Company Registration No. 08183505 (England and Wales)
LABGENIUS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
LABGENIUS LIMITED
COMPANY INFORMATION
Directors
I E Haivas
E Moses
J E J Field
O J F Hardick
(Appointed 19 April 2024)
O Sims
(Appointed 4 April 2024)
Company number
08183505
Registered office
G04 Cocoa Studios
The Biscuit Factory
100 Drummond Road
London
SE16 4DG
Auditor
Shaw Gibbs (Audit) Limited
264 Banbury Road
Oxford
OX2 7DY
LABGENIUS LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 26
LABGENIUS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The directors present the strategic report for the year ended 31 December 2024.

Fair review of the business, future developments and research & development

LabGenius Limited’s ("LabGenius") principal activity is the discovery and optimisation of novel high-performing therapeutic antibodies. The company operates under a hybrid business model that involves the discovery of novel molecules in the context of both partnered and wholly owned programs.

 

LabGenius is leveraging its technology platform and deep scientific expertise to build a pipeline of wholly-owned therapeutics for the treatment of solid tumours.

 

In April 2024, LabGenius closed a £35M Series B funding round. Based on current projections, and assuming all funding milestones are met, the fundraise will capitalise the company through to the second half of 2026.

Principal risks and uncertainties

The key business risks and uncertainties that may have an impact on the company’s performance are common to most biotechnology companies working to discover and develop pre-clinical and clinical stage therapeutic antibodies. These risks include the operational and technical risks of building and deploying a novel platform and pipeline as well as the financial risks relating to the availability of capital. All key risks are managed by the senior leadership team and the Board through regular updates on the ongoing scientific, operational, financial and commercial developments of the business.

Key performance indicators

The Board monitors the financial performance and health of the company on an ongoing basis through regular updates. When assessing the company’s financial performance, the Board monitors generic financial metrics (e.g. gross burn, cash runway) as well as business-specific KPIs.

 

The Board is satisfied with respect to performance against these KPIs.

On behalf of the board

J E J Field
Director
20 March 2025
LABGENIUS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities

LabGenius Limited’s principal activity is the discovery and optimisation of novel high-performing therapeutic antibodies. The company operates under a hybrid business model that involves the discovery of novel molecules in the context of both partnered and wholly owned programs.

Results and dividends

The results for the year are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

No preference dividends were paid.

 

Going concern

The directors are of the opinion that the company has adequate resources to continue in operational existence for

the foreseeable future. As a result, the directors continue to adopt the going concern basis of accounting in

preparing the financial statements.

 

More information on how the directors arrived at this conclusion can be found in notes to the financial statements (note 1.2 on page 12).

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

I E Haivas
E Moses
J E J Field
S Vayda
(Resigned 4 April 2024)
R Ganeshananthan
(Resigned 4 April 2024)
O J F Hardick
(Appointed 19 April 2024)
O Sims
(Appointed 4 April 2024)
Auditor

The auditor, Shaw Gibbs (Audit) Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Strategic Report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of future developments.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

LABGENIUS LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
On behalf of the board
J E J Field
Director
20 March 2025
LABGENIUS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

 

 

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

LABGENIUS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF LABGENIUS LIMITED
- 5 -
Opinion

We have audited the financial statements of LabGenius Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

Basis for opinion

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

Conclusions relating to going concern

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

 

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

 

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

Other information

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

 

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

LABGENIUS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF LABGENIUS LIMITED (CONTINUED)
- 6 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

 

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

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

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

 

  1. At the planning stage of the audit we gain an understanding of the laws and regulations which apply to the company and how the management seek to comply with those laws and regulations. The most significant are those that relate to the financial reporting framework (FRS 102), Companies Act 2006, the tax compliance regulations and health and safety regulations. This helps us to plan appropriate risk assessments.

  2. During the audit we focus on relevant risk areas and review the compliance with the laws and regulations by making relevant enquiries and undertaking corroboration, for example by reviewing Board Minutes and other documentation.

  3. We assess the risk of material misstatement in the financial statements including as a result of fraud and undertake procedures including:

  1. Reviewing the controls set in place by management;

  2. Making enquiries of management as to whether they consider fraud or other irregularity may have taken place, or where such opportunity might exist;

  3. Challenging the assumptions with regard to accounting estimates, particularly concerning the valuation of share based payments, dilapidation provision and revenue recognition via the percentage of completion method; and

  4. Identifying and testing journal entries, particularly those which appear to be unusual by size or nature.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

LABGENIUS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF LABGENIUS LIMITED (CONTINUED)
- 7 -

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

 

Use of our report

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

Nikolaos Ioannidis
Senior Statutory Auditor
For and on behalf of Shaw Gibbs (Audit) Limited
20 March 2025
Chartered Certified Accountants
Statutory Auditor
264 Banbury Road
Oxford
OX2 7DY
LABGENIUS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
-
-
Cost of sales
(7,163,009)
(5,523,860)
Gross loss
(7,163,009)
(5,523,860)
Administrative expenses
(3,977,125)
(3,017,806)
Other operating income
171,934
1,315,765
Operating loss
4
(10,968,200)
(7,225,901)
Interest receivable and similar income
7
366,778
-
0
Interest payable and similar expenses
8
(106,196)
(207,360)
Loss before taxation
(10,707,618)
(7,433,261)
Tax on loss
9
1,777,038
674,878
Loss for the financial year
(8,930,580)
(6,758,383)

The statement of comprehensive income has been prepared on the basis that all operations are continuing operations.

 

There are no recognised gains and losses other than those passing through the statement of total comprehensive income.

LABGENIUS LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
10
1,949,448
1,529,651
Current assets
Debtors falling due after more than one year
12
5,102
34,486
Debtors falling due within one year
12
3,245,140
1,820,756
Cash at bank and in hand
9,955,611
1,816,047
13,205,853
3,671,289
Creditors: amounts falling due within one year
13
(1,543,929)
(7,145,701)
Net current assets/(liabilities)
11,661,924
(3,474,412)
Total assets less current liabilities
13,611,372
(1,944,761)
Creditors: amounts falling due after more than one year
14
-
0
(702,387)
Net assets/(liabilities)
13,611,372
(2,647,148)
Capital and reserves
Called up share capital
20
7,129
3,632
Share premium account
47,857,573
22,835,214
Capital redemption reserve
546
546
Share options reserve
351,095
187,851
Profit and loss reserves
(34,604,971)
(25,674,391)
Total equity
13,611,372
(2,647,148)
The financial statements were approved by the board of directors and authorised for issue on 20 March 2025 and are signed on its behalf by:
J E J Field
Director
Company Registration No. 08183505
LABGENIUS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
Share capital
Share premium account
Capital redemption reserve
Share options reserve
Profit and loss reserves
Total
Notes
£
£
£
£
£
£
Balance at 1 January 2023
3,632
22,835,214
546
155,856
(18,916,008)
4,079,240
Year ended 31 December 2023:
Loss and total comprehensive expense for the year
-
-
-
-
(6,758,383)
(6,758,383)
Share-based payment charge
-
-
-
31,995
-
0
31,995
Balance at 31 December 2023
3,632
22,835,214
546
187,851
(25,674,391)
(2,647,148)
Year ended 31 December 2024:
Loss and total comprehensive expense for the year
-
-
-
-
(8,930,580)
(8,930,580)
Issue of share capital
20
3,497
25,022,359
-
-
-
25,025,856
Share-based payment charge
-
-
-
163,244
-
0
163,244
Balance at 31 December 2024
7,129
47,857,573
546
351,095
(34,604,971)
13,611,372
LABGENIUS LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
21
(11,002,764)
(7,432,190)
Interest paid
(106,196)
(207,360)
Income taxes refunded
1,160,295
1,423,674
Net cash outflow from operating activities
(9,948,665)
(6,215,876)
Investing activities
Purchase of tangible fixed assets
(900,536)
(139,320)
Proceeds from disposal of tangible fixed assets
2,447
2,666
Interest received
366,778
-
0
Net cash used in investing activities
(531,311)
(136,654)
Financing activities
Proceeds from issue of shares
19,999,895
-
0
Repayment of bank loans
(1,333,333)
(1,000,000)
Payment of finance leases obligations
(47,022)
(136,807)
Net cash generated from/(used in) financing activities
18,619,540
(1,136,807)
Net increase/(decrease) in cash and cash equivalents
8,139,564
(7,489,337)
Cash and cash equivalents at beginning of year
1,816,047
9,305,384
Cash and cash equivalents at end of year
9,955,611
1,816,047
LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
1
Accounting policies
Company information

LabGenius Limited is a private company limited by shares incorporated in England and Wales. The registered office is G04 Cocoa Studios, The Biscuit Factory, 100 Drummond Road, London, SE16 4DG.

 

The company's principal activities and nature of its operations are disclosed in the Directors' Report.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006, including the provisions of the Large and Medium sized Companies and Groups (Accounts and Reports) Regulations 2008.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £1.

The financial statements have been prepared under the historical cost convention modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

1.2
Going concern

In April 2024, LabGenius closed a £35M Series B funding round. Based on current projections, and assuming all funding milestones are met, the fundraise will capitalise the company through to the second half of 2026.true

 

At the time of approving the financial statements, and having taken into consideration various cash flow forecasts, the directors agree that the company has adequate resources to continue in operational existence for the foreseeable future. As a result, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Land and buildings (incl capitalised dilapidations)
Straight line over the term of the lease
Plant and machinery
25% reducing balance
Fixtures and fittings
25% reducing balance
Computer equipment
25% reducing balance

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

1.4
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.5
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

1.6
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company 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 other debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including trade and other creditors, and bank loans, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

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

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.7
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs.

1.8
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.9
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

 

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.10
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.11
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black Scholes model. The fair value determined at the grant date is expensed over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

 

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

1.12
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

 

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease.

1.13
Government grants

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

 

Government grants relating to revenue are recognised in income on a systematic basis over the periods in which the company recognises the related costs for which the grant is intended to compensate.

1.14
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.15

Other significant income

Interest income is recognised using the effective interest rate method.

 

RDEC income is recognised when right to receive payment has been established.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

 

The directors consider there to be no critical judgements that are material to the company.

Key sources of estimation uncertainty
Share options

The company operates an employee share option scheme which is equity settled. The options are valued using the Black Scholes methodology with a charge to the profit and loss account and a corresponding increase in the equity being computed each year. The cost of this scheme and the fair value of the obligation depends on a number of factors, including; the value of the company's shares at each grant date, the company's risk free interest rate, the time until the expiration of the options and the company's volatility. Management estimate these factors in determining the fair value, based on historic and benchmarked information. At the reporting date, the share options reserve was £351,095 (2023: £187,851).

Dilapidations provision

The dilapidations provision relates to the lease of rooms that have been converted to laboratories. There are clauses in the underlying lease agreements that require these rooms to be put into their original condition at the end of the lease term. The dilapidations provision is calculated based on the expected costs to reinstate the relevant premises to their original condition. The management used the prevailing market rates in their assessment. At the reporting date, the dilapidation provision was £82,860 (2023: £82,860).

LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 17 -
3
Revenue
2024
2023
£
£
Other revenue
Interest income
366,778
-
Grants received
132,120
771,395
RDEC income
39,814
485,417
4
Operating loss
2024
2023
Operating loss for the year is stated after charging/(crediting):
£
£
Exchange losses
2,626
2,640
Government grants
(132,120)
(771,395)
Fees payable to the company's auditor for the audit of the company's financial statements
20,000
19,250
Depreciation of owned tangible fixed assets
478,052
425,191
Depreciation of tangible fixed assets held under finance leases
-
65,042
Loss/(profit) on disposal of tangible fixed assets
240
(1,245)
Share-based payments charge
163,244
31,995
Operating lease charges
317,947
273,579
5
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
G&A Staff
10
12
R&D Staff
43
39
Total
53
51

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
4,361,329
3,791,437
Social security costs
473,336
411,347
Pension costs
166,613
144,831
5,001,278
4,347,615
LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
6
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
287,413
189,500
Company pension contributions to defined contribution schemes
9,203
7,123
296,616
196,623

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2023: 1).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
227,563
132,500
Company pension contributions to defined contribution schemes
9,203
7,123
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
366,778
-
0
8
Interest payable and similar expenses
2024
2023
£
£
Other finance costs:
Interest on finance leases and hire purchase contracts
-
1,624
Finance costs for financial instruments measured at fair value through profit or loss
106,196
205,736
106,196
207,360
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
(1,777,038)
(674,878)
LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
9
Taxation
(Continued)
- 19 -

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

2024
2023
£
£
Loss before taxation
(10,707,618)
(7,433,261)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
(2,676,905)
(1,748,303)
Tax effect of expenses that are not deductible in determining taxable profit
83,754
35,818
Change in unrecognised deferred tax assets
936,083
1,138,871
Effect of change in corporation tax rate
-
0
(68,463)
Permanent capital allowances in excess of depreciation
422
(392)
Research and development tax credit
(1,777,038)
(674,878)
Additional deduction for R&D expenditure
(1,424,556)
(637,457)
Surrender of tax losses for R&D tax credit refund
3,081,202
1,279,926
Taxation credit for the year
(1,777,038)
(674,878)
10
Tangible fixed assets
Land and buildings (incl capitalised dilapidations)
Plant and machinery
Fixtures and fittings
Computer equipment
Total
£
£
£
£
£
Cost
At 1 January 2024
82,860
2,846,176
453,780
238,706
3,621,522
Additions
-
0
795,508
77,500
27,528
900,536
Disposals
-
0
(2,687)
-
0
-
0
(2,687)
At 31 December 2024
82,860
3,638,997
531,280
266,234
4,519,371
Depreciation and impairment
At 1 January 2024
82,860
1,594,162
282,780
132,069
2,091,871
Depreciation charged in the year
-
0
398,124
50,617
29,311
478,052
At 31 December 2024
82,860
1,992,286
333,397
161,380
2,569,923
Carrying amount
At 31 December 2024
-
0
1,646,711
197,883
104,854
1,949,448
At 31 December 2023
-
0
1,252,014
171,000
106,637
1,529,651
LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
10
Tangible fixed assets
(Continued)
- 20 -

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

2024
2023
£
£
Plant and machinery
-
0
195,131
11
Financial instruments
2024
2023
£
£
Carrying amount of financial assets
Cash at bank and in hand
9,955,611
1,816,047
Debt instruments measured at amortised cost
98,532
517,558
Carrying amount of financial liabilities
Measured at fair value through profit or loss:
Other financial liabilities
666,667
7,025,961
Measured at amortised cost
647,214
648,553
12
Debtors
2024
2023
Amounts falling due within one year:
£
£
Corporation tax recoverable
1,816,852
1,160,295
Other debtors
418,295
96,392
Prepayments and accrued income
1,009,993
564,069
3,245,140
1,820,756
2024
2023
Amounts falling due after more than one year:
£
£
Other debtors
5,102
34,486
Total debtors
3,250,242
1,855,242
LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
13
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Convertible loans
15
-
0
5,025,961
Bank loans
15
666,667
1,333,333
Obligations under finance leases
16
-
0
47,022
Trade creditors
524,534
246,110
Taxation and social security
147,188
126,552
Government grants
17
-
0
140,602
Other creditors
116,535
76,680
Accruals and deferred income
89,005
149,441
1,543,929
7,145,701
14
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Bank loans and overdrafts
15
-
0
666,667
Other creditors
-
0
35,720
-
0
702,387
15
Loans and overdrafts
2024
2023
£
£
Bank loans
666,667
2,000,000
Convertible loans
-
0
5,025,961
666,667
7,025,961
Payable within one year
666,667
6,359,294
Payable after one year
-
0
666,667

On 23 September 2022, Silicon Valley Bank UK Limited created a fixed and floating charge over all the property and undertakings of the company.

The bank loan is repayable by monthly instalments and incurs interest at 3.50% + BoE base rate per annum. The loan is repayable in June 2025.

The convertible loans do not have an effective interest rate and were converted during the year, as set out further in note 20.

LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
16
Finance lease obligations
2024
2023
Future minimum lease payments due under finance leases:
£
£
Within one year
-
0
47,022

Finance lease payments represent rentals payable by the company for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

17
Government grants
2024
2023
£
£
Government grants
-
140,602
18
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
166,613
144,831

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

19
Share-based payment transactions

In 2017, the company established an Enterprise Management Incentive share option plan under which it has granted rights for its equity instruments to its employees. The share options vest over 4 years from the option grant date and may only be exercised upon an IPO or a change of control of the company.

Number of share options
Outstanding at 1 January 2024
247,492
Granted
290,791
Forfeited
(3,196)
Outstanding at 31 December 2024
535,087
Exercisable at 31 December 2024
-
0

The options outstanding at 31 December 2024 had an exercise price of £0.001875.

LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
19
Share-based payment transactions
(Continued)
- 23 -

The fair value of services received in return for share options granted is measured by reference to the fair value of share options granted. The fair value of employee share options is measured using the Black-Scholes option pricing model taking into account the terms and conditions upon which the instruments were granted.

Inputs were as follows:
Weighted average share price (£)
1.24
Weighted average exercise price (p)
0.19
Expected life (years)
4.00

The services received and a liability to pay for those services are recognised over the expected vesting period. The fair value of options expensed in the year ended 31 December 2024 was £163,244 (2023: £31,995).

LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
20
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of 0.19p each
550,856
550,856
1,033
1,033
2024
2023
2024
2023
Preference share capital
Number
Number
£
£
Issued and fully paid
Series seed Preference Shares of 0.19p each
228,322
228,322
428
428
Series A1 of 0.19p each
184,522
184,522
346
346
Series A2 of 0.19p each
973,477
973,477
1,825
1,825
Series B1 of 0.19p each
445,874
-
836
-
Series B2 of 0.19p each
1,419,439
-
2,661
-
3,251,634
1,386,321
6,096
2,599
Preference shares classified as equity
6,096
2,599
Total equity share capital
7,129
3,632

The company's ordinary shares, which carry no right to fixed income, each carry the right to one vote at general meetings of the company and rank equally for any dividends declared and distributions on winding up.

 

Series seed preference shares, Series A1, Series A2, Series B1 and Series B2 shares each have full rights in the company in respect of voting, dividends and distributions.

 

In April 2024, the company issued 1,419,439 Series B2 Preference shares for £14.09 each. The company also converted loan notes at a 20% discount resulting in 445,874 Series B1 Preference shares being issued for £11.27 each. The nominal value of the Series B1 and B2 preference shares is £0.19p each.

LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
21
Cash absorbed by operations
2024
2023
£
£
Loss for the year after tax
(8,930,580)
(6,758,383)
Adjustments for:
Taxation credited
(1,777,038)
(674,878)
Finance costs
106,196
207,360
Investment income
(366,778)
-
0
RDEC income
(39,814)
(485,417)
Loss/(gain) on disposal of tangible fixed assets
240
(1,245)
Depreciation and impairment of tangible fixed assets
478,052
490,233
Equity settled share based payment expense
163,244
31,995
Movements in working capital:
(Increase)/decrease in debtors
(738,443)
620,030
Increase/(decrease) in creditors
242,759
(90,490)
Decrease in deferred income including government grants
(140,602)
(771,395)
Cash absorbed by operations
(11,002,764)
(7,432,190)
22
Analysis of changes in net funds/(debt)
1 January 2024
Cash flows
Other non-cash changes
31 December 2024
£
£
£
£
Cash at bank and in hand
1,816,047
8,139,564
-
9,955,611
Borrowings excluding overdrafts
(2,000,000)
1,333,333
-
(666,667)
Obligations under finance leases
(47,022)
47,022
-
-
Convertible loan notes
(5,025,961)
-
5,025,961
-
(5,256,936)
9,519,919
5,025,961
9,288,944
23
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2024
2023
£
£
Within one year
116,856
210,468
Between one and five years
-
0
35,267
116,856
245,735
LABGENIUS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 26 -
24
Capital commitments

Amounts contracted for but not provided in the financial statements:

2024
2023
£
£
Acquisition of tangible fixed assets
197,148
-

In addition to the above capital commitments, which relate to tangible fixed assets ordered before the end of the year but not received until after the end of the year, in June 2024, the company entered into a contract to purchase lab equipment costing £1,582,519. A deposit of £776,259 was paid during the year with respect to this equipment and the remaining balance, plus costs relating to ongoing services, will be due in 60 equal monthly instalments of £26,617 that will commence when the company completes the testing of the equipment which is currently in progress.

25
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2024
2023
£
£
Aggregate compensation
1,374,716
1,076,886
Other information

During February and March 2024, the company received an interest free loan of £500,000 from a director which was subsequently repaid in April 2024.

26
Ultimate controlling party

The company does not have an ultimate controlling party.

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