iso4217:GBP
xbrli:pure
xbrli:shares
iso4217:GBP
xbrli:shares
SC535447
2025-12-31
SC535447
2024-12-31
SC535447
2025-01-01
2025-12-31
SC535447
2024-01-01
2024-12-31
SC535447
bus:Director1
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bus:Director5
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bus:Director3
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bus:Director4
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bus:SmallEntities
2025-01-01
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bus:AuditExemptWithAccountantsReport
2025-01-01
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bus:FilletedAccounts
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bus:SmallCompaniesRegimeForDirectorsReport
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bus:Director1
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2025-01-01
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SC535447
bus:PrivateLimitedCompanyLtd
2025-01-01
2025-12-31
Registration Number SC535447
Filleted Unaudited Financial Statements
for the year ended 31 December 2025
Filleted Financial Statements for the year ended 31 December 2025
STATEMENT OF FINANCIAL POSITION
Intangible assets
2
9,753,898
7,194,245
Tangible assets
3
146,413
88,678
Debtors
5
1,400,955
1,201,828
Cash at bank and in hand
3,082,474
824,171
Creditors: amounts falling due within one year
6
371,546
311,421
Net current assets
4,111,883
1,714,578
Total assets less current liabilities
14,012,195
8,997,501
Provision for liabilities
(792,264)
(295,901)
Net assets
13,219,931
8,701,600
Called up share capital
8
15,113
12,616
Share premium account
8
17,252,999
12,211,654
Other reserves
8
398,485
221,365
Profit and loss account
(4,446,666)
(3,744,035)
Shareholders' funds
13,219,931
8,701,600
These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime.
For the year ended 31 December 2025, the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The members have not required the company to obtain an audit of its accounts for the year ended 31 December 2025 in accordance with section 476 of the Companies Act 2006.
The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
The financial statements were approved and authorised for issue by the Board of Directors on 18 September 2026.
_______________________
_______________________
Prof M J Baker, Director
J R F Duncan, Director
Company registration number: SC535447
Filleted Financial Statements for the year ended 31 December 2025
NOTES TO THE FINANCIAL STATEMENTS
1. Summary of significant accounting policies
1.1 General information and basis of preparation
Dxcover Limited is a private company limited by shares, registered in Scotland. The address of the registered office and registration number are as below:
These financial statements have been prepared in accordance with FRS 102 the Financial Reporting Standard applicable in the United Kingdom and the Republic of Ireland as adapted by Section 1A of FRS 102 and the Companies Act 2006.
The nature of the company's operations and principal activity during the period was research and development of methods for early detection of cancers through blood serum testing.
The financial statements have been prepared on the historical cost basis.
The financial statements are prepared in sterling (£) which is the functional currency of the company and rounded to the nearest £.
The financial statements have been prepared on a going concern basis. The directors have assessed the Company's ability to continue as a going concern and have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Whilst the Company incurred a loss during the year and will require further funding during the next 12 months, the directors are satisfied that support is in place from shareholders and that sufficient funding and financial resources will be available to support the Company's activities and meet its liabilities as they fall due for the foreseeable future. Accordingly, the directors continue to adopt the going concern basis of accounting in preparing these financial statements.
The company has taken advantage of the option not to prepare consolidated financial statements contained in Section 398 of
the Companies Act 2006 on the basis that the company and its subsidiary undertakings comprise a small group.
Turnover is measured at the fair value of the consideration received or receivable for goods supplied and services rendered, net of discounts and Value Added Tax.
Revenue from the sale of goods is recognised when the significant risks and rewards of ownership have transferred to the buyer (usually on despatch of the goods); the amount of revenue can be measured reliably; it is probable that the associated economic benefits will flow to the entity; and the costs incurred or to be incurred in respect of the transactions can be measured reliably.
Filleted Financial Statements for the year ended 31 December 2025
NOTES TO THE FINANCIAL STATEMENTS
The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively.
Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.
Foreign currency transactions are initially recorded in the functional currency, by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the profit and loss account.
Intangible assets are initially recorded at cost, and are subsequently stated at cost less any accumulated amortisation and impairment losses. Any intangible assets carried at revalued amounts, are recorded at the fair value at the date of revaluation, as determined by reference to an active market, less any subsequent accumulated amortisation and subsequent accumulated impairment losses.
Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:
Intangible type
Useful life
Patents, trademarks and licenses
15 years straight line
Development costs are amortised at the point of being ready for sale.
Research expenditure is written off in the period in which it is incurred.
Development expenditure incurred is capitalised as an intangible asset only when all of the following criteria are met:
• It is technically feasible to complete the intangible asset so that it will be available for use or sale;
• There is the intention to complete the intangible asset and use or sell it;
• There is the ability to use or sell the intangible asset;
• The use or sale of the intangible asset will generate probable future economic benefits;
• There are adequate technical, financial and other resources available to complete the development and to use or sell the intangible asset; and
• The expenditure attributable to the intangible asset during its development can be measured reliably.
Expenditure that does not meet the above criteria is expensed as incurred.
Filleted Financial Statements for the year ended 31 December 2025
NOTES TO THE FINANCIAL STATEMENTS
1.8 Tangible fixed assets
Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:
Asset class
Useful life / depreciation rate
Plant and machinery
50 % straight line
Fixtures and fittings
20% - 50% straight line
Computer equipment
50% straight line
Investments are recognised initially at fair value which is normally the transaction price excluding transaction costs. Subsequently, they are measured at fair value through profit or loss if the shares are publicly traded or their fair value can otherwise be measured reliably. Other investments are measured at cost less impairment.
Fixed asset investments in group undertakings are initially recorded at cost, and subsequently stated at cost less any
accumulated impairment losses.
A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.
Grants are recognised at the fair value of the asset received or receivable. Grants are not recognised until there is reasonable assurance that the company will comply with the conditions attaching to them and the grants will be received.
Grants are recognised using the performance model.
Under the performance model, where the grant does not impose specified future performance-related conditions on the recipient, it is recognised in income when the grant proceeds are received or receivable. Where the grant does impose specified future performance-related conditions on the recipient, it is recognised in income only when the performance-related conditions have been met.
Where grants received are prior to satisfying the revenue recognition criteria, they are recognised as a liability.
Filleted Financial Statements for the year ended 31 December 2025
NOTES TO THE FINANCIAL STATEMENTS
1.12 Financial instruments
A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument.
Basic financial assets, which include trade and other debtors, taxes receivable and cash at bank, are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.
Other financial liabilities
Basic financial liabilities, which include trade and other creditors, bank and other loans and taxes due are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.
Impairment of financial assets
At each reporting date the company assesses whether there is objective evidence that any financial asset has been impaired. A provision for impairment is established when there is objective evidence that the company will not be able to collect all amounts due. The amount of the provision is recognised immediately in profit or loss.
Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense.
Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset. When a provision is measured at the present value of the amount expected to be required to settle the obligation, the unwinding of the discount is recognised as a finance cost in profit or loss in the period it arises.
1.14 Defined contribution plans
Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund.
When contributions are not expected to be settled wholly within 12 months of the end of the reporting date in which the employees render the related service, the liability is measured on a discounted present value basis. The unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.
1.15 Share-based payments
Equity-settled share-based payment transactions are measured at fair value at the date of grant. The fair value is expensed on a straight-line basis over the vesting period, with a corresponding increase in equity. This is based upon the company's estimate of the shares or share options that will eventually vest which takes into account all vesting conditions and non-market performance conditions, with adjustments being made where new information indicates the number of shares or share options expected to vest differs from previous estimates.
Filleted Financial Statements for the year ended 31 December 2025
NOTES TO THE FINANCIAL STATEMENTS
Fair value is determined using an appropriate pricing model. All market conditions and non-vesting conditions are taken into account when estimating the fair value of the shares or share options. As long as all other vesting conditions are satisfied, no adjustment is made irrespective of whether market or non-vesting conditions are met.
Where the terms of an equity-settled transaction are modified, an expense is recognised as if the terms had not been modified. In addition, an expense is recognised for any increase in the fair value of the transaction, as measured at the date of modification.
Where an equity-settled transaction is cancelled or settled, it is treated as if it had vested on the date of cancellation or settlement, and any expense not yet recognised in profit or loss is expensed immediately.
Cash-settled share-based payment transactions are measured at the fair value of the liability. Until the liability is settled, the fair value of the liability is re-measured at each reporting date and at the date of settlement, with any changes in fair value recognised in profit or loss for the period.
2. Intangible fixed assets
Reconciliation of changes in intangible assets
Patents, trademarks and licenses
£
Development expenditure
£
Total
£
At 01 January 2025
242,625
7,000,464
7,243,089
Additions
78,221
2,501,770
2,579,991
At 31 December 2025
320,846
9,502,234
9,823,080
At 01 January 2025
(48,844)
-
(48,844)
Amortisation
(20,338)
-
(20,338)
At 31 December 2025
(69,182)
-
(69,182)
At 01 January 2025
193,781
7,000,464
7,194,245
At 31 December 2025
251,664
9,502,234
9,753,898
Filleted Financial Statements for the year ended 31 December 2025
NOTES TO THE FINANCIAL STATEMENTS
Balances at year end and movements for the year
Plant and machinery
£
Fixtures and fittings
£
Equipment
£
Total
£
At 01 January 2025
314,634
65,825
72,836
453,295
Additions
138,628
6,026
18,764
163,418
At 31 December 2025
453,262
71,851
91,600
616,713
At 01 January 2025
(248,842)
(60,514)
(55,261)
(364,617)
Charge for the year
(78,928)
(7,717)
(19,038)
(105,683)
At 31 December 2025
(327,770)
(68,231)
(74,299)
(470,300)
At 01 January 2025
65,792
5,311
17,575
88,678
At 31 December 2025
125,492
3,620
17,301
146,413
Shares in group companies
£
Filleted Financial Statements for the year ended 31 December 2025
NOTES TO THE FINANCIAL STATEMENTS
Subsidiaries, associates and other investments
Subsidiary undertakings
Registered office
Class of shares
Percentage of shares held
DxCover Inc.
357 Riverside Drive, Suite 1001, Franklin, TN 37064
Ordinary
100
DxCover Sub Limited
5 Robroyston Oval, Nova Technology Park, Glasgow, Scotland, G33 1AP
Ordinary
100
Other debtors
1,022,120
1,201,828
Amounts owed by group undertakings
145,197
-
6. Creditors: amounts falling due within one year
Creditors: amounts falling due within one year comprise:
Trade creditors
219,908
181,020
Bank loans and overdrafts
2,590
629
Other creditors
87,094
88,726
Social security and other taxes
61,954
41,046
The deferred tax included in the statement of financial position is as follows:
Included in provisions
792,264
295,901
Filleted Financial Statements for the year ended 31 December 2025
NOTES TO THE FINANCIAL STATEMENTS
8. Called up share capital
Issued, called up and fully paid
2025
2024
Ordinary shares of £0.001 each
15,113,136
15,113
12,616,184
12,616
On 7 February 2025 2,038,111 ordinary shares were issued at a par value of £0.001 per share. The total consideration paid was £4,116,984.
On 31 March 2025 439,801 ordinary shares were issued at a par value of of £0.001 per share. The total consideration paid was £888,398.
On 12 June 2025 19,040 ordinary shares were issued at a par value of £0.001 per share. The total consideration paid was £38,461.
9. Related party transactions
The company has taken advantage of exemption under the FRS 102 from the requirement to disclose related party transactions and balances with wholly owned group undertakings.
Filleted Financial Statements for the year ended 31 December 2025
NOTES TO THE FINANCIAL STATEMENTS
Certain employees have been granted options to subscribe for shares in the company under both EMI and unapproved share option schemes.
Details of the number and weighted average exercise prices (WAEP) of share options during the year are as follows:
Weighted average exercise price No.
2025
Options
2025
Weighted average exercise price No.
2024
Options
2024
Outstanding at the beginning of the period
760,584
0.481
355,584
0.106
Granted during the period
424,333
0.400
405,000
0.810
Expired during the period
(14,834)
(0.699)
-
-
Outstanding at the end of the period
1,170,083
0.449
760,584
0.481
The total expense recognised in profit or loss for the year is as follows:
Equity-settled share-based payments
177,120
98,160
The estimated fair values were calculated by applying the Black-Scholes option pricing model. The model inputs were:
Share price at grant date
£0.010 - £0.89
Risk free interest rate
0.172% - 3.86%
Appendix - Additional XBRL Tags and Values
Accounting standards applied
Accounts status, audited or unaudited
Average number of employees during the period
Average number of employees during the period
Date of authorisation of financial statements for issue
Director signing Directors' Report
Director signing financial statements
End date for period covered by report
Entity current legal or registered name
Entity is dormant [true/false]
Equity [Multiple Tags or Values]
Equity [Multiple Tags or Values]
Name of individual auditor
Name of production software
Start date for period covered by report
UK Companies House registered number
Version of production software