Company registration number SC384375 (Scotland)
ASKBIO UK LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
ASKBIO UK LTD
COMPANY INFORMATION
Directors
Gustavo Pesquin
Anand Mirchandani
(Appointed 1 January 2025)
Secretary
Rosheen Caw
Company number
SC384375
Registered office
Roslin Innovation Centre
The University of Edinburgh
Easter Bush Campus
EH25 9RG
Auditor
Azets Audit Services
Quay 2
139 Fountainbridge
Edinburgh
EH3 9QG
ASKBIO UK LTD
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Statement of comprehensive income
7
Balance sheet
8
Statement of changes in equity
9
Notes to the financial statements
10 - 22
ASKBIO UK LTD
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

AskBio UK Ltd is a wholly owned subsidiary of AskBio Inc which is a wholly owned, independently operated subsidiary of Bayer AG. The AskBio group is a cornerstone of Bayer AG's Gene Therapy Platform. The principal activity of the Company is the development of new life science technologies with application in gene therapies. In particular, the Company provides research services and supports AskBio's R&D programs, including research and development in the fields of central nervous system, neuromuscular, metabolic and cardiovascular disorders.

 

As at 31 December 2024 the Company has net assets of £10,013,289 (2023: £8,257,307). In the current year the Company made a profit before taxation of £2,351,766 (2023: £2,273,991). Results for the year are set out on page 7.

Principal risks and uncertainties

The Company has exposure to a variety of risks which are managed with the purpose of minimising potential adverse effect on the Company's performance. Management has established risk management policies for each of these risks and they are summarised below:

 

Cash flow and liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company adopts a prudent approach to liquidity management by maintaining sufficient cash and liquid resources to meet its obligations. The nature of the Company is such that the cash flows are reasonably predictable.

 

Credit risk

Credit risk is the risk of financial loss to the Company if a counterparty to a financial instrument fails to meet its contractual obligations, this arises principally from the Company's receivables from customers. Management monitors amounts due carefully and do not consider there to be a significant credit risk. The Company does not undertake speculative financial instrument transactions or any investment activities unrelated to the Company's trading activities.

Future Developments and Performance

The Company will continue to contribute to advance therapeutics to bring hope to patients who suffer from central nervous system, neuromuscular, metabolic, cardiovascular and other disorders. To aid this, the Company will continue to recognise the importance of recruitment, retention and training of skilled employees.

Key Performance Indicators

Monthly reports are prepared and monitored as part of the ongoing management of the Company. Key performance indicators include; turnover, operating profit, tangible fixed assets, cash and cash equivalents and average monthly headcount. All of which are detailed for current and comparative periods within the Company's financial statements.

On behalf of the board

Anand Mirchandani
Director
26 June 2025
ASKBIO UK LTD
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

The principal activity of the company continued to be that of the development of new life science technologies with application in gene therapies.

Results and dividends

The results for the year are set out on page 7.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend (2023: £nil).

Directors

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

 

Gustavo Pesquin
Cristina Gude
(Appointed 8 May 2024 and resigned 1 January 2025)
Richard Jude Samulski
(Resigned 8 May 2024)
Anand Mirchandani
(Appointed 1 January 2025)
Auditor

Azets Audit Services were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

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.

On behalf of the board
Anand Mirchandani
Director
26 June 2025
ASKBIO UK LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -

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.

ASKBIO UK LTD
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF ASKBIO UK LTD
- 4 -
Opinion

We have audited the financial statements of AskBio UK Ltd (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 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:

ASKBIO UK LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ASKBIO UK LTD
- 5 -
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.

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.

ASKBIO UK LTD
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF ASKBIO UK LTD
- 6 -

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

 

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework.  Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.  This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

 

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

 

 

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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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.

Jennifer Spence
Senior Statutory Auditor
For and on behalf of Azets Audit Services
26 June 2025
Chartered Accountants
Statutory Auditor
Quay 2
139 Fountainbridge
Edinburgh
EH3 9QG
ASKBIO UK LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
2024
2023
as restated
Notes
£
£
Turnover
3
11,286,200
10,407,392
Cost of sales
(1,934,391)
(2,135,414)
Gross profit
9,351,809
8,271,978
Administrative expenses
(7,971,976)
(7,605,982)
Other operating income
908,905
1,578,175
Operating profit
4
2,288,738
2,244,171
Interest and other similar income
7
63,028
29,820
Profit before taxation
2,351,766
2,273,991
Tax on profit
8
(595,784)
(480,599)
Profit for the financial year
1,755,982
1,793,392

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

ASKBIO UK LTD
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 8 -
2024
2023
as restated
Notes
£
£
£
£
Fixed assets
Tangible assets
9
2,619,820
1,798,968
Current assets
Debtors falling due after more than one year
10
2,154,761
2,331,569
Debtors falling due within one year
10
11,287,749
10,999,485
Cash at bank and in hand
3,827,806
2,478,042
17,270,316
15,809,096
Creditors: amounts falling due within one year
11
(4,269,532)
(3,468,832)
Net current assets
13,000,784
12,340,264
Total assets less current liabilities
15,620,604
14,139,232
Creditors: amounts falling due after more than one year
12
(5,333,333)
(5,866,667)
Provisions for liabilities
Deferred tax liability
13
273,982
15,258
(273,982)
(15,258)
Net assets
10,013,289
8,257,307
Capital and reserves
Called up share capital
16
61,192
61,192
Share premium account
17
10,776,893
10,776,893
Capital redemption reserve
17
413
413
Other reserves
17
2,370,328
2,370,328
Profit and loss reserves
17
(3,195,537)
(4,951,519)
Total equity
10,013,289
8,257,307

The notes on pages 10 to 22 form part of these financial statements.

The financial statements were approved by the board of directors and authorised for issue on 26 June 2025 and are signed on its behalf by:
Anand Mirchandani
Director
Company Registration No. SC384375
ASKBIO UK LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
Share capital
Share premium account
Capital redemption reserve
Other reserves
Profit and loss reserves
Total
£
£
£
£
£
£
As restated for the period ended 31 December 2023:
Balance at 1 January 2023
61,192
10,776,893
413
2,370,328
(6,744,911)
6,463,915
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
-
-
-
1,793,392
1,793,392
Balance at 31 December 2023
61,192
10,776,893
413
2,370,328
(4,951,519)
8,257,307
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
-
-
-
1,755,982
1,755,982
Balance at 31 December 2024
61,192
10,776,893
413
2,370,328
(3,195,537)
10,013,289
ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
1
Accounting policies
Company information

AskBio UK Ltd is a private company limited by shares incorporated in Scotland. The registered office is Roslin Innovation Centre, The University of Edinburgh, Easter Bush Campus, EH25 9RG.

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.

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 £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

 

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the company are consolidated in the financial statements of Bayer Aktiengesellschaft (Bayer AG). These consolidated financial statements are available from its registered office, Bayer AG, KaiserWihelm-Allee 1, 51368 Leverkusen.

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

 

The company's immediate parent undertaking has provided formal support that it will continue to operate under and settle amounts owed to AskBio UK Ltd in accordance with the service income agreement between the companies over the aforemetioned period.

1.3
Turnover

The company has generated revenue through commercial agreements. The company recognised revenue when the following criteria are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occured or services have been rendered; (3) the price if fixed or determinable; and (4) collection of the amounts due is reasonably assured.

 

Services to group companies income is in the form of a transfer pricing arrangement based on allocation of cost plus a margin.

 

 

ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 11 -

In relation to the sale of intellectual property, the company is deemed to 'transfer control of the intellectual property over time and therefore satisfies performance obligations and recognises revenue over time. The time period in which revenue is expected to be recognised is over 15 years from the date of the agreement for sale of the intellectual property (1 January 2021). This is based upon the estimated useful life of the intellectual property.

Amounts received prior to satisfying the revenue recognition criteria are recorded as deferred revenue in the company's balance sheets. Amounts expected to be recognised as revenue within 12 months following the balance sheet date are classified as current liabilities.

1.4
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. Low value assets of £2,500 or less are capitalised and fully depreciated in the month of capitalisation.

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

Plant and equipment
20% on cost
Fixtures and fittings
10% on cost
Computers
33% on cost
Low value assets
100% on cost

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.

1.5
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.

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.

1.6
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 12 -
1.7
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 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.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

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.

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.

ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

 

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.

1.8
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.9
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.

ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
Deferred tax

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. If and when all conditions for retaining tax allowances for the cost of a fixed asset have been met, the deferred tax asset is reversed.

 

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.

1.10
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.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

 

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.

1.11
Retirement benefits

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

1.12
Leases

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 except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

1.13
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.

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.

ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
2
Judgements and key sources of estimation uncertainty
(Continued)
- 15 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Intellectual property revenue recognition

The company is deemed to transfer control of the intellectual property over time and therefore satisfies performance obligations, recognising revenue over time. The time period in which revenue is expected to be evenly recognised across is 15 years from the date of the agreement for sale of the intellectual property (1 January 2021). This is based upon the estimated useful life of the intellectual property. In assessing useful life, the parties to the agreement for sale of the intellectual property, use careful judgement based on past experience, advances in product development and best practice.

Recognition of deferred tax asset

The company has significant accumulated losses which have been carried forward and will be offset against future taxable profits. A deferred tax asset has been recognised for the tax losses. Deferred tax is provided for at 25% in the financial statements. The deferred tax asset has been recognised on those tax losses which can be offset against future profits of the company. The future profits of the company have been estimated based on the forecasted cash flows and its estimated contractual rights and obligations.

3
Turnover and other revenue
As restated
2024
2023
£
£
Turnover analysed by class of business
Service Income
10,752,867
9,874,059
Sale of Intellectual Property
533,333
533,333
11,286,200
10,407,392
2024
2023
£
£
Other revenue
RDEC tax credit
908,905
997,234
Grant income
-
580,941
4
Operating profit
2024
2023
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
11,967
(5,425)
Fees payable to the company's auditor for the audit of the company's financial statements
26,500
24,220
Depreciation of owned tangible fixed assets
625,555
554,164
Operating lease charges
361,735
365,118
ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 16 -
5
Employees

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

2024
2023
Number
Number
Scientific
43
47
Administrative
11
10
Total
54
57

Their aggregate remuneration comprised:

As restated
2024
2023
£
£
Wages and salaries
3,849,026
4,063,741
Social security costs
620,974
456,210
Pension costs
670,498
373,227
5,140,498
4,893,178
6
Directors' remuneration

No remuneration was paid to the directors - directors are remunerated through the parent company.

7
Interest and other similar income
2024
2023
£
£
Interest income
Interest on bank deposits
63,028
29,820
8
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
227,226
301,978
Adjustments in respect of prior periods
(66,974)
143,291
Total current tax
160,252
445,269
ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
8
Taxation
2024
2023
£
£
(Continued)
- 17 -
Deferred tax
Previously unrecognised tax loss, tax credit or timing difference
361,055
247,574
Adjustment in respect of prior periods
74,477
(212,244)
Total deferred tax
435,532
35,330
Total tax charge
595,784
480,599

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

2024
2023
£
£
Profit before taxation
2,351,766
2,273,991
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.50%)
587,942
534,388
Tax effect of expenses that are not deductible in determining taxable profit
339
-
0
Adjustments in respect of prior years
7,503
(68,953)
Effect of change in tax rates
-
0
15,164
Taxation charge for the year
595,784
480,599
ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
9
Tangible fixed assets
Plant and equipment
Fixtures and fittings
Computers
Low value assets
Total
£
£
£
£
£
Cost
At 1 January 2024
2,782,407
19,530
572,653
21,212
3,395,802
Additions
970,475
29,502
418,370
31,743
1,450,090
Disposals
(4,483)
-
0
(40)
-
0
(4,523)
At 31 December 2024
3,748,399
49,032
990,983
52,955
4,841,369
Depreciation and impairment
At 1 January 2024
1,337,297
1,931
236,394
21,212
1,596,834
Depreciation charged in the year
485,511
1,947
106,354
31,743
625,555
Eliminated in respect of disposals
(840)
-
0
-
0
-
0
(840)
At 31 December 2024
1,821,968
3,878
342,748
52,955
2,221,549
Carrying amount
At 31 December 2024
1,926,431
45,154
648,235
-
0
2,619,820
At 31 December 2023
1,445,110
17,599
336,259
-
0
1,798,968
10
Debtors
2024
2023
Amounts falling due within one year:
£
£
Corporation tax recoverable
1,746,772
1,114,928
Amounts owed by group undertakings
5,419,769
8,417,641
Other debtors
62,697
114,233
Prepayments and accrued income
4,058,511
1,352,683
11,287,749
10,999,485
2024
2023
Amounts falling due after more than one year:
£
£
Deferred tax asset (note 13)
2,154,761
2,331,569
Total debtors
13,442,510
13,331,054
ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 19 -
11
Creditors: amounts falling due within one year
As restated
2024
2023
£
£
Trade creditors
615,958
649,254
Other creditors
483,040
375,416
Accruals and deferred income
3,170,534
2,444,162
4,269,532
3,468,832

Included within trade creditors are intercompany amounts of £8,693 (2023: £487,854).

 

Included within accruals and deferred income is an intercompany deferred income balance of £533,333 (2023: £808,427).

12
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Deferred income
14
5,333,333
5,866,667

Included within deferred income is an intercompany deferred income balance of £5,333,333 (2023: £5,866,667).

13
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Balances:
£
£
£
£
Accelerated capital allowances
273,982
15,258
-
-
Tax losses
-
-
2,125,875
2,321,899
Other short term timing differences
-
-
28,886
9,670
273,982
15,258
2,154,761
2,331,569
2024
Movements in the year:
£
Asset at 1 January 2024
(2,316,311)
Charge to profit or loss
435,532
Asset at 31 December 2024
(1,880,779)
ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
13
Deferred taxation
(Continued)
- 20 -

The deferred tax asset set out above is expected to reverse within 4 years and relates to the utilisation of tax losses against future expected profits of the same period. The deferred tax liability set out above is reversed as expected within 12 months and related to accelerated capital allowances that matured within the same period.

14
Deferred income
2024
2023
£
£
Other deferred income
5,333,333
5,866,667
15
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
670,498
373,227

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.

16
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of 1p each
6,119,144
6,119,144
61,192
61,192
17
Reserves
Share premium

Share premium reserve relates to amounts paid above par value of the shares net of any legal fees incurred in relation to the share issues.

Capital redemption reserve

Represents the historic buy back and cancellation of 41,250 "B" hurdle shares.

Other reserves

Represents a capital contribution in relation to share-based compensation of the parent entity's shares. During the year ended 31 December 2020, and on acquisition of the immediate parent Company AskBio Inc by Bayer Healthcare LLC, the share option scheme was cancelled. As part of the share option cancellation, the parent entity contributed funds for settlement of the share options which have been included as a capital contribution.

 

Profit and loss reserves

Includes all current and prior period retained profits and losses.

 

 

ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
18
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
330,594
313,852
Between two and five years
556,160
218,407
886,754
532,259
19
Related party transactions

The company has applied the exemption granted by Section 33 of FRS 102 not to disclose transactions with wholly owned group companies

20
Ultimate controlling party

The Company is 100% owned by AskBio Inc, a wholly owned subsidiary of Bayer AG, a company incorporated in Germany.

 

AskBio Inc, whose registered address is 20 T.W. Alexander Drive, Suite 110, Research Triangle Park, NC 27709 in the United States of America, is the parent of the smallest group preparing consolidated financial statements in which AskBio UK Ltd's financial statements are consolidated.

 

Bayer AG, whose registered address is Kaiser-Wilhelm-Allee 1, 51368 Leverkusen, is the parent of the largest group preparing consolidated financial statements in which AskBio UK Ltd's financial statements are consolidated. A copy of Bayer AG's consolidated financial statements is available from www.bayer.com.

 

21
Prior period adjustment

The company incurred expenditure for staff costs relating to long-term incentive payments and recharged these to the company's parent undertaking. A prior year restatement has been made to record these transactions on the accruals basis. The effect of this restatement on the profit and loss account is an increase of £749,925 to service income and staff costs, being a £nil impact on profit. The effect of this restatement on the balance sheet is an increase of £749,925 to accrued income and accruals, being a £nil impact on net assets. There is no impact on the opening or closing retained earnings position as at 1 January 2023 or 1 January 2024.

Changes to the balance sheet
Adjustment
£
Current assets
Debtors due within one year
749,925
Creditors due within one year
Other creditors
(749,925)
Net assets
-
ASKBIO UK LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
21
Prior period adjustment
Adjustment
£
(Continued)
- 22 -
Capital and reserves
Total equity
-
Changes to the profit and loss account
Adjustment
Period ended 31 December 2023
£
Turnover
749,925
Administrative expenses
(749,925)
Profit for the financial period
-
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