3,998,856
(5,578,435)
820,431



Comprehensive income for the year


Loss for the year
-
-
-
(9,650,025)
(9,650,025)

Total comprehensive income for the year
-
-
-
(9,650,025)
(9,650,025)





At 1 January 2023
2,410
2,397,600
3,998,856
(15,228,460)
(8,829,594)



Comprehensive income for the year


Loss for the year
-
-
-
(17,181,896)
(17,181,896)

Total comprehensive income for the year
-
-
-
(17,181,896)
(17,181,896)



At 31 December 2023
2,410
2,397,600
3,998,856
(32,410,356)
(26,011,490)



Page 12

 

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)


 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023



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


£
£
£
£
£



At 1 January 2022
2,410
2,397,600
3,998,856
(5,569,134)
829,732



Comprehensive income for the year


Loss for the year
-
-
-
(5,715,645)
(5,715,645)

Total comprehensive income for the year
-
-
-
(5,715,645)
(5,715,645)





At 1 January 2023
2,410
2,397,600
3,998,856
(11,284,779)
(4,885,913)



Comprehensive income for the year


Loss for the year
-
-
-
(12,654,537)
(12,654,537)

Total comprehensive income for the year
-
-
-
(12,654,537)
(12,654,537)



At 31 December 2023
2,410
2,397,600
3,998,856
(23,939,316)
(17,540,450)



Page 13

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2023

2023
2022
£
£

Cash flows from operating activities

Loss for the financial year
(17,181,896)
(9,650,025)

Adjustments for:

Amortisation of intangible assets
1,250,058
1,250,051

Depreciation of tangible assets
349,356
655,762

Impairments of fixed assets
5,236,799
-

Interest paid
834,870
332,577

Interest received
(23)
(5,543)

Decrease in debtors
227,595
1,854,963

(Decrease)/increase in creditors
(102,381)
6,485,558

Net cash generated from operating activities

(9,385,622)
923,343


Cash flows from investing activities

Purchase of tangible fixed assets
(266,730)
(2,373,775)

Sale of tangible fixed assets
63,709
-

Interest received
23
5,543

Net cash from investing activities

(202,998)
(2,368,232)

Cash flows from financing activities

Movement on loans due to associated company
10,477,470
-

Interest paid
(834,870)
(332,577)

Net cash used in financing activities
9,642,600
(332,577)

Net increase/(decrease) in cash and cash equivalents
53,980
(1,777,466)

Cash and cash equivalents at beginning of year
278,391
2,055,857

Cash and cash equivalents at the end of year
332,371
278,391


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
332,371
278,391

332,371
278,391


The notes on pages 16 to 35 form part of these financial statements.

Page 14

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2023




At 1 January 2023
Cash flows
At 31 December 2023
£

£

£

Cash at bank and in hand

278,391

53,980

332,371


The notes on pages 16 to 35 form part of these financial statements.

Page 15

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

1.


GENERAL INFORMATION

SMC Pharma Services Ltd. (formerly Cambridge Pharma Limited) is a company limited by shares incorporated in England and Wales within the United Kingdom. The address of the registered office is 50-60 Station Road, Cambridge, CB1 2JH.
The principal activity of the Company, is investment in research and development of novel syringe and autoinjector technologies to include pharmaceutical process development to support small aseptic batch filling for clinical trials.

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 Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

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

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

 
2.2

BASIS OF CONSOLIDATION

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
In accordance with the transitional exemption available in FRS 102, the Group has chosen not to retrospectively apply the standard to business combinations that occurred before the date of transition to FRS 102, being 10 December 2016.

Page 16

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

2.ACCOUNTING POLICIES (CONTINUED)

 
2.3

GOING CONCERN

The financial statements have been prepared on the basis that the Group is a going concern. In reaching this decision, the directors have considered projections of the cash flows of the Group for the next twelve months covering the existing commitments of the Group together with additional investment required to develop autoinjector technologies and that required to ensure the business completes the fit-out of its leasehold facility that will deliver pharmaceutical development and contract manufacturing services for small batch fill finish for investigational medicinal products. The cash flows indicate that the Group may need additional finance during 2024 and 2025, which will be provided via a related Company, Scientific Molding Corporation Ltd. At the balance sheet date, as highlighted in Note 19, the Group had borrowed £38,792,247 via loan notes with Scientific Molding Corporation Ltd, over a 10 year term expiring 1st December 2031. Since the year end, in the first half of 2024, Scientific Molding Corporation Ltd have provided additional funding of £3.33m ($4.25m). Scientific Molding Corporation Ltd have confirmed they have sufficient funds to provide such further funding and their willingness to provide their continued financial support for a period of 12 months from the date of approval of these financial statements.
It is on this assumption that these financial statements are prepared on a going concern basis.
The directors have considered a period of not less than 12 months from the date of approval of these financial statements.
Accordingly the financial statements have been prepared on a going concern basis and do not contain any adjustments that would result if the Company was not able to continue as a going concern.

 
2.4

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 Consolidated 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'.

Page 17

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

2.ACCOUNTING POLICIES (CONTINUED)

 
2.5

TURNOVER

Turnover represents the amounts billed, excluding VAT, for work performed during the financial year. Revenue recognised under contractual agreements is recognised in the following ways:
Feasibility studies: Both revenue and costs of sales are recognised using the percentage of completion method. The amount by which revenue exceeds payments on account is included in accrued income; to the extent that payments on account exceed the respective revenue, the excess is included in deferred income.
Upfront payments: From time to time, customers pay up-front payments in return for certain exclusive rights as contractually agreed. These up-front payments are recognised upon invoice provided that there are no further performance obligations to be provided by the Group and provided that payment is considered to be recoverable with reasonable certainty within a reasonable time frame. In such circumstances, the risks and rewards of these exclusive rights are considered to have been transferred.

 
2.6

OPERATING LEASES: THE GROUP AS LESSEE

Rentals paid under operating leases are charged to profit or loss 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 the use of the leased asset.

  
2.7

RESEARCH AND DEVELOPMENT

Expenditure on all research and development is charged to the Consolidated Statement of Income in the same period in which it is incurred.

 
2.8

INTEREST INCOME

Interest income is recognised in profit or loss using the effective interest method.

 
2.9

FINANCE COSTS

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.10

PENSIONS

Defined contribution pension plan
The Group contributes into defined contribution plans for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group 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 Group in independently administered funds.

Page 18

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

2.ACCOUNTING POLICIES (CONTINUED)

 
2.11

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 corporation 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 and the Group operate and generate 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;
- Any deferred tax balances are reversed if and when all conditions for retaining associated tax    allowances have been met; and
- Where they relate to timing differences in respect of interests in subsidiaries, associates, branches  and joint ventures and the Group can control the reversal of the timing differences and such    reversal is not considered probable in the foreseeable future.
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.

 
2.12

INTANGIBLE ASSETS

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life.

Other 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.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Goodwill
-
10
years

Page 19

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

2.ACCOUNTING POLICIES (CONTINUED)

 
2.13

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:

Leasehold improvements
-
Cost written off over the term of the lease remaining at the point of asset capitalisation, the initial term being 15 years.
Plant and machinery
-
33%
Fixtures and fittings
-
33%
Computer equipment
-
33%
Assets under construction
-
Assets under construction are not depreciated until in use.

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.

 
2.14

IMPAIRMENT OF FIXED ASSETS AND GOODWILL

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.

 
2.15

VALUATION OF INVESTMENTS

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.16

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 20

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

2.ACCOUNTING POLICIES (CONTINUED)

 
2.17

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.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.18

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.

 
2.19

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.

 
2.20

FINANCIAL INSTRUMENTS

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.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated Statement of Comprehensive Income.

  
2.21

LOANS

Loans and borrowings are initially recognised at the transaction price including transaction costs.  Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment.  If an arrangement constitutes a finance transaction it is measured at present value.

Page 21

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

3.



JUDGMENTS IN APPLYING ACCOUNTING POLICIES AND KEY SOURCES OF ESTIMATION UNCERTAINTY

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations on future events that are believed to be reasonable under the circumstances. Although these estimates are based on management's best knowledge of the amount, events or actions, actual results ultimately may differ from those estimates. Management judgement has been applied in the following areas:
Percentage completion of contracts
Both revenue and costs of sales are recognised using the percentage of completion method. The amount by which revenue exceeds payments on account is included in accrued income; to the extent that payments on account exceed the respective revenue, the excess is included in deferred income.
Management review the percentage completion of contracts monthly based on actual versus budgeted future costs to completion. Management's estimate of future costs to completion is based on their judgement of future costs and their experience of the specific nature of the contract in question.
Tangible fixed assets
Each year the Group reviews the estimated useful lives and residual values of tangible fixed assets and these are adjusted if appropriate. The depreciation rates are calculated according to the useful economic life that management believe to be appropriate based on the nature of the asset in operation.


4.


TURNOVER

An analysis of turnover by class of business is as follows:


2023
2022
£
£

Turnover from contracts
138,972
2,281,130


Analysis of turnover by country of destination:

2023
2022
£
£

United Kingdom
22,923
-

Rest of the world
116,049
2,281,130

138,972
2,281,130



5.


OTHER OPERATING INCOME

2023
2022
£
£

RDEC Income
261,030
353,338

Sale of assets
6,152
-

267,182
353,338


Page 22

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

6.


OPERATING LOSS

The operating loss is stated after charging:

2023
2022
£
£

Research & development charged as an expense
3,528,969
2,107,960

Amortisation of intangible assets, including goodwill
1,250,058
1,250,051

Depreciation of tangible fixed assets
349,356
655,762

Impairment of tangible fixed assets
5,236,799
-

Exchange Differences
57,485
(236,062)

Other operating lease rentals
276,917
275,734

Defined contribution pension cost
277,139
332,422


7.


AUDITORS' REMUNERATION

During the year, the Group obtained the following services from the Company's auditors:


2023
2022
£
£

Fees payable to the Group's auditors for the audit of the Group's financial statements
34,460
31,550

Page 23

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

8.


EMPLOYEES

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£


Wages and salaries
4,675,432
4,523,354
3,554,900
3,333,068

Social security costs
505,574
526,439
393,747
392,268

Cost of defined contribution scheme
277,139
332,422
210,988
243,358

5,458,145
5,382,215
4,159,635
3,968,694

The average monthly number of employees, including the directors, during the year was as follows:


Group
Group
Company
Company
2023
2022
2023
2022
No.
No.
No.
No.


Non-remunerated Directors
7
7
3
3

Remunerated Directors
2
2
1
1

Employees
65
78
49
58

74
87
53
62


9.


DIRECTORS' REMUNERATION

2023
2022
£
£

Directors' emoluments
88,893
254,130

Group contributions to defined contribution pension schemes
5,758
17,915

94,651
272,045


During the year retirement benefits were accruing to 2 directors (2022 - 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £88,893 (2022 - £254,130).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £NIL (2022 - £17,915).


10.


INTEREST RECEIVABLE

2023
2022
£
£


Other interest receivable
23
5,543

Page 24

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

11.


INTEREST PAYABLE AND SIMILAR EXPENSES

2023
2022
£
£


Loans from group undertakings
1,118,555
784,858


12.


TAXATION


2023
2022
£
£

Corporation tax


Current tax on profits for the year
63,453
67,134

Page 25

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
 
12.TAXATION (CONTINUED)


FACTORS AFFECTING TAX CHARGE FOR THE YEAR

The tax assessed for the year is higher than (2022 - higher than) the standard rate of corporation tax in the UK of 23.52% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Loss on ordinary activities before tax
(17,118,443)
(9,582,891)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.52% (2022 - 19%)
(4,026,258)
(1,820,749)

Effects of:


Non-tax deductible amortisation of goodwill and impairment
1,525,709
237,510

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
1,558
1,531

Capital allowances for year in excess of depreciation
27,713
(78,989)

Utilisation of tax losses
(4,838)
-

Other timing differences leading to an increase (decrease) in taxation
3,850
-

Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
63,453
67,134

Changes in provisions leading to an increase (decrease) in the tax charge
(7,424)
9,639

Unrelieved tax losses carried forward
2,479,690
1,651,058

Total tax charge for the year
63,453
67,134


FACTORS THAT MAY AFFECT FUTURE TAX CHARGES

The group has estimated losses of £34,462,149 (2022 - £23,915,739) available to carry forward against future trading profits.
The group has a potential deferred tax asset of £8,615,537 (2022 - £5,978,935) on the above losses.
This has not been recognised in the financial statements due to the uncertainty when such losses will be utilised.

Page 26

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

13.


INTANGIBLE ASSETS

Group





Goodwill

£



Cost


At 1 January 2023
12,507,359



At 31 December 2023

12,507,359



Amortisation


At 1 January 2023
7,575,652


Charge for the year on owned assets
1,250,058



At 31 December 2023

8,825,710



Net book value



At 31 December 2023
3,681,649



At 31 December 2022
4,931,707



Page 27

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

14.


TANGIBLE FIXED ASSETS

Group






Leasehold improvements
Plant and machinery
Fixtures and fittings
Computer equipment
Assets under construction
Total

£
£
£
£
£
£



COST


At 1 January 2023
2,690,795
2,921,842
43,103
186,395
13,413,999
19,256,134


Additions
6,546
2,864
-
-
257,320
266,730


Disposals
-
-
-
(5,885)
(63,709)
(69,594)


Transfers between classes
(1,707)
20,847
(3,691)
(99)
(15,350)
-



At 31 December 2023

2,695,634
2,945,553
39,412
180,411
13,592,260
19,453,270



Depreciation


At 1 January 2023
543,485
2,514,062
39,412
159,127
-
3,256,086


Charge for the year on owned assets
199,549
134,876
-
14,931
-
349,356


Disposals
-
-
-
(5,885)
-
(5,885)


Impairment charge
-
172,153
-
-
5,064,646
5,236,799



At 31 December 2023

743,034
2,821,091
39,412
168,173
5,064,646
8,836,356



Net book value



At 31 December 2023
1,952,600
124,462
-
12,238
8,527,614
10,616,914



At 31 December 2022
2,147,310
407,780
3,691
27,268
13,413,999
16,000,048


The net book value of leasehold improvements may be further analysed as follows:

2023
2022
£
£
Leasehold improvements

1,952,600

2,147,310
 

Page 28

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

           14.TANGIBLE FIXED ASSETS (CONTINUED)


Company






Leasehold improvements
Plant and machinery
Computer equipment
Assets under construction
Total

£
£
£
£
£

Cost or valuation


At 1 January 2023
856,225
1,695,970
21,423
11,907,162
14,480,780


Additions
6,546
-
-
38,667
45,213


Transfers intra group
-
-
-
216,153
216,153


Disposals
-
-
-
(63,709)
(63,709)



At 31 December 2023

862,771
1,695,970
21,423
12,098,273
14,678,437



Depreciation


At 1 January 2023
104,147
1,440,800
11,384
-
1,556,331


Charge for the year on owned assets
70,416
35,434
6,761
-
112,611


Impairment charge
-
172,153
-
4,879,471
5,051,624



At 31 December 2023

174,563
1,648,387
18,145
4,879,471
6,720,566



Net book value



At 31 December 2023
688,208
47,583
3,278
7,218,802
7,957,871



At 31 December 2022
752,078
255,170
10,039
11,907,162
12,924,449





The net book value of land and buildings may be further analysed as follows:


2023
2022
£
£

Short leasehold
688,208
752,078


Page 29

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

15.


FIXED ASSET INVESTMENTS

Company





Investments in subsidiary companies

£



COST


At 1 January 2023
11,741,450



At 31 December 2023
11,741,450





SUBSIDIARY UNDERTAKING


The following was a subsidiary undertaking of the Company:

Name

Registered office

Class of shares

Holding

Oval Medical Technologies Limited
50-60 Station Road, Cambridge, CB1 2JH
Ordinary
100%

The aggregate of the share capital and reserves as at 31 December 2023 and the profit or loss for the year ended on that date for the subsidiary undertaking were as follows:

Name
Aggregate of share capital and reserves
Loss for year

Oval Medical Technologies Limited
(411,239)
(3,277,301)


16.


DEBTORS

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Due after more than one year

Amounts owed by group undertakings
-
-
2,980,642
300,494


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Due within one year

Trade debtors
31,100
-
-
-

Amounts owed by group undertakings
-
-
96,090
159,049

Other debtors
742,710
848,091
612,276
667,818

Prepayments and accrued income
305,901
281,192
184,524
59,685

Tax recoverable
483,780
661,803
-
-

1,563,491
1,791,086
892,890
886,552

Page 30

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

16.DEBTORS (CONTINUED)


Transactions with subsidiary company
The Company entered into a related party transaction with its subsidiary, Oval Medical Technologies Limited, whereby the Company signed a promissory note effective 1 December 2021 with Oval Medical Technologies Limited. This note was for a fluctuating sum which amalgamated previous loan amounts between the Company and Oval Medical Technologies Limited.
Interest is calculated on the loan at 3.2% interest per annum, being deemed by the Directors to be market rate.  Interest is compounded on a monthly basis and is payable each year. The Company has the option to repay the capital element of the loan any time prior to the end of the term.
The aggregate amount of the loan notes drawn down at the year end and included within Debtors due after more than one year was £2,980,642 (2022 - £300,494).
At 31 December 2023, the balance of interest owed by Oval Medical Technologies Limited under the promissory note, and included within Debtors due within one year, amounted to £96,090 (2022 - £159,049).


17.


CASH AND CASH EQUIVALENTS

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Cash at bank and in hand
332,371
278,391
115,542
128,853



18.


CREDITORS: Amounts falling due within one year

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Trade creditors
222,020
304,463
75,029
30,728

Other taxation and social security
240,246
278,983
53,000
128,246

Other creditors
32,213
66,580
16,625
41,683

Accruals and deferred income
1,909,189
1,856,023
1,531,944
1,592,277

2,403,668
2,506,049
1,676,598
1,792,934


Page 31

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

19.


CREDITORS: Amounts falling due after more than one year

Group

Group
Company

Company
2023
2022
2023
2022
£
£
£
£

Other creditors
38,792,247
28,314,777
38,792,247
28,314,777


Transactions with associated company 
The Company signed a promissory note, effective 1 December 2021 with Scientific Molding Corporation Ltd. This note was for a fluctuating sum which amalgamated previous loan amounts between the Company and Scientific Molding Corporation Ltd.
Interest is calculated on the loan at 3.2% interest per annum, being deemed by the Directors to be market rate.  Interest is compounded on a monthly basis and is payable each year. The Company has the option to repay the capital element of the loan any time prior to the end of the term.
The aggregate amount of the loan notes drawn down at the year end was £38,792,247 (2022 - £28,314,777).


20.


FINANCIAL INSTRUMENTS

Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Financial assets

Financial assets measured at fair value through profit or loss
332,371
278,391
115,542
128,853

Financial assets that are debt instruments measured at amortised cost
773,810
848,091
3,689,008
1,127,361

1,106,181
1,126,482
3,804,550
1,256,214


Financial liabilities

Financial liabilities measured at amortised cost
39,046,480
28,685,820
38,883,901
28,387,188


Financial assets measured at fair value through profit and loss account comprise cash at bank and in hand.
Financial assets that are debt instruments measured at amortised cost comprise trade debtors, amounts
owed by group undertakings and other debtors.


Financial liabilities measured at amortised cost comprise trade creditors, amounts owed to group undertakings and other creditors.

Page 32

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

21.


PROVISIONS

Group & Company


Group Dilapidation
Company Dilapidation
£
£



At 1 January 2023 and 31 December 2023
1,010,000
760,000

In November 2018 and May 2019, the Group signed two 15 year leases on two facilities. The Company commenced a fit out programme of leasehold improvements. A dilapidations provision has been included within the financial statements in respect of remedial work required to reinstate the facilities to their original state when vacated. At 31 December 2023, the provision amounted to £1,010,000 (2022 - £1,010,000).


22.


SHARE CAPITAL

2023
2022
£
£
Allotted, called up and fully paid



24,100 (2022 - 24,100) Ordinary shares of £0.10 each
2,410
2,410


Class rights
At 31 December 2023, the Company has in issue one class of ordinary shares of 10p each
Dividend rights
The ordinary shareholder have a right to receive a dividend.
Return of capital
Upon liquidation, the asset of the Company will be applied pro-rata to the ordinary shareholders' shares.
Voting rights
The ordinary shareholders are entitled to receive notice of, attend, speak or vote at a general meeting of the Company.



23.


RESERVES

Share premium account

Includes and premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium.

Capital contribution reserve

Includes all capital contributions from the Company's members. Capital contributions are in relation to extinguished liabilities and interest on intergroup loans at below market rate.

Profit and loss account

Includes all current and prior period retained profits and losses less any dividends paid.

Page 33

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

24.


CAPITAL COMMITMENTS




At 31 December 2023 the Group and Company had capital commitments as follows:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Contracted for but not provided in these financial statements
77,258
327,837
77,258
327,837


25.


PENSION COMMITMENTS

The Group contributes into defined contribution pension schemes. The assets of the schemes are held separately from those of the Group in an independently administered funds. The pension cost charge represents contributions payable by the Group to the fund and amounted to £277,139 (2022 - £332,422). Contributions totalling £20,425 (2022 - £51,989) were payable to the fund at the balance sheet date and are included in Creditors: Amounts due within one year.


26.


COMMITMENTS UNDER OPERATING LEASES

At 31 December 2023 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
Company
Company
2023
2022
2023
2022
£
£
£
£

Not later than 1 year
299,579
299,579
201,825
201,825

Later than 1 year and not later than 5 years
1,181,621
1,187,345
807,300
807,300

Later than 5 years
1,537,721
1,831,495
1,087,459
1,289,284

3,018,921
3,318,419
2,096,584
2,298,409

Page 34

 
SMC PHARMA SERVICES LTD (FORMERLY CAMBRIDGE PHARMA LIMITED)
 

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

27.


RELATED PARTY TRANSACTIONS

Transactions with associated companies
The Company signed a new promissory note in early 2022, effective of 1 December 2021 with an associated company, Scientific Molding Corporation Ltd. This note was for a fluctuating sum which amalgamated the previous loan amounts between the Company and Scientific Molding Corporation Ltd. The total balance outstanding on the promissory note at 31 December 2023 was £38,792,247 (2022 - £28,314,777).
Interest charged during the year to 31 December 2023 totalled £1,118,555 (2022 - £784,858).
At 31 December 2023 the balance of interest owing to Scientific Molding Corporation Ltd. amounted to £1,118,555 (2022 - £834,870) and was included in Creditors: Amounts due within one year.
During the year the Group made purchases and generated accruals from Scientific Molding Corporation Ltd totalling £nil (2022 - £217,907). At 31 December 2023 the balance for these purchases and accruals included in Creditors: due within one year was £nil (2022 - £nil).
Also during the year the Group entered into a related party transaction with an associated company, Scientific Molding Corporation Ltd, whereby the Group made sales totalling £nil (2022 - £17,875) with Scientific Molding Corporation Ltd. At 31 December 2023 the balance owed to the Group and included within Debtors was £nil (2022 – £483).
Transactions with subsidiary company
The Company signed a new promissory note in early 2022, effective of 1 December 2021 with its subsidiary company, Oval Medical Technologies Limited. This note was for a fluctuating sum which amalgamated the previous loan amounts between the Company and Oval Medical Technologies Limited. The total balance outstanding on the promissory note owed from Oval Medical Technologies Limited at 31 December 2023 and included in Debtors: falling due after one year was £2,980,642 (2022 - £300,494).
Interest charged during the year to 31 December 2023 totalled £96,090 (2022 - £125,272).
At 31 December 2023 the balance of interest owing from Oval Medical Technologies Limited amounted to £96,090 (2022 - £159,049) and was included in Debtors: falling due within one year.
During the year ended 31 December 2023, the Company incurred costs on behalf of Oval Medical Technologies Limited and was charged costs by Oval Medical Technologies Limited, the net value of these transactions was £1,643,839 (2022 - £8,533,140). The amount outstanding and included in Creditors: due within one year at 31 December 2023 was £nil (2022 - £nil).
Key management and personnel
The gross remuneration of key management and personnel of the Group for the year ended 31 December 2023 is £1,315,498 (2022 - £1,217,286).


Page 35