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REGISTERED NUMBER: 13917179 (England and Wales)


















STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JULY 2025

FOR

INFEX THERAPEUTICS HOLDINGS PLC

INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)






CONTENTS OF THE FINANCIAL STATEMENTS
for the Year Ended 31 July 2025




Page

Company Information 1

Strategic Report 2

Report of the Directors 3

Report of the Independent Auditors 5

Income Statement 9

Other Comprehensive Income 10

Balance Sheet 11

Statement of Changes in Equity 12

Notes to the Financial Statements 13


INFEX THERAPEUTICS HOLDINGS PLC

COMPANY INFORMATION
for the Year Ended 31 July 2025







DIRECTORS: Dr C Doherty
Dr P Jackson
Professor C Leonard
J P Moulton



SECRETARY: Dr P Jackson



REGISTERED OFFICE: 1 Bow Churchyard
London
EC4M 9DQ



REGISTERED NUMBER: 13917179 (England and Wales)



AUDITORS: Fairhurst Audit Services Ltd
Statutory Auditor
Chartered Accountants
Douglas Bank House
Wigan Lane
Wigan
Lancashire
WN1 2TB



BANKERS: Barclays Bank PLC
51 Mosley Street
Manchester
M2 3HQ

INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

STRATEGIC REPORT
for the Year Ended 31 July 2025

The directors present their strategic report for the year ended 31 July 2025.

REVIEW OF BUSINESS
The principal activity of the company in the year under review was that of a holding company for Infex Therapeutics Limited.

Infex Therapeutics continues to progress its mission to develop new treatments for critical-priority infectious diseases, with further milestones achieved in the year.

In the last 12 months, we have completed dosing of the first patient cohort in a Phase 2a clinical trial of our drug RESP-X in non-CF bronchiectasis patients.

The company has also completed a licence agreement with Venus Remedies to conduct clinical trials and commercialise our MET-X program in the Indian market.

Pre-clinical development of our pan-coronavirus anti-viral drug program COV-X continues, supported by funding from the US National Institute of Allergy and Infectious Diseases.

Together with our partner Giessen University from Germany, we secured grant funding and initiated work for the BamA project, a new preclinical program targeting critical priority drug-resistant infections.

Our strategy is to continue to build a portfolio of innovative drugs, undertake clinical trials and licence our assets to pharmaceutical companies to deliver new therapies for patients suffering from life-threatening infections.

The results for the year are in line with expectations.

PRINCIPAL RISKS AND UNCERTAINTIES
The group's drug development programs are subject to significant scientific and clinical developmental risks. There is no guarantee that our drug development programs will be successful in pre-clinical or clinical development.

The group will continue to be loss-making for the short and medium term, and will rely on additional investment to fund the operational losses likely to be incurred to progress the group's drug pipeline.

Future revenues are most likely to come from licensing of programs to pharmaceutical companies in return for up-front and milestone payments, in addition to royalties on commercial sales. There is no guarantee that our programs will be licensed or commercialised successfully.

We rely on a number of key external service providers, in addition to our in-house team, in the following key areas: quality assurance management; drug manufacture and supply chain management; pre-clinical testing services; clinical testing services; provision of research facilities; and intellectual property management.

SAFETY, HEALTH AND ENVIRONMENTAL MANAGEMENT
Infex Therapeutics Limited maintained its excellent SHE performance within its laboratory operations during the year, with no significant issues to report. All external research, development and manufacturing is undertaken following the relevant strict regulatory requirements at sub-contractors. There were no significant issues during the year to report.

ON BEHALF OF THE BOARD:





Dr P Jackson - Director


27 October 2025

INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

REPORT OF THE DIRECTORS
for the Year Ended 31 July 2025

The directors present their report with the financial statements of the company for the year ended 31 July 2025.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of a holding company.

DIVIDENDS
No dividends will be distributed for the year ended 31 July 2025.

DIRECTORS
The directors shown below have held office during the whole of the period from 1 August 2024 to the date of this report.

Dr C Doherty
Dr P Jackson
Professor C Leonard
J P Moulton

GOING CONCERN
The company acts as a holding company for its 100% trading subsidiary, Infex Therapeutics Limited.

During the year £8,425k of loans were converted into equity and additional funding of £1,600k was raised via the issue of Loan Notes. Subsequently, this allowed the company to forgive the intercompany loan of £11,574k that existed between the two companies.

The company will continue to seek to raise additional loan and equity funding to provide working capital sufficient for the research activities of Infex Therapeutics Limited for the foreseeable future.

After making enquiries and considering current actions, future plans and forecasts, the directors have confirmed that they will continue to be able to offer financial and management support to Infex Therapeutics Limited.

On this basis the directors consider it appropriate to prepare the financial statements on the going concern basis.

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Strategic Report, the Report of the Directors 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), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

-select suitable accounting policies and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-state whether applicable accounting standards have been followed, subject to any material departures disclosed and
explained in the financial statements;
-prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and 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.

INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

REPORT OF THE DIRECTORS
for the Year Ended 31 July 2025


STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:





Dr P Jackson - Director


27 October 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
INFEX THERAPEUTICS HOLDINGS PLC

Opinion
We have audited the financial statements of Infex Therapeutics Holdings Plc (the 'company') for the year ended 31 July 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of 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:
-give a true and fair view of the state of the company's affairs as at 31 July 2025 and of its loss for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 the audit:
- the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
INFEX THERAPEUTICS HOLDINGS PLC


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 Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
- the financial statements are not in agreement with the accounting records and returns; or
- certain disclosures of directors' remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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 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.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
INFEX THERAPEUTICS HOLDINGS PLC


Auditors' 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 a Report of the Auditors 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.

Extent to which the audit was considered capable of detecting irregularities including fraud
Irregularities are instances of non-compliance with laws and regulations. The objectives of our audit are to obtain
sufficient appropriate audit evidence regarding compliance with laws and regulations that have a direct effect in the
determination of material amounts and disclosures in the financial statement, to perform audit procedures to help
identify instances of non-compliance with other laws and regulations that may have a material effect on the financial
statements, and to respond appropriately to identified or suspected non-compliance with laws and regulations identified during the audit.

In relation to fraud, the objectives of our audit are to identify and assess the risk of material misstatements of the
financial statements due to fraud, to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud through designing and implementing appropriate responses and to respond appropriately to fraud or suspected fraud identified during the audit.

However, it is the primary responsibility of management, with the oversight of those charged with governance, to
ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

In identifying and addressing risks of material misstatement in respect of irregularities, including fraud -compliance and non-compliance with laws and regulations, our procedures included the following:
- The engagement partner ensured that the engagement team collectively had the appropriate competence,
capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;
- We obtained an understanding of laws and regulations that affect the company, focusing on those that had a
direct effect on the financial statements or that had a fundamental effect on its operations. As a result of these
procedures we consider that the most significant laws and regulations that have a direct impact on the financial
statements are FRS 102 and the Companies Act 2006.
- We assessed the extent of compliance with the laws and regulations identified above through making enquiries of
management, reviewing minutes of meetings and inspecting legal correspondence.

In assessing the susceptibility of the company's financial statements to material misstatement, including obtaining and understanding of how fraud might occur;
- We gained an understanding of the controls that management have in place to prevent and detect fraud.
- We enquired of management about any instances of fraud that had taken place during the year.

To address the risk of fraud through management bias and override of controls;
- We performed analytical procedures to identify any unusual or unexpected relationships;
- We tested journal entries to identify unusual transactions; and
- We assessed whether judgements and assumptions made in determining the accounting estimates were indicative
of potential bias.

Due to inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing fraud or non-compliance with laws and regulations and cannot be expected to detect all fraud and non-compliance with laws and regulations.

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

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
INFEX THERAPEUTICS HOLDINGS PLC


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 a Report of the Auditors 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.




Jane Dennis BA(Hons) FCA (Senior Statutory Auditor)
for and on behalf of Fairhurst Audit Services Ltd
Statutory Auditor
Chartered Accountants
Douglas Bank House
Wigan Lane
Wigan
Lancashire
WN1 2TB

27 October 2025

INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

INCOME STATEMENT
for the Year Ended 31 July 2025

2025 2024
Notes £    £   

TURNOVER - -

Administrative expenses 6,247,160 1,448,179
OPERATING LOSS 4 (6,247,160 ) (1,448,179 )

Forgiveness of intercompany
loan 5 11,573,939 -
(17,821,099 ) (1,448,179 )

Interest receivable and similar income 353,370 1,028,837
LOSS BEFORE TAXATION (17,467,729 ) (419,342 )

Tax on loss 6 - -
LOSS FOR THE FINANCIAL YEAR (17,467,729 ) (419,342 )

INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

OTHER COMPREHENSIVE INCOME
for the Year Ended 31 July 2025

2025 2024
Notes £    £   

LOSS FOR THE YEAR (17,467,729 ) (419,342 )


OTHER COMPREHENSIVE INCOME
Equity reserves 473,161 352,717
Income tax relating to other comprehensive
income

-

-
OTHER COMPREHENSIVE INCOME
FOR THE YEAR, NET OF INCOME TAX

473,161

352,717
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

(16,994,568

)

(66,625

)

INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

BALANCE SHEET
31 July 2025

2025 2024
Notes £    £    £    £   
FIXED ASSETS
Investments 7 54,926 54,926

CURRENT ASSETS
Debtors 8 1,941,467 10,387,989
Cash at bank 1,416,976 604,512
3,358,443 10,992,501
CREDITORS
Amounts falling due within one year 9 1,662,456 8,429,775
NET CURRENT ASSETS 1,695,987 2,562,726
TOTAL ASSETS LESS CURRENT
LIABILITIES

1,750,913

2,617,652

CAPITAL AND RESERVES
Called up share capital 12 522,542 89,893
Share premium 13 18,306,913 2,611,733
Equity reserves 13 825,878 352,717
Retained earnings 13 (17,904,420 ) (436,691 )
1,750,913 2,617,652

The financial statements were approved by the Board of Directors and authorised for issue on 27 October 2025 and were signed on its behalf by:





Dr P Jackson - Director


INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

STATEMENT OF CHANGES IN EQUITY
for the Year Ended 31 July 2025

Called up
share Retained Share Equity Total
capital earnings premium reserves equity
£    £    £    £    £   
Balance at 1 August 2023 89,893 (305,854 ) 2,611,733 288,505 2,684,277

Changes in equity
Total comprehensive income - (130,837 ) - 64,212 (66,625 )
Balance at 31 July 2024 89,893 (436,691 ) 2,611,733 352,717 2,617,652

Changes in equity
Issue of share capital 432,649 - 15,695,180 - 16,127,829
Total comprehensive income - (17,467,729 ) - 473,161 (16,994,568 )
Balance at 31 July 2025 522,542 (17,904,420 ) 18,306,913 825,878 1,750,913

INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

NOTES TO THE FINANCIAL STATEMENTS
for the Year Ended 31 July 2025

1. STATUTORY INFORMATION

Infex Therapeutics Holdings Plc is a private company , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).


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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going concern
The company acts as a holding company for its 100% trading subsidiary, Infex Therapeutics Limited.

During the year £8,425k of loans were converted into equity and additional funding of £1,600k was raised via the issue of Loan Notes. Subsequently, this allowed the company to forgive the intercompany loan of £11,574k that existed between the two companies.

The company will continue to seek to raise additional loan and equity funding to provide working capital sufficient for the research activities of Infex Therapeutics Limited, for the foreseeable future.

After making enquiries and considering current actions, future plans and forecasts, the directors have confirmed that they will continue to be able to offer financial and management support to Infex Therapeutics Limited.

On this basis the directors consider it appropriate to prepare the financial statements on the going concern basis.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of Section 7 Statement of Cash Flows.

Preparation of consolidated financial statements
The financial statements contain information about Infex Therapeutics Holdings Plc 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.

Investments in subsidiaries
Investments in subsidiaries are accounted for at cost less impairment.

Financial instruments
Trade and other debtors are initially recognised at the transaction price and thereafter stated at amortised cost using the effective interest method, less impairment losses for bad and doubtful debts except where the effect of discounting would be immaterial. In such cases, the receivables are stated at cost less impairment losses for bad and doubtful debts.

Short term trade creditors are measured at transaction price. Financial liabilities that have no stated interest rate and are payable within one year shall be measured at the undiscounted amount due. Other financial assets and liabilities shall be measured at amortised cost using the effective interest rate.

Share-based payments are recognised at fair value with the expense charged to the profit or loss account in the relevant expense category.


INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 July 2025

2. ACCOUNTING POLICIES - continued
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.

Impairment of assets
At each reporting date assets are reviewed to determine whether there is any indication that those assets have suffered an impairment loss. If there is an indication of possible impairment, the recoverable amount of any affected asset is estimated and compared with its carrying amount. If the estimated recoverable amount is lower, the carrying amount is reduced to its estimated recoverable amount, and an impairment loss is recognised immediately in the profit and loss.

Where an impairment loss subsequently reverses, the carrying amount of each asset is increased to the revised estimate of its recoverable amount, to the extent that the increased carrying amount does not exceed the carrying amount that would have been determined (net of depreciation) had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised as income immediately.

3. EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 July 2025 nor for the year ended 31 July 2024.

The average number of employees during the year was NIL (2024 - NIL).

2025 2024
£    £   
Directors' remuneration - -

4. OPERATING LOSS

The operating loss is stated after charging:

2025 2024
£    £   
Auditors' remuneration 7,615 3,308

INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 July 2025

5. EXCEPTIONAL ITEMS
2025 2024
£    £   
Forgiveness of intercompany
loan (11,573,939 ) -

6. TAXATION

Analysis of the tax charge
No liability to UK corporation tax arose for the year ended 31 July 2025 nor for the year ended 31 July 2024.

Reconciliation of total tax charge included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2025 2024
£    £   
Loss before tax (17,467,729 ) (419,342 )
Loss multiplied by the standard rate of corporation tax in the UK of 25%
(2024 - 25%)

(4,366,932

)

(104,836

)

Effects of:
Expenses not deductible for tax purposes 4,209,889 90,492
Deferred tax asset not recognised 157,043 14,344
Total tax charge - -

Tax effects relating to effects of other comprehensive income

2025
Gross Tax Net
£    £    £   
Equity reserves 473,161 - 473,161

2024
Gross Tax Net
£    £    £   
Equity reserves 352,717 - 352,717

7. FIXED ASSET INVESTMENTS
Shares in
group
undertakings
£   
COST
At 1 August 2024
and 31 July 2025 54,926
NET BOOK VALUE
At 31 July 2025 54,926
At 31 July 2024 54,926

INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 July 2025

7. FIXED ASSET INVESTMENTS - continued



The company's investments at the Balance Sheet date in the share capital of companies comprises:-

Infex Therapeutics Limited
The company is registered in England and Wales
The nature of its business is clinical research and development

%
Class of shares: holding
Ordinary 100.00
2025 2024
£ £
Aggregate capital and reserves (1,838,946 ) (10,049,108 )
Profit/(Loss) for the period 8,210,162 (3,903,370 )


8. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025 2024
£    £   
Amounts owed by group undertakings 1,921,081 10,369,055
Prepayments 20,386 18,934
1,941,467 10,387,989

9. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025 2024
£    £   
Other loans (see note 10) 1,600,000 8,424,840
Trade creditors 456 -
Accrued expenses 62,000 4,935
1,662,456 8,429,775

10. LOANS

An analysis of the maturity of loans is given below:

2025 2024
£    £   
Amounts falling due within one year or on demand:
Other loans 1,600,000 8,424,840

The loans of £8,424,840 that existed at the end of the previous financial year were converted to equity during this year.
The conversion of one of the loans carried a redemption premium which has been debited to profit and loss in the year, but which was also converted to equity.

INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 July 2025

11. SECURED DEBTS

The following secured debts are included within creditors:

2025 2024
£    £   
Other loans - 8,424,840

12. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2025 2024
value: £ £
522,541,557 (2024: 54,926,070) Ordinary £0.001 522,542 54,926
NIL (2024: 34,966,673) A Ordinary £0.001 - 34,967
522,542 89,893

13. RESERVES
Retained Share Equity
earnings premium reserves Totals
£    £    £    £   

At 1 August 2024 (436,691 ) 2,611,733 352,717 2,527,759
Deficit for the year (17,467,729 ) (17,467,729 )
Bonus share issue - (33,568 ) - (33,568 )
Cash share issue - 15,797,748 - 15,797,748
Costs associated with share issue - (69,000 ) - (69,000 )
Options vested - - 825,878 825,878
Options surrendered - - (352,717 ) (352,717 )
At 31 July 2025 (17,904,420 ) 18,306,913 825,878 1,228,371

The retained earnings reserve includes all current period retained losses.

The share premium reserve includes all excess receipts over the nominal value of all shares issued during the period, less any costs associated with fund raising.

14. 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.

15. ULTIMATE CONTROLLING PARTY

Mr J P Moulton has been registered at Companies House as the ultimate controlling party.

INFEX THERAPEUTICS HOLDINGS PLC (REGISTERED NUMBER: 13917179)

NOTES TO THE FINANCIAL STATEMENTS - continued
for the Year Ended 31 July 2025

16. SHARE-BASED PAYMENT TRANSACTIONS

EMI options to subscribe for 9,235,036 A Ordinary shares of £0.15 each at a subscription price of £0.05 were granted on 9 May 2024 to eligible employees of Infex Therapeutics Limited, the company's 100% subsidiary. These shares were surrendered 3 February 2025 and replaced with new options to subscribe for 48,104,996 Ordinary shares of £0.001 each at a subscription price of £0.15 granted to eligible employees of Infex Therapeutics Limited.

Under the provisions of FRS 102, the fair value of the 9,235,036 vested shares of £352,717, was expensed to the profit and loss account of the company in the period to 31 July 2024.

On issue of the new options, the fair value expensed in 2024 has been released with the fair value of the 48,104,996 vested shares of £825,878 expensed in the profit and loss account in the year to 31 July 2025. The value was calculated using the Black-Scholes Model.