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Registered number: 04369760
SWEDISH ORPHAN BIOVITRUM LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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SWEDISH ORPHAN BIOVITRUM LTD
COMPANY INFORMATION
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Granta Park
Great Abington
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Ernst & Young LLP, Statutory Auditor
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SWEDISH ORPHAN BIOVITRUM LTD
CONTENTS
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Directors' Responsibilities Statement
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Independent Auditor's Report
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Statement of Comprehensive Income
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Statement of Financial Position
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Statement of Changes in Equity
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Notes to the Financial Statements
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SWEDISH ORPHAN BIOVITRUM LTD
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their Strategic Report for Swedish Orphan Biovitrum Ltd ("the company") for the year ended 31 December 2025.
Principal activity
The principal activity of the company is the marketing and selling of products used for the treatment of rare medical disorders.
The sales performance for the company increased by 13% for 2025, due to the growth in sales of existing brands and the successful launch of the Altuvoct brand in 2025
Operating profit decreased by 34% for 2025 owing to higher sales volumes and net margins offset by no 2025 voluntary scheme for branded medicines pricing, access and growth ('VPAG') rebate (2024: £3,600,000) and increased investments in brand promotion and local resources.
The employee key performance indicator includes only those employees who are locally managed and directly contribute to the delivery of UK turnover and strategy. The increase in headcount reflects the company’s continued investment in local resources to support both new and existing brands and to grow its presence in the UK market. Global employees based in the UK who are managed by the parent company and contribute only to global programmes are disclosed separately in Note 8.
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Current assets as a % of current liabilities
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Average number of UK employees
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Section 172 Companies Act Report
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The board of directors confirms that during the year under review, it has acted to promote the long-term success of the company for the benefit of shareholders, whilst having due regard to the matters set out in section 172(1) (a) to (f) of the Companies Act 2006, being:
∙The likely consequences of any decision in the long term;
∙The interests of the company’s employees;
∙The need to foster the company’s business relationships with suppliers, customers and others;
∙The impact of the company’s operations on the community and the environment;
∙The desirability of the company maintaining a reputation for high standards of business conduct; and
∙The need to act fairly as between members of the company.
Each of the directors is mindful of their duties under section 172 (s172) to run the company for the benefit of its shareholders, and in doing so, to take into account the long term impact of any decisions on stakeholder relationships and the impact of its activities on its reputation for high standards of business conduct.
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SWEDISH ORPHAN BIOVITRUM LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Section 172 Companies Act Report (continued)
The directors remain aware the resourcing challenges facing hospitals and critical care centres continue to be a significant factor in how our key customers go about providing healthcare to patients. Engagement with both external stakeholders and with internal colleagues is reflected in a blend of face to face interactions allied with use of remote collaboration tools that allow engagement with multiple stakeholders. We continue to observe a positive response to increased use of webinars and remote meetings to engage healthcare professionals across distinct geographical locations, bringing together experts in particular fields and supporting collaboration.
Principal risks and uncertainties
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Competitive risks
Rare disease and Orphan drugs are increasingly regarded as attractive areas within the Pharmaceutical sector and as a consequence we expect to work in a market that has robust competition for efficacious and cost- effective treatments. Governmental commissioning groups are under pressure to reduce the NHS drugs bill and therefore orphan drugs are under pressure to show value for money. The directors are mindful of these pressures when bringing new, innovative medicines to the UK market.
Legislative risks
In the UK and Europe a company engaged in the marketing and selling of products used for treatment of rare medical disorders must comply with the Association of British Pharmaceutical Industry (ABPI) code of practice, and the European Federation of Pharmaceutical Industries and Associations (EFPIA) EU code (EU Code). We also abide and adhere to the Good Distribution Practice (GDP) necessary for distributing pharmaceutical products. The internal training programme for all staff and our standard operating procedures (SOPs) and the continuous review of them, ensure we are compliant with all relevant codes.
Price risk
Price risk arises on financial instruments because of changes in, for example commodity prices or equity prices. The company has no financial instruments where they feel this causes a significant risk.
Liquidity risk
Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities. The company aims to mitigate liquidity risk by managing cash generation from its operations and applying cash collection targets throughout the company.
Credit risk
Credit risk management is aimed at minimising financial loss to the company. This is managed by ensuring all customers are Experian credit checked.
Foreign exchange risk
Foreign exchange risk is mitigated where possible by a natural hedge, euro suppliers are paid with euros received from euro customers.
Cash flow risk
Cash flow risk is the risk of exposure to variability in cash flows that is attributable to a particular risk associated with a recognised asset or liability such as future interest payments on a variable rate debt. The company has no financial instruments where they feel this causes a significant risk.
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SWEDISH ORPHAN BIOVITRUM LTD
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
This report was approved by the board and signed on its behalf by:
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SWEDISH ORPHAN BIOVITRUM LTD
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors present their report and the financial statements for the year ended 31 December 2025.
The profit for the year, after taxation, amounted to £3,505,913 (2024: £4,525,186).
The directors did not recommend the payment of a dividend during the year (2024: £Nil).
The directors who served during the year, and up to the date of signing this report, were:
As a wholly-owned subsidiary of the parent company, Swedish Orphan Biovitrum AB (Sobi AB), cash is managed through a group cash pooling arrangement. The company is therefore reliant on support from its parent and has obtained confirmation from its parent that it will continue to provide the necessary financial support to ensure the company is able to continue as a going concern, for the going concern period.
The directors have compiled a budget and cash flow forecast for the period of 12 months following the signing of these financial statements being the going concern review period, based on levels of trading observed to date in 2025, and taking into account the pricing and funding arrangements between the company and its parent. The directors remain confident in the existing product portfolio as well as anticipated revenues from products currently in the launch plan, and have set targets for the coming year based on anticipated revenue growth. No significant capital expenditure is anticipated in the review period.
As such, the directors perceive no significant cash flow risk to the business.
The Sobi group continues to perform strongly throughout the world and record sales and profit growth year on year. This, combined with the financial support from Swedish Orphan Biovitrum AB, provides the directors with assurance that the business can expect to continue as a going concern for the period of 12 months following the signing of these financial statements. The directors have made enquiries of its parent undertaking and are comfortable that the parent has the ability to provide financial support as needed.
There are a number of business development projects ongoing that may add to the portfolio, and these are anticipated to have revenues which would enhance the company performance.
The company finances its activities with short term loans and cash. An overdraft is used to satisfy short term cash flow requirements. Other financial assets and liabilities, such as trade debtors and trade creditors, arise directly from the company's operating activities.
Financial instruments give rise to foreign currency, interest rate, credit, price and liquidity risk, information on how these risks arise is set out in the Strategic Report, as are the objectives, policies and processes for their management.
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SWEDISH ORPHAN BIOVITRUM LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Qualifying third party indemnity provisions
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The company has taken out insurance to indemnify against third party proceedings for the benefit of the directors of the company whilst serving on the board of the company. These indemnity policies existed throughout the year and remain in place at the date of this report.
Greenhouse gas emissions, energy consumption and energy efficiency action
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This report is provided to comply with the UK government’s policy on Streamlined Energy and Carbon Reporting.
As our parent company is based within the European Union (EU), Sobi AB has an obligation to set and drive targets that are aligned with the Paris 1.5°C target to achieve net neutrality for the entire group by 2050. Our long-term ambition is to reduce our operational GHG footprint (Scope 1 and 2) to net zero emissions by 2050. During 2026 Sobi AB will set targets also for some Scope 3 categories.
The company is separately committed to achieving net zero emissions within the UK by 2050.
GHG emissions and energy data:
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Purchased electricity (kWh)
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Total energy consumption (kWh)
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Purchased electricity (kg CO2e) (Scope 2, location based)
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Business travel in employee-owned vehicles where the company is responsible for purchasing the fuel* (kg CO2e) (Scope 3)
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Total greenhouse gas emissions (kg CO2e)
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SWEDISH ORPHAN BIOVITRUM LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
Greenhouse gas emissions, energy consumption and energy efficiency action (continued)
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*Represents fuel used in personal cars on business use for which the company reimburses its employees following claims for business mileage.
Methodology
The emissions and energy data noted above has been collated, calculated and presented using the methodology set out in WRI / WBSCD The Greenhouse Gas Protocol: A Corporate Accounting and Reporting Standard (Revised Edition), March 2004, including separate guidance on Scope 2 and Scope 3 emissions.
Renewable energy
When reporting emissions related to electricity consumption, the appropriate year's UK Government's grid average emissions conversion factors have been applied to all electricity purchased, including those from renewable sources, non-renewable sources and those where the source is unknown e.g. landlord supplied electricity.
Energy efficiency action
Throughout the year, the company has focused on minimising electricity usage in the UK office through use of lighting sensors to ensure lights are not used when the office is vacant.
The company operates an electric vehicle scheme that supports staff and incentivises them to lease electric vehicles and ultra-low emission vehicles (ULEVs). Car sharing is supported and encouraged, and the company operates a cycle scheme allowing the hiring of bicycles for commuting at a reduced cost to the employee.
There were no material events after the reporting date that require adjustment to or disclosure in these financial statements.
Under section 487(2) of the Company Act 2006, Ernst & Young LLP, Statutory Auditor, will be deemed to have been reappointed as auditor 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.
Disclosure of information to auditor
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Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
∙so far as the directors are aware, there is no relevant audit information of which the company's auditor is unaware, and
∙the directors have taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the company's auditor is aware of that information.
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SWEDISH ORPHAN BIOVITRUM LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
This report was approved by the board and signed on its behalf by:
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SWEDISH ORPHAN BIOVITRUM LTD
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. 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 in accordance with IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and then apply them consistently;
∙make judgements and accounting estimates that are reasonable, relevant and reliable;
∙present information, including accounting policies, in a manner that produces relevant, reliable, comparable and understandable information;
∙provide additional disclosures when compliance with the specific requirements in FRS 101 is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the company financial position and performance; and
∙state whether applicable UK Accounting Standards including FRS 101, have been followed, subject to any material departures disclosed and explained in the financial statements.
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 to 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.
Under applicable law and regulations, the directors are also responsible for preparing a Strategic Report and a Directors' Report that comply with that law and those regulations. The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements and other information included in Directors' Reports may differ from legislation in other jurisdictions.
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SWEDISH ORPHAN BIOVITRUM LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SWEDISH ORPHAN BIOVITRUM LTD
We have audited the financial statements of Swedish Orphan Biovitrum Ltd (the 'company') for the year ended 31 December 2025, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes 1 to 27, including material accounting policy information. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 ‘Reduced Disclosure Framework (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 December 2025 and of its profit 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.
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
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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 the period of 12 months following the signing of these financial statements.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. However, because not all future events or conditions can be predicted, this statement is not a guarantee as the company's ability to continue as a going concern.
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.
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SWEDISH ORPHAN BIOVITRUM LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SWEDISH ORPHAN BIOVITRUM LTD (CONTINUED)
Other information (continued)
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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 there is 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 the 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
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In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
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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:
∙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 for the financial statements
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As explained more fully in the Directors' Responsibilities Statement on page 8, 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.
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SWEDISH ORPHAN BIOVITRUM LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SWEDISH ORPHAN BIOVITRUM LTD (CONTINUED)
Auditor's responsibilities for the audit of the financial statements
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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.
Explanation as to what extent 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, to detect irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.
Our approach was as follows:
∙We obtained an understanding of the legal and regulatory frameworks that are applicable to the company and determined that the most significant are FRS 101 "Reduced Disclosure Framework" (United Kingdom Generally Accepted Accounting Practice), the Companies Act 2006, and the United Kingdom direct and indirect tax regulations.
∙We understood how Swedish Orphan Biovitrum Limited is complying with those frameworks by making enquiries of management to understand how the company maintains and communicates its policies and procedures in these areas. We corroborated our enquiries through our review of board minutes, review of correspondence with relevant authorities, as well as consideration of the results of our audit procedures across the company.
∙We assessed the susceptibility of the company’s financial statements to material misstatement, including how fraud might occur by meeting with management to understand where they considered there was susceptibility to fraud. We corroborated this with our own risk assessment procedures considering performance targets and their potential influence and incentive for management to override controls.
∙Based on this understanding we designed our audit procedures to identify noncompliance with such laws and regulations. Our procedures involved direct enquiries with those charged with governance. In addition, we performed journal entry testing using specific risk criteria and revenue procedures designed to address the risk of fraud, corroborating balances where necessary to underlying supporting documentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at https://www.frc.org.uk /auditorsresponsibilities. This description forms part of our Auditor's Report.
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SWEDISH ORPHAN BIOVITRUM LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SWEDISH ORPHAN BIOVITRUM LTD (CONTINUED)
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.
Andrew Meek
Senior Statutory Auditor
for and on behalf of Ernst & Young LLP, Statutory Auditor
Cambridge
3 July 2026
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SWEDISH ORPHAN BIOVITRUM LTD
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
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Interest receivable and similar income
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Interest payable and similar expenses
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Profit for the financial year
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There were no recognised gains and losses for 2025 or 2024 other than those included in the Statement of Comprehensive Income.
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There was no other comprehensive income for 2025 (2024: £Nil).
All results stated above derive from continuing activities.
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The notes on pages 16 to 36 form part of these financial statements.
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SWEDISH ORPHAN BIOVITRUM LTD
REGISTERED NUMBER: 04369760
STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
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Debtors: amounts falling due within one year
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Creditors: amounts falling due within one year
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Total assets less current liabilities
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Creditors: amounts falling due after more than one year
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Provisions for liabilities
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The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
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SWEDISH ORPHAN BIOVITRUM LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
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Comprehensive income for the year
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Total comprehensive income for the year
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Contributions by and distributions to owners
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Share based payment transactions (note 24)
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Share based recharge by parent company (note 24)
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Deferred tax on share based payments taken directly to equity (note 20)
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Total transactions with owners
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Comprehensive income for the year
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Total comprehensive income for the year
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Contributions by and distributions to owners
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Share based payment transactions (note 24)
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Share based recharge by parent company (note 24)
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Deferred tax on share based payments taken directly to equity (note 20)
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Total transactions with owners
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The notes on pages 16 to 36 form part of these financial statements.
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
Swedish Orphan Biovitrum Ltd is a private company limited by shares, incorporated in England and Wales. Its registered number is 04369760, and its registered head office is located at Suite 2, Building 3, Riverside Suite, Granta Park, Great Abington, Cambridge, CB21 6AD.
2.Accounting policies
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Basis of preparation of financial statements
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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 101 'Reduced Disclosure Framework' and the Companies Act 2006.
The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies (see note 3).
The following principal accounting policies have been applied:
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Financial Reporting Standard 101 - reduced disclosure exemptions
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The company has taken advantage of the following disclosure exemptions under FRS 101:
∙the requirements of paragraphs 45(b) and 46-52 of IFRS 2 Share-based payment
∙the requirements of IFRS 7 Financial Instruments: Disclosures
∙the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement
∙the requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers
∙the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of:
- paragraph 79(a)(iv) of IAS 1;
- paragraph 73(e) of IAS 16 Property, Plant and Equipment;
∙ paragraphs 53(a), (h) and (j) of IFRS 16,
∙the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements
∙the requirements of IAS 7 Statement of Cash Flows
∙the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures
∙the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member
∙the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d)-134(f) and 135(c)-135(e) of IAS 36 Impairment of Assets.
∙the requirements of paragraph 88C and 88D of IAS 12 Income Taxes.
This information is included in the consolidated financial statements of Swedish Orphan Biovitrum AB (publ) as at 31 December 2025 and these financial statements may be obtained from Swedish Companies Registration Office (Bolagsverket).
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Impact of new international reporting standards, amendments and interpretations
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The company has applied the following standards and amendments for the first time for its annual reporting period commencing 1 January 2025:
∙Lack of Exchangeability – Amendments to IAS 21.
The amendment listed above did not have any material impact on the amounts recognised in prior periods and are not expected to significantly affect the current or future periods.
As a wholly-owned subsidiary of the parent company, Swedish Orphan Biovitrum AB (Sobi AB), cash is managed through a group cash pooling arrangement. The company is therefore reliant on support from its parent and has obtained confirmation from its parent that it will continue to provide the necessary financial support to ensure the company is able to continue as a going concern, for the going concern period.
The directors have compiled a budget and cash flow forecast for the period of 12 months following the signing of these financial statements being the going concern review period, based on levels of trading observed to date in 2025, and taking into account the pricing and funding arrangements between the company and its parent. The directors remain confident in the existing product portfolio as well as anticipated revenues from products currently in the launch plan, and have set targets for the coming year based on anticipated revenue growth. No significant capital expenditure is anticipated in the review period.
As such, the directors perceive no significant cash flow risk to the business.
The Sobi group continues to perform strongly throughout the world and record sales and profit growth year on year. This, combined with the financial support from Swedish Orphan Biovitrum AB, provides the directors with assurance that the business can expect to continue as a going concern for the period of 12 months following the signing of these financial statements. The directors have made enquiries of its parent undertaking and are comfortable that the parent has the ability to provide financial support as needed.
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Foreign currency translation
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Functional and presentation currency
The company’s functional and presentation currency is Sterling and all values are rounded to the nearest pound (£) except when otherwise stated.
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.
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Foreign currency translation (continued)
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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 profit or loss within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within administrative expenses.
Turnover is recognised to the extent that it is probable that the economic benefits will flow to the company and the turnover can be reliably measured. Turnover is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must be met before turnover is recognised:
∙the company has a present right to payment for the asset;
∙the customer has legal title to the asset;
∙the company has transferred physical possession of the asset;
∙the customer has the significant risks and rewards related to the ownership of the asset; and
∙the customer has accepted the asset.
The company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the company does not adjust any of the transaction prices for the time value of money.
Sale of goods
Turnover from the sale of goods is recognised on the satisfaction of performance obligations, such as the transfer of a promised good, identified in the contract between the company and the customer.
A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.
The company’s lease commitments relate to its premises. Leases are typically negotiated on an individual basis and thus can contain a wide range of terms and conditions, sometimes including options to extend or terminate. The lease liability is considered to be an indicator of the future cash outflows, there are no significant restrictions or covenants, residual value guarantees or sale and leaseback transactions.
The company assesses at contract inception whether a contract is, or contains, a lease. The company initially recognises a right-of-use asset and a corresponding liability at the date at which the leased asset is available.
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any re-measurement of lease liabilities. The cost of right-of-use assets is equal to the aggregate lease liabilities recognised on day 1, adjusted for any initial direct costs incurred and restoration and demolition obligations, any lease incentives received and any lease payments made at or before the commencement date. Right-of-use assets are depreciated on a straight line basis over the lease term. Right of use assets are tested for impairment at each year end.
At the commencement date of the lease, the company recognises lease liabilities measured at the present value of the lease payments to be made over the lease term, discounted at the incremental borrowing rate. The lease payments include fixed payments less any lease incentives received and amounts expected to be paid under residual value guarantees. In calculating the present value of the lease payments, the company uses its incremental borrowing rate at the lease commencement date as the interest rate implicit in the lease is not readily determinable. Following recognition, the liability is reduced for the lease payments made and increased by the interest accrued. Moreover, the carrying amount of the lease liability is re-measured in the event of a modification, such as a change in the lease term or change in the lease payments. The interest cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining liability for each period.
The company applies the short-term lease exemption to those leases that have a lease term of 12 months or less from the commencement date and also applies the exemption for leases of low value assets to office equipment. Lease payments relating to these exemptions are recognised in operating expenses on a straight line basis over the lease term. These exemptions are not applied to property leases and any short term property leases are accounted for as above.
Defined contribution pension plan
The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.
The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the company in independently administered funds.
Interest income is recognised in profit or loss using the effective interest method.
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.
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Long-term incentive programme
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The fair value of the allotted share programmes is estimated on the issue date using a generally accepted modelling technique, the Monte Carlo simulation model, whereby the market-related conditions are taken into account. The share programmes include a revenue component whereby the fair value of the allotted shares may fluctuate, depending on the assumptions of target achievement. The total amount to be expensed is based on the fair value of the shares allotted.
The total amount is recognised as a personnel cost in profit or loss over the vesting period, and corresponding adjustments are made in equity. The company recharges the total amount recognised as an expense in profit or loss to its ultimate parent, Swedish Orphan Biovitrum AB (publ). At the end of every quarter, the management reviews its assessments of how many shares are expected to be vested based on the service requirement. The shares are delivered to the employee when vested under the framework of the programmes.
There is also a long term cash based incentive programme but this does not constitute share based remuneration.
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Current and deferred taxation
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The tax expense for the year comprises current and deferred tax. 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 reporting date in the countries where the company operates and generates income.
Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.
Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
The company is within the scope of the OECD Pillar Two model rules. Pillar Two legislation was enacted in the United Kingdom the jurisdiction in which the entity is incorporated and came into effect from 1 January 2024.
Under the legislation, the group is liable to pay a top-up tax in the UK for the difference between the GloBE effective tax rate for each jurisdiction and the 15% minimum rate. In addition, top-up taxes are payable locally where qualifying domestic minimum top-up taxes have been legislated and are in effect. The company's profits arise within the UK tax jurisdiction and are taxed at 25% therefore no top-up tax is applicable.
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Current and deferred taxation (continued)
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The company applies the exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes, as provided in the amendments to IAS 12 issued in May 2023.
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
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20% per annum on cost or over lease term if lower
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20% - 33% per annum on cost
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The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis.
At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.
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Cash and cash equivalents
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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.
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Provisions for liabilities
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Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
Increases in provisions are generally charged as an expense to profit or loss.
The company recognises financial instruments when it becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire. The company's accounting policies in respect of financial instruments transactions are explained below:
Financial assets and financial liabilities are initially measured at fair value.
Financial assets
All recognised financial assets are subsequently measured in their entirety at either fair value or amortised cost, depending on the classification of the financial assets.
Debt instruments at amortised cost
Debt instruments are subsequently measured at amortised cost where they are financial assets held within a business model whose objective is to hold financial assets in order to collect contractual cash flows and selling the financial assets, and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Amortised cost is calculated using the effective interest method and represents the amount measured at initial recognition less repayments of principal plus the cumulative amortisation using the effective interest method of any difference between the initial amount and the maturity amount, adjusted for any loss allowance.
Impairment of financial assets
The company recognises a loss allowance for expected credit losses on investments in debt instruments that are measured at amortised or at FVOCI. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument.
The company always recognises lifetime ECL for trade receivables and amounts due on contracts with customers. The expected credit losses on these financial assets are estimated based on the company's historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument.
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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Financial instruments (continued)
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Financial liabilities
At amortised cost
Financial liabilities which are neither contingent consideration of an acquirer in a business combination, held for trading, nor designated as at fair value through profit or loss are subsequently measured at amortised cost using the effective interest method. This is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or where appropriate a shorter period, to the amortised cost of a financial liability.
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Judgements in applying accounting policies and key sources of estimation uncertainty
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The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Estimates are based on historical experience and other assumptions that are considered reasonable in the circumstances. The actual amount or values may vary in certain instances from the assumptions and estimates made. Changes will be recorded, with corresponding effect in the financial statements, when, and if, better information is obtained.
Critical judgements and sources of estimation uncertainty that management have made in the process of applying accounting policies disclosed herein and that have a significant effect on the amounts recognised in the financial statements relate to the following:
Estimates
In the process of preparing the financial statements, no significant estimates were applied.
Judgements
Taxation (see notes 12 and 20)
Management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and level of future taxable profits together with an assessment of the effect of future tax planning strategies.
Lease term (see note 19)
The company determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease where this is reasonably certain to be exercised, or any periods covered by an option to terminate the lease where this is reasonably certain not to be exercised.
Many of the company’s leases, particular property leases, contain options for the company to extend and/or terminate the lease term. The company applies judgement in evaluating whether it is reasonably certain to exercise these options, taking account of all relevant factors that create an economic incentive for it to do so. After the lease commencement date, the company reassesses the lease term if there has been a significant event or change in circumstances that is within its control and which affects its ability to exercise (or not to exercise) the option to renew and / or to terminate (e.g. a change in business strategy).
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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An analysis of turnover by class of business is as follows:
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All turnover arose within the United Kingdom.
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Other operating income includes a 6.64% (2024: 8.11%) mark-up which is charged to the company's parent undertaking on costs paid on its behalf. The company has recognised a VPAG rebate of £Nil (2024: £3,600,000) as other operating income in 2025.
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The operating profit is stated after charging:
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Depreciation of tangible fixed assets
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Depreciation of right of use assets
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Cost of equity settled share awards
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Lease expenses for low value assets and short-term leases
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The company paid the following amounts to its auditor in respect of the audit of the financial statements
and for other services provided to the company:
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Fees for the audit of the company
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Fees payable in respect of:
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Staff costs, including directors' remuneration, were as follows:
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Cost of defined contribution pension scheme
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Included within wages and salaries above is the equity settled share based payment charge of £857,518 (2024: £140,565).
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The average monthly number of employees, including the directors, during the year was as follows:
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Global employees managed by parent company
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During the current year, management revised its reporting process to present the global employee headcount as a separate line item. For comparability, the equivalent prior year amount would have been 31.
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Company contributions to defined contribution pension schemes
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During the year retirement benefits were accruing to one director (2024: one) in respect of defined contribution pension schemes.
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The highest paid director received remuneration of £403,658 (2024: £349,278).
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The value of the company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £28,457 (2024: £33,891).
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No director was accruing benefits under a defined benefit pension scheme in the current or prior year.
No director exercised share options in the current or prior year.
No director received shares for qualifying services to the company in the current year (2024: Nil).
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Interest receivable and similar income
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Loans to group undertakings
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Interest payable and similar expenses
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Interest on lease liabilities
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Current tax on profits for the year
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Adjustments in respect of previous periods
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Origination and reversal of timing differences
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Taxation on profit on ordinary activities
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Factors affecting tax charge for the year
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The tax assessed for the year is lower than (2024: lower than) the standard rate of corporation tax in the UK of 25% (2024:25%). The differences are explained below:
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Profit on ordinary activities before tax
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Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024: 25%)
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Expenses not deductible for tax purposes
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Adjustments to tax charge in respect of previous periods
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Deferred tax charged directly to equity
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Temporary differences not recognised
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Total tax charge for the year
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
12.Tax on profit (continued)
Factors that may affect future tax charges
Deferred tax balances have been measured at 25%, being the enacted UK corporation tax rate applicable to future periods at the Statement of Financial Position date.
There were no other factors that may affect future tax charges.
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Finished goods and goods for resale
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The difference between purchase price or production cost of stocks and their replacement cost is not material.
Stock recognised as an expense in the year was £66,091,360. (2024: £60,950,120).
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Debtors: amounts falling due within one year
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Amounts owed by parent undertaking - cash pool
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Amounts owed by parent undertaking
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Corporation tax receivable
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Prepayments and accrued income
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Deferred taxation (note 20)
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An expected credit loss (ECL) of £Nil (2024: £Nil) was recognised against trade debtors.
The company applies the IFRS 9 simplified approach to measuring expected credit losses for trade receivables at an amount equal to lifetime ECL. The ECL on trade debtors is calculated based on actual credit loss experience over the preceding three to five years on the total balance of non-credit impaired trade debtors, adjusted for forward-looking information where relevant (such as a significant deterioration in the economic environment).
The company considers a trade debtor to be credit impaired when one or more detrimental events have occurred such as:
∙significant financial difficulty of the customer; or
∙it is becoming probable that the customer will enter bankruptcy or other financial reorganization.
Amounts owed by group undertakings are non-interest bearing, unsecured and repayable on demand.
Deferred taxation includes amounts falling due after more than one year of £344,652 (2024: £435,533).
Prepayments and accrued income includes a 2025 VPAG rebate of £Nil (2024: £3,600,000).
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Creditors: amounts falling due within one year
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Amounts owed to parent undertaking
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Other taxation and social security
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Accruals and deferred income
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Amounts owed to group undertakings are non-interest bearing, unsecured and repayable on demand.
More information on lease liabilities is included in note 19.
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Creditors: amounts falling due after more than one year
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More information on lease liabilities is included in note 19.
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The company has lease contracts for its premises in Granta Park, Cambridge, UK.
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The present value of lease liabilities by repayment date is as follows:
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In not more than 3 months
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In more than 3 months but less than 1 year
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In more than 1 year but less than 5 years
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The discount rate for the lease disclosed was 4%.
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The Statement of Financial Position shows the following amounts relating to leases:
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
19.Leases (continued)
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Lease liabilities are effectively secured as the rights to the leased asset revert to the lessor in the event of default.
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Credited/(Debited) to profit or loss
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The deferred tax asset is made up as follows:
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Short term temporary differences - Share based payments
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Short term temporary differences - Disallowable provisions
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The utilisation of the deferred tax asset is dependent on future taxable profits in excess of the profits arising from the reversal of existing taxable temporary differences.
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
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Charged to profit or loss
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The dilapidation provision relates to unavoidable end of lease commitments, the relating lease for which expires on 7 April 2028.
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Allotted, authorised, called up and fully paid
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1 (2024: 1) Ordinary share of £1.00
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There is a single class of ordinary shares. There are no restrictions on dividends and the repayment of capital.
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The company's capital and reserves are as follows:
Called up share capital
Called up share capital consists of the nominal value of issued shares.
Profit and loss account
Includes the current and prior periods retained profits and losses.
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The equity settled share based payments charge in the profit and loss account is £857,518 (2024: £140,565) and results from the share based incentive programmes as detailed below.
During the year 56,713 (2024: 47,991) options were exercised with a weighted average exercise price of 304 SEK (2024: Average 273.2). The rate of exercise prices for options outstanding at the reporting date was 235.15 SEK - 312.47 SEK (2024: 208.11 SEK - 296.04 SEK). For the share options outstanding at the reporting date, the weighted average remaining contractual life is 4.4 years (2024: 3.4 years).
Incentive programmes
At the reporting date, Swedish Orphan Biovitrum AB (publ) (Sobi) had three active share programmes. To participate in the share programmes, employees must be permanently employed. All programmes have a three-year term.
Long-term incentive programmes
The 2019-2025 AGMs approved the introduction of long-term incentive programmes for the CEO, senior executives and managers, one programme for other employees, and share options for the CEO, senior executives and pre-selected key employees. The share programmes are structured on the same principles, and they all have a three-year vesting period.
The management programmes include the CEO, senior executives and managers. They require no personal investment in Sobi shares and performance shares are only allotted if the programme criteria have been met. The number of performance shares varies between the organisational levels. The performance targets for the management programmes are that the share price increases by a certain percentage over a three-year period, and that actual annual revenues during the vesting period meet or exceed the annual revenue target.
In addition to the performance shares, the management programmes for the CEO, senior executives and selected key employees consist by half of share options. The employees eligible and how the performance targets are formulated differ between the programmes.
The programmes for other employees require a personal investment in Sobi shares (investment shares) in order to be allotted free shares on a matching basis. A requirement for all programmes is that the employee must be permanently employed throughout the entire vesting period and, in the case of investment shares, that these are retained throughout the entire vesting period.
Management programme 2021 (settled in 2024)
For the performance shares that vested on 1 June and 1 September 2024 the board determined that 100 per cent of the performance obligations and other vesting requirements had been met. To achieve the maximum 60 per cent allotment of the performance shares, the performance target was a 40 per cent increase in the share price, adjusted for any dividends. The performance outcome is 0 if the share price is below 10 per cent, with a linear allotment of performance shares of 10-40 per cent. The performance target was achieved with 100 per cent. For a maximum allotment of the remaining 40 per cent of the performance shares, actual annual revenue during the vesting period must meet or exceed the target for the annual revenue, which was achieved for 2021, 2022, and 2023.
For the share options that vested on 1 June and 1 September 2024 the board determined that the performance criteria for actual average annual revenue for 2021-2023 had been met.
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
24. Share based payments (continued)
All-employee programme 2021 (settled in 2024)
The 2021 all-employee programme vested on 1 June 2024. Programme participants were allotted two matching shares for each investment share. To qualify for the allotment of matching shares, participants must have retained the investment shares that they acquired.
During the rollout of the 2021 share programme, a number of employees were insiders and therefore not eligible to participate in the programme. In view of the legal obstacles to participating in the programme, the board decided to establish a long-term three-year cash-based incentive programme for insiders. The programme was 100 per cent fulfilled.
Management programme 2022-2025
Participants in these management programmes are allotted performance shares provided that certain performance targets are achieved.
To achieve a maximum 60 per cent allotment of the maximum number of performance shares, a certain share price performance must be achieved. For the management programmes, a 10-40 per cent increase in the share price is required, adjusted for any allotments. The performance outcome is 0 if the share price is below 10 per cent, with a linear allotment of performance shares for 10-40 per cent. For a maximum allotment of the remaining 40 per cent of the performance shares, actual annual revenue during the vesting period must meet or exceed the targets for the annual revenue. This performance target was achieved for 2022, 2023, 2024, and 2025.
2022-2025 all-employee programmes
Participation in the programmes for other employees requires a personal investment in Sobi shares.
Participants in the all-employee programmes are allotted two matching shares for every investment share. To qualify for the allotment of matching shares, programme participants must retain their acquired investment shares throughout the entire vesting period.
The company operates a defined contribution scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension charge amounts to £1,057,725 (2024: £648,730). £Nil contributions were payable to the fund at the end of the year (2024: £Nil).
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SWEDISH ORPHAN BIOVITRUM LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
The company's immediate parent undertaking is Swedish Orphan Biovitrum International AB, a company incorporated in Sweden.
The company is a subsidiary of Swedish Orphan Biovitrum AB (publ), which is the ultimate parent company and controlling party incorporated in Sweden.
The largest and smallest group in which the results of the company are consolidated is that headed by Swedish Orphan Biovitrum AB (publ), incorporated in Sweden. The consolidated financial statements of this company are available from Swedish Companies Registration Office (Bolagsverket). No other group financial statements include the results of the company.
There were no material events after the reporting date that require adjustment to or disclosure in these financial statements.
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