Company registration number 04160032 (England and Wales)
QIAGEN MANCHESTER LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
QIAGEN MANCHESTER LIMITED
COMPANY INFORMATION
Directors
T Bernard
R Sackers
J L Arnold
Secretary
P J Birch
Company number
04160032
Registered office
Citylabs 2.0
Hathersage Road
Manchester
M13 0BH
Auditor
Alexander & Co LLP
Centurion House
129 Deansgate
Manchester
M3 3WR
Bankers
JPMorgan Chase Bank
1 Chaseside
Bournemouth
BH7 7DA
QIAGEN MANCHESTER LIMITED
CONTENTS
Page
Directors' report
1 - 3
Strategic report
4 - 7
Independent auditor's report
8 - 10
Statement of comprehensive income
11
Balance sheet
12
Statement of changes in equity
13
Notes to the financial statements
14 - 29
QIAGEN MANCHESTER LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 1 -

The directors present their annual report and financial statements for the year ended 31 December 2023. These financial statements have been prepared in accordance with applicable United Kingdom accounting standards including Financial Reporting Standard 102 (FRS 102).

Results and dividends

The loss for the year after taxation amounted to £906,207 (2022 - profit £3,033,692). The directors do not recommend a final dividend (2022 - £nil).

Financial performance for the year has been analysed as follows:
2023
2022
£
£
Turnover
34,853,480
39,375,435
Gross profit
9,401,174
18,409,942
(Loss)/Profit after tax
(906,206)
3,033,692
Directors

The directors who served the company during the year and up to the date of approval of the financial statements were as follows:

T Bernard
R Sackers
J L Arnold
Director's responsibilities statement

The directors are responsible for preparing the director's report, strategic report and the 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law FRS 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 and profit of the company for that period. In preparing these financial statements, the directors are required to:

 

 

 

 

 

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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

QIAGEN MANCHESTER LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 2 -
Research and Development Activities

At the heart of QIAGEN Manchester Limited’s business is a vision for making improvements in life possible. The company delivers on this promise by providing Sample to Insight solutions that help customers to unlock valuable molecular insights encoded in the building blocks of life. 

 

Some of the great challenges facing the world – issues of life and death, health and disease, continuity and change – find their causes in the near-infinite diversity of genomic molecules that serve as the building blocks of all life. Scientists, doctors, lab directors and other professionals committed to answering life’s questions look to QIAGEN Manchester Limited for solutions in molecular testing.

The company’s mission is to deliver Sample to Insight solutions enabling QIAGEN Manchester Limited’s customers to unlock valuable molecular insights faster, better and more efficiently – from the raw biological sample to the final interpreted result. However, Sample to Insight is more than just about providing smooth, end-to-end workflows. It is a strategic framework that puts the needs and challenges of the customers front and centre. The company wants to identify key bottlenecks holding customers back, through research and development activities and to deliver solutions so they can achieve greater success, ultimately helping them to exceed their own expectations.

Director's qualifying third party indemnity provisions

The company has granted an indemnity to one or more of its directors against liability in respect of proceedings brought by third parties, subject to the conditions set out in the Companies Act 2006. Such qualifying third party indemnity provision remains in force as at the date of approving the directors' report.

Energy and carbon report

The company has gathered data regarding scope one and two carbon emissions (as defined by the GHG Protocol) for the financial year spanning 1st January 2023 to 31st December 2023 from its UK operations for inclusion in company reporting (2022-2023) as defined by the requirements of the Streamlined Energy and Carbon Reporting (SECR) legislation.

2023
2022
Change
kWh
kWh
Energy consumption used to calculate emissions
3,729,995
3,943,395
-5.41%
2023
2022
Emissions of CO2 equivalent
metric tonnes
metric tonnes
Combustion of fuel and operation of facilities  (Scope 1)
355.0
382.0
-7.23%
Electricity, heat, steam and cooling purchased for own use
365.0
377.0
-3.29%
Other indirect emissions (Scope 3)
-
Total gross emissions
719.0
759.0
-5.57%
GHGs Intensity Measure
Revenue (£,000)
34,853
39,375
-11.48%
Intensity rate
0.0193
0.0193
7.02%
Methodology
GHG Protocol
GHG Protocol

The combined scope one and two carbon emissions for the period were recorded at 719 TCO2e. This is a decrease of 5.27% over the previous period.

QIAGEN MANCHESTER LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 3 -
Disclosure of information to the auditors

The directors confirm that:

 

Matters covered in the strategic report

In accordance with s414C (ii) of the Companies Act 2006, the company has chosen to include information in respect of its financial risk management objectives and policies, exposure to risk and future developments in the strategic report. This information would otherwise be required by Schedule 7 of the 'Large and Medium Sized Companies and Group (Accounts and Reports) Regulation 2008' to be contained in the Directors' report.

Auditors

A resolution to reappoint Alexander & Co LLP as auditors in accordance with section 485 of the Companies Act 2006 will be put to the members at the annual general meeting.

This report was approved by the Board and signed on its behalf.
J L Arnold
Director
24 September 2024
QIAGEN MANCHESTER LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023
- 4 -

The directors present the strategic report for the year ended 31 December 2023.

Principal activities

The principal activity of the company during the period was the co-development and marketing of companion diagnostics for the pharmaceutical industry to support their development of cancer therapies. Additionally, the company provides a broader range of pharmacogenomic services to the healthcare industry and licences out its “Scorpions” technology. With the dynamic changes in the worldwide health agenda, we believe QIAGEN is well positioned to take advantage of all these exciting growth opportunities in our target markets.

The company has considerable financial resources and as a consequence, the directors believe that the company is well placed to manage its business risks successfully despite the current uncertain economic outlook.

The directors believe that effective controls have been established and have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future, being a period of not less than 12 months from the date of approval of these financial statements. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.

In the accounting year ended 31 December 2023 the company’s turnover was £34,853,480 (2022 - £39,375,435). As the company focusses on research and development activities both for the strategic benefit of the Group and for its customers, its key performance indicator is the cost of those activities in relation to the benefit that they will generate across the longer term.

There are not considered to be any non-financial key performance indicators that require disclosure.

Future developments

As we look at 2024 and beyond, the company expects steady growth from its core consumable business and a continued number of exciting new market introductions and launches. These include further expansion of the technology portfolio for research, applied sciences and molecular diagnostics from sample through to insight. The pipeline of automated solutions for all technologies will continue to yield exciting products and the continued developments on flagship instruments such as the QIAsymphony platform, for sample preparation, through to PCR-based routine testing are examples for routine diagnostic usage. In April 2018, the company announced the U.S. launch of its novel therascreen FGFR RGQ RT-PCR Kit (therascreen FGFR Kit) as a companion diagnostic to help guide the use of the newly approved FGFR kinase inhibitor, BALVERSA™ (erdafitinib), developed by Janssen Biotech, Inc. The test will aid in identifying patients with urothelial cancer whose tumors have certain alterations in the fibroblast growth factor receptor 3 (FGFR3) gene. In May 2018, the company announced the launch of its therascreen PIK3CA RGQ PCR Kit (therascreen PIK3CA Kit) after receiving U.S. regulatory approval as a companion diagnostic to aid in identifying breast cancer patients eligible for treatment with PIQRAY (alpelisib), a newly approved therapy developed and marketed by Novartis. In May 2022, the business launched the CE-IVD therascreen® EGFR Plus RGQ PCR Kit for use in non-small cell lung cancer (NSCLC) samples. The product provides numerous advances on the existing therascreen EGFR qPCR testing solutions.

These and new opportunities via investments in next generation sequencing and the bioinformatics space to create value insights from molecular data.

With the continued focus on the UK health agenda and investment in a life science ecosystem linking industry, academia and the NHS, we believe QIAGEN is well positioned to take advantage of all these exciting growth opportunities in our target markets: Life Sciences research, pharmaceutical development, applied sciences and human molecular diagnostics.

QIAGEN MANCHESTER LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 5 -
Principal risks and uncertainties

The principal risks and uncertainties facing the company are broadly as follows:

Competitive risks

The competitive business landscape for the company for 2024 and beyond is limited as the company operates in a niche market. The company’s expertise in Product Development, Regulatory Compliance and Quality Management, combined with a Global Sales presence, act as effective barriers to entry for potential competitors.

Patent protection

A large proportion of QIAGEN products are covered by patents with long life spans, resulting in a low competitive threat.

Commercial

As a provider of Companion Diagnostic Development services, the company’s primary commercial risk is that the sponsor pharmaceutical company abandons their drug development program because of technical, regulatory or corporate strategy pressures. The company mitigates this risk via Joint Steering Committees fostering open communication between the company and their pharmaceutical partners. The commercial risks are further mitigated by working with multiple partners simultaneously.

Regulatory risks

The company operates in a highly regulated industry and, as such, has invested significant resources in establishing Regulatory and Quality Management systems. In 2012, the company gained PMA approval from the US Food and Drug Agency (FDA) for its KRAS product, in 2013 gained similar approval for its EGFR product and in 2018 approval for its FGFR RGQ RT-PCR and PIK3CA RGQ PCR kits. This track record demonstrates Regulatory competency within the organisation.

Pricing

Each license agreement and co-development and marketing of companion diagnostics agreement are individually negotiated. The prices in these individual agreements reflect the relevant activities.

Liquidity risks and cashflow risks

The company retains sufficient cash to ensure it has ongoing funds available for operations. The company can also rely on the financial funds of the QIAGEN Group. This facility aids the company to manage the cash flow fluctuations of its low volume – high value invoicing profile.

Credit risks

There is a risk of financial loss to the company arising from the failure of the company’s customers to meet their financial obligations for the services provided by the company. This risk is mitigated by the fact that the company’s clients are multinational pharmaceutical blue chips.

Currency risks

The company faces minimal currency risks due to the fact that a number of purchases and sales are denominated in US Dollars or Euros.

QIAGEN MANCHESTER LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 6 -
Section 172 (1) Statement
Section 172 of the Companies Act 2006 states that a director of a company must act in the way it considers, in good faith, would be the most likely to promote the success of the company for the benefit of its members as a whole and in doing so have regard (amongst other matters) to:
a) The likely consequences of any decision in the long term;
b) The interests of the company's employees;
c) The need to foster the company's business relationships with suppliers, customers and others;
d) The impact of the company's operations on the community and the environment;
e) The desirability of the company maintaining a reputation for high standards of business conduct; and
f) The need to act fairly between members of the company
The following summarises how the company's Board fulfils its duties under Section 172.
The likely consequences of any decision in the long term

The company’s strategy is to maximise profits and shareholder returns and to retain funds for future expansion by focussing on the products, channels and customers we work with.

To achieve this, it must set realistic objectives for the short, medium and long term. The consequences of any decision are balanced carefully by considering the cashflow impact of these decisions on the working capital headroom of the company and by ensuring that the forecast profit and return on capital employed are both realistic and achievable.

Our strategy is based upon maintaining best practice by keeping processes simple, straight-forward and aligned throughout our business in order to create improvements in business operations both internally and with all stakeholders with whom we do business.

However, it is very important for the company to be flexible in order to adapt and engage with change to prepare for the future.

The interests of the company's employees

The company is proud of our exceptional research and development activities which can be consistently delivered by attracting, motivating, training and retaining the very best team members.

The company’s employees are key to the success of the business; and the health, safety and wellbeing of our employees is one of the principal considerations in the way in which we do business.

The company promotes a culture of working hard to strive for the best possible outcomes, working alongside its employees in order to achieve this. The company works closely with medical professionals, relevant trade associations and regulatory bodies in order to ensure that employees receive regular training and coaching in order to ensure they can undertake their roles to the best of their ability and in a way that aligns to the company’s strategy. The company’s approach to pay and benefits gives employees the opportunity to share in the company’s success.

The need to foster the business' relationships with suppliers, customers and others

Stakeholder engagement is very important to the company and it is fully committed to maintaining, developing and investing in its relationships with all key stakeholders.

The company’s relationships with its key suppliers is seen as being a collaborative partnership in which both parties engage effectively and work constructively on a day-to-day basis in order to deliver success.

The company has very strong link with Manchester Science Partnerships’ and Manchester University NHS Foundation Trust. These links along with QIAGEN’s global strategic framework Sample to Insight enables the company to receive representations of best practice and help formulate future strategy.

The company’s strategy is based on sustainable relationships with our customers (external and internal to the QIAGEN group) and ensure it is driving customer loyalty to the QIAGEN brand. This is achieved by focussing on the customer mindset in order to deliver the best possible experience throughout the customer journey.

QIAGEN MANCHESTER LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 7 -
The impact of the company's operations on the community and the environment

The company understands the importance of ensuring that its operations impact the community in a positive manner.

The company seeks to minimise its carbon footprint and works collaboratively with consultants in order to promote the efficient use of energy across its operations. We integrate sustainability throughout every area of our business. We aim to save energy and reduce the environmental impact of our operations, drive long-term economic success with healthy, high-performance workplaces, and make improvements in life possible as a good corporate citizen.

The company participates in community activities supporting a range of charities.

The desirability of the company maintaining a reputation for high standards of business conduct
The company conducts business with integrity and enthusiasm applying the sample to insight solutions thinking in day to day business activities.
The company complies with all applicable laws and regulations.
The need to act fairly between members of the company
Our culture is characterised by clear responsibility, mutual respect and trust. Lawful conduct and fair competition are integral to our business activities and for maintaining a reputation for high standards of business conduct, securing long term success. We are focused on people, with customers being at the heart of our business. We embrace diversity, flexibility, sustainability and continuous improvement throughout the company. It has a customer centric philosophy with transparent, fair and simple processes. The board and senior management have taken steps to drive cultural change and to ensure corporate strategy and customer orientation principles are embraced across the organisation.

This report was approved by the Board and signed on its behalf.

J L Arnold
Director
24 September 2024
QIAGEN MANCHESTER LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF QIAGEN MANCHESTER LIMITED
- 8 -
Opinion

We have audited the financial statements of QIAGEN Manchester Limited (the 'company') for the year ended 31 December 2023 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including a summary of significant accounting policies. The 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:

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’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 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.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our 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.

Opinions on other matters prescribed by the Companies Act 2006

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

QIAGEN MANCHESTER LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF QIAGEN MANCHESTER LIMITED
- 9 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement set out on page 1, 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 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 company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 auditor's 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 financial statements.

 

A further description of our responsibilities for the audit of the financial statements is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Capability of the audit in detecting irregularities, including fraud

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.

Based on our understanding of the company, we identified that the principal risks of non-compliance with laws and regulations related to breaches of the legal and regulatory framework that the company operates in. We considered the extent to which non-compliance might have a material effect on the financial statements. The key laws and regulations we considered in this context included UK Companies Act 2006, employment law, health and safety, sector specific regulatory compliance and tax legislation.

 

We also evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to the posting of inappropriate journal entries to manipulate financial results and potential management bias in accounting estimates.

QIAGEN MANCHESTER LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF QIAGEN MANCHESTER LIMITED
- 10 -

As a result of the above, our audit procedures performed included:

 

There are inherent limitations in the audit procedures described above. The test nature and other inherent limitations of an audit, together with the inherent limitations of any accounting and internal control system, mean that there is an unavoidable risk that even some material misstatements in respect of irregularities may remain undiscovered even though the audit is properly planned and performed in accordance with ISAs (UK).

 

We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

 

Our examination should therefore not be relied upon to disclose all such material misstatements or frauds, errors or instances of non-compliance that might exist. The responsibility for safeguarding the assets of the company and for the prevention and detection of fraud, error and non-compliance with law or regulations rests with the directors of QIAGEN Manchester Limited.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our 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 auditor's 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 as a body, for our audit work, for this report, or for the opinions we have formed.

Stephen Jolley (Senior Statutory Auditor)
For and on behalf of Alexander & Co LLP
24 September 2024
Chartered Accountants
Statutory Auditor
Centurion House
129 Deansgate
Manchester
M3 3WR
QIAGEN MANCHESTER LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2023
- 11 -
2023
2022
Notes
£
£
Turnover
3
34,853,480
39,375,435
Cost of sales
(25,452,306)
(20,965,493)
Gross profit
9,401,174
18,409,942
Administrative expenses
(5,642,144)
(8,982,358)
Impairment of investment
4
(1,099,970)
(2,248,709)
Operating profit
5
2,659,060
7,178,875
Interest receivable and similar income
426
437
Interest payable and similar charges
8
(2,626,228)
(2,170,973)
Profit on ordinary activities before taxation
33,258
5,008,339
Tax on profit/loss on ordinary activities
9
(939,465)
(1,974,647)
(Loss)/Profit for the financial year
(906,207)
3,033,692

There was no other comprehensive income for 2023 (2022 - £nil).

The accompanying notes form part of these financial statements.

QIAGEN MANCHESTER LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2023
31 December 2023
- 12 -
2023
2022
Notes
£
£
£
£
Fixed assets
Intangible assets
11
12,224,148
14,034,512
Tangible assets
12
17,496,096
18,628,388
Investments
13
28,346,007
28,348,208
58,066,251
61,011,108
Current assets
Stocks
16
262,787
479,347
Debtors falling due after more than one year
17
4,550,693
5,523,730
Debtors
17
22,952,965
20,524,824
27,766,445
26,527,901
Creditors: amounts falling due within one year
18
(33,191,132)
(34,161,263)
Net current liabilities
(5,424,687)
(7,633,362)
Total assets less current liabilities
52,641,564
53,377,746
Creditors: amounts falling due after one year
19
(27,834,932)
(27,664,907)
Net assets
24,806,632
25,712,839
Capital and reserves
Called up share capital
22
35,912
35,912
Share premium account
23
707,355
707,355
Other reserve - capital contribution
23
33,344,331
33,344,331
Profit and loss account
23
(9,280,966)
(8,374,759)
Total equity
24,806,632
25,712,839

The accompanying notes form part of these financial statements.

The financial statements were approved by the board of directors and authorised for issue on 24 September 2024 and are signed on its behalf by:
J L Arnold
Director
Company Registration No. 04160032
QIAGEN MANCHESTER LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2023
- 13 -
Share capital
Share premium account
Capital redemption reserve
Profit and loss reserves
Total
£
£
£
£
£
Balance at 1 January 2022
35,912
707,355
33,344,331
(11,408,451)
22,679,147
Year ended 31 December 2022:
Profit and total comprehensive income
-
-
-
3,033,692
3,033,692
Balance at 31 December 2022
35,912
707,355
33,344,331
(8,374,759)
25,712,839
Year ended 31 December 2023:
Loss and total comprehensive income
-
-
-
(906,207)
(906,207)
Balance at 31 December 2023
35,912
707,355
33,344,331
(9,280,966)
24,806,632

The accompanying notes form part of these financial statements.

QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2023
- 14 -
1
Accounting policies
Company information

QIAGEN Manchester Limited is a private company limited by shares incorporated in the United Kingdom under the Companies Act. The address of the registered office is given on the company information page. The nature of the company's operations and its principal activities are set out in the strategic report on page 4.

1.1
Accounting convention

These financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 ('the Financial Reporting Standard applicable in the UK and Republic of Ireland' FRS 102) issued by the Financial Reporting Council and in accordance with applicable United Kingdom accounting standards and the Companies Act 2006.

The functional currency of QIAGEN Manchester Limited is considered to be pounds sterling because that is the currency of the primary economic environment in which the company operates. The company's presentational currency is pounds sterling.

This company meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of certain disclosure exemptions available to it. Exemptions have been taken in relation to:

 

 

The group financial statements of QIAGEN N.V., within which this company is included, can be obtained from the company's registered address, Hulsterweg 82, 5912 PL Venlo, The Netherlands.

1.2
Going concern

The directors are continuing to adopt the going concern basis of accounting in preparing the annual financial statements.true A forecast for the next 12 months prepared by management has indicated that the entity will have sufficient cash assets to be able to meet its debts as and when they are due. No adjustments have been made relating to recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the entity not continue as a going concern.

1.3
Turnover

Turnover is recognised to the extent that the company obtains the right to consideration in exchange for its performance. Turnover is measured at the fair value of the consideration received, excluding discounts, rebates, VAT or other sales duty. The following criteria must also be met before revenue is recognised:

 

Sale of goods - Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods has passed to the buyer, usually on the dispatch of goods.

 

Rendering of services - Revenue generated from provision of development services is recognised by reference to the stage of completion. Stage of completion is measured by reference to labour hours incurred to date as a percentage of total estimated labour hours for each contract.

1.4
Research and development

Initial research and development expenditure is written off in the year which it is incurred.

 

Purchased development costs are capitalised and the asset created is amortised over its finite life.

QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 15 -
1.5
Intangible fixed assets

Intangible assets are shown at cost, net of amortisation and any provision for impairment.

 

Assets under construction are not amortised until the point they are brought into use.

 

The carrying value of intangible fixed assets are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable.

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful economic life of that asset as follows:

Software
Straight-line over 3-15 years
Patents and licences
Straight-line over 5-20 years
Assets in the course of construction
N/A
1.6
Tangible fixed assets

All fixed assets are initially recorded at cost.

 

Fixed assets are reviewed for impairment if events or changes in circumstances indicate that the carrying amount may not be recoverable or as otherwise required by relevant accounting standards.

 

Assets in the course of construction are not depreciated until such time as the asset is ready for commercial use.

Depreciation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful economic life of that asset as follows:

Short leasehold improvements
Term of lease
Plant and machinery
10% - 33% straight-line per annum
Fixtures and fittings
20% - 33% straight-line per annum
1.7
Investments

Interests in associates and jointly controlled entities are measured at cost.

1.8
Stocks

Stocks are valued at the lower of cost and net realisable value. Cost includes all costs incurred bringing each product to its present location and condition as follows:

 

Raw materials and consumables - Purchase cost on a first-in, first-out basis

 

Work in progress and finished goods - Cost of direct materials and labour plus attributable overheads

 

Net realisable value is based on estimated selling price less any further costs expected to be incurred to completion and disposal.

1.9
Current and deferred taxation
The charge for taxation is based on the profit/(loss) for the year and takes into account taxation deferred because of timing differences between the treatment of certain items for taxation and accounting purposes.
QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 16 -

Deferred taxation is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions or events have occurred at that date that will result in an obligation to pay more, or right to pay less or to receive more, tax, with the following exception:

 

 

Deferred tax is measured on an undiscounted basis at the tax rates that are expected to apply in the periods in which timing differences reverse, based on tax rates and laws enacted or substantively enacted at the balance sheet date.

1.10
Financial instruments
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 entity after deducting all of its financial liabilities.
Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.
Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.
The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable.
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 payables or receivables, 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 financed at a rate of interest that is not a market rate or in case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.
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 Profit and loss account.
For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.
QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 17 -

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the balance sheet date.

 

Financial assets and liabilities are offset and the net amount reported in the Balance sheet when there is an 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.

1.11
Finance costs

The finance cost of debt is recognised in the profit and loss account over the term of such instruments at a constant rate on the carrying amount.

1.12
Pensions
The company operates a defined contribution pension scheme for certain employees. The assets of the scheme are held separately from those of the company. The annual contributions payable are charged to the profit and loss account.
1.13
Employee share option scheme
Equity settled transactions

The cost of equity-settled transactions with employees is measured by reference to the fair value at the date at which they are granted and is recognised as an expense over the vesting period, which ends on the date on which the relevant employees become fully entitled to the award. Fair value is determined using an appropriate pricing model. In valuing equity-settled transactions, no account is taken of any vesting conditions, other than conditions linked to the price of the shares of the company (market conditions).

 

No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon a market condition, which are treated as vesting irrespective of whether or not the market condition is satisfied, provided that all other performance conditions are satisfied.

 

At each balance sheet date before vesting, the cumulative expense is calculated, representing the extent to which the vesting period has expired and management’s best estimate of the achievement or otherwise of non-market conditions and the number of equity instruments that will ultimately vest or in the case of an instrument subject to a market condition, be treated as vesting as described above.

 

Where the movement in cumulative expense since the previous balance sheet date is material to the financial statements the expense is recognised in the profit and loss account, with a corresponding entry in equity.

 

Any related recharges from QIAGEN N.V. for share based payment expenses included in the financial statements are treated as distributions and debited directly against equity. Otherwise, such amounts are expensed directly to the profit and loss account.

 

Where the terms of an equity-settled award are modified or a new award is designated as replacing a cancelled or settled award, the cost based on the original award terms continues to be recognised over the original vesting period. In addition, an expense is recognised over the remainder of the new vesting period for the incremental fair value of any modification, based on the difference between the fair value of the original award and the fair value of the modified award, both as measured on the date of the modification. No reduction is recognised if this difference is negative.

 

Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any cost not yet recognised in the profit and loss account for the award is expensed immediately. Any compensation paid up to the fair value of the award at the cancellation or settlement date is deducted from equity, with any excess over fair value being treated as an expense in the profit and loss account.

QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
1
Accounting policies
(Continued)
- 18 -
1.14
Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.

1.15

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.

1.16

Creditors

Short term trade 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.

1.17

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.

2
Significant judgements and estimates

Preparation of the financial statements requires management to make significant judgements and estimates. The items in the financial statements where these significant judgements and estimates have been made include:

 

 

 

 

Actual results could differ from those estimates.

QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 19 -
3
Turnover

The turnover and profit before tax are attributable to the principal activities of the company. All activities are continuing.

2023
2022
£
£
Analysis of turnover by country of destination
United Kingdom
3,982,762
3,581,003
Rest of the World
30,870,718
35,794,432
34,853,480
39,375,435
2023
2022
£
£
Turnover, analysed by category, was as follows:
Services
34,583,739
39,038,073
Licenses
269,741
337,362
34,853,480
39,375,435
4
Exceptional item
2023
2022
£
£
Expenditure
Impairment of investment
1,099,970
2,248,709
5
Operating Loss
2023
2022
This is stated after charging/(crediting):
£
£
Fees payable to the company's auditors for the audit of the financial statements
26,000
24,750
Depreciation of owned fixed assets
2,065,328
1,980,190
Amortisation and impairment of intangible assets
2,350,065
2,237,476
Research and development expenditure written off
16,848,584
16,238,659
Operating lease rentals - land and buildings
2,841,571
2,546,057
Net Loss/(Gain) on foreign currency translation
276,047
(333,771)
QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 20 -
6
Directors' remuneration

There were no directors (2022 – nil) who accrued benefits under company pension scheme. No directors received share options. No director exercised share options during the year (2022 – nil).

No director received emoluments from the company for the year ended 31 December 2023. No director received emoluments from the company for the year ended 31 December 2022. Certain directors’ emoluments are borne by other group companies. Those directors are also directors or officers of a number of companies within the QIAGEN N.V. group. As such, those directors do not consider that they have received any remuneration for their incidental services to the company for the years ended 31 December 2023 and 31 December 2022.

7
Staff costs
2023
2022
£
£
Wages and salaries
12,848,418
12,484,355
Social security costs
1,652,203
1,632,255
Other pension costs
1,074,631
1,560,929
Share-based payment charge
1,446,908
1,855,422
17,022,160
17,532,961

The average monthly number of persons employed by the company during the year was as follows:

2023
2022
No.
No.
Research and development
235
234
Sales and administration
25
27
Total
260
261
8
Interest payable and similar charges
2023
2022
£
£
Preference share interest
90,000
90,000
Interest on loan from parent undertaking due within one year (note 18)
1,516,256
1,061,001
Interest on loan from parent undertaking due after one year (note 19)
1,019,972
1,019,972
2,626,228
2,170,973
QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 21 -
9
Taxation
2023
2022
£
£
Current tax
UK corporation tax on profits for the current period
-
0
494,406
Adjustments in respect of prior periods
(33,572)
-
0
Total current tax
(33,572)
494,406
Deferred tax
Origination and reversal of timing differences
806,109
1,799,874
Adjustment in respect of prior periods
166,928
(319,633)
Total deferred tax
973,037
1,480,241
Total tax charge
939,465
1,974,647

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2023
2022
£
£
Profit before taxation
33,258
5,008,339
Expected tax charge based on the standard rate of corporation tax in the UK of 23.52% (2022: 19.00%)
7,822
951,584
Fixed asset differences
11,857
(6,426)
Expenses not deductible for tax purposes
621,149
370,305
Other permanent differences
(322,324)
31,885
R&D expenditure credits
(81,250)
(119,094)
Group relief surrendered
521,151
634,056
Adjustments to tax charge in respect of previous periods
(33,572)
-
0
Adjustments to tax charge in respect of previous periods - deferred tax
166,928
(319,633)
Remeasurement of deferred tax for changes in tax rates
47,704
431,970
Taxation charge for the year
939,465
1,974,647
QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 22 -
10
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Assets/
(Liabilities)
Assets/
(Liabilities)
2023
2022
Balances:
£
£
Accelerated capital allowances
(2,594,553)
(3,597,582)
Tax losses carried forward and other deductions
7,122,323
9,090,410
Short term timing differences
22,923
30,902
4,550,693
5,523,730
2023
Movements in the year:
£
Asset at 1 January 2023
(5,523,730)
Charge to profit or loss
973,037
Asset at 31 December 2023
(4,550,693)
11
Intangible fixed assets
Software
Patents and licences
Assets in the course of construction
Total
£
£
£
£
Cost
At 1 January 2023
177,272
25,401,628
1,706,150
27,285,050
Additions
1,425
806,060
830,184
1,637,669
Disposals
(147,663)
-
0
(1,097,967)
(1,245,630)
Transfers
610,907
-
0
(610,907)
-
0
At 31 December 2023
641,941
26,207,688
827,460
27,677,089
Amortisation
At 1 January 2023
158,368
13,092,170
-
0
13,250,538
Charge for the year
69,943
2,280,122
-
0
2,350,065
Disposals
(147,662)
-
0
-
0
(147,662)
At 31 December 2023
80,649
15,372,292
-
0
15,452,941
Net book value
At 31 December 2023
561,292
10,835,396
827,460
12,224,148
At 31 December 2022
18,904
12,309,458
1,706,150
14,034,512
QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 23 -
12
Tangible fixed assets
Short leasehold improvements
Assets under construction
Plant and machinery
Fixtures and fittings
Total
£
£
£
£
£
Cost
At 1 January 2023
15,110,983
-
0
3,799,309
3,896,802
22,807,094
Additions
16,100
48,166
782,542
352,101
1,198,909
Disposals
-
0
-
0
(498,977)
(561,499)
(1,060,476)
At 31 December 2023
15,127,083
48,166
4,082,874
3,687,404
22,945,527
Depreciation
At 1 January 2023
1,336,460
-
0
1,221,192
1,621,054
4,178,706
Charge for the year
1,074,594
-
0
409,852
580,883
2,065,329
Disposals
-
0
-
0
(348,244)
(446,360)
(794,604)
At 31 December 2023
2,411,054
-
0
1,282,800
1,755,577
5,449,431
Net book value
At 31 December 2023
12,716,029
48,166
2,800,074
1,931,827
17,496,096
At 31 December 2022
13,774,523
-
0
2,578,117
2,275,748
18,628,388
13
Investments
2023
2022
Notes
£
£
Investment in associate
14
28,346,007
28,346,007
Other investment
-
0
2,201
28,346,007
28,348,208
QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
13
Investments
(Continued)
- 24 -
Movements in fixed asset investments
Shares in associates
Other investments
Total
£
£
£
Cost
At 1 January 2023
28,346,007
2,250,910
30,596,917
Additions
-
1,097,769
1,097,769
At 31 December 2023
28,346,007
3,348,679
31,694,686
Impairment
At 1 January 2023
-
2,248,709
2,248,709
Impairment losses
-
1,099,970
1,099,970
At 31 December 2023
-
3,348,679
3,348,679
Carrying amount
At 31 December 2023
28,346,007
-
28,346,007
At 31 December 2022
28,346,007
2,201
28,348,208
QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 25 -
14
Investments in associate
Name of investment:
QIAGEN Healthcare Biotechnologies Systems GmbH
Principal activity:
The holding, management, acquisition and further development of IP, as well as the granting of licences and the exercise of related services.
Place of incorporation and principal place of business:
QIAGEN Str. 1, 40724 Hilden, Germany
Class of shares held:
Ordinary
Proportion of ownership interest held:
% Held
29
15
Other investments
Name of investment:
OncXerna Therapeutics, Inc.
Principal activity:
To deliver next-generation precision medicine to a larger group of cancer patients by leveraging the company's Xerna™ RNA-based biomarker platform to prospectively identify patients based on the dominant biology of their cancer.
Place of incorporation and principal place of business:
Incorporated in Cayman Islands with principle place of business at 300 Fifth Avenue, Suite 6040, Waltham, Massachusetts, 02451, USA
Class of shares held:
Preference
Proportion of ownership interest held:
% Held
At 1 January 2023 - 0.28%
At 31 December 2023 - 0.76%
16
Stocks
2023
2022
£
£
Raw materials
262,787
479,347

Stock recognised in cost of sales during the year as an expense was £3,290,780 (2022 - £3,127,494).

 

There was no impairment loss recognised in the year (2022 - £nil) due to slow moving and obsolete stock.

QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 26 -
17
Debtors
2023
2022
Amounts falling due within one year:
£
£
Trade debtors
10,647,817
9,314,521
Corporation tax
4,058,232
4,222,411
Amounts due from group companies
914,207
817,744
Other debtors
291,564
287,166
Prepayments and accrued income
7,041,145
5,882,982
22,952,965
20,524,824
2023
2022
Amounts falling due after one year:
£
£
Deferred tax asset (note 10)
4,550,693
5,523,730
Total debtors
27,503,658
26,048,554

There was an impairment loss of £nil recognised against trade debtors (2022 - £nil).

 

Amounts due from group companies are unsecured, interest free and repayable on demand.

18
Creditors: amounts falling due within one year
2023
2022
Notes
£
£
Preference share capital (note 22)
2,707,301
2,617,301
Trade creditors
1,000,767
768,987
Amounts owed to group undertakings
24,527,071
24,371,630
Taxation and social security
445,248
460,673
Other creditors
134,648
123,609
Accruals and deferred income
4,376,097
5,819,063
33,191,132
34,161,263

Included in preference share capital is £1,957,301 in respect of accrued dividends and premiums (2022 - £1,867,301).

 

The amounts due to group undertakings includes a loan from the parent company of £14,396,188 (2022 - £15,381,148) of which interest is charged at The London Interbank Offered Rate (LIBOR). Other amounts due to group undertakings are unsecured, interest free and repayable on demand. The parent company will not demand repayment of the amounts due until such a time as the company is able to repay without impacting other creditors.

QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 27 -
19
Creditors: amounts falling due after more than one year
2023
2022
Notes
£
£
Amounts due to group undertakings
20,000,000
20,000,000
Accruals and deferred income
7,834,932
7,664,907
27,834,932
27,664,907

The amounts due to group undertakings is a loan which is repayable in 2027. The loan attracts interest at 5.03%.

Amounts included above which fall due after five years are as follows:
Payable other than by instalments
20,000,000
20,000,000
20
Financial instruments
2023
2022
£
£
Financial assets
Financial assets that are debt instruments measured at amortised cost
11,853,588
11,980,996
Financial liabilities
Financial liabilities measured at amortised cost
(29,903,935)
(30,959,680)

Financial assets measured at amortised cost comprise trade debtors, amounts due from group companies and other debtors.

 

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

21
Operating lease commitments

The company's future minimum operating lease payments are as follows:

2023
2022
£
£
Within one year
2,994,027
2,563,964
In two and five years
12,537,918
10,235,758
Over five years
20,635,324
19,405,291
36,167,269
32,205,013
22
Share capital
2023
2022
2023
2022
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 10p each
359,123
359,123
35,912
35,912
QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
22
Share capital
(Continued)
- 28 -
2023
2022
2023
2022
Preference share capital
Number
Number
£
£
Issued and fully paid
Preference shares of £1 each
750,000
750,000
750,000
750,000
Preference shares classified as liabilities
750,000
750,000

The preference shares of £750,000 are redeemable in blocks of 187,500 every 12 months from 1 July 2008 to 1 July 2011 at a premium of 13.33% and have accordingly been classified as a financial liability. The preference shares may be redeemed earlier by the company by giving 3 months notice in multiples of 10,000 shares, subject to a minimum of 20,000. The preferential dividend of 9% per annum is to be paid in cash on 22 June and 22 December each year, compounded for any unpaid amounts. Any shares not redeemed are subject to a 12% preferential dividend. No preference shares have been redeemed at 31 December 2023. The preference shares are held by the parent undertaking.

 

£1,957,301 in respect of accrued dividends and premiums was payable as at 31 December 2023 (2022 - £1,867,301).

23
Reserves

The called up share capital represents the nominal value of shares that have been issued.

 

The share premium account includes any premium received on the issue of share capital. Any transaction costs associated with issuing shares are deducted from the share premium.

 

Other reserves represent capital contributions from the parent undertaking.

 

The profit and loss account includes all current and prior period retained profits and losses.

24
Share-based payment transactions

During the year the company’s ultimate parent undertaking, QIAGEN N.V granted 22,575 Restricted Stock Units (RSU’s) (2022 – 14,525) to eligible employees of the company and 22,575 remain outstanding at year end (2022 – 14,525). RSU’s represent rights to receive common shares at a future date. The number of granted RSU’s is dependent on the achievement of predefined performance goals. RSU’s are structured such that 40% of a grant is vested after three years, 50% after five years and the remaining 10% after ten years.

The RSU’s have an average fair value of $45.41 (2022 - $47.75) per share, based on the market value of Qiagen N.V.’s share price at the date of grant of the awards. Share-based payment expenses have been included in the profit and loss account for the years ended 31 December 2023 £295,932 and 31 December 2022 £176,750.

During the year the company’s ultimate parent undertaking, QIAGEN N.V also granted 27,238 Performance Stock Units (PSU’s) (2022 – 26,725) to eligible employees of the company and 27,238 remain outstanding at year end (2022 – 26,725). PSU’s represent rights to receive common shares at a future date. The number of granted PSU’s is dependent on the achievement of predefined performance goals. PSU’s are structured such that 40% of a grant is vested after three years, 50% after five years and the remaining 10% after ten years.

The PSU’s have an average fair value of $45.40 (2022 - $47.30) based on the market value of Qiagen N.V.’s share price at the date of grant of the awards. Share-based payment expenses have been included in the profit and loss account for the years ended 31 December 2023 £1,150,975 and 31 December 2022 £1,678,672.

QIAGEN MANCHESTER LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2023
- 29 -
25
Capital commitments

At the year end, the company had no capital commitments relating to acquisition of tangible fixed assets (2022 - £nil).

26
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

Purchases
Purchases
2023
2022
£
£
PreAnalytiX
780
10,280
2023
2022
Amounts due to related parties
£
£
PreAnalytiX
-
975

The following amounts were outstanding at the reporting end date:

As the company is a wholly owned subsidiary of QIAGEN N.V., the company has taken advantage of the exemption contained in Financial Reporting Standard 102 and has therefore not disclosed transactions or balances with wholly owned members of the group. The group financial statements of QIAGEN N.V., within which this company is included, can be obtained from the company's registered address in note 28.

 

Directors' remuneration from the business is disclosed in note 6. Key management are considered to be the directors of the company and the Group's senior management team. There are no other key management personnel remunerated by the company, other than the directors' remuneration disclosed in note 6.

27
Ultimate controlling party

The company's immediate parent undertaking is Life Biotech Partners B.V. incorporated in the Netherlands. The parent undertaking's principal place of business is Hulsterweg 82, 5912 PL Venlo, The Netherlands.

 

The company's ultimate parent undertaking and controlling party is QIAGEN N.V. incorporated in the Netherlands. This is the smallest and largest group in which QIAGEN Manchester Limited is consolidated. The group financial statements are available to the public from its principal place of business, Hulsterweg 82, 5912 PL Venlo, The Netherlands.

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