The directors present the strategic report for the year ended 31 December 2025.

Sales increased by 6% compared with the prior year, reaching £9.05 million, primarily driven by growth in in-house service activities (which grew by 16%). During 2025, Nanopharm further strengthened its relationship with Mod3, and Aptar acquired its clinical trial materials manufacturing capabilities, expanding Nanopharm’s service offering.

In Q1 2026 Nanopharm successfully completed its first general MHRA inspection and obtained GMP certification for its analytical services, representing a significant milestone in supporting customers throughout clinical development and commercialisation.

Profitability improved year-on-year by 70%, supported by a stronger second-half performance and higher mix of in-house sales. The actions taken during the year have strengthened the Nanopharm's operating platform and positioned the business for sustainable and profitable future growth.

Looking ahead to 2026, the Company will focus on fully integrating and commercialising these GMP capabilities, enhancing operational efficiencies, and leveraging its expanded service portfolio. Furthermore, commercial adoption of its SmartTrack™ in vitro and in silico modeling platform is expected to result in a number of U.S. FDA regulatory approvals by pharmaceutical companies in 2026 and 2027.

Management expects these initiatives to support continued business growth and reinforce Nanopharm's strong market position, with further sales growth anticipated.

Key performance indicators

As the company operates as a research and development hub for the Aptar group, exposure risk is limited. The directors continue to monitor key performance measures as set out below against targets set by the group. The key performance indicators are managed by the directors as required. The KPI's for the year ended 31 December 2025 together with comparatives for 2024 and 2023 are summarised below:

2025 2024 2023

Turnover (£) 9,053,308 8,528,227 7,486,864

Gross profit (%) 20% 8% 29%

Loss before tax (£) (1,628,383) (2,757,798) (893,790)

The Company holds or issues financial instruments to achieve three main objectives, being:

a) to finance its operations

b) to manage its exposure to interest and currency risks arising from its operations and from

its sources of

finance; and

c) for trading purposes

The principal risks and uncertainties in managements view are outlined below:

Credit risk

The Company monitors credit risk closely and considers that its current policies of advance payments for some customers meets its objectives of managing exposure to credit risk. The Company has no significant concentrations of credit risk. Amounts shown in the balance sheet best represent the maximum credit risk exposure in the event other parties fail to perform their obligations under financial instruments.

Liquidity risk

The Company's policy throughout the year has been to ensure continuity of funding. In order that this is achieved, the Company maintains close control over future cash flows and regularly review medium and long term finance against those future cash flows.

Currency risk

The Company's principal foreign currency exposures arise from trading with overseas companies. The Company does have a policy to participate in the hedging of such transactions in order to fix the cost in sterling.

Fair values of financial assets and liabilities

The fair values of the Company's financial instruments are not materially different from their carrying values.

The Company believes its key performance indicators are its turnover and profits. It monitors these in line with the market and other external factors.

Research and development

The Company focused on establishing systems and processes to enable provision of GMP compliant analytical services to support our customers throughout clinical development and commercialisation, building on our existing position in the early pre-clinical development stages.

Following completion of an internal project to develop intranasal GLP-1s and the filing of 3 patents in 2024/5, a more extensive internal R&D program to establish expertise and capabilities to develop inhaled biologics was initiated in 2025 and is expected to continue until early 2027, positioning the Company to support this new and evolving market.

Important events since the year end and future developments

Moving into 2026, the Company will continue launching new services in product development and analytical services for orally inhaled and nasal drug products (OINDPs), and further advance our Simhalation™ computational modelling platform to support repurposing and novel drug product development for OINDPs by derisking early clinical development.

Nanopharm has also invested in a clinical validation study to accelerate U.S. FDA approval of its proprietary SmartTrack™ platform for pressurized metered-dose inhalers (pMDIs), which is expected to conclude in 2026, resulting in submission of a DMF to U.S. FDA. This validation is intended to establish SmartTrack™ as a credible alternative to comparative clinical endpoint studies and a means to derisk bioequivalence studies, paving the way for wider patient access to medications.

In addition, the successful completion of an MHRA inspection and achievement of GMP certification represent a significant milestone for the Company, strengthening its ability to support existing and prospective customers and positioning the business for continued profitable growth.

Sales were up 6% versus prior year at £9.05M, with a higher mix of subcontracting activity, strengthening our partnership with Mod3 Pharma. This continues from the recently acquired clinical trial materials manufacturing capabilities in 2025.

On behalf of the board

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activity

The principal activity of the company in the year under review was that of a pioneering pharmaceutical Contact Research Organisation specialising in the development of innovative Orally Inhaled and Nasal Drug Products solutions.

The directors do not propose to pay a dividend for the year.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Financial instruments

Financial Risk Management

Details of the company's financial risk management policies can be found within the 'Principal risks and uncertainties' section of the Strategic Report.

Auditor

The auditor, Xeinadin Audit Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of director's responsibilities

The director is responsible for preparing the annual report 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 he is 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 director is required to:

• select suitable accounting policies and then apply them consistently;

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

• 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 transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

We have audited the financial statements of Nanopharm Limited (the 'company') for the year ended 31 December 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including 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 company's affairs as at 31 December 2025 and of its loss 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 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

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 a period of at least twelve months from when the financial statements are authorised for issue.

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

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. 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 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 our 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.

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.

As explained more fully in the directors' responsibilities statement, 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.

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.

In identifying and assessing risks of material misstatement in respect of irregularities including fraud and non-compliance with laws and regulations we have considered the following:

• The nature of the industry and sector, control environment and business performance including the company’s performance targets and tenders for new contracts.

• Results of the enquiries of management about their own identification and assessment of the risks of irregularities.

Any matters we have identified having obtained and reviewed the company’s documentation of their policies and procedures relating to:

• identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

• detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

• the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

• the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we consider the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: timing of recognition of income. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory frameworks that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included UK Companies Act, health and safety and tax legislation.

In addition, we considered the provisions for other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid material penalty.

Audit response to risks identified

Our procedures to respond to risks identified include the following:

• reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provision of relevant laws and regulations described as having a direct effect on the financial statements;

• enquiring of management concerning actual and potential litigation and claims;

• performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

• reviewing correspondence with HMRC; and

• in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members including internal specialists and, remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect that irregularities that result from error.

As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

This report is made solely to the company's member 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 member those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

Nanopharm Limited is a private company limited by shares incorporated in England and Wales. The registered office is 5 Bruntcliffe Avenue, Morely, Leeds, Yorkshire, LS27 0LL.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, [modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value]. The principal accounting policies adopted are set out below.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Significant judgements and estimates

In applying the accounting policies, decisions and judgements sometimes have to be made about the likely outcome of future events. The judgements and estimates made in preparing the financial statements are based upon historical experience and assumptions that the directors believe were reasonable and appropriate in the relevant circumstances.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

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

Revenue is recognised when a customer obtains control of the promised services as each identifiable performance obligation in the contract is satisfied, a process that is levied against a set of criteria set by the group.

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

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

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

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

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

The company operates an auto enrolment pension scheme in respect of its employees. Contributions payable to the pension schemes are charged to the profit and loss account in the period to which they relate.

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.

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

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

Their aggregate remuneration comprised:

The actual (credit)/charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

Current Year Adjustment

Plant and Machinery entry adjustment £465,658. Entry made to correct the asset brought forward classifications shown in the fixed asset note ensuring it agrees to the fixed asset register. There is no effect upon the net book value of plant and machinery assets brought forward.

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

The deferred tax liability set out above is expected to reverse as the underlying assets are amortised relates to accelerated capital allowances that are expected to mature over the same period.

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

During the year, the following transactions took place with related parties and fellow group companies:

- Sales made to group companies: £1,584,113 (2024 - £1,603,775)

- Interest received from group companies: £2,098 (2024 - £nil)

- Interest paid to group companies: £249,113 (2024 - £94,522)

- Intercompany recharges made to group companies: £1,113,358 (2024 - £760,237)

- Intercompany recharges incurred from group companies: £1,791,084 (2024 - £868,241)

- Subcontracting costs charged by group companies £752,596 (2024 - £131,253)

At the year end, the following were balances outstanding from fellow group companies (and included in the accounts as amounts due from/to group undertakings):

- Trade debtors: £1,108,586 (2024 - £698,959)

- Prepaid expenses: £-31,232 (2024 - £-18,371)

- Total £1,077,354 (2024 - £680,588)

- Trade creditors: £484,665 (2024 - £249,739)

- Accrued expenses and charges: £nil (2024 - £22,324)

- Accrued cashpool £25,235 (2024 - £14,292)

- Total £509,900 (2024 - £286,355)

Nanopharm Limited is a wholly owned subsidiary of Aptargroup UK Holdings Limited, a company registered in the United Kingdom with the same registered office as Nanopharm Limited.

Aptargroup UK Holdings Limited is itself a subsidiary of AptarGroup, Inc., a company registered in the United States.

The ultimate parent company and ultimate controlling party is AptarGroup.Inc., a company incorporated in the United States of America. AptarGroup.Inc. is the parent undertaking of the largest group of undertakings for which consolidated financial statements are drawn up and of which the company is a member. Copies of the group financial statements are available to the public and may be obtained from 265 Exchange Drive, Suite 301 Crystal Lake, IL 60014,USA.