REGISTERED NUMBER: |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
FOR |
C3 BIOTECHNOLOGIES LIMITED |
REGISTERED NUMBER: |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 SEPTEMBER 2024 |
FOR |
C3 BIOTECHNOLOGIES LIMITED |
C3 BIOTECHNOLOGIES LIMITED (REGISTERED NUMBER: 09620994) |
CONTENTS OF THE FINANCIAL STATEMENTS |
For The Year Ended 30 September 2024 |
Page |
Company Information | 1 |
Balance Sheet | 2 |
Notes to the Financial Statements | 3 |
C3 BIOTECHNOLOGIES LIMITED |
COMPANY INFORMATION |
For The Year Ended 30 September 2024 |
DIRECTORS: |
SECRETARY: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
SENIOR STATUTORY AUDITOR: |
AUDITORS: |
1 Rushmills |
Bedford Road |
Northampton |
Northamptonshire |
NN4 7YB |
C3 BIOTECHNOLOGIES LIMITED (REGISTERED NUMBER: 09620994) |
BALANCE SHEET |
30 September 2024 |
2024 | 2023 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 4 |
Tangible assets | 5 |
Investments | 6 |
CURRENT ASSETS |
Debtors | 7 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 8 |
NET CURRENT (LIABILITIES)/ASSETS | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
CREDITORS |
Amounts falling due after more than one year |
9 |
( |
) |
( |
) |
PROVISIONS FOR LIABILITIES | ( |
) | ( |
) |
NET ASSETS |
CAPITAL AND RESERVES |
Called up share capital | 10 |
Share premium |
Retained earnings |
SHAREHOLDERS' FUNDS |
The financial statements were approved by the Board of Directors and authorised for issue on |
C3 BIOTECHNOLOGIES LIMITED (REGISTERED NUMBER: 09620994) |
NOTES TO THE FINANCIAL STATEMENTS |
For The Year Ended 30 September 2024 |
1. | STATUTORY INFORMATION |
C3 Biotechnologies Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparing the financial statements |
There were no departures from that standard. |
The Company's functional and presentational currency is GBP. Monetary amounts in these financial statements are rounded to the nearest £. |
Preparation of consolidated financial statements |
The financial statements contain information about C3 Biotechnologies Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements. |
Turnover |
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. |
Intangible assets |
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. |
An impairment loss has been recognised in the Income Statement, following an assessment at the Balance Sheet date indicating the recoverable amount was less than its carrying value. |
Tangible fixed assets |
Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses. Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life. |
Scientific equipment | 33% on cost |
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised within 'administrative expenses' in the statement of income and retained earnings. |
At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost. |
C3 BIOTECHNOLOGIES LIMITED (REGISTERED NUMBER: 09620994) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
For The Year Ended 30 September 2024 |
2. | ACCOUNTING POLICIES - continued |
Financial instruments |
Basic financial assets, including trade and other receivables and cash and bank balances, are initially recognised at transaction price, 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. Such assets are subsequently carried at amortised cost using the effective interest method. |
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. 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. |
Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions. |
Basic financial liabilities, including trade and other payables, and loans from fellow group companies, 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 receipts discounted at a market rate of interest. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. |
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method. |
Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires. |
Financial assets and liabilities are offset and 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. |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
C3 BIOTECHNOLOGIES LIMITED (REGISTERED NUMBER: 09620994) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
For The Year Ended 30 September 2024 |
2. | ACCOUNTING POLICIES - continued |
Research and development |
Expenditure on research and development is written off in the year in which it is incurred. |
Foreign currencies |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Going concern |
At the time of approving the financial statements, the directors have a reasonable expectation that the company, as also supported by fellow group companies, has adequate resources and funding in place |
to continue in operational existence for the foreseeable future and pay its liabilities as they fall due. Furthermore, the directors have prepared detailed financial forecasts including cash flow forecasts, |
based on the results of these, and the support noted above, they consider the company retains |
sufficient working capital to continue trading for the foreseeable future. |
The directors have considered the impact the current economic environment in relation to their assessment of going concern and in their opinion have taken all reasonable steps to mitigate these factors. As at the point of authorising the accounts, and for the foreseeable future, the directors consider the going concern assumption to still be appropriate. The directors acknowledge that given the currently rapidly changing business and social environment, there are likely to be significant unknown factors which may present themselves. Such factors are considered by the directors to represent a general inherent level of risk in relation to the going concern assumption albeit not quantifiable at this time. |
3. | EMPLOYEES AND DIRECTORS |
The average number of employees during the year was |
4. | INTANGIBLE FIXED ASSETS |
Patents, |
trademarks |
& licences |
£ |
COST |
At 1 October 2023 |
Additions |
Disposals | ( |
) |
At 30 September 2024 |
AMORTISATION |
At 1 October 2023 |
Amortisation for year |
At 30 September 2024 |
NET BOOK VALUE |
At 30 September 2024 |
At 30 September 2023 |
C3 BIOTECHNOLOGIES LIMITED (REGISTERED NUMBER: 09620994) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
For The Year Ended 30 September 2024 |
5. | TANGIBLE FIXED ASSETS |
Scientific |
equipment |
£ |
COST |
At 1 October 2023 |
Additions |
At 30 September 2024 |
DEPRECIATION |
At 1 October 2023 |
Charge for year |
At 30 September 2024 |
NET BOOK VALUE |
At 30 September 2024 |
At 30 September 2023 |
6. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£ |
COST |
At 1 October 2023 |
Additions |
At 30 September 2024 |
NET BOOK VALUE |
At 30 September 2024 |
At 30 September 2023 |
The investments at the Balance Sheet date in the share capital of companies include the following: |
C3 Biotechnologies (Maritime and Aerospace) Limited |
C3 Biotechnologies (Acrylics) Limited |
C3 Biotechnologies (Energetic Materials) Limited |
C3 Biotechnologies (Hypersonics) Limited |
C3 Biotechnologies (Bio-Propane) Limited |
C3 Biotechnologies (Maritime and Aerospace USA) Inc - registered in the USA |
7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Amounts owed by group undertakings |
Other debtors |
Tax |
VAT |
Prepayments and accrued income |
C3 BIOTECHNOLOGIES LIMITED (REGISTERED NUMBER: 09620994) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
For The Year Ended 30 September 2024 |
8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Trade creditors |
Amounts owed to group undertakings |
Social security and other taxes |
VAT | 4,096 | - |
Other creditors |
Accruals and deferred income |
Within accruals and deferred income, is deferred income / grants relating to the various projects that the company is undertaking of £38,972 (2023 - £122,944) which will be used against future allowable expenditure. |
Included within other creditors is a £40,000 liability in relation to a warrant over share options. FRS102 requires other financial instruments to be held as a liability at fair value through profit or loss. |
9. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
2024 | 2023 |
£ | £ |
Accruals and deferred income |
10. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
Ordinary A Shares | £0.01 | 5,472 | 5,472 |
Ordinary B Shares | £0.01 | 1,556 | 1,556 |
7,028 | 7,028 |
11. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006 |
The Report of the Auditors was unqualified. |
for and on behalf of |
12. | CAPITAL COMMITMENTS |
2024 | 2023 |
£ | £ |
Contracted but not provided for in the |
financial statements |
13. | RELATED PARTY DISCLOSURES |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
During the year the company incurred directors services fees of £nil (2023: £12,500) from a related entity. |
C3 BIOTECHNOLOGIES LIMITED (REGISTERED NUMBER: 09620994) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
For The Year Ended 30 September 2024 |
14. | ULTIMATE CONTROLLING PARTY |
The directors are the ultimate controlling party by virtue of their shareholding. |
15. | SHARE-BASED PAYMENT TRANSACTIONS |
The company has a share option scheme for some employees. 15,560 share options were granted in September 2024 at an exercise price of £0.69 and as at the year end none had vested. The vesting period for the shares is shown below. Once vested, the share options are exercisable upon an exit event and must be exercised before the 10th anniversary of the grant date. |
Management do not consider their fair value to be material. |
Expiry date | Exercise price | No of shares |
September 2025 | £0.69 | 3,890 |
March 2026 | £0.69 | 2,917 |
September 2026 | £0.69 | 2,918 |
March 2027 | £0.69 | 2,917 |
September 2027 | £0.69 | 2,918 |