Cytel_Statistical_Service

Cytel Statistical Services and Software UK Limited

Strategic report

For the year ended 31 December 2025

Introduction

The directors are pleased to present their Strategic report for Cytel Statistical Services and Software UK Limited (“the group and the company”) for the year ended 31 December 2025.

Principal activity

The principal activity of the group and the company continued to be providing clinical trial design services and specialised statistical applications for the biopharmaceutical, medical device, academic, and government research markets. Cytel group provides trial sponsors with tools, training, and consultation to drive process efficiencies and reduced development costs.

Business review

The group and the company's principal activity continues to be consultancy services to the parent company. Group turnover decreased to £18.5m during the year (2024: £19.2m). Group operating profit rose to £1.2m (2024: £0.9m), primarily reflecting net foreign exchange gains of £0.4m (2024: losses of £0.2m) and a reduction in amortisation of intangible assets to £0.2m (2024: £1.1m), partly offset by an increase in computer running costs to £0.8m (2024: £0.2m).

During the year, the group recognised an impairment loss of £1,728,004 (2024: £7,134,832) against goodwill arising on the acquisition of Stéve Consultants to align the carrying amount of the goodwill to its value in use (VIU). For the same reason, the company recognised an impairment loss of £1,958,404 (2024: £13,413,488) was recognised against investments in subsidiaries during the period to align the carrying amount of the investments to its value in use (VIU).

In the prior year, the group and the company recognised contingent consideration of £3,640,134 as full and final settlement for the acquisition. This amount was subsequently paid in full during the current financial year.

The directors continue to focus on providing a quality service to its clients and are therefore confident that the group and the company will sustain its growth and that profitability will continue for the foreseeable future.

Principal risks and uncertainties

There are a number of risks and uncertainties which could impact the performance of the group and the company. The group and the company operate a risk management process which identifies, evaluates and prioritises risks and uncertainties and reviews mitigation activity.

As a provider of services, the group and the company are dependent on its human resources. By concentrating time and financial resources on recruitment, training and development programmes, the directors hope to minimise the risk of excessive staff movements and loss of key personnel.

As with all industry sectors, general economic conditions, customer preference and competitor activity may have an adverse effect on the group and the company's results. However, the mix and diversity of the group and the company's clients should mitigate significant volatility.

Cytel Statistical Services and Software UK Limited

Strategic report (continued)

For the year ended 31 December 2025

Group financial key performance indicators

2025

2024

Turnover (£m)

18.5

19.2

Net loss (£m)

0.8

10.2

Net liabilities (£m)

7.2

6.5

Cash at bank (£m)

0.6

1.7

Headcount

136

133

Group turnover slightly declined from £19.2m in 2024 to £18.5m in 2025, reflecting a 4% decrease. This decline was driven by a lower recharge to group companies at £15.5m (2024: £16.2m). Despite the decline, demand for services provided to group companies remains, as well as stabilised third‑party revenue of £3.0m in 2025 (2024: £3.0m).

Notwithstanding the impairment loss incurred on goodwill of £1,728,004 (2024: £7,134,832) and contingent consideration expense of £Nil (2024: £3,640,134), the Group recorded a net profit for the year of £879,284 (2024: £550,017).

This report was approved by the board and signed on its behalf.

………………………………….

Nelia Padilla

Director

Date: 12 October 2026

Cytel Statistical Services and Software UK Limited

Directors' report

For the year ended 31 December 2025

Introduction

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

Results and dividends

The consolidated loss for the year, after taxation, amounted to £0.8m (2024: loss of £10.2m).

No dividends were declared or paid during the year, and the directors do not recommend payment of a dividend.

Directors

The directors who served during the year and up to the date of signing of the financial statements were as follows:

Scott Rogers (appointed 5 June 2026)

Nelia Padilla (appointed 31 March 2025)

Heather Jones (appointed 30 May 2025, resigned 5 June 2026)

Rene Sweegers (resigned 31 March 2025)

Jorge Gomez (resigned 30 May 2025)

Future developments

Key areas for future developments of the business include:

Constantly seeking out new customers, products and sources of supply;

Consistently growing turnover and profitability; and

Containing overhead cost increases.

Financial risk management

Credit risk

Credit risk is the risk of financial loss to the group and the company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The group and the company are mainly exposed to credit risk from credit sales. It is group policy to assess the credit risk of new customers before entering contracts. Each new customer is analysed individually for creditworthiness before the group and the company's standard payment and delivery terms and conditions are offered.

Credit risk also arises from cash and cash equivalents and deposits from banks and financial institutions. For banks and financial institutions, only independently rated parties with an acceptable rating are accepted.

Foreign exchange risk

Foreign exchange risk arises when an individual company enters into transactions denominated in a currency other than their functional currency. The group's policy is to monitor the group and the company's exposure within the context of the wider group on a regular basis. No hedging products are deemed necessary.

Cytel Statistical Services and Software UK Limited

Directors' report (continued)

For the year ended 31 December 2025

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:

So far as the director is aware, there is no relevant audit information of which the group and the company's auditor is unaware; and

The director has 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 group and the company's auditor is aware of that information.

Events since the end of the year

There have been no significant events affecting the group and the company since the year end.

Auditor

The auditor, Grant Thornton, continues in office and will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.

………………………………….

Nelia Padilla

Director

Date: 12 October 2026

Cytel Statistical Services and Software UK Limited

Directors' responsibilities statement

For the year ended 31 December 2025

The directors are responsible for preparing the Strategic report, the Directors' report and the consolidated 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 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 group and the company and of the profit or loss of the group and the company for that period.

In preparing these financial statements, the directors are required to:

Select suitable accounting policies for the group and the company and then apply them consistently;

Make judgements and accounting estimates that are reasonable and prudent;

State whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

This report was approved by the board and signed on its behalf.

………………………………….

Nelia Padilla

Director

Date: 12 October 2026

Independent auditor's report to the members of Cytel Statistical Services and Software UK Limited

Opinion

We have audited the financial statements of Cytel Statistical Services and Software UK Limited (“Company”) and its subsidiaries (the “Group''), which comprise the Consolidated statement of comprehensive income, the Consolidated statement of financial position, the Company statement of financial position, the Consolidated statement of changes in equity, the Company statement of changes in equity, the Consolidated statement of cash flows for the year ended 31 December 2025, and the related notes to the financial statements, including a summary of significant accounting policies.

The financial reporting framework that has been applied in the preparation of the financial statements is applicable law and accounting standards issued by the Financial Reporting Council including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).

In our opinion, Cytel Statistical Services and Software UK Limited's financial statements:

give a true and fair view in accordance with United Kingdom Generally Accepted Accounting Practice of the assets, liabilities and financial position of the Group and the Company as at 31 December 2025 and of the Group's financial performance for the year then ended; and

have been properly 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 ‘Responsibilities of the auditor for the audit of the financial statements' section of our report. We are independent of the Group and Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the FRC's Ethical Standard and the ethical pronouncements established by Chartered Accountants Ireland, applied as determined to be appropriate in the circumstances for the entity. 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 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 Group and Company's ability to continue as a going concern for a period of at least twelve months from the date 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.

Independent auditor's report to the members of Cytel Statistical Services and Software UK Limited (continued)

Other information

Other information comprises information included in the annual report, other than the financial statements and our auditor's report thereon, including the Directors' report and the Strategic report. The directors are responsible for the other information. 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 in the financial statements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. 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 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

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 any material misstatements in the Strategic report and the Directors' report. 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, 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 management and those charged with governance for the financial statements

As explained more fully in the Directors' responsibilities statement, management is responsible for the preparation of the financial statements which give a true and fair view in accordance with United Kingdom Generally Accepted Accounting Practice, including FRS 102, and for such internal control as directors determine necessary to enable the preparation of financial statements are free from material misstatement, whether due to fraud or error.

Independent auditor's report to the members of Cytel Statistical Services and Software UK Limited (continued)

Responsibilities of management and those charged with governance for the financial statements (continued)

In preparing the financial statements, management is responsible for assessing the Group and 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 management either intends to liquidate the Group or company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Group and Company's financial reporting process.

Responsibilities of the auditor for the audit of the financial statements

The objectives of an auditor 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 their 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.

A further description of an auditor's 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 auditor's report.

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 material misstatements in respect of irregularities, including fraud. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatement in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

Based on our understanding of the Group and industry, we identified that the principal risks of non-compliance with laws and regulations including data protection requirements in the jurisdictions in which the Group operates and holds data and employment regulation, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006 and UK tax legislation. The Audit engagement partner considered the experience and expertise of the engagement team to ensure that the team had appropriate competence and capabilities to identify or recognise non-compliance with the laws and regulation. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to posting inappropriate journal entries to manipulate financial performance and management bias through judgements and assumptions in significant accounting estimates, in particular in relation to significant one-off or unusual transactions. We apply professional scepticism through the audit to consider potential deliberate omission or concealment of significant transactions, or incomplete/inaccurate disclosures in the financial statements.

Independent auditor's report to the members of Cytel Statistical Services and Software UK Limited (continued)

Responsibilities of the auditor for the audit of the financial statements (continued)

In response to these principal risks, our audit procedures included but were not limited to:

enquiries of management and the Board on the policies and procedures in place regarding compliance with laws and regulations, including consideration of known or suspected instances of non-compliance and whether they have knowledge of any actual, suspected or alleged fraud;

inspection of the Group's regulatory and legal correspondence and review of minutes of board meetings during the year to corroborate enquiries made;

gaining an understanding of the internal controls established to mitigate risks related to fraud;

discussion amongst the engagement team in relation to the identified laws and regulations and regarding the risk of fraud, and remaining alert to any indications of non-compliance or opportunities for fraudulent manipulation of financial statements throughout the audit;

identifying and testing journal entries to address the risk of inappropriate journals and management override of controls;

designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing;

challenging management's assumptions and judgments during our audit, including their assessment of investment and goodwill values, the estimated economic life of goodwill, and the recoverability of trade debtors; and

review of the financial statement disclosures to underlying supporting documentation and enquiries of management.

The primary responsibility for the prevention and detection of irregularities including fraud rests with those charged with governance and management. As with any audit, there remains a risk of non-detection or irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or override of internal controls.

The purpose of our audit work and to whom we owe our responsibilities

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.

Zeno Kelly (Senior Statutory Auditor)

For and on behalf of

Grant Thornton

Chartered Accountants & Statutory Auditors

13 – 18 City Quay

Dublin 2

D02 ED70

Ireland

Date: 12 October 2026

Cytel Statistical Services and Software UK Limited

Consolidated statement of comprehensive income

For the year ended 31 December 2025

2025

2024

Note

Turnover

18,460,338

19,160,941

Cost of sales

(10,214,551)

(9,386,004)

Gross profit

8,245,787

9,774,937

Administrative expenses

(7,107,660)

(8,916,758)

Other operating income

103,646

27,641

Operating profit

1,241,773

885,820

Impairment of intangible assets

(1,728,004)

(7,134,832)

Other non-operating expenses

(3,640,134)

Interest receivable and similar income

Interest payable and similar expenses

(363,093)

(387,695)

Loss before taxation

(849,324)

(10,276,841)

Tax credit on loss

604

51,892

Loss for the year

(848,720)

(10,224,949)

Other comprehensive income / (loss)

Currency translation gain / (loss) taken to retained earnings

144,731

(88,035)

Total comprehensive loss for the year

(703,989)

(10,312,984)

All amounts relate to continuing operations.

Total loss and other comprehensive loss for the year is all attributable to the owners of the group.

The notes on pages 16 to 32 form part of these financial statements.

Cytel Statistical Services and Software UK Limited

Registered number: 10823705

Consolidated statement of financial position

As at 31 December 2025

2024

2025

Note

Fixed assets

Intangible assets

1,984,759

21,871

Tangible assets

150,238

152,373

Investments

592

Total fixed assets

2,135,589

174,836

Current assets

5,779,923

Debtors: amounts falling due within one year

8,305,366

Cash at bank and in hand

1,691,679

626,534

Total current assets

8,931,900

7,471,602

Total assets

9,607,191

9,106,736

Current liabilities

(2,726,602)

(5,873,176)

Creditors: amounts falling due within one year

Total current liabilities

(5,873,176)

(2,726,602)

Net current assets

6,205,298

1,598,426

Non-current liabilities

Creditors: amounts falling due after more than one year

(13,554,286)

(10,204,178)

Total non-current liabilities

(13,554,286)

(10,204,178)

Net liabilities

(7,174,152)

(6,470,163)

Capital and reserves

200

Called up share capital

Share premium account

2,480,836

(9,655,188)

(8,951,199)

Profit and loss account

Shareholder's deficit

(7,174,152)

(6,470,163)

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

………………………………….

Nelia Padilla

Director

Date: 12 October 2026

The notes on pages 16 to 32 form part of these financial statements.

Cytel Statistical Services and Software UK Limited

Registered number: 10823705

Company statement of financial position

As at 31 December 2025

2025

2024

Note

Fixed assets

Tangible assets

75,398

79,384

Investments

39,239

1,958,997

Total fixed assets

114,637

2,038,381

Current assets

Debtors: amounts falling due within one year

5,839,088

4,319,112

Cash at bank and in hand

150,106

455,581

Total current assets

5,989,194

4,774,693

Total assets

6,103,831

6,813,074

Current liabilities

Creditors: amounts falling due within one year

(1,239,776)

(5,113,805)

Total current liabilities

(1,239,776)

(5,113,805)

Net current assets / (liabilities)

4,749,418

(339,112)

Non-current liabilities

Creditors: amounts falling due after more than one year

(13,554,286)

(10,204,178)

Total non-current liabilities

(13,554,286)

(10,204,178)

Net liabilities

(8,690,231)

(8,504,909)

Capital and reserves

200

Called up share capital

200

2,480,836

Share premium account

(10,985,945)

(11,171,267)

Profit and loss account

Shareholder's deficit

(8,690,231)

(8,504,909)

The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The company's loss for the year was £185,322 (2024: loss of £12,388,217).

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

Nelia Padilla

Director

Date: 12 October 2026

The notes on pages 16 to 32 form part of these financial statements.

Cytel Statistical Services and Software UK Limited

Consolidated statement of changes in equity

For the year ended 31 December 2025

Called up share capital

Share premium account

Profit and loss account

Total equity

At 1 January 2025

200

2,480,836

(8,951,199)

(6,470,163)

Comprehensive loss for the year:

Loss and other comprehensive loss for the year

(703,989)

At 31 December 2025

200

2,480,836

(9,655,188)

(7,174,152)

Consolidated statement of changes in equity

For the year ended 31 December 2024

Called up share capital

Share premium account

Profit and loss account

Total equity

At 1 January 2024

200

2,480,836

1,361,785

3,842,821

Comprehensive loss for the year:

Loss and other comprehensive loss for the year

(10,312,984)

At 31 December 2024

200

2,480,836

(8,951,199)

(6,470,163)

The notes on pages 16 to 32 form part of these financial statements.

Cytel Statistical Services and Software UK Limited

Company statement of changes in equity

For the year ended 31 December 2025

Called up share capital

Share premium account

Profit and loss account

Total equity

At 1 January 2025

200

2,480,836

(10,985,945)

(8,504,909)

Comprehensive loss for the year:

Loss and other comprehensive loss for the year

(185,322)

At 31 December 2025

200

2,480,836

(11,171,267)

(8,690,231)

Company statement of changes in equity

For the year ended 31 December 2024

Called up share capital

Share premium account

Profit and loss account

Total equity

At 1 January 2024

200

2,480,836

1,402,272

3,883,308

Comprehensive loss for the year:

Loss and other comprehensive loss for the year

(12,388,217)

At 31 December 2024

200

2,480,836

(10,985,945)

(8,504,909)

The notes on pages 16 to 32 form part of these financial statements.

Cytel Statistical Services and Software UK Limited

Consolidated statement of cash flows

For the year ended 31 December 2025

2025

2024

Note

Cash flows from operating activities

Loss for the year

(848,720)

(10,224,949)

Adjustments for:

234,884

1,074,452

Amortisation of intangible assets

78,117

97,684

Depreciation of tangible assets

1,728,004

7,134,832

Impairment of intangible assets

363,093

387,695

Interest payable

Taxation credit

(604)

(51,892)

Increase in debtors

(2,525,443)

(5,527)

Increase in creditors

493,560

2,335,306

Taxation paid

Net cash (used in) / generated from operating activities

(477,109)

747,601

Cash flows from investing activities

(80,252)

(50,052)

Purchase of tangible assets

(197,599)

Losses from disposals of tangible assets

(3,640,134)

Payment of deferred consideration for subsidiary

Acquisition of intangible assets

(14,034)

Net cash used in investing activities

(3,720,386)

(261,685)

Cash flows from financing activities

Interest paid

3,350,108

Proceeds from loan drawdown from group company

Net cash generated from financing activities

3,350,108

Net (decrease) / increase in cash and cash equivalents

(847,387)

485,916

Cash and cash equivalents at beginning of year

1,691,679

1,234,403

Foreign exchange gains and losses

(217,758)

(28,640)

Cash and cash equivalents at end of year

626,534

1,691,679

Cash and cash equivalents at end of year comprise:

Cash at bank and in hand

626,534

1,691,679

Cytel Statistical Services and Software UK Limited

Consolidated statement of cash flows (continued)

For the year ended 31 December 2025

31 December

1 January

Cash

Foreign exchange

Analysis of changes in

2025

net funds – Group

2025

flows

gains and losses

626,534

Cash at bank and in hand

1,691,679

(217,758)

(847,387)

The notes on pages 16 to 32 form part of these financial statements.

Cytel Statistical Services and Software UK Limited

Notes to the financial statements

For the year ended 31 December 2025

General information

Cytel Statistical Services and Software UK Limited (“the group and the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 6th Floor, 9 Appold Street, London, United Kingdom, EC2A 2AP.

The group consists of Cytel Statistical Services and Software UK Limited and all of its subsidiaries (see note 14).

Accounting policies

2.1 Basis of preparation of financial statements

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

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the group's accounting policies (see note 3).

The company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

FRS 102 allows certain disclosure exemptions and the group and the company have taken advantage of the following exemptions for the company financial statements:

From preparing a Statement of cash flows, on the basis that it is a qualifying entity and the Consolidated statement of cash flows, included in these financial statements, includes the company's cash flows;

From certain financial instruments disclosures required under FRS 102 paragraphs 11.42 – 11.48 and paragraphs 12.26 – 12.30, as the information is provided in the consolidated statement disclosures; and

From disclosing the company key management personnel compensation, as required by FRS 102 paragraph 33.7, as the information is included within the consolidated statement disclosures.

The amendments to FRS 102 issued but not yet effective at the reporting date are currently being assessed by management. Based on the assessment performed to date, these changes are not expected to have a material impact on the financial statements in future periods.

The following principal accounting policies have been applied.

2.2 Basis of consolidation

The consolidated financial statements present the results of the company and its own subsidiaries as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

The consolidated financial statements incorporate the results of business combinations using the acquisition method. In the Consolidated statement of financial position, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

Accounting policies (continued)

2.3 Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group and the company have adequate resources to continue in operational existence for the foreseeable future.

The group and the company's ongoing principal activity is to provide software services to its immediate parent, Cytel, Inc. The group and the company's principal risks are therefore closely linked to those of the parent entity, and it is consequently exposed to the parent entity's willingness and capacity to provide financial support to the group and the company and to fellow subsidiaries with whom the group and the company have trading balances. Cytel, Inc. is a leading provider of statistical software and advanced analytics for clinical trial design and execution that has operated successfully for many years. Cytel, Inc. has demonstrated their commitment to the long-term success of the group and the company and view it as a critical component of its overall business strategy.

The directors have received written confirmation that Cytel, Inc. intends to support the group and the company for at least twelve months after these financial statements are signed to enable the group and the company to discharge its financial obligation to all creditors as they fall due. The directors are satisfied that Cytel, Inc. has the financial status and ability to honour this letter, and on this basis, the directors are satisfied that it is appropriate to prepare the financial statements on a going concern basis.

2.4 Foreign currency translation

Functional and presentational currency

The group and the company's functional and presentational currency is GBP.

Transactions and balances

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

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

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

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated statement of comprehensive income within profit or loss.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

Accounting policies (continued)

2.5 Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the group and the company and the revenue can be reliably measured. Revenue 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 revenue is recognised:

Rendering of services

Revenue 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 revenue can be measured reliably;

it is probable that the group and the company 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.

Revenue for services rendered to other companies within the Cytel group of companies is recognised upon satisfaction of performance obligations based upon the transaction price specified in a contract. Progress towards satisfaction of the performance obligations is measured using an input method based on costs incurred by the Company that are subject to recharge under the relevant intercompany agreements.

2.6 Operating leases: the group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

2.7 Interest receivable and similar income

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

2.8 Interest payable and similar expenses

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

2.9 Pensions

Defined contribution pension plan

The group and the company operate a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the group and the company pay fixed contributions into a separate entity. Once the contributions have been paid the group and the company have 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 Consolidated and company statements of financial position. The assets of the plan are held separately from the group and the company in independently administered funds.

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

Accounting policies (continued)

2.10 Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group and the company operate and generate income.

2.11 Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer's interest in the fair value of the group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life of ten years.

At each reporting date, goodwill, tangible assets and investments in subsidiaries are reviewed to determine whether there is any indication that those assets have suffered an impairment loss. If there is an indication of possible impairment, the recoverable amount of any affected asset is estimated and compared with its carrying amount. If the estimated recoverable amount is lower, the carrying value is reduced to its estimated recoverable amount and an impairment loss is recognised immediately in profit or loss. Any impairment losses recognised in respect of goodwill, tangible assets and investments in subsidiaries cannot be subsequently reversed, even if the original circumstances giving rise to the impairment cease to apply.

Other intangible assets

Intangible assets such as computer software are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. 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:

Computer software

Over 5 years on a straight-line basis

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

2.12 Tangible assets

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:

Plant and machinery

Over 3 years on a straight-line basis

Computer equipment

Over 5 years on a straight-line basis

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.

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

Accounting policies (continued)

2.13 Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted group shares, whose market value can be reliably determined, are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in the Consolidated statement of comprehensive income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

Investments in listed company shares are remeasured to market value at each reporting date. Gains and losses on remeasurement are recognised in profit or loss for the period.

2.14 Debtors

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

2.15 Cash and cash equivalents

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

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.

2.16

Creditors

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

2.17

Financial instruments

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

Financial instruments are recognised in the group and the company's Consolidated and company statements of financial position when the group and the company become party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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.

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

Accounting policies (continued)

2.17 Financial instruments (continued)

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The group and the company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit or loss.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss, then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group and the company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss).

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

Accounting policies (continued)

2.17 Financial instruments (continued)

Financial liabilities (continued)

When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual rights to future cash flows expire, or are settled, or when the group and the company transfer the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the group and the company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group and the company's contractual obligations expire or are discharged or cancelled.

2.18

Other operating income and expenses

Other operating income and expenses includes revenue and costs from all other operating activities which are not related to the principal activities of the group and the company.

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

Accounting policies (continued)

2.19 Share-based payments

For cash-settled share-based payments, a liability is recognised for the goods and services acquired, measured initially at the fair value of the liability. At the balance sheet date until the liability is settled, and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognised in profit or loss for the year.

Judgements in applying accounting policies and key sources of estimation uncertainty

In the application of the group'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 estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Carrying value of investments

The carrying value of investments is assessed for indicators of impairment on an annual basis. Where indicators of impairment are identified, an impairment review is performed. An impairment loss of £1,958,404 (2024: £13,413,488) was recognised against investments in subsidiaries during the period to align the carrying amount of the investments to its value in use (VIU). Please refer to note 14 for further details.

Carrying value of goodwill

The carrying value of intangible assets, including goodwill is assessed for indicators of impairment on an annual basis. Where indicators of impairment are identified, an impairment review is performed. An impairment loss of £1,728,004 (2024: £7,134,832) was recognised against goodwill during the period to align the carrying amount of the goodwill to its value in use (VIU). Please refer to note 12 for further details.

Useful economic life of goodwill

The directors review its estimate of the useful economic life of goodwill at each reporting date, based on the expected utility of the assets. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life, in this case, over a 10-year period. Amortisation of goodwill during the year amounted to £230,400 (2024: £1,069,792). Please refer to note 12 for further details.

Provision for bad and doubtful debts

Allowance is made for specific and groups of accounts, where objective evidence of impairment exists. The group evaluates the amount of allowance for impairment based on available facts and circumstances affecting the collectability of the accounts, including but not limited to, the length of the group's relationship with the customers' current credit status, average age of account, collections experience and historical loss experience. Trade debtors in note 15 are shown net of an impairment losses provision of £Nil (2024: £Nil).

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

Judgements in applying accounting policies and key sources of estimation uncertainty (continued)

Contingent consideration on earn-out arrangement

In the prior year, the directors assessed the earn‑out arrangements arising on the acquisition of Stéve Consultants in accordance with FRS 102. Following a reassessment based on actual trading results and further knowledge of the operations of the subsidiary, the directors concluded that the earn‑out conditions would be met and therefore the contingent consideration had become reliably measurable. Accordingly, accrued contingent consideration of £3,640,134 was recognised and added to the cost of the investment at the company level and to other non-operating expenses at the group level, with a corresponding liability recorded in accruals, representing the directors' best estimate at the reporting date. This amount was subsequently paid in full during the current financial year.

Turnover

An analysis of turnover by class of business is as follows:

2025

2024

Sales – intercompany recharges

15,498,348

16,177,977

Sales – third-party services

2,961,990

2,982,964

18,460,338

19,160,941

An analysis of turnover by geographical market is as follows:

2025

2024

United States of America

15,498,348

16,177,977

Europe

2,961,990

2,982,964

18,460,338

19,160,941

Other operating income

2025

2024

103,646

27,641

Sundry income

103,646

27,641

Operating profit

The operating profit is stated after charging / (crediting):

2025

2024

Foreign exchange (gains) / losses

(421,040)

168,427

Other operating lease rentals

137,475

240,643

Amortisation of intangible assets

234,884

1,074,452

Depreciation of tangible assets

78,117

97,684

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

Auditor's remuneration

During the year, the group and the company obtained the following services from the group and the company's auditor:

2024

2025

Fees payable to the group and the company's auditor in respect of:

45,000

50,000

Audit of the financial statements of the group and company

Employees

Staff costs, including directors' remuneration, were as follows:

Company

Group

2025

2024

2025

2024

10,027,098

10,481,016

Wages and salaries

12,693,836

12,503,806

1,401,591

1,266,490

Social security costs

2,216,402

1,890,495

380,046

425,107

Cost of defined contribution scheme

380,046

425,107

11,808,735

12,172,613

15,290,284

14,819,408

The remuneration of the highest paid director, who was the only director remunerated by the group and the company, was as follows:

Company

Group

2024

2025

2024

2025

294,071

Wages and salaries

294,071

40,709

Social security costs

40,709

10,284

Cost of defined contribution scheme

10,284

345,064

No other directors' remuneration was payable by the group and the company during the year for their services to the group and the company. The other directors, who are also directors of other group companies, are remunerated elsewhere in the group.

The average monthly number of employees, including the directors, during the financial year was as follows:

Company

Group

Company

Group

2024

2025

2024

2025

Sales and trading

104

101

Processing and administration

136

133

113

108

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

Interest receivable and similar income

2025

2024

Interest receivable from group companies

10.

Interest payable and similar expenses

2025

2024

Bank interest

(25,360)

3,266

Interest payable to group companies

388,453

384,429

363,093

387,695

11.

Taxation

Group

2025

2024

Current tax credit on loss for the year

(604)

(51,892)

Tax credit on loss

(604)

(51,892)

Factors affecting the tax credit for the year

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:

Group

2025

2024

Loss before tax

(849,324)

(10,276,841)

Loss before tax multiplied by standard rate of corporation tax in the UK of 25% (2024: 25%)

(212,331)

(2,569,210)

Effects of:

211,727

2,523,287

Expenses not deductible for tax purposes

Capital allowances in excess of depreciation

(5,969)

Total tax credit for the year

(604)

(51,892)

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

Intangible assets

12.

Goodwill

Total

Computer software

Group

Cost

10,697,924

10,733,038

At 1 January 2025

35,114

At 31 December 2025

10,697,924

10,733,038

35,114

Amortisation

8,739,520

8,748,279

At 1 January 2025

8,759

230,400

234,884

Charge for the year

4,484

Impairment for the year

1,728,004

At 31 December 2025

13,243

10,697,924

10,711,167

Net book value

At 31 December 2024

26,355

1,958,404

1,984,759

At 31 December 2025

21,871

The intangible assets held relate to computer software and goodwill. Goodwill represents the excess of consideration arising from the acquisition of Stéve Consultants and is recognised at the Group consolidation level. Computer software has a definite useful economic life of five years, while goodwill is amortised on a straight-line basis over a definite useful economic life of ten years. An impairment loss of £1,728,004 (2024: £7,134,832) to goodwill was recognised during the period to align the carrying amount of the goodwill to its value in use (VIU). The impairment loss was recognised in the Consolidated statement of comprehensive income.

13.

Tangible assets

Group

Plant and machinery

Total

Computer equipment

Cost

At 1 January 2025

16,953

270,127

253,174

80,252

Additions

80,252

At 31 December 2025

16,953

333,426

350,379

Depreciation

119,889

At 1 January 2025

11,812

108,077

78,117

Charge for the year

4,154

73,963

At 31 December 2025

198,006

15,966

182,040

Net book value

At 31 December 2024

145,097

150,238

5,141

At 31 December 2025

987

151,386

152,373

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

13.

Tangible assets (continued)

Total

Computer equipment

Company

Cost

187,461

At 1 January 2025

36,947

Additions

At 31 December 2025

224,408

Depreciation

108,077

At 1 January 2025

40,933

Charge for the year

At 31 December 2025

149,010

Net book value

At 31 December 2024

79,384

At 31 December 2025

75,398

14.

Investments

Group

Other/unlisted investments

Total

Cost

At 1 January 2025

592

At 31 December 2025

592

Net book value

592

At 31 December 2024

592

At 31 December 2025

592

Investments in subsidiary companies

Total

Company

Cost

15,372,485

At 1 January 2025

Additions

38,646

At 31 December 2025

15,411,131

Impairment

At 1 January 2025

13,413,488

Impairment for the year

1,958,404

At 31 December 2025

15,371,892

Net book value

At 31 December 2024

1,958,997

39,239

At 31 December 2025

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

14.

Investments (continued)

An impairment loss of £1,958,404 (2024: £13,413,488) was recognised against investments in subsidiaries during the period to align the carrying amount of the investments to its value in use (VIU). The impairment was recognised in the company's profit or loss. The addition during the year of £38,646 represents investments in Cytel Poland sp. z o.o.

Subsidiary undertakings

The following were subsidiary undertakings of the company:

Name

Registered office

Class of shares

Holding

Cytel Singapore Private Limited

Singapore*

Ordinary

100%

Stéve Consultants

France**

Ordinary

100%

Cytel Poland sp. z o.o.

Poland***

Ordinary

100%

*Cytel Singapore Private Limited

: 1 Kim Seng Promenade, 11-12 Great World City, 237994, Singapore

** Stéve Consultants

: 30 Rue Narcisse Bertholey, 69600, Oullins-Pierre-Bénite, France

***Cytel Poland sp. z o.o.

: Grzybowska 2 / 29, 00-131 Warszawa, Polska

15.

Debtors: amounts falling due within one year

Group

Company

2025

2024

2025

2024

Trade debtors

1,129,643

957,753

Amounts owed by group undertakings

5,764,658

4,209,266

5,445,213

4,142,528

295,963

81,054

268,660

39,921

Other debtors

Prepayments and accrued income

1,115,102

531,850

125,215

136,663

8,305,366

5,779,923

5,839,088

4,319,112

No receivables are past due but not provided for. All receivables from group undertakings are trade in nature. None are past due but not provided for and accordingly classified as current. No interest has been charged on the receivable balances.

16.

Cash and cash equivalents

Group

Company

2025

2024

2025

2024

Cash at bank and in hand

626,534

1,691,679

150,106

455,581

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

17.

Creditors: amounts falling due within one year

Company

Group

2024

2025

2024

2025

183,195

744,769

224,796

54,039

Trade creditors

74,159

117,602

111,696

80,065

Amounts owed to group undertakings

Corporation tax payable

28,417

332,740

Other taxation and social security

723,542

711,378

349,697

110,762

134,515

Share based payments liability

134,515

110,762

115,121

73,073

Other creditors

119,059

118,830

657,694

548,387

Accruals and deferred income

887,115

927,163

3,640,134

Accrued contingent consideration

3,640,134

5,113,805

1,239,776

2,726,602

5,873,176

Other taxation and social security consist of the following:

Company

Group

Company

Group

2024

2025

2024

2025

131,571

(29,087)

(34,170)

VAT payable / (repayable)

134,078

PAYE liability

589,464

579,807

378,784

366,910

723,542

711,378

349,697

332,740

Trade creditors, other creditors and accruals and deferred income are payable at various dates over the coming months in accordance with the suppliers' usual and customary credit terms. Amounts owed to group undertakings are repayable on demand and accordingly classified as current. No interest has been charged on the payable balances.

Corporation tax payable, other taxation and social security costs are repayable in the coming months in accordance with the applicable statutory provisions.

In the prior year, accrued contingent consideration of £3,640,134 was recognised following reassessment of the earn‑out consideration relating to the acquisition of Stéve Consultants, when the amount became reliably measurable at the statement of financial position date. This amount was subsequently paid in full during the current financial year.

18.

Creditors: amounts falling due after more than one year

Group

Company

2025

2024

2025

2024

Other borrowings

13,554,286

10,204,178

13,554,286

10,204,178

13,554,286

10,204,178

13,554,286

10,204,178

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

18.

Creditors: amounts falling due after more than one year (continued)

Other borrowings are repayable as follows:

Group

Company

Group

2025

2024

More than five years

13,554,286

10,204,178

13,554,286

10,204,178

Other borrowings consist of long-term intercompany loans with a group undertaking, entered into on 28 June 2023. During the financial year, an additional loan drawdown of £3,350,108 obtained from the same group undertaking. The loans have no fixed repayment terms, matures 10 years from drawdown and interest is charged at a rate of 3.98% per annum. Refer to Directors' report for details on the group and the company's financial risk management.

19.

Share based payment transactions

Group

Company

Group

2025

2024

Expenses / (gains) recognised during the year

Share based payment expenses / (gains)

23,753

(118,118)

23,753

(118,118)

23,753

(118,118)

On 1 March 2021, the group operated a cash settled share option plan for which employees were granted share option rights in the ultimate parent company, Cronos Holdings Ltd.

As of 31 December 2025, 6,618,351 (2024: 5,673,350) options remain outstanding to eligible employees at an exercise price of between US$1 and US$3. The options vest over 5 years and can be exercised at any time from the date of vesting to 10 years from the date of grant, if still performing services for the group. During the year ended 31 December 2025, no share options were exercised.

20.

Share capital

2025

2024

Group and Company

Authorised, allotted, called up and fully paid

200 (2024: 200) Ordinary shares of £1.00 each

200

The authorised share capital of the group and the company comprises ordinary shares.

21.

Reserves

Share premium account

A share premium account is a statutory, non-distributable equity reserve that records the excess amount received by the group and the company for new shares issued above their nominal (par) value.

Cytel Statistical Services and Software UK Limited

Notes to the financial statements (continued)

For the year ended 31 December 2025

21.

Reserves (continued)

Profit and loss account

Profit and loss account represents accumulated comprehensive income for the year and prior years less dividends paid.

22.

Capital commitments

The group and the company had no capital commitments at the balance sheet date (2024: £Nil).

23.

Pension commitments

The group and the company operate a pension scheme for the benefit of employees which includes a defined contribution pension scheme for its directors and staff. The total pension cost for the financial year ended was £380,046 (2024: £425,107).

24.

Operating lease commitments

Lessee

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

Group

Company

2025

2024

2025

2024

Within one year

103,496

122,517

Later than one year and not later than five years

19,339

12,600

122,835

135,117

25.

Related party transactions

The group and the company is a wholly owned subsidiary of Cytel, Inc. Transactions between the company and other wholly owned subsidiaries are not disclosed as the company has taken advantage of the exemptions available under FRS 102, 33.1A “Related Party Disclosures” from disclosing such transactions.

26.

Events since the end of the year

There have been no significant events affecting the group and the company since the year end.

27.

Controlling party

The immediate parent undertaking is Cytel, Inc., a company incorporated in Massachusetts, United States of America, which holds 100% of the group and the company's voting shares. The ultimate parent undertaking and ultimate controlling party is Cronos Holdings Ltd, a company incorporated in the United Kingdom. The largest group of undertakings is Cronos Holdings Ltd and the smallest group of undertakings for which the group and the company's results are consolidated, is that headed by Cronos Crimson Holdings, Inc. Copies of the group financial statements are not publicly available.