Company registration number 10045381 (England and Wales)
ACER PHARMA LIMITED
FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 APRIL 2025
PAGES FOR FILING WITH REGISTRAR
ACER PHARMA LIMITED
CONTENTS
PAGE
Balance sheet
1
Statement of changes in equity
2
Notes to the financial statements
3 - 7
ACER PHARMA LIMITED
BALANCE SHEET
AS AT
30 APRIL 2025
30 April 2025
- 1 -
30 April 2025
31 March 2024
Notes
£
£
£
£
CURRENT ASSETS
Debtors
5
6,136,487
2,146,384
Investments
6
-
0
1,050,000
Cash at bank and in hand
-
0
3,177
6,136,487
3,199,561
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
7
(3,445,638)
(798,032)
NET CURRENT ASSETS
2,690,849
2,401,529
CAPITAL AND RESERVES
Called up share capital
1
1
Revaluation reserve
-
0
(1,265,000)
Profit and loss reserves
2,690,848
3,666,528
TOTAL EQUITY
2,690,849
2,401,529

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

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

The financial statements were approved by the board of directors and authorised for issue on 1 December 2025 and are signed on its behalf by:
Mr I Pritchard
DIRECTOR
Company registration number 10045381 (England and Wales)
ACER PHARMA LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 APRIL 2025
- 2 -
Share capital
Revaluation reserve
Profit and loss reserves
Total
£
£
£
£
BALANCE AT 1 APRIL 2023
1
-
0
3,666,528
3,666,529
YEAR ENDED 31 MARCH 2024:
Loss and total comprehensive income
-
-
(1,265,000)
(1,265,000)
Transfers
-
(1,265,000)
1,265,000
-
BALANCE AT 31 MARCH 2024
1
(1,265,000)
3,666,528
2,401,529
PERIOD ENDED 30 APRIL 2025:
Profit and total comprehensive income
-
-
289,320
289,320
Transfers
-
1,265,000
(1,265,000)
-
BALANCE AT 30 APRIL 2025
1
-
0
2,690,848
2,690,849
ACER PHARMA LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 APRIL 2025
- 3 -
1
ACCOUNTING POLICIES
COMPANY INFORMATION

Acer Pharma Limited is a private company limited by shares incorporated in England and Wales. The registered office is Unit 5 - 7 Tintagel Way, Aldridge, Walsall, WS9 8ER.

1.1
REPORTING PERIOD

The financial statements relate to the 13 month period ended 30 April 2025 and the comparatives relate to the year ended 31 March 2024. The year end has been extended to align with the group. The comparative amounts presented in the financial statements (including the related notes) are therefore not entirely comparable

1.2
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts 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.

1.3
TURNOVER

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.4
FIXED ASSET INVESTMENTS

Investments are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

1.5
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.

1.6
FINANCIAL INSTRUMENTS

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

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

ACER PHARMA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 APRIL 2025
1
ACCOUNTING POLICIES
(Continued)
- 4 -
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.

Classification of financial liabilities

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

Basic financial liabilities

Basic financial liabilities, including 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 paymen ts 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. A m ounts 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.

1.7
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.

1.8
TAXATION

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

Current tax

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

Deferred tax

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

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

ACER PHARMA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 APRIL 2025
1
ACCOUNTING POLICIES
(Continued)
- 5 -
1.9
EMPLOYEE BENEFITS

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

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.

1.10
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 lease s asset are consumed.

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.

3
EMPLOYEES

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

2025
2024
Number
Number
Total
2
2
4
FINANCIAL INSTRUMENTS
2025
2024
£
£
CARRYING AMOUNT OF FINANCIAL ASSETS INCLUDE:
Instruments measured at fair value through profit or loss
-
1,050,000
5
DEBTORS
2025
2024
AMOUNTS FALLING DUE WITHIN ONE YEAR:
£
£
Trade debtors
1,201,466
80,192
Amounts owed by group undertakings
4,898,127
2,064,027
Other debtors
36,894
2,165
6,136,487
2,146,384
ACER PHARMA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 APRIL 2025
- 6 -
6
CURRENT ASSET INVESTMENTS
2025
2024
£
£
Other investments
-
0
1,050,000
7
CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
2025
2024
£
£
Bank loans and overdrafts
-
0
13,747
Trade creditors
11,099
784,285
Amounts owed to group undertakings
2,257,343
-
0
Corporation tax
97,032
-
0
Other taxation and social security
47,393
-
0
Other creditors
1,032,771
-
0
3,445,638
798,032

The following secured debt is included within creditors (short term):

- Invoice finance: £1,032,771 (202 4: £nil)

The invoice finance indebtedness is secured by fixed and floating charges over the assets of the company.

8
AUDIT REPORT INFORMATION

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is qualified and includes the following:

QUALIFIED OPINION - COMPARATIVES

In our opinion, except for the effects of the matter described in th e Basis for Qualified Opinion paragraph, the financial statements:

- give a true and fair view of the state of the company's affairs as at 30 April 2025 and of its profit for the period 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 QUALIFIED OPINION

The previous financial statements for the year ended 3 1 March 202 4 were not audited as the company was not subject to a statutory audit and did not form part of the group. We were unable to satisfy ourselves by alternative means concerning the opening balances disclosed in the Income Statement and Balance Sheet as at 31 March 2024. The impact of opening balances on the current year financial performance prevents us from forming an opinion on the financial statements taken as a whole.

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.

ACER PHARMA LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 APRIL 2025
8
AUDIT REPORT INFORMATION
(Continued)
- 7 -
Senior Statutory Auditor:
James Cruse FCA, FCCA, BSc (Econ) Hons
Statutory Auditor:
JW Hinks LLP
Date of audit report:
1 December 2025
9
FINANCIAL COMMITMENTS, GUARANTEES AND CONTINGENT LIABILITIES

HSBC UK hold a Composite Company Unlimited Multilateral Guarantee dated 30 July 2021 given by C.S.T Pharma Limited, ACER Pharma Limited, Acre Pharmaceuticals Limited, Acre Aesthetics Limited, Acre Pharma Ltd, C.S.T. Pharma Group Holdings Limited, DMG Wholesales Limited, MPT Pharma Limited, Synertech Limited, UTH Aesthetics Limited. There is a Debenture including Fixed Charge over all present freehold and leasehold property; First Fixed Charge over book and other debts, chattels, goodwill and uncalled capital, both present and future; and First Floating Charge over all assets and undertaking both present and future dated 30 July 2021.

HSBC UK hold a legal assignment of contract monies dated 26 June 2024.

10
RELATED PARTY TRANSACTIONS

During the period ended 30 April 2025, the current asset investments were sold to the director Mr J D Yates at book value.

Group exemption

The company has taken advantage of the exemption available not to disclose transactions entered into between two or more members of the group, as the company is a wholly owned subsidiary undertaking of the group to which it is party to the transactions.

11
PARENT COMPANY

The ultimate and immediate parent company is C.S.T. Pharma Group Holdings Limited. Copies of the group accounts of C.S.T. Pharma Group Holdings Limited are available from Unit 5-7 Tintagel Way, Aldridge, WS9 8ER.

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