REGISTERED NUMBER: 11609778 (England and Wales)

ODYSSEY THERAPEUTICS UK LIMITED

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Page

Balance Sheet

1

Notes to the Financial Statements

2

FIXED ASSETS

Tangible assets

4

-

852

CURRENT ASSETS

Debtors

5

4,051,320

3,821,542

Cash at bank

123,787

270,785

4,175,107

4,092,327

CREDITORS

Amounts falling due within one year

6

129,901

262,283

NET CURRENT ASSETS

4,045,206

3,830,044

TOTAL ASSETS LESS CURRENT LIABILITIES

4,045,206

3,830,896

CAPITAL AND RESERVES

Called up share capital

7

118

118

Share premium

8

3,706,456

3,706,456

Retained earnings

8

338,632

124,322

SHAREHOLDERS' FUNDS

4,045,206

3,830,896

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved and authorised for issue by the Board of Directors and authorised for issue on 25 September 2025 and were signed on its behalf by:

Ms M Cha - Director

1.	STATUTORY INFORMATION

Odyssey Therapeutics UK Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address are as below:

Registered number:

11609778

Registered office:

3 Weekley Wood Close

Kettering

Northamptonshire

NN14 1UQ

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

Turnover represents amounts (excluding value added tax) derived from the provision of goods and services to customers during the year.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Office equipment

-

33% on cost

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Debtors and creditors

Debtors receivable / creditors payable within one year are measured at transaction price (less any impairment losses on debtors for bad and doubtful debts). Loans and other financial assets / liabilities are initially measured at transaction price and subsequently measured at amortised cost determined using the effective interest method (less any impairment losses on debtors) for bad and doubtful debts.

Any losses arising from impairment are recognised in the profit and loss account.

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.

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.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Share-based payment transactions

Share-based payment arrangements in which the entity receives goods or services as consideration for its own equity instruments are accounted for as equity-settled share-based payment transactions, regardless of how the equity instruments are obtained by the entity.

The grant date fair value of share-based payments awards granted to employees (including others providing similar services) is recognised as an employee expense, with a corresponding increase in equity, over the period in which the employees (and others providing similar services) become entitled to the awards. The fair value of the awards granted is measured based on using an option valuation model, taking into account the terms and conditions upon which the awards were granted. The amount recognised as an expense is adjusted to reflect the actual number of awards for which the related service and non-market vesting conditions are expected to be met, such that the amount ultimately recognised as an expense is based on the number of awards that do meet the related service and non-market performance conditions at the vesting date.

Going concern

It is the directors assessment that the parent company has both the resource and the intent to provide financial support to the company for a period of at least 12 months from the date of these financial statements. Therefore in the opinion of the directors, the company is a going concern and as such the financial statements have been prepared on this basis.

Externally provided workers

The expense relate to overseas individuals who are not on Odyssey Therapeutics UK payroll however the employee performs work for and the wages are covered by the company.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 3 (2023 - 6 ) .

4.	TANGIBLE FIXED ASSETS

Office

equipment

£

COST

At 1 January 2024

and 31 December 2024

5,951

DEPRECIATION

At 1 January 2024

5,099

Charge for year

852

At 31 December 2024

5,951

NET BOOK VALUE

At 31 December 2024

-

At 31 December 2023

852

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Amounts owed by group undertakings

3,753,622

3,465,005

Other debtors

296,846

342,881

VAT

852

13,656

4,051,320

3,821,542

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Trade creditors

-

677

Other creditors

1,679

4,192

Accruals and deferred income

128,222

257,414

129,901

262,283

7.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

64,244

Ordinary

£0.00

1

64

64

17,898

Seed

£0.00

1

18

18

36,490

Series A Preferred

£0.00

1

36

36

118

118

8.

RESERVES

Retained

Share

earnings

premium

Totals

£

£

£

At 1 January 2024

124,322

3,706,456

3,830,778

Profit for the year

214,310

214,310

At 31 December 2024

338,632

3,706,456

4,045,088

9.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Kim Leslie Parry FCCA (Senior Statutory Auditor)

for and on behalf of CFW Accountants LLP

10.	ULTIMATE CONTROLLING PARTY

The ultimate parent company is Odyssey Therapeutics Inc., incorporated in the United States of America. Odyssey Therapeutics Inc,'s registered office is 51 Sleeper St, suite 800 Boston MA 02210, USA.