GLOBAL ACCESS HEALTH

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTOR AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED

30TH JUNE 2025

Page

Company Information

1

Group Strategic Report

2

Report of the Director

4

Report of the Independent Auditors

5

Consolidated Statement of Income and Retained Earnings

8

Consolidated Balance Sheet

9

Company Balance Sheet

10

Consolidated Cash Flow Statement

11

Notes to the Consolidated Cash Flow Statement

12

Notes to the Consolidated Financial Statements

14

DIRECTOR:

Dr E Fitchett

REGISTERED OFFICE:

Building 109

Bedford Technology Park

Thurleigh Bedford

Bedfordshire

MK44 2YA

REGISTERED NUMBER:

13372740 (England and Wales)

AUDITORS:

HW Bedford Limited

First Floor, Woburn Court

2 Railton Road

Woburn Rd Ind Est

Kempston

Bedfordshire

MK42 7PN

The director presents her strategic report of the company and the group for the year ended 30th June 2025.

Global Access Health is a not for profit organisation dedicated to improving diagnostic testing access for Low and Middle Income Countries (LMIC).

REVIEW OF BUSINESS

Mologic performance

Set out below is summary financial information for Mologic for the 12 month period ended 30 June 2025, together with comparable financial information for the prior year ended 30 June 2024, some of the key financial metrics are set out below:

30 June 2025

30 June 2024

Turnover

£4.9m

£15.8m

Gross profit

£2.3m

£5.5m

Operating (loss) profit

(£10.8m)

(£0.9m)

(Loss) profit before taxation

(£11.9m)

(£2.2m)

(Loss) profit for the financial period

(£11.3m)

(£2.6m)

GAH Contract Development and Manufacturing (CDMO) services continued to provide end to end development, manufacturing and commercialisation services to new and existing customers, with core product development across lateral flow technology development across clinical, veterinary and food testings. The group has seen growth through diversification of its technical offerings in bioengineering services with specialist clients.

In addition to a strong commercial customer base across commercial diagnostics, pharmaceutical suppliers, SMEs, and academic translational sciences, GAH has continued to support a growing global heath partnership network to enable equitable access across LMIC to priority diseases diagnostics. Working in partnership with academic, government, philanthropic and NGO's GAH has focused on the development and deployment of LFT products for Measles, Crimean-Congo Haemorrhagic Fever, Foot and Mouth Disease Virus, Mpox, Urinary Tract Infection, Avian Influenza, Nipah Virus, and Henipavirus.

The group has continued to support the first on continent (Africa) manufacturing facilities at DiaTropix (Dakar, Senegal).

PRINCIPAL RISKS AND UNCERTAINTIES

The board of directors and management continually monitor the key risks facing the company together with assessing the controls used for managing these risks. Compliance with regulation, legal and ethical standards is a high priority for the business.

The group has identified that instabilities within the global health funding landscape represent a significant risk to the future of global health diagnostic product development, with a number of global health technology partners liquidating during the period. GAH has mitigated these risks through right size restructuring, driving a program of cost efficiency, and diversification of its government, philanthropic and NGO funding partner base. The board of directors and management continue to monitor these on an ongoing basis and continue to undertake action to mitigate these risks and uncertainties where possible.

As is the case with innovative product and technology development companies, there is a risk that the scientists and technical staff involved are unable to produce the results required for both proprietary and customer related projects. The scientific leadership team and management review technical progress on projects on a regular basis to manage this risk.

Normal ongoing risks and uncertainties to trading apply but are continually monitored by management.

DEVELOPMENT AND PERFORMANCE

Subject to the risks highlighted above, the business intends to grow its turnover and management believe the current pipeline and status of commercial negotiations to be supportive of this.

ON BEHALF OF THE BOARD:

Dr E Fitchett - Director

3rd September 2026

The director presents her report with the financial statements of the company and the group for the year ended 30th June 2025.

DIVIDENDS

No dividends will be distributed for the year ended 30th June 2025.

DIRECTORS

Dr E Fitchett has held office during the whole of the period from 1st July 2024 to the date of this report.

Other changes in directors holding office are as follows:

Ms C I Cax ceased to be a director after 30th June 2025 but prior to the date of this report.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless she is satisfied that they give a true and fair view of the state of affairs of the company and the group and of the surplus or deficit of the group for that period. In preparing these financial statements, the director is required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable her to ensure that the financial statements comply with the Companies Act 2006. She is also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and she has taken all the steps that she ought to have taken as a director in order to make herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, HW Bedford Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Dr E Fitchett - Director

3rd September 2026

Opinion

We have audited the financial statements of Global Access Health (the 'parent company') and its subsidiaries (the 'group') for the year ended 30th June 2025 which comprise the Consolidated Statement of Income and Retained Earnings, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 30th June 2025 and of the group's deficit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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.

Material uncertainty related to going concern

We draw attention to Note 2 in the financial statements, which indicates that the group incurred a net loss of £11,290,586 during the year ended 30 June 2025. As stated in Note 2, these events or conditions indicate that a material uncertainty exists that may cast significant doubt on the group's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.

Key audit matters

Except for the matter described in the Material uncertainty related to going concern section, we have determined that there are no other key audit matters to be communicated in our report.

Other information

The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Group Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Director.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of director's remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page four, the director is 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 director determines 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 director is responsible for assessing the group's and the parent 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 director either intends to liquidate the group or the parent company or to cease operations, or has no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- Identifying and assessing the controls management has in place to prevent and detect fraud;

- Understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;

- Challenging assumptions and judgments made by management in its significant accounting estimates and judgments, including but not limited to recoverability of inter company debts, release of deferred revenue, accruals raised, and valuations of investment;

- Identifying and testing journal entries, in particular journal entries posted with unusual account combinations; and

- Assessing the extent of compliance with the relevant laws and regulations.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations are from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, 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 collusions.

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

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Alberto Di Lorenzo FCA (Senior Statutory Auditor)

for and on behalf of HW Bedford Limited

First Floor, Woburn Court

2 Railton Road

Woburn Rd Ind Est

Kempston

Bedfordshire

MK42 7PN

4th September 2026

TURNOVER

4

4,891,814

15,743,149

Cost of sales

2,596,276

10,219,462

GROSS SURPLUS

2,295,538

5,523,687

Distribution costs

-

2,435

Administrative expenses

14,523,690

7,692,742

14,523,690

7,695,177

(12,228,152

)

(2,171,490

)

Other operating income

1,406,217

1,243,136

OPERATING DEFICIT

6

(10,821,935

)

(928,354

)

Correction of tangible fixed

assets

7

-

6,351

(10,821,935

)

(934,705

)

Interest receivable and similar income

16,154

15,535

(10,805,781

)

(919,170

)

Interest payable and similar expenses

8

1,084,754

1,314,907

DEFICIT BEFORE TAXATION

(11,890,535

)

(2,234,077

)

Tax on deficit

9

(599,949

)

365,982

DEFICIT FOR THE FINANCIAL YEAR

(11,290,586

)

(2,600,059

)

Retained earnings at beginning of year

(30,034,841

)

(27,434,782

)

RETAINED EARNINGS FOR THE GROUP AT END OF YEAR

(41,325,427

)

(30,034,841

)

Deficit attributable to:

Owners of the parent

(11,290,586

)

(2,600,059

)

FIXED ASSETS

Intangible assets

11

-

8,930,022

Tangible assets

12

345,244

342,379

Investments

13

-

-

345,244

9,272,401

CURRENT ASSETS

Stocks

14

142,681

261,316

Debtors

15

1,561,990

2,494,931

Cash at bank and in hand

940,850

1,770,641

2,645,521

4,526,888

CREDITORS

Amounts falling due within one year

16

2,381,554

9,667,320

NET CURRENT ASSETS/(LIABILITIES)

263,967

(5,140,432

)

TOTAL ASSETS LESS CURRENT LIABILITIES

609,211

4,131,969

CREDITORS

Amounts falling due after more than one year

17

41,934,638

34,166,810

NET LIABILITIES

(41,325,427

)

(30,034,841

)

RESERVES

Income and expenditure account

21

(41,325,427

)

(30,034,841

)

(41,325,427

)

(30,034,841

)

The financial statements were approved by the director and authorised for issue on 3rd September 2026 and were signed by:

Dr E Fitchett - Director

FIXED ASSETS

Intangible assets

11

-

-

Tangible assets

12

-

-

Investments

13

-

12,646,193

-

12,646,193

CURRENT ASSETS

Debtors

15

-

1,496,522

Cash at bank

753,753

1,039,604

753,753

2,536,126

CREDITORS

Amounts falling due within one year

16

1,393,026

7,748,061

NET CURRENT LIABILITIES

(639,273

)

(5,211,935

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(639,273

)

7,434,258

CREDITORS

Amounts falling due after more than one year

17

41,934,638

34,166,810

NET LIABILITIES

(42,573,911

)

(26,732,552

)

RESERVES

Income and expenditure account

21

(42,573,911

)

(26,732,552

)

(42,573,911

)

(26,732,552

)

Company's loss for the financial year

(15,841,359

)

(1,445,617

)

The financial statements were approved by the director and authorised for issue on 3rd September 2026 and were signed by:

Dr E Fitchett - Director

Cash flows from operating activities

Cash generated from operations

1

(862,055

)

99,946

Interest paid

(1,853

)

(1,314,907

)

Tax paid

51,526

676,144

Net cash from operating activities

(812,382

)

(538,817

)

Cash flows from investing activities

Purchase of tangible fixed assets

(49,063

)

(569,293

)

Sale of tangible fixed assets

15,500

523,165

Interest received

16,154

15,535

Net cash from investing activities

(17,409

)

(30,593

)

Cash flows from financing activities

New loans in the period

-

138,441

Net cash from financing activities

-

138,441

Decrease in cash and cash equivalents

(829,791

)

(430,969

)

Cash and cash equivalents at beginning of year

2

1,770,641

2,201,610

Cash and cash equivalents at end of year

2

940,850

1,770,641

1.	RECONCILIATION OF DEFICIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

Deficit before taxation

(11,890,535

)

(2,234,077

)

Depreciation charges

1,321,915

8,027,008

(Profit)/loss on disposal of fixed assets

(15,500

)

260

Impairment of goodwill

7,654,305

1,176,000

Finance costs

1,084,754

1,314,907

Finance income

(16,154

)

(15,535

)

(1,861,215

)

8,268,563

Decrease/(increase) in stocks

118,635

(254,467

)

Decrease/(increase) in trade and other debtors

1,481,364

(96,307

)

Decrease in trade and other creditors

(600,839

)

(7,817,843

)

Cash generated from operations

(862,055

)

99,946

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 30th June 2025

30/6/25

1/7/24

£

£

Cash and cash equivalents

940,850

1,770,641

Year ended 30th June 2024

30/6/24

1/7/23

£

£

Cash and cash equivalents

1,770,641

2,201,610

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1/7/24

Cash flow

At 30/6/25

£

£

£

Net cash

Cash at bank and in hand

1,770,641

(829,791

)

940,850

1,770,641

(829,791

)

940,850

Debt

Debts falling due within 1 year

(6,684,927

)

6,684,927

-

Debts falling due after 1 year

(30,703,958

)

(7,767,828

)

(38,471,786

)

(37,388,885

)

(1,082,901

)

(38,471,786

)

Total

(35,618,244

)

(1,912,692

)

(37,530,936

)

1.	STATUTORY INFORMATION

Global Access Health is a private company, limited by guarantee , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

The financial statements are presented in sterling which is the functional currency of the group and rounded to the nearest £.

The significant accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all periods presented unless otherwise stated.

Basis of consolidation

The group accounts consolidate the accounts of Global Access Health and its subsidiary undertakings for the period end, 30 June 2025. The results of subsidiaries acquired or sold are consolidated for the periods from or to the date on which control passed. Acquisitions are accounted for under the acquisition method with goodwill, representing any excess of the fair value of the consideration given over the fair value of the identifiable assets and liabilities acquired, being amortised over the expected useful life.

In the group accounts, interests in associated and joint venture undertakings are accounted for using the equity method of accounting. The consolidated profit and loss account includes the group's share of the operating results, interest, pre-tax results and attributable taxation of such undertakings based on approved financial statements. In the consolidated balance sheet, the interests in associated undertakings are shown as the groups share of the identifiable net assets including any unamortised premium paid on acquisition.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the and group 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 also be met before turnover is recognised:

Sale of goods

Turnover from the sale of goods is recognised when all of the following conditions are satisfied:

- the group has transferred the significant risks and rewards of ownership to the buyer;

- the group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

- the amount of turnover can be measured reliably;

- it is probable that the group will receive the consideration due under the transaction; and

- the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

- the amount of turnover can be measured reliably;

- it is probable the the group will receive the consideration due under the contract;

- the stage of completion of the contract at the end of the reporting period can be measured reliably; and

- the costs incurred and the costs to complete the contract can be measured reliably.

Contract income

Turnover is recognised based on work performed in accordance with signed contracts.

Grant income

Income is recognised so as to match with the related expenses. Where grants are received in advance of the related expenses, they are recognised in accruals and deferred income on the balance sheet.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2021, is being amortised evenly over its estimated useful life of ten years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets

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

Short leasehold

-

straight line over lease term

Lab/office equipment

-

at varying rates

Plant and machinery

-

10% on cost

Fixtures and fittings

-

5% on cost

Motor vehicles

-

20% on reducing balance

Computer equipment

-

33.3% on cost

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 location and condition necessary for it to be capable of operating the matter intended by management.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing stock to its present location and condition. Cost is calculated using the first-in, first-out formula. Provision is made for damaged, obsolete and slow-moving stock where appropriate.

Financial instruments

The group only enters into basic financial instrument transactions that result in the recognition of financial assets a liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in non-puttable ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently, at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of trade debt deferred beyond normal business terms or financed at a rate of interest that is not market rate or in the case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated Statement of Comprehensive Income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the group would receive for the asset if it were to be sold at the balance sheet date.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an 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.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Hire purchase and leasing commitments

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

Pension costs and other post-retirement benefits

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

Going concern

For the year ended 30 June 2025, the Group reported a total comprehensive loss of £11.3 million. At 30 June 2025, the Group held cash and cash equivalents of £0.9 million and had net liabilities of £41.3 million. The loss for the year includes a goodwill amortisation charge and impairment of £1.3 million and £7.7 million respectively.

The operating deficit reported is consistent with the Group's business plan following the commencement of a profit improvement programme.

The financial statements have been prepared on a going concern basis, which the Director considers appropriate for the reasons set out below.

The director has considered the Group's trading outlook, including existing customer contracts, new business development activity, and the availability of grant funding and the Group's track record in securing it, alongside steps taken to further align the cost base, to enable it to meet its forecast liabilities as they fall due.

On this basis, the director is satisfied that the Group has access to sufficient resources to continue to meet its forecast operating liabilities as they fall due at least twelve months from the date of approval of these financial statements.

Deferred consideration due to certain investors in Mologic Ltd - material uncertainty

Separately from the operating liabilities, certain investors in Mologic Ltd hold a right to be paid deferred consideration of £3,528,700 which becomes due and payable on a longstop date of the earlier of 9th July 2027 and the date of any sale.

Mologic Ltd's operating cash flow forecasts do not, on their own, provide for repayment of this amount in full on that date. The director has therefore considered the implications of this obligation separately from, and in addition to, the operational assessment set out above.

The director has identified the following possible outcomes in relation to this obligation:

1. the relevant investors could formally demand repayment in full at the longstop date;

2. the relevant investors could agree to extend, restructure, or otherwise defer the timing of repayment; or

3. the matter could be resolved through a sale of the company, which the director considers would be likely to preserve the company's operations on a basis similar to the present, given that a purchaser would be expected to acquire the company as a continuing operating business rather than pursue a wind-down.

The director does not consider it likely that the relevant investors would seek to enforce this right in a manner that would place Mologic Ltd into formal insolvency proceedings, on the basis that:

- Mologic Ltd would not have sufficient resources to meet the obligation in full, from its own operating cash flows;

- forcing Mologic Ltd into insolvency would be highly unlikely to result in any recovery for the relevant investors in respect of this amount.

However, the director acknowledges that:

- there is no current binding agreement (such as a standstill, waiver, or forbearance agreement) with the relevant investors confirming that the right will not be exercised or enforced within the next twelve months;

- there is no certainty that a sale of Mologic Ltd will occur, nor, if it does occur, that it will complete within twelve months of the date of approval of these financial statements; and

- accordingly, the ultimate resolution of this matter remains outside the Group's control.

The holders of the Group's loan notes have formally agreed not to demand repayment of their debt for a period of 13 months from the date of the letters supplied during July 2026.

In addition, the holders of the Group's loan notes have formally agreed not to demand repayment of their debt for a period of 13 months from the date of the letters supplied during July 2026 (the "support period"). This agreement provides additional liquidity support and significantly reduces the risk of the Group being required to settle these obligations during the going concern period. On 14th July 2023, the noteholders unanimously waived their rights to receive repayment of principal and interest.

Historically the Sapling Foundation has supported the company through flexible product development grants for global health at commercial rates. It is the Director's assessment that similar funding is likely to continue to be available to the Group for global health related product development and that this support would be available to assist the Group in meeting its obligations as they fall due should trading performance be below expectations.

Notwithstanding these two material uncertainties, having weighed the operational position of the company against the matters described above, the director considers that the going concern basis of preparation remains appropriate, and have therefore continued to adopt the going concern basis in preparing these financial statements, and is satisfied that the Group will have sufficient resources to meet its obligations as they fall due throughout the going concern period and has therefore prepared the financial statements on a going concern basis.

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 risk of with insignificant change in value.

In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

3.	CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

Timing of the recognition of contracted milestones is considered to be a key judgement. There can be significant uncertainty over whether it is highly probable that there would not be a significant reversal of revenue in respect of specific milestones if these are recognised before they are triggered due to them being subject to the actions of third parties.

Research and development expenditure to date has been expended to the profit and loss account and not capitalised. This is the judgement of the Director, as it is not believed that the conditions are met to recognise the expenditure as an intangible asset.

The stock provision has been provided on a percentage of certain product lines on the basis that certain products are considered to be superseded by other products on the market and the demand for these products is very low.

4.

TURNOVER

The turnover and deficit before taxation are attributable to the one principal activity of the group.

An analysis of turnover by class of business is given below:

2025

2024

£

£

Contract income

4,836,889

15,695,888

Product income

54,925

47,261

4,891,814

15,743,149

An analysis of turnover by geographical market is given below:

2025

2024

£

£

United Kingdom

4,377,768

11,939,360

Europe

351,063

1,544,497

United States of America

162,983

2,259,292

4,891,814

15,743,149

5.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

4,183,358

4,037,637

Other pension costs

29,448

41,633

4,212,806

4,079,270

The average number of employees during the year was as follows:

2025

2024

Employees

66

60

The average number of employees by undertakings that were proportionately consolidated during the year was NIL (2024 - NIL).

2025

2024

£

£

Directors' remuneration

-

-