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Registered number: 09111612 (England and Wales)














CELLXICA LIMITED

DIRECTORS' REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 OCTOBER 2024


 
CELLXICA LIMITED
 

 
COMPANY INFORMATION


Directors
A R Timson 
N P Mahasinghe 
S A Matthews 




Registered number
09111612



Registered office
Building 7200
Suite 7224 Cambridge Research Park

Beach Drive

Waterbeach, Cambridge

Cambridgeshire, England

CB25 9TL




Independent auditors
ZEDRA Corporate Reporting Services (UK) Limited






 
CELLXICA LIMITED
 


CONTENTS



Page
Balance Sheet
 
1 - 2
Statement of Changes in Equity
 
3
Notes to the Financial Statements
 
4 - 14



 
CELLXICA LIMITED
REGISTERED NUMBER:09111612


BALANCE SHEET
AS AT 31 OCTOBER 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible fixed assets
 5 
464,527
413,570

Tangible fixed assets
 6 
323,852
331,291

Investments
 7 
255
255

  
788,634
745,116

Current assets
  

Stocks
 8 
937,295
513,183

Debtors: amounts falling due after more than one year
 9 
568,010
465,666

Debtors: amounts falling due within one year
 9 
728,376
2,716,824

Bank and cash balances
  
7,479,096
5,286,871

  
9,712,777
8,982,544

Creditors: amounts falling due within one year
 10 
(1,038,857)
(1,566,464)

Net current assets
  
 
 
8,673,920
 
 
7,416,080

Total assets less current liabilities
  
9,462,554
8,161,196

Provisions for liabilities
  

Deferred tax
 11 
(72,282)
(72,282)

  
 
 
(72,282)
 
 
(72,282)

Net assets
  
9,390,272
8,088,914

Page 1


 
CELLXICA LIMITED
REGISTERED NUMBER:09111612

    
BALANCE SHEET (CONTINUED)
AS AT 31 OCTOBER 2024

2024
2023
Note
£
£

Capital and reserves
  

Called up share capital 
 12 
11
11

Share premium account
  
58,587
58,587

Share based payment reserve
 13 
286,429
286,429

Profit and loss account
  
9,045,245
7,743,887

  
9,390,272
8,088,914


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

The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 



N P Mahasinghe
Director

Date: 22 January 2025


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

Page 2


 
CELLXICA LIMITED
 


STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 OCTOBER 2024


Called up share capital
Share premium account
Share based payment reserve
Profit and loss account
Total equity

£
£
£
£
£


At 1 November 2022
11
58,587
286,429
6,582,642
6,927,669


Comprehensive income for the year

Profit for the year
-
-
-
1,161,245
1,161,245



At 1 November 2023
11
58,587
286,429
7,743,887
8,088,914


Comprehensive income for the year

Profit for the year
-
-
-
1,301,358
1,301,358


At 31 October 2024
11
58,587
286,429
9,045,245
9,390,272


Page 3


 
CELLXICA LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2024

1.Accounting policies

 
1.1

Basis of preparation of financial statements

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

The following principal accounting policies have been applied:

 
1.2

Going concern

The Company is in a net asset position at the balance sheet date, which is primarily supported by a strong cash position. The directors have considered the Company forecasts and have concluded that there will be sufficient working capital for at least 12 months from the date of approval of these financial statements. For this reason, the directors continue to adopt the going concern basis in preparing the financial statements. 
 
 
1.3

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before turnover is recognised:

Sale of goods

Turnover from the sale of goods is recognised when all of the following conditions are satisfied:
the Company has transferred the significant risks and rewards of ownership to the buyer;
the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of turnover can be measured reliably;
it is probable that the Company will receive the consideration due under the transaction; and
the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of turnover can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

Page 4


 
CELLXICA LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2024

1.Accounting policies (continued)

 
1.4

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

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; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

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.


 
1.5

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:

Patents
-
4
years
Development costs
-
3
years
Trademarks
-
10
years

 
1.6

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.

Page 5


 
CELLXICA LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2024

1.Accounting policies (continued)


1.6
Tangible fixed assets (continued)

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.

The estimated useful lives range as follows:

Plant and machinery
-
4
years

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

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

  
1.7

Associates and joint ventures

Associates and joint ventures are held at cost less accumulated impairment.

 
1.8

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a weighted average basis.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying   amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

  
1.9

Debtors

Short-term debtors are measured at transaction price, less any impairment. 
Debtors falling due after more than one year 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.

 
1.10

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions.

  
1.11

Creditors

Short term creditors are measured at the transaction price.

 
1.12

Government grants

Grants are accounted for under the performance model as permitted by FRS 102. Grants of a revenue nature are credited to profit or loss once there is reasonable assurance that the entity has complied with the conditions attached to them and the grants will be received.

Page 6


 
CELLXICA LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2024

1.Accounting policies (continued)

 
1.13

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.

 
1.14

Share-based payments

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

 
1.15

Operating leases: the Company as lessee

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

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.

Page 7


 
CELLXICA LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2024

1.Accounting policies (continued)

 
1.16

Pensions

Defined contribution pension plan

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

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

 
1.17

Interest income

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

  
1.18

Research and Development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives of three years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

Page 8


 
CELLXICA LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2024

2.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of financial statements in conformity with FRS 102 requires management to make judgements, estimates and assumptions that affect the application of policies and reported amount of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. In respect of the judgements, estimates and assumptions made by management in preparing these financial statements none are considered to have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities presented.
Useful economic life of tangible and intangible fixed assets
Management's estimation of the useful economic life of fixed assets are based on historic experience and their product expertise. This is an estimation and could cause material misstatement in the financial statements. 
Impairment and valuation of stock
Stock is valued at the lower of cost and net realisable value. In almost all cases management estimates that stock will be sold for greater than cost and as a result no impairment is recorded. In the case of stock which requires repair or no sale has been recorded in the past 12 months, management makes a determination that this stock should be impaired. This estimation is based on management being prudent in relation to the valuation of assets. This could have a material impact on the valuation of stock.
Recoverability of amounts owed by associates
Included in debtors due after more than one year is a loan balance with an associated entity. This is a newly established entity and the Company has provided loan financing to support the initial operations. The directors are confident that the associate will be successful and expect the loan to be recovered over a period of four years. This is a significant judgement which may give rise to material misstatement in these financial statements


3.


Auditors' information

The auditors' report on the financial statements for the year ended 31 October 2024 was unqualified.

The audit report was signed on 22 January 2025 by Edward Wallis ACA (Senior Statutory Auditor) on behalf of ZEDRA Corporate Reporting Services (UK) Limited.


4.


Employees

The average monthly number of employees, including directors, during the year was 25 (2023 - 23).

Page 9


 
CELLXICA LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2024

5.


Intangible assets




Patents
Development  Costs
Trademarks
Total

£
£
£
£



Cost


At 1 November 2023
16,003
6,899,036
15,570
6,930,609


Additions
-
513,932
-
513,932



At 31 October 2024

16,003
7,412,968
15,570
7,444,541



Amortisation


At 1 November 2023
15,071
6,501,279
689
6,517,039


Charge for the year on owned assets
414
461,003
1,558
462,975



At 31 October 2024

15,485
6,962,282
2,247
6,980,014



Net book value



At 31 October 2024
518
450,686
13,323
464,527



At 31 October 2023
932
397,757
14,881
413,570


The Company's development costs are capitalised in relation to their products which are sold to customers. These costs are amortised over a three year period as that best reflects the pace of change in the industry for new technologies.


Page 10


 
CELLXICA LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2024

6.


Tangible fixed assets





Plant and machinery

£



Cost


At 1 November 2023
924,230


Additions
147,515


Disposals
(678)



At 31 October 2024
1,071,067



Depreciation


At 1 November 2023
592,939


Charge for the year on owned assets
154,741


Disposals
(465)



At 31 October 2024
747,215



Net book value



At 31 October 2024
323,852



At 31 October 2023
331,291


7.


Fixed asset investments





Investments in associates

£



Cost or valuation


At 1 November 2023
255



At 31 October 2024
255




Fixed asset investments represent shares of common stock in cellXicus, Inc., a company incorporated in the US, representing a 30% investment in an associate.

Page 11


 
CELLXICA LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2024

8.


Stocks

2024
2023
£
£

Finished goods and goods for resale
937,295
513,183

937,295
513,183


The carrying value of stocks are stated net of provision for impairment totalling £142,945 (2023 - £226,013). Changes in the impairment provision for stock are recorded in profit or loss as impairment losses. 


9.


Debtors

2024
2023
£
£

Due after more than one year

Amounts owed by associated undertakings
468,010
465,666

Other debtors
100,000
-

568,010
465,666


Amounts owed by associated undertakings relate to a loan made to cellXicus, Inc., an associate undertaking. This loan is repayable in 4 years with an interest rate of 3.97% per annum. 

2024
2023
£
£

Due within one year

Trade debtors
187,177
341,833

Other debtors
-
99,546

Prepayments and accrued income
541,199
2,275,445

728,376
2,716,824


Page 12


 
CELLXICA LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2024

10.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
164,450
142,909

Corporation tax
37,022
254,966

Other taxation and social security
227,928
115,154

Accruals and deferred income
609,457
1,053,435

1,038,857
1,566,464



11.


Deferred taxation




2024


£






At beginning of year
(72,282)


Charged to profit or loss
-



At end of year
(72,282)

The provision for deferred taxation is made up as follows:

2024
2023
£
£


Accelerated capital allowances
(72,282)
(72,282)

(72,282)
(72,282)


12.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



500 Class A shares of £0.01 each
5
5
500 Class B shares of £0.01 each
5
5
77 Class C shares of £0.01 each
1
1

11

11


Page 13


 
CELLXICA LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 OCTOBER 2024

13.


Share based payment reserve

In 2018, certain employees of the Company were granted the option to purchase shares in the Company. The shares were granted at an independently verified fair value equivalent to the exercise price and are scheduled to be vested three years from the vesting start date.
An expense equivalent to the fair value of options which have vested to date has been recorded in the Statement of Comprehensive Income, with the corresponding entry to the share based payment reserve, a component of equity.
In the current year, no share options were exercised. Shares issued in the Company have been detailed in Note 11.


14.


Commitments under operating leases

At 31 October 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2024
2023
£
£


Not later than one year
133,109
193,011

Later than one year and not later than five years
107,226
180,432

240,335
373,443


15.


Post balance sheet events

There were no adjusting or non-adjusting events occurring between the end of the reporting period and the date these financial statements were approved.

 
Page 14