Registered number: 09610773
OPPILAN PHARMA LIMITED
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
|
|
|
|
OPPILAN PHARMA LIMITED
REGISTERED NUMBER:09610773
|
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2023
|
|
|
|
|
|
|
|
|
|
|
|
Debtors: amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Creditors: amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
Total assets less current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital redemption reserve
|
|
|
|
|
|
|
|
|
|
|
|
Capital contribution reserve
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OPPILAN PHARMA LIMITED
REGISTERED NUMBER:09610773
|
STATEMENT OF FINANCIAL POSITION (CONTINUED)
AS AT 31 DECEMBER 2023
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.
The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The Company has opted not to file the income statement 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:
The notes on pages 3 to 8 form part of these financial statements.
|
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
Oppilan Pharma Limited is a private company, limited by shares, incorporated in England and Wales. The registered office is located at 5 New Street Square, London, EC4A 3TW and the registered number is 09610773.
2.Accounting policies
|
|
Basis of preparation of financial statements
|
These financial statements are prepared in accordance with Section 1A of FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” as applied in the context of the small entities regime.
The following principal accounting policies have been applied:
The financial statements have been prepared on a going concern basis.
The directors have received confirmation from the parent company, Ventyx Biosciences, that it is their intention to continue to support Oppilan Pharma Limited for the period covering at least the next 12 months from the date of signing of these accounts.
The parent company directors have prepared a group budget that demonstrates the group’s ability to meet its liabilities as they fall due for a period of at least one year from the approval of these financial statements. Oppilan Pharma Limited is included within this budget, and the immediate parent company directors have confirmed in writing that Ventyx Biosciences will provide financial support to enable Oppilan Pharma Limited to continue as a going concern and meet its liabilities as they fall due for a period of at least one year from the date of approval of these financial statements by way of cash injections required to continue operations.
In the event that the existing financial support from Ventyx Biosciences were to change, Oppilan Pharma Limited may not remain a going concern. The directors do not believe this to be a likely scenario. On this basis, the directors of Oppilan Pharma Limited have concluded that there are no material uncertainties that may cast doubt on the Company’s ability to continue as a going concern.
On this basis, the directors consider it appropriate to prepare the accounts on the going concern basis.
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.
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.
|
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
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.
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 reporting 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 reporting 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 reporting date.
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.
|
|
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.
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.
|
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
2.Accounting policies (continued)
The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
|
|
Foreign currency translation
|
Functional and presentation currency
The Company's functional and presentational currency is USD.
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.
Exchange gains and lossess are recognised in the profit and loss account.
The average monthly number of employees, including directors, during the period was 2 (2023 -2)
|
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
|
|
|
|
|
Amounts owed by fellow subsidiary
|
|
|
|
|
|
|
|
Prepayments and accrued income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Creditors: Amounts falling due within one year
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts owed to parent undertaking
|
|
|
|
Accruals and deferred income
|
|
|
|
|
|
|
|
|
|
|
|
Loans from the parent company at the balance sheet date of $95,639,933 (31 May 2023 - $60,573,850) are repayable on demand. The intercompany loan is subject to an interest charge of 5% and loan interest charged in the year was $2,207,010 (31 May 2023 - $2,226,966).
|
|
|
Allotted, called up and fully paid
|
|
|
|
|
|
|
|
|
|
4,526,158 (31 May 2023 - 4,526,158) Ordinary shares of $0.001 each
|
|
|
|
|
5,250,000 (31 May 2023 - 5,250,000) Series A shares of $0.001 each
|
|
|
|
|
16,500,000 (31 May 2023 - 16,500,000) Series B shares of $0.001 each
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
Share premium account
The share premium account represents the excess of the issue price over the par value on shares issued less transaction costs arising on issue.
Capital redemption reserve
The capital redemption reserve represents the nominal value of shares which the Company has bought back.
Share option reserve
The share options reserve reflects the fair value of options granted charged to profit and loss over the vesting period.
Capital contribution reserve
The capital contribution reserve represents debts waived and other capital contributions by the controlling party, for which repayment will not be sought.
Profit and loss account
The profit and loss accounts represents cumulative retained earnings less amounts distributed to shareholders.
The accounts for the year ended 31 May 2023 have been restated in order to correctly recognise intercompany charges as they were incurred on the accruals basis. This has resulted in an increase to the loss for the year ending 31 May 2023 of £2,438,433 and a corresponding increase to amounts owed to parent undertaking.
At 31 December 2023, the company had an unprovided deferred tax asset of of $30,159,439 (31 May 2023 - $22,747,045) available to offset against future tax charges.
At 31 December 2023, the company is a subsidiary of Ventyx Biosciences, Inc. The smallest group for which consolidated accounts are prepared are for Ventyx Biosciences, Inc. The registered office address of Ventyx Biosciences, Inc is 662 Encinitas Blvd, Suite 250, Encinitas, CA 92024, USA.
|
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2023
The auditor's report on the financial statements for the period ended 31 December 2023 was unqualified.
In their report, the auditors drew attention by way of emphasis to the Company's reliance on parent company support to continue as a going concern. Our opinion is not modified in respect of this matter.
The audit report was signed on 4 February 2025 by Stephen Drew (Senior Statutory Auditor) on behalf of CLA Evelyn Partners Limited.
|