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Registered number: 10023177










OXFORD NANOIMAGING LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2023

 
OXFORD NANOIMAGING LIMITED
 

COMPANY INFORMATION


Directors
Patrick Finn 
Keith Crandell 
Ekaterina Smirnyagina 
Paul Scagnetti (appointed 8 March 2023)
Sean Mackay (appointed 18 September 2023)
Alexander Aravanis (appointed 3 November 2023)
Bo Jing (resigned 30 May 2023)
Shaun Rodriguez (resigned 18 September 2023)
Mark Evans (resigned 3 November 2023)




Company secretary
Paul Scagnetti (appointed 21 March 2023)



Registered number
10023177



Registered office
Linacre House
Jordan Hill Business Park

Banbury Road

Oxford

England

OX2 8TA




Independent auditor
James Cowper Kreston Audit
Chartered Accountants and Statutory Auditor

201 Cumnor Hill

Cumnor

Oxford

Oxfordshire

OX2 9PJ





 
OXFORD NANOIMAGING LIMITED
 

CONTENTS



Page
Group Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditor's Report
 
5 - 7
Consolidated Statement of Comprehensive Income
 
8
Consolidated Balance Sheet
 
9
Company Balance Sheet
 
10
Consolidated Statement of Changes in Equity
 
11
Company Statement of Changes in Equity
 
12
Consolidated Statement of Cash Flows
 
13
Notes to the Financial Statements
 
14 - 32


 
OXFORD NANOIMAGING LIMITED
 

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

Introduction
 
The annual report and financial statements presented here are for Oxford Nanoimaging Limited ('the Company') and its subsidiaries (together 'the Group').
The principal activity of the Group is the manufacture of optical precision instruments.

Business review
 
Oxford Nanoimaging (“ONI”)’s mission is to accelerate scientific discovery and fight disease by enabling everyone to visualize, understand and share the microscopic details of life.
The Group is achieving its mission through the development and sale of its principal product, the Nanoimager; a super-resolution microscope, small enough to fit on a desk and capable of multiple imaging techniques across a wide range of life science applications. In addition, the Group is developing a portfolio of consumables and data-analysis products in order to offer application-specific, automated end-to-end solutions to its customers.
The Nanoimager is currently sold and offered on subscription in the UK and internationally to research centres within academic institutes, biotechnology companies and the pharmaceutical industry.
The Group invests heavily in the research and development of the Nanoimager platform and related products. In 2023, £3.62m was spent on new products, features and incremental improvements, representing a 15% decrease over the prior period.
In 2025 and beyond, the Group will continue to grow the Nanoimager installed base and continue to develop further consumables and data-analysis products. Revenue from consumables and cloud-based data-analysis is expected to be an important driver of the Group’s growth in the next several years.

Principal risks and uncertainties
 
Set out below are the principal risks which the Group believe could materially affect its ability to achieve its financial and operating objectives and control or mitigating activities adopted to manage them. The risks are not listed in order of significance.
Financing:
The Group continues to see net cash outflows and is dependent on external capital to fund its business plan in the short term.
Supply chain:
The Group relies on third party manufacturers for the supply of the majority of components in the Nanoimager. Problems with obsolescence, manufacturer facilities, raw material shortages and political and economic constraints relating to supplier operations may lead to delay and disruptions in the supply chain which could have a significant negative impact on the Group.
The Group seeks to mitigate this risk by maintaining a close dialogue with key suppliers to ensure that any problems with the supply chain can be managed, and back up sources of supply are maintained where possible.
Product:
The performance, reliability and robustness of the Nanoimager has a direct impact on customer satisfaction and in turn, the Group’s growth and profit margins.
The Group seeks to mitigate this risk by dedicating teams to improving the technology underpinning the Nanoimager and improving the overall customer experience.

 
Page 1

 
OXFORD NANOIMAGING LIMITED
 

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

Key employees:
The hiring and retention of key employees is critical to the success of the Group.
This Group seeks to mitigate this risk through a continuous improvement of its hiring practices and ensuring remuneration and benefits packages are competitive in the market.
Competition risk:
The Group’s immediate competitors in customer tenders are large, multinational organisations with significantly greater resources, established sales networks and scaled manufacturing. Competitors may develop products that are more effective or economic than those developed by the Group.
The Group seeks to mitigate this risk by protecting its intellectual property, investing in research and development and improving the customer experience.
Intellectual property risk:
The commercial success of the Group depends, amongst other things, on its ability to obtain and maintain patents sufficiently broad in scope to provide protection for the Group's intellectual property rights against third parties and to exploit its products.
The Group seeks to mitigate this risk by seeking patent protection for its products and maintaining Group know-how and software as trade secrets.

Development and performance
 
2023 was a year of significant developments and evolution for the business. 2023 marked a year of continued growth and strategic advancements for the business. Building on the momentum from the previous year, the company successfully completed the full implementation of its new ERP system (Netsuite), streamlining operations and improving internal efficiencies. In addition, ONI Inc. launched the innovative DStorm Training Kit and the Application Kit, both of which are poised to enhance customer engagement and support the company’s expanding product portfolio. Significant progress was made towards the launch of the new end-to-end solution for EV research, which saw its debut in 2024. To support this growth, the company strengthened its leadership team in the US, hiring senior staff including a VP of Commercial, People, and Finance. These hires are instrumental in driving the company’s strategic objectives and ensuring continued success as it scales its operations in key markets.

Financial key performance indicators
 
Group turnover was £5.7m (2022: £5.7m).
Group loss on ordinary activities before taxation for the year was £19.9m (2022: £12.2m).
Group cash at bank at 31 December 2023 was £27.9m (31 December 2022: £47.1m).


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



................................................
Paul Scagnetti
Director

Date: 3 March 2025

Page 2

 
OXFORD NANOIMAGING LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2023

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

Directors

The Directors who served during the year were:

Patrick Finn 
Keith Crandell 
Ekaterina Smirnyagina 
Paul Scagnetti (appointed 8 March 2023)
Sean Mackay (appointed 18 September 2023)
Alexander Aravanis (appointed 3 November 2023)
Bo Jing (resigned 30 May 2023)
Shaun Rodriguez (resigned 18 September 2023)
Mark Evans (resigned 3 November 2023)

Directors' responsibilities statement

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

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


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

make judgements and accounting estimates that are reasonable and prudent;

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

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

Results and dividends

The loss for the year, after taxation, amounted to £19,161,615 (2022 - loss £11,280,971).

Future developments

In 2025 and beyond, the Group continues to seek expansion of the installed base while further advancing its consumables and data-analysis offerings. Future platform developments are focused on revolutionizing the world of super-resolution microscopy through the combination of application specific kits and chemistry with fully automated fluidic control. Thereby providing an integrated solution that is capable of delivering end-to-end sample to answer experimentation of both fixed and dynamic molecular interactions.

Page 3

 
OXFORD NANOIMAGING LIMITED
 

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

Disclosure of information to auditor

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

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

Post balance sheet events

There have been no significant events affecting the Group since the year end.

Auditor

The auditor, James Cowper Kreston Auditwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

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





................................................
Paul Scagnetti
Director

Date: 3 March 2025

Page 4

 
OXFORD NANOIMAGING LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF OXFORD NANOIMAGING LIMITED
 

Opinion


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


In our opinion the financial statements:


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


Basis for opinion


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


Material uncertainty related to going concern


We draw attention to note 2.3 in the financial statements, which indicates that the Group is currently engaged in a fundraising exercise which is not yet completed. As stated in note 2.3, these events or conditions, along with the other matters as set forth in note 2.3, indicate that a material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern. Our opinion is not modified in respect of this matter.


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. Our evaluation of the Directors' assessment of the Group's ability to continue to adopt the going concern basis of accounting included stress testing budgets and cash flow forecasts.


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 ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
Page 5

 
OXFORD NANOIMAGING LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF OXFORD NANOIMAGING LIMITED (CONTINUED)




We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


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


Matters on which we are required to report by exception
 

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


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


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


Responsibilities of directors
 

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


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


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 Group financial statements.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.

 
Page 6

 
OXFORD NANOIMAGING LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF OXFORD NANOIMAGING LIMITED (CONTINUED)


The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
The specific procedures for this engagement that we designed and performed to detect material misstatements in respect of irregularities, including fraud, were as follows:
 
Enquiry of management and those charged with governance around actual and potential litigation and claims;
Enquiry of management and those charged with governance to identify any material instances of non-compliance with laws and regulations;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;
Performing audit work to address the risk of irregularities due to management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for evidence of bias.


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


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 2006Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an 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.





Sue Staunton MA FCA CF (Senior Statutory Auditor)
  
for and on behalf of
James Cowper Kreston Audit
 
Chartered Accountants and Statutory Auditor
  
201 Cumnor Hill
Cumnor
Oxford
Oxfordshire
OX2 9PJ

 
Date: 
3 March 2025
Page 7

 
OXFORD NANOIMAGING LIMITED
 

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

2023
2022
Note
£
£

  

Turnover
 4 
5,734,047
5,678,929

Cost of sales
  
(3,174,851)
(3,966,775)

Gross profit
  
2,559,196
1,712,154

Administrative expenses
  
(23,719,712)
(12,985,293)

Exceptional administrative expenses
 12 
-
(1,097,898)

Other operating income
 5 
72,289
132,931

Operating loss
 6 
(21,088,227)
(12,238,106)

Interest receivable and similar income
 10 
1,121,348
11,568

Loss before taxation
  
(19,966,879)
(12,226,538)

Tax on loss
 11 
805,264
945,567

Loss for the financial year
  
(19,161,615)
(11,280,971)

  

Currency translation differences
  
190,737
148,714

Total comprehensive income for the year
  
(18,970,878)
(11,132,257)

(Loss) for the year attributable to:
  

Owners of the parent Company
  
(19,161,615)
(11,280,971)

Total comprehensive income for the year attributable to:
  

Owners of the parent Company
  
(18,970,878)
(11,132,257)

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

The notes on pages 14 to 32 form part of these financial statements.

Page 8

 
OXFORD NANOIMAGING LIMITED
REGISTERED NUMBER: 10023177

CONSOLIDATED BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Intangible assets
 13 
6,542
7,820

Tangible assets
 14 
2,266,670
2,107,065

  
2,273,212
2,114,885

Current assets
  

Stocks
 16 
1,482,463
2,117,356

Debtors: amounts falling due within one year
 17 
5,895,880
4,320,704

Cash at bank and in hand
 18 
27,967,960
47,102,855

  
35,346,303
53,540,915

Creditors: amounts falling due within one year
 19 
(4,940,574)
(5,628,928)

Net current assets
  
 
 
30,405,729
 
 
47,911,987

Total assets less current liabilities
  
32,678,941
50,026,872

Provisions for liabilities
  

Provisions
 21 
(348,117)
(373,071)

Net assets
  
32,330,824
49,653,801


Capital and reserves
  

Called up share capital 
 22 
6,174
6,174

Share premium account
  
83,058,195
83,058,195

Foreign exchange reserve
  
293,460
102,723

Share based payment reserve
  
13,035,919
11,388,018

Profit and loss account
  
(64,062,924)
(44,901,309)

  
32,330,824
49,653,801


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



................................................
Paul Scagnetti
Director

Date: 3 March 2025

The notes on pages 14 to 32 form part of these financial statements.

Page 9

 
OXFORD NANOIMAGING LIMITED
REGISTERED NUMBER: 10023177

COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2023

2023
2022
Note
£
£

Fixed assets
  

Tangible assets
 14 
1,032,831
1,440,396

Investments
 15 
163,978
163,978

  
1,196,809
1,604,374

Current assets
  

Stocks
 16 
1,241,330
2,117,178

Debtors: amounts falling due within one year
 17 
4,722,177
3,395,310

Cash at bank and in hand
 18 
27,642,185
46,932,514

  
33,605,692
52,445,002

Creditors: amounts falling due within one year
 19 
(2,617,844)
(4,274,290)

Net current assets
  
 
 
30,987,848
 
 
48,170,712

Total assets less current liabilities
  
32,184,657
49,775,086

  

Provisions for liabilities
  

Other provision
  
(348,117)
(373,071)

Net assets
  
31,836,540
49,402,015


Capital and reserves
  

Called up share capital 
 22 
6,174
6,174

Share premium account
  
83,058,195
83,058,195

Other reserves
  
13,035,919
11,388,018

Profit and loss account
  
(64,263,748)
(45,050,372)

  
31,836,540
49,402,015


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



................................................
Paul Scagnetti
Director

Date: 3 March 2025

The notes on pages 14 to 32 form part of these financial statements.

Page 10

 
OXFORD NANOIMAGING LIMITED
 

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


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

£
£
£
£
£
£

At 1 January 2023
6,174
83,058,195
102,723
11,388,018
(44,901,309)
49,653,801



Loss for the year
-
-
-
-
(19,161,615)
(19,161,615)

Foreign exchange translation
-
-
190,737
-
-
190,737

Share-based payment charge
-
-
-
1,647,901
-
1,647,901


At 31 December 2023
6,174
83,058,195
293,460
13,035,919
(64,062,924)
32,330,824



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


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

£
£
£
£
£
£

At 1 January 2021
6,053
83,058,195
(45,991)
8,610,840
(33,620,338)
58,008,759



Loss for the year
-
-
-
-
(11,280,971)
(11,280,971)

Foreign exchange  translation
-
-
148,714
-
-
148,714

Shares issued during the year
121
-
-
-
-
121

Share-based payment charge
-
-
-
2,777,178
-
2,777,178


At 31 December 2022
6,174
83,058,195
102,723
11,388,018
(44,901,309)
49,653,801


The notes on pages 14 to 32 form part of these financial statements.

Page 11

 
OXFORD NANOIMAGING LIMITED
 

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


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

£
£
£
£
£

At 1 January 2023
6,174
83,058,195
11,388,018
(45,050,372)
49,402,015



Loss for the year
-
-
-
(19,213,376)
(19,213,376)

Share-based payment charge
-
-
1,647,901
-
1,647,901


At 31 December 2023
6,174
83,058,195
13,035,919
(64,263,748)
31,836,540



COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2022


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

£
£
£
£
£

At 1 January 2021
6,053
83,058,195
8,610,840
(33,746,091)
57,928,997



Loss for the year
-
-
-
(11,304,281)
(11,304,281)

Shares issued during the year
121
-
-
-
121

Share based payment charge
-
-
2,777,178
-
2,777,178


At 31 December 2022
6,174
83,058,195
11,388,018
(45,050,372)
49,402,015


The notes on pages 14 to 32 form part of these financial statements.

Page 12

 
OXFORD NANOIMAGING LIMITED
 

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

2023
2022
£
£

Cash flows from operating activities

Loss for the financial year
(19,161,615)
(11,280,971)

Adjustments for:

Amortisation of intangible assets
961
959

Depreciation of tangible assets
868,831
638,115

Loss on disposal of tangible assets
283,454
33,032

Interest received
(1,112,226)
(11,568)

Taxation charge
(805,264)
(945,567)

Decrease in stocks
634,893
355,438

(Increase) in debtors
(1,029,360)
(1,254,542)

(Decrease)/increase in creditors
(428,905)
1,573,661

(Decrease)/increase in provisions
(24,954)
52,647

Corporation tax received
-
680,366

Foreign exchange
190,737
148,714

Share based payment charge
1,647,901
2,777,178

Net cash generated from operating activities

(18,935,547)
(7,232,538)


Cash flows from investing activities

Purchase of tangible fixed assets
(1,384,067)
(709,173)

Sale of tangible fixed assets
72,493
-

Interest received
1,112,226
11,568

Net cash from investing activities

(199,348)
(697,605)

Cash flows from financing activities

Issue of ordinary shares
-
445

Net cash used in financing activities
-
445

Net (decrease) in cash and cash equivalents
(19,134,895)
(7,929,698)

Cash and cash equivalents at beginning of year
47,102,855
55,032,553

Cash and cash equivalents at the end of year
27,967,960
47,102,855


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
27,967,960
47,102,855


The notes on pages 14 to 32 form part of these financial statements.

Page 13

 
OXFORD NANOIMAGING LIMITED
 

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

1.


General information

Oxford Nanoimaging Limited is a private limited company incorporated and registered in England and Wales. The Company's registered office is listed on the Company Information page. 
The principal activity of the Group and Company is the manufacture of optical precision instruments.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

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

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

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.
 
 
2.3

Going concern

The Directors have prepared the financial statements on a going concern basis. As of the approval date of these financial statements, the Group has approximately seven months of cash runway based on current financial projections. Assuming no mitigating action is taken, the Directors acknowledge that additional funding will be required within this period to sustain operations beyond this timeframe.
 
The Group's key investors, who collectively represent a significant portion of the Group's shareholder base, have verbally confirmed their intention to provide further funding. While discussions regarding the timing and structure of this funding are ongoing, the Directors have a reasonable expectation that the necessary financing will be secured.
Management is actively engaged in securing additional funding, and the Board continues to monitor the Group's financial position closely. Should the anticipated funding not materialise in the coming months, the Group will implement additional mitigating measures to ensure sufficient liquidity to support operations over the next 12 months.
The Group's current cash position and the need for future funding give rise to a material uncertainty that may cast significant doubt on its ability to continue as a going concern. However, based on the level of investor support and the actions planned by management, the Board of Directors believes that it remains appropriate to prepare the financial statements on a going concern basis.

Page 14

 
OXFORD NANOIMAGING LIMITED
 

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

2.Accounting policies (continued)

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue 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 revenue is recognised:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:
the Group has transferred the significant risks and rewards of ownership to the buyer;
the Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;
the amount of revenue can be measured reliably;
it is probable that the Group 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

Revenue 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 revenue can be measured reliably;
it is probable that the Group 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.

Revenues from subscriptions are recognised over the life of the subscription agreement.

  
2.5

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.
Grants of a revenue nature are recognised in the Consolidated Statement of Comprehensive Income in the same period as the related expenditure.

 
2.6

Interest income

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

Page 15

 
OXFORD NANOIMAGING LIMITED
 

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

2.Accounting policies (continued)

 
2.7

Pensions

Defined contribution pension plan

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

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

 
2.8

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current 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 and the Group operate and generate income.

 
2.9

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.

 
2.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Leasehold improvements
-
3 - 5 years straight line
Plant and machinery
-
3 years straight line
Office equipment
-
3 years straight line
Computer equipment
-
3 years straight line
Other fixed assets
-
5 years straight line

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.

Page 16

 
OXFORD NANOIMAGING LIMITED
 

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

2.Accounting policies (continued)

 
2.11

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
-
10
years

 
2.12

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.13

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. Work in progress and finished goods include labour and attributable overheads.

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.

 
2.14

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.

 
2.15

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

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

 
2.16

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.17

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Page 17

 
OXFORD NANOIMAGING LIMITED
 

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

2.Accounting policies (continued)


2.17
Provisions for liabilities (continued)

Increases in provisions are generally charged as an expense to profit or loss.

 
2.18

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

Financial instruments are recognised in the Group's Balance Sheet when the Group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Page 18

 
OXFORD NANOIMAGING LIMITED
 

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

2.Accounting policies (continued)

 
2.19

Foreign currency translation

Functional and presentation currency

The Group's functional and presentational currency is GBP, rounded to the nearest pound.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

Page 19

 
OXFORD NANOIMAGING LIMITED
 

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

3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the amount reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the period. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgments (apart from those involving estimates) have had the most significant effects on amounts recognised in the financial statements.
Stock provision
 
The Company has provided for the cost of stock that is judged to be slow moving.
Provisions
 
The Directors have considered the obligations arising from contractual liabilities and have provided for
liabilities where costs can be reliably estimated.
Share based payments
This estimates requires determination of the appropriate inputs to the valuation model including the share price at the various grant dates, the expected life of the share option and volatility. Management have estimated the share price at the grant dates using valuations of the Group near each date.
Estimating fair value for share-payment transactions requires determination of the most appropriate valuation model. For the measurement of the fair value of equity settled transactions with employees at the grant date, the Group uses the Black-Scholes model. 


4.


Turnover

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


2023
2022
£
£

Nanoimager sales
5,700,310
4,878,278

Other sales
33,737
800,651

5,734,047
5,678,929


Analysis of turnover by country of destination:

2023
2022
£
£

United Kingdom
1,985,667
3,072,532

Rest of Europe
855,489
124,272

Rest of the World
2,892,891
2,482,125

5,734,047
5,678,929


Page 20

 
OXFORD NANOIMAGING LIMITED
 

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

5.


Other operating income

2023
2022
£
£

Other operating income
72,289
132,931



6.


Operating loss

The operating loss is stated after charging:

2023
2022
£
£

Research & development charged as an expense
3,621,283
4,239,555

Exchange differences
649,684
(6,083,148)


7.


Auditor's remuneration

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


2023
2022
£
£

Fees payable to the Group's auditor for the audit of the consolidated and parent Company's financial statements
19,500
15,500

Non-audit services:

Taxation compliance services
1,500
1,400

All other services
1,000
900

Page 21

 
OXFORD NANOIMAGING LIMITED
 

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

8.


Employees

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


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


Wages and salaries
9,689,897
7,786,343
3,300,235
3,901,945

Social security costs
750,738
699,915
393,243
460,749

Other reserves - movement
1,647,901
2,777,178
1,647,901
2,777,178

Cost of defined contribution scheme
156,379
187,443
156,379
188,482

12,244,915
11,450,879
5,497,758
7,328,354


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



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









Employees
96
99
64
75


9.


Directors' remuneration

2023
2022
£
£

Directors' emoluments
331,301
140,005

Group contributions to defined contribution pension schemes
-
1,986

331,301
141,991


During the year retirement benefits were accruing to no Directors (2022 - 1) in respect of defined contribution pension schemes.

The highest paid Director received remuneration of £267,373.

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid Director amounted to £NIL (2022 - £1,986).


10.


Interest receivable

2023
2022
£
£


Other interest receivable
1,121,348
11,568

Page 22

 
OXFORD NANOIMAGING LIMITED
 

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

11.


Taxation


2023
2022
£
£

Corporation tax


Current tax on profits for the year
(805,264)
(945,567)


Total current tax
(805,264)
(945,567)

Deferred tax

Total deferred tax
-
-


Taxation on loss on ordinary activities
(805,264)
(945,567)

Factors affecting tax charge for the year

The tax assessed for the year is higher than (2022 - higher than) the standard rate of corporation tax in the UK of 23.5% (2022 - 19%). The differences are explained below:

2023
2022
£
£


Loss on ordinary activities before tax
(19,966,879)
(12,226,538)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 23.5% (2022 - 19%)
(4,692,217)
(2,323,042)

Effects of:


Capital allowances for year in excess of depreciation
(51,917)
(164,916)

Adjustment in research and development tax credit leading to an increase (decrease) in the tax charge
3,166
2,114

Deferred tax not recognised
3,935,704
1,540,277

Total tax charge for the year
(805,264)
(945,567)


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 23

 
OXFORD NANOIMAGING LIMITED
 

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

12.


Exceptional items

2023
2022
£
£


Exceptional legal fees
-
960,000

Exceptional interest costs
-
137,898

-
1,097,898

The Company recognised an exceptional item in the financial statements for the year ending 31 December 2022 in relation to the conclusion of litigation with Oxford University Innovation Limited (“OUI”). The litigation began as a claim for royalties alleged to be due to OUI pursuant to a licence agreement. Underlying the dispute was a fundamental challenge by ONI to OUI’s entitlement to the patents licensed under the licence. On 23 December 2022 the High Court reached judgement that OUI was properly entitled to the patent rights, the licence was not void and the royalties due should be paid. The cost of royalties had continued to be accrued during the litigation and as such the judgement had no impact in this regard as they had been fully provided for. However, the judgement did result in an additional £137,898 of interest being payable on the unpaid royalties and the payment of £960,000 for legal fees incurred by OUI. In accordance with accounting policies, the Company recognised a provision in December 2022 for the financial impact of this judgement. This provision is included within exceptional items in the statement of profit or loss and comprehensive income.

Page 24

 
OXFORD NANOIMAGING LIMITED
 

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

13.


Intangible assets

Group





Other intangible assets

£



Cost


At 1 January 2023
10,323


Foreign exchange movement
(450)



At 31 December 2023

9,873



Amortisation


At 1 January 2023
2,503


Charge for the year on owned assets
961


Foreign exchange movement
(133)



At 31 December 2023

3,331



Net book value



At 31 December 2023
6,542



At 31 December 2022
7,820



Page 25

 
OXFORD NANOIMAGING LIMITED
 

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

14.


Tangible fixed assets

Group






Long-term leasehold property
Plant and machinery
Office equipment
Computer equipment
Other fixed assets
Total

£
£
£
£
£
£



Cost or valuation


At 1 January 2023
834,189
574,466
225,020
647,651
2,344,438
4,625,764


Additions
1,638
532,458
5,536
122,068
722,367
1,384,067


Disposals
-
(68,302)
(1,000)
-
(369,997)
(439,299)


Exchange adjustments
-
(24,601)
(5,263)
(4,803)
(15,365)
(50,032)



At 31 December 2023

835,827
1,014,021
224,293
764,916
2,681,443
5,520,500



Depreciation


At 1 January 2023
673,409
398,365
120,851
416,747
909,327
2,518,699


Charge for the year on owned assets
83,789
161,888
39,411
133,055
450,688
868,831


Disposals
-
(58,468)
(500)
-
(86,040)
(145,008)


Exchange adjustments
-
8,952
1,009
3,783
(2,436)
11,308



At 31 December 2023

757,198
510,737
160,771
553,585
1,271,539
3,253,830



Net book value



At 31 December 2023
78,629
503,284
63,522
211,331
1,409,904
2,266,670



At 31 December 2022
160,780
176,101
104,169
230,904
1,435,111
2,107,065

Page 26

 
OXFORD NANOIMAGING LIMITED
 

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

           14.Tangible fixed assets (continued)


Company






Long-term leasehold property
Plant and machinery
Office equipment
Computer equipment
Other fixed assets
Total

£
£
£
£
£
£

Cost or valuation


At 1 January 2023
834,189
415,694
122,097
578,723
1,846,945
3,797,648


Additions
-
4,489
1,120
78,698
277,160
361,467


Disposals
-
(68,302)
(1,000)
-
(210,095)
(279,397)



At 31 December 2023

834,189
351,881
122,217
657,421
1,914,010
3,879,718



Depreciation


At 1 January 2023
673,409
372,840
105,120
395,862
810,021
2,357,252


Charge for the year on owned assets
83,789
19,265
7,909
108,342
370,032
589,337


Disposals
-
(58,468)
(500)
-
(40,734)
(99,702)



At 31 December 2023

757,198
333,637
112,529
504,204
1,139,319
2,846,887



Net book value



At 31 December 2023
76,991
18,244
9,688
153,217
774,691
1,032,831



At 31 December 2022
160,780
42,854
16,977
182,861
1,036,924
1,440,396






Page 27

 
OXFORD NANOIMAGING LIMITED
 

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

15.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2023
163,978



At 31 December 2023
163,978





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Principal activity

Class of shares

Holding

Oxford NanoImaging Inc
USA
Sales and marketing of optical precision instruments
Ordinary
100%
Oxford NanoImaging B.V.
Netherlands
Sales and marketing of optical precision instruments
Ordinary
100%


16.


Stocks

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

Raw materials and consumables
1,482,463
2,117,356
1,241,330
2,117,178


A stock impairment expense of £242,267 (2022: £721,756) was recognised in cost of sales against stock during the year due to slow-moving and obsolete stock.

Page 28

 
OXFORD NANOIMAGING LIMITED
 

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

17.


Debtors

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


Trade debtors
2,349,410
1,685,897
1,286,139
830,695

Amounts owed by group undertakings
-
-
-
271,792

Other debtors
990,586
1,048,036
973,239
851,867

Prepayments and accrued income
866,410
702,561
773,325
556,746

Tax recoverable
1,689,474
884,210
1,689,474
884,210

5,895,880
4,320,704
4,722,177
3,395,310


Amounts owed by group undertakings attract interest and are repayable on demand. 
Group trade debtors are stated after provision for bad debts of £177,419 (2022: £15,279).


18.


Cash and cash equivalents

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

Cash at bank and in hand
27,967,960
47,102,855
27,642,185
46,932,514



19.


Creditors: Amounts falling due within one year

Group

Group
Company

Company
2023
2022
2023
2022
£
£
£
£

Trade creditors
479,228
719,539
453,250
480,437

Amounts owed to group undertakings
-
-
73,675
-

Other taxation and social security
97,085
19,733
2,235
14,206

Other creditors
370,282
466,201
324,028
355,632

Accruals and deferred income
3,993,979
4,423,455
1,764,656
3,424,015

4,940,574
5,628,928
2,617,844
4,274,290


Amounts owed to group undertakings attract interest and are repayable on demand. 

Page 29

 
OXFORD NANOIMAGING LIMITED
 

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

20.


Financial instruments

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

Financial assets

Financial assets measured at fair value through profit or loss
27,967,960
47,102,855
27,642,185
46,932,514

Financial assets that are debt instruments measured at amortised cost
4,142,616
2,733,934
2,765,871
1,954,354

32,110,576
49,836,789
30,408,056
48,886,868


Financial liabilities

Financial liabilities measured at amortised cost
(1,108,632)
(1,185,740)
(1,110,075)
(836,069)


Financial assets measured at fair value through profit or loss comprise cash and cash equivalents.


Financial assets that are debt instruments measured at amortised cost comprise trade debtors, amounts owed by group undertakings and other debtors.


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


21.


Provisions


Group and Company






Warranty provision

£





At 1 January 2023
373,071


Charged to profit or loss
(24,954)



At 31 December 2023
348,117

All of the Group's warranty provisions are held in the Parent Company. The provision for warranties is estimated based on historical warranty data associated with similar products. The Company expects to settle most of the warranty liability in one year from the date of the sale of the products. 

Page 30

 
OXFORD NANOIMAGING LIMITED
 

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

22.


Share capital

2023
2022
£
£
Allotted, called up and fully paid



228,046,000 (2022 - 228,046,000) Ordinary shares of £0.00001 each
2,280
2,280
128,031,000 (2022 - 128,031,000) Series A shares of £0.00001 each
1,280
1,280
261,415,129 (2022 - 261,415,129) Series B shares of £0.00001 each
2,614
2,614

6,174

6,174



23.


Share-based payments

During the year ended 31 December 2023, the Company issued equity settled share options under an Enterprise Management Incentive scheme and an unapproved scheme. A charge of £1,647,901 (2022: £2,777,178) was recognised in the year. Any shares exercised under the schemes are subject to restrictions on transfer.

Weighted average exercise price (pence)
2023
Number
2023
Weighted average exercise price
(pence)
2022
Number
2022

Outstanding at the beginning of the year

2.3009

114,214,027

2.2070
 
111,894,000
 
Granted during the year

5.9046

93,536,765

4.2779
 
43,968,365
 
Forfeited during the year

0.0573

(2,795,481)

0.0061
 
(7,097,411)
 
Exercised during the year

4.0125

(49,862,648)

4.9839
 
(34,550,927)
 
Outstanding at the end of the year
3.9644

155,092,663

2.3009
 
114,214,027
 

2023
2022

Option pricing model used


Black-Scholes

Black-Scholes
 
Weighted average share price (pence)


11.8

14
 
Exercise price (pence)


4.1

3
 
Weighted average contractual life (days)


3,579

3,548
 
Expected volatility


50%

50%
 
Risk-free interest rate


2.06%

1.32%
 


Page 31

 
OXFORD NANOIMAGING LIMITED
 

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


24.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £156,379 (2022: £187,443). Contributions of £20,844 (2022: £21,916) were payable to the fund at the balance sheet date.


25.


Commitments under operating leases

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


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

Not later than 1 year
1,487,339
135,442
485,876
135,442

Later than 1 year and not later than 5 years
2,664,441
-
628,149
-

4,151,780
135,442
1,114,025
135,442


26.


Related party transactions

During the year the Group incurred fees of £8,000 (2022: £6,000) from Oxford Sciences Innovation Plc for the provision of director services. Oxford Science Enterprises Plc (formerly Oxford Sciences Innovation Plc) are shareholders in the Group. The amount owed to Oxford Science Enterprise Plc as at 31 December 2023 was £Nil (2022: £Nil). 
The Company has taken the exemption under Section 33 of FRS 102 to not disclose transactions with wholly owned group companies.


27.


Post balance sheet events

There have been no significant events affecting the Group since the year end.


28.


Controlling party

In the opinion of the directors no one party is considered to be the ultimate controlling party of the Company.

Page 32