ACCOUNTS - Final Accounts preparation

Registered number: 13162770

Crosstalk Therapeutics Ltd

Unaudited

Financial statements

Information for filing with the registrar

For the Year Ended 31 December 2025

Crosstalk Therapeutics Ltd

Chartered Accountants' Report to the Board of Directors on the preparation of the Unaudited Statutory Financial Statements of Crosstalk Therapeutics Ltd for the Year Ended 31 December 2025

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Crosstalk Therapeutics Ltd for the year ended 31 December 2025 which comprise the Balance Sheet and the related notes from the Company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed at https://www.icaew.com /regulation.

This report is made solely to the Board of Directors of Crosstalk Therapeutics Ltd, as a body, in accordance with the terms of our engagement letter dated 10 April 2024. Our work has been undertaken solely to prepare for your approval the financial statements of Crosstalk Therapeutics Ltd and state those matters that we have agreed to state to the Board of Directors of Crosstalk Therapeutics Ltd, as a body, in this report in accordance with ICAEW Technical Release TECH07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Crosstalk Therapeutics Ltd and its Board of Directors, as a body, for our work or for this report.

It is your duty to ensure that Crosstalk Therapeutics Ltd has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of Crosstalk Therapeutics Ltd. You consider that Crosstalk Therapeutics Ltd is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or review of the financial statements of Crosstalk Therapeutics Ltd. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

Kreston Reeves LLP

Suite 2

Orchard House

Orchard Street

Canterbury

Kent

CT2 8AR

22 June 2026

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Crosstalk Therapeutics Ltd

Registered number: 13162770

Balance Sheet

As at 31 December 2025

		2025		2024
Note		£		£


Current assets
Debtors: amounts falling due within one year	4	542		44,630
Cash at bank and in hand		94,644		16,665
		95,186		61,295
Creditors: amounts falling due within one year	5	(542,253)		(500,777)
Net current liabilities			(447,067)		(439,482)
Total assets less current liabilities			(447,067)		(439,482)

Net liabilities			(447,067)		(439,482)

Capital and reserves
Called up share capital	6	443	443
Share premium account	7	2,999,628	2,999,628
Other reserves	7	371,033	371,033
Profit and loss account	7	(3,818,171)	(3,810,586)
		(447,067)	(439,482)

The directors consider that the Company is entitled to exemption from audit under section 477 of the Companies Act 2006 and members have not required the Company to obtain an audit for the year in question in accordance with section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The Company's financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.

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

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 22 June 2026.

N A Williams

Director

The notes on pages 3 to 6 form part of these financial statements.

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Crosstalk Therapeutics Ltd

Notes to the Financial Statements

For the Year Ended 31 December 2025

1.	General information

Crosstalk Therapeutics Limited is a private limited company by shares and is incorporated in England with the registration number 13162770. The address of the registered office of the company is Innovation House, Innovation Way, Discovery Park, Sandwich, Kent, CT13 9FF.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies.

The following principal accounting policies have been applied:

2.2

Going concern

The parent company continues to be fully invested in supporting the company for its operational and working capital needs. The company has limited activity planned in the future, and most costs will be marked up and recharged to the parent at cost + 10%.

Consequently, with parent's support the going concern basis has been adopted in preparing these financial statements.

2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

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Crosstalk Therapeutics Ltd

Notes to the Financial Statements

For the Year Ended 31 December 2025

2.Accounting policies (continued)

2.4

Revenue

Revenue comprises recharges of expenses incurred on behalf of the parent company, plus an agreed markup. Revenue is recognised when the related services have been provided and the amounts can be reliably measured, it is probable that economic benefits will flow to the company, and the performance obligations have been satisfied.

Where expenses are recharged, revenue is recognised at the point the underlying cost is incurred and invoiced, reflecting the transfer of services to the parent company.

2.5

Interest income

Interest income is recognised in profit or loss using the effective interest method.

2.6

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

2.7

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

2.8

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.9

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

2.10

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Employees

The company has no employees other than the directors (2024: Nil) who did not receive any renumeration.

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Crosstalk Therapeutics Ltd

Notes to the Financial Statements

For the Year Ended 31 December 2025

Debtors

					2025	2024
					£	£


Other debtors	542	44,142
Prepayments	-	488
	542	44,630

5.	Creditors: Amounts falling due within one year
		2025	2024
		£	£

Trade creditors	1,621	11,221
Amounts owed to group undertakings	540,632	475,852
Accruals	-	13,704
	542,253	500,777

6.	Share capital
		2025	2024
		£	£

Allotted, called up and fully paid

4,425,609 (2024 - 4,425,609) Ordinary shares of £0.0001 each	443	443

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Crosstalk Therapeutics Ltd

Notes to the Financial Statements

For the Year Ended 31 December 2025

6.Share capital (continued)

Reserves

Share premium account

This reserve records the amount above the nominal value received for shares issued by the company. Share premium may only be utilised to write-off any expenses incurred or commissions paid on the issue of those shares, or to pay up new shares to be allotted to members as fully paid bonus shares.

Other reserves

The company converted a previously issued convertible loan into equity. In accordance with Section 22 of FRS 102, the loan was initially split into liability and equity components. the liability component was measured was measured at the present value of future payments discounted at a market rate of interest for a similar instrument.

Upon conversion, the principal amount of the loan was transferred to share capital and share premium, However the cumulative interest accrued on the liability component, which had not been included in the share premium calculation was transferred to an other reserve.

Profit and loss account

This reserve comprises all current and prior period retianed profits and losses after deducting any distributions made to the company's shareholders.

8.	Related party transactions
	All related party transactions during the current period, were made under normal market conditions.

9.	Controlling party

The company is a 100% subsidiary of Ethyreal Bio, Inc, a Delaware corporation with its registered office at 850 New Burton Road, Suite 201, City of Dover, County of Kent, 19904, State of Delaware, USA.

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