REG - BiVictriX Therapcts. - BiVictriX Full Year Results
07/03/2022 07:00
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RNS Number : 7760D BiVictriX Therapeutics PLC 07 March 2022
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7 March 2022
BIVICTRIX THERAPEUTICS PLC
("BiVictriX" or "the Company" or "the Group")
Maiden full year results for the twelve months ended 31 December 2021
· Successful Initial Public Offering ("IPO") on AIM raising £7.5
million (gross)
· Collaborations progressed with leading academic centres and IONTAS
Limited
· Further strengthening of intellectual property portfolio
· Highly experienced Board and senior management appointed
· Expansion of therapeutic pipeline with two new assets: BVX002 and
BVX003
Alderley Park, 7 March 2022 BiVictriX Therapeutics plc (AIM: BVX), an
emerging biotechnology company applying a novel approach to develop next
generation cancer therapies using insights derived from frontline clinical
experience, today announces its maiden audited full year results for the
twelve months ended 31 December 2021.
Corporate Highlights including post period end events
· Completed an IPO on AIM on 11 August 2021 ("Admission").
· Successfully completed two antibody discovery campaigns with partner
IONTAS Limited, in which novel antibody fragments that target BiVictriX's
proprietary "twin cancer antigens" were identified to further optimise the
Company's lead programme, BVX001.
· Established academic collaborations including with the University of
Liverpool and Swansea University, both of which build on the know-how in the
Company's novel Bi-Cygni® technology approach and intellectual property.
· Post period, the Company announced the expansion of its therapeutic
pipeline with the addition of two assets entering the early stages of drug
development: BVX002 and BVX003, demonstrating the broad utility of the
Bi-Cygni® approach and potential expansion into novel areas in
immuno-oncology.
· Expanded the Company's in-house R&D capabilities by establishing
fully functioning office and laboratory facilities to support the expedient
development of its therapeutic pipeline.
· Continued to strengthen the Company's growing patent portfolio in the
UK and internationally with the filing of four new patents covering
wholly-owned assets.
· Established an experienced Board of Directors, led by Chairman Iain
Ross, and post period further strengthened its Board with the appointment of
Dr Michael Kauffman as an additional Independent Non-Executive Director.
· Expanded the management team with the appointments of Dr Oliver Schon
as VP of Product Development & CMC and Glyn Baker as Chief Financial
Officer, appointed post period, to support development of key work programmes.
Financial Highlights
· Gross proceeds of £7.5 million in conjunction with the Admission.
· R&D investment of £0.711 million (FY 2020 £0.306 million).
· Cash and cash equivalents of £6.063 million at 31 December 2021 (FY
2020 £0.862 million).
Tiffany Thorn, Chief Executive of BiVictriX Therapeutics plc, commented; "It
has been a period of significant advancement for the Company and I am pleased
to report strong value-creating progress in the past 12 months. Following our
listing on AIM, we have continued to develop our lead programme, BVX001,
expanded our therapeutic pipeline, grown our internal capabilities, added to
our growing IP portfolio and built out our Board and leadership team. Looking
ahead, the Company is well positioned to continue to deliver against our
objectives and create further value in 2022 and beyond."
-Ends-
For more information, please contact:
BiVictriX Therapeutics plc
Tiffany Thorn, Chief Executive Officer
Iain Ross, Chairman Email: info@bivictrix.com (mailto:info@bivictrix.com)
SP Angel Corporate Finance LLP (NOMAD and Broker) Tel: +44 (0) 20 3470 0470
David Hignell, Caroline Rowe (Corporate Finance)
Vadim Alexandre, Rob Rees (Sales and Broking)
Consilium Strategic Communications
Mary-Jane Elliott, Genevieve Wilson, Alex Gunter Tel: +44 (0) 20 3709 5700
Email: Bivictrix@consilium-comms.com (mailto:Bivictrix@consilium-comms.com)
About BiVictriX Therapeutics plc
BiVictriX is a UK-based drug discovery and development company which is
focused on leveraging clinical experience to develop a class of highly
selective, next generation cancer therapeutics which exhibit superior potency,
whilst eliminating treatment-related toxicities.
The Company utilises a first-in-class approach to generate a proprietary
pipeline of Bi-Cygni® therapeutics which are designed to selectively target
antigen co-expression fingerprints, or "twin antigens", on tumour cells, which
are largely absent from healthy cells. Whereas this concept has been validated
in a clinical diagnostic setting to support the diagnosis and monitoring of
haematological cancers, it has not yet been widely used in a therapeutic
setting.
BiVictriX has identified a diverse panel of novel cancer-specific "twin
antigens", across a broad range of solid tumour and haematological cancer
indications. The Company is using these novel "twin-antigens" to develop more
effective and safer therapeutics to target cancers that are expected to
constitute orphan indications and currently constitute areas of high unmet
medical need.
Find out more about BiVictriX online at www.bivictrix.com
(http://www.bivictrix.com)
Chairman's Statement
For the year ended 31 December 2021
I am delighted to deliver BiVictriX's Chairman's Statement marking our first
set of Full Year Financial Results since the Company's initial public offering
in August 2021.
I have known Tiffany Thorn, our CEO, since 2018 and over that time I have
watched her passion for this company. Her belief in this business has been
absolute and she has remained undeterred in her goal to create a meaningful
and, I believe, important biotech company.
Over the past 12 months, we have been able to bring together an experienced
Board, which combines the necessary scientific and clinical development
know-how and network, to provide the management team and staff with the means
to navigate towards ensuring the Company achieves its goals in line with our
CEO's vision.
In my role as Chairman and, in order to lay the right foundations for this
important emerging biotech company, recent key activities implemented by my
Board now make it fit for purpose and include:
· Scale up of team: we are in the process of building a highly capable
management and scientific team based in Alderley Park, Cheshire and good
progress has been made with scale up of the team since the IPO.
· Robust cost base management: we have put in place meaningful
out-sourcing agreements ensuring that our fixed cost base remains tightly
controlled and, as part of that, have established appropriate commercial
arrangements with all advisors, including those supporting the Company with
legal and IP frameworks.
· Data mining to support IP estate: we are working externally with
data-mining experts to interrogate large patient data sets, enabling the
identification of further cancer-specific "fingerprints", and broadening our
intellectual property protection.
Our Board believes that BiVictriX has a unique platform technology, which
could potentially deliver novel anti-cancer agents with wide therapeutic
windows - applicable to both solid and haematologic cancers. We have the
potential to deliver very high response rates and tolerability in cancer
patients as compared with current Antibody Drug Conjugates ("ADCs"). Also,
there is the potential to expand into immuno-oncology with novel bispecifics,
specifically targeting immunosuppressive leukocytes such as Myeloid-Derived
Suppressor Cells ("MDSCs"). The key will be expanding our existing patent
portfolio to enable several generations of anti-cancer molecules across
multiple cancer types that currently constitute areas of high unmet medical
need. This continues to be our focus working in the interests of patients and
our shareholders.
We ended 2021 'fit for purpose' in that we are well financed to achieve our
immediate goals and are focused on the key drivers of the business. We have
big ambitions and intend to continue to work closely with our advisors and
shareholders to create long-term value.
The Board believes that the data generated in the short-term will be
significant and attract pharma and mid-sized biotech companies interested in
commercial partnerships and/or licensing. Although at an early stage our
unique approach has already attracted the attention of third parties who wish
to explore future partnering opportunities with us. Our aim is to position
BiVictriX as a highly attractive business in the sector, and to provide
maximum returns to our Shareholders.
I am honoured to have been asked to chair the Board of the quoted company and
I believe with the support of all our stakeholders, we can build a meaningful
and exciting business operating with the appropriate culture, values and
ethics and eventually having a positive impact upon patients' lives.
In conclusion, I would like to thank the former directors, all our current
stakeholders and finally Tiffany and her team for their support and
commitment.
I look forward to reporting our progress throughout 2022 and beyond.
Iain Ross, Non-Executive Chairman
4 March 2022
Chief Executive Officer's Review
For the year ended 31 December 2021
I am delighted to be delivering the Company's first Annual Report as CEO of
BiVictriX Therapeutics plc, following our relatively recent IPO in August
2021. I founded BiVictriX in late 2016 through combining my experience of
working within a clinical setting in the NHS together with my knowledge of the
antibody therapeutic sector in oncology, to address one of the longest
standing issues currently limiting the industry's ability to successfully
combat cancer - the lack of true cancer selectivity. Since founding the
Company, I have received much welcomed support from various groups of
investors and private individuals, who have not only invested in the Company,
but provided me with wise counsel, support and mentoring, for which I am
extremely grateful.
What we do
BiVictriX is a UK-based drug discovery and development company which is
focused on leveraging clinical experience to develop a class of highly
selective, next generation cancer therapeutics which exhibit superior potency,
whilst substantially reducing treatment-related toxicities by greatly
improving specificity. Our lead programme, BVX001, is focused on Acute Myeloid
leukaemia ("AML"), one of the most aggressive forms of blood cancer which
still to this day, carries an incredibly poor prognosis.
How we do it
Through combining our proprietary library of newly identified cancer-specific
"twin-antigen fingerprints" which are unique patterns of antigens that are
expressed on the cancer, but which are largely absent from healthy cells;
together with expert engineering insights, we can ensure our novel Bi-Cygni®
therapeutics are "exquisitely cancer-selective". Our proprietary Bi-Cygni®
technology platform has the potential to generate a pipeline of anti-cancer
drugs across both solid and haematologic cancers with the widest therapeutic
windows. Consequently, these drugs have the potential to reduce the
development of life-threatening, treatment-limiting toxicities and enable
clinicians to give much higher, more consistent, and more effective doses of
therapy to patients to improve treatment outcomes, without significantly
harming the patient in the process.
Since establishing operations in 2017, the Company has maintained its vision
to combine our unique innovations in therapeutic design with established,
clinically validated techniques and therapeutic modes of action. Applying
advances in our understanding of precision targeting through the Bi-Cygni®
platform to the established Antibody Drug Conjugate "ADC" concept, enables us
to generate a broad pipeline of next generation therapeutics. My fellow
directors and I believe that these therapeutics will have the potential to
deliver very high response rates and longer-term tolerability over and above
the de facto ADC design, while effectively reducing early developmental risk
and time-to-market. This will enable, for the first time, the broader
utilisation of this therapeutic class across a wider range of
difficult-to-treat cancers, where these drugs currently remain too toxic.
What we have achieved since IPO
On 11 August 2021, the Company successfully listed on the AIM market of the
London Stock Exchange, raising gross proceeds of £7.5 million to help finance
our current lead development programme, BVX001, together with supporting the
expansion of our therapeutic pipeline. Since admission to trading, we have
prioritised the utilisation of the net proceeds. I am pleased to report we
have made considerable value-creating progress in line with our strategy,
through strong delivery of our corporate goals set out in the AIM Admission
Document. These include expanding our internal capabilities, accelerating the
lead optimisation of BVX001, expanding our early-stage pipeline with the
addition of two further candidates, growing our IP portfolio, and building out
the Board and leadership team. An explanation of our progress and key drivers
follows below.
Corporate - building in-house capabilities
Since listing, we have successfully built a small, dedicated team of
experienced scientific staff located within our newly established internal
R&D premises, including fully operational office space and three
individual laboratories in Alderley Park.
Being able to perform a wider range of developmental steps in-house, including
small-scale ADC manufacture, protein engineering and laboratory testing of
therapeutic leads in primary patient samples, has enabled us to increase our
efficiency and improve our development timelines. Ultimately this will reduce
the time-to-market and increase patent life and asset value. Further to this,
maintaining key early-stage activities in-house will act to safeguard the
team's unique know-how and specialist knowledge in the design of Bi-Cygni®
therapeutics, and help us to position the Bi-Cygni® technology platform and
our products for commercial partnerships.
Scientific / Pipeline / IP
We have continued to make good progress with optimising BVX001, and we are on
course to meet key data milestones on time and on budget. In addition, post
the period end, we announced the expansion to our therapeutic pipeline,
together with the further strengthening of our broad patent portfolio, as
detailed below.
· During the financial year, we established collaborations with
academic groups including the University of Liverpool and Swansea University,
both of which build on the know-how in the Company's novel Bi-Cygni®
technology approach and intellectual property.
· In September 2021, we announced that IONTAS, a leading clinical
research organisation offering phage display and next generation mammalian
display antibody discovery services, had successfully identified novel human
binders (antibody fragments) which target BiVictriX's proprietary
cancer-specific "twin antigen fingerprints", as part of our collaboration
with them. These binders cover a broad range of affinities accommodating
species cross-reactivity. They will be further assessed in-house by the
BiVictriX team through in vitro characterisation and testing to validate the
efficacy and selectivity in human cell models and further optimise our lead
programme, BVX001.
· In November 2021, we announced our collaboration with Abzena Limited
(Cambridge, UK), a reputable CDMO in the ADC space, to manufacture antibody
drug conjugates to fast track the development of our pipeline of assets.
· In February 2022, we announced the expansion of our patent portfolio,
with the filing of four additional UK applications to provide broad protection
for the pipeline assets. We remain focused and committed on the further
expansion of our existing patent portfolio to enable several generations of
anti-cancer therapeutics across multiple high unmet-need cancer types to
ensure we retain our position as a leader in this approach. The patent
applications in the growing portfolio remain wholly owned by BiVictriX and, as
such, are not subject to any licensing arrangements which will provide us with
the ultimate control to flex optimal deal structures and licensing
arrangements as we look to partner our assets in the future.
Personnel - senior management and scientific teams
· We appointed several high-quality key personnel that have bolstered
both the management and scientific teams. This has been achieved in a highly
competitive job market environment, demonstrating the attractiveness and
interest in our science and business model.
· As we transitioned from a private entity to a publicly traded
company, with support of my long-term mentor, Iain Ross, we brought together a
high-calibre, experienced Board of Directors under Iain's chairmanship.
· Post the period end, the Board has been further strengthened with the
announcement in January of the appointment of Dr Michael Kauffman who brings
further experience in the life sciences industry, including expertise in
preclinical research, clinical development, and regulatory strategy across
both solid and haematological indications.
· In line with our objectives, we have brought together a high-calibre
management team, which includes the recent appointment of several highly
experienced, key personnel. They include Dr Oliver Schon as Vice President of
Product Development & CMC, appointed in September 2021, and Glyn Baker as
Chief Financial Officer, appointed in January 2022. The Senior Management Team
has been brought together to ensure the expedient development of our
therapeutic pipeline and continued focus on the financial realisation of the
Company's assets in the longer-term.
Our business strategy
It is firmly my belief and that of the Board that the Bi-Cygni® approach can
be applied to build a diverse pipeline of first-in-class therapeutics across
the wide spectrum of different therapeutic modalities, addressing key unmet
medical needs in the market. BiVictriX's ambition is to validate the
Bi-Cygni® approach within a panel of difficult-to-treat cancer indications to
demonstrate the wide applicability of the concept, propelling the Group
forward as a global leader in the field.
We believe that the key value in BiVictriX comprises:
· The diverse anti-cancer therapeutic assets in development which lie
within a high-growth area currently experiencing significant licensing and
M&A activity.
· The Company's broad, robust patent portfolio and know-how providing
coverage across multiple cancer-specific antigen fingerprints and specialist
knowledge in the design of Bi-Cygni® therapeutics.
· The breadth of the Bi-Cygni® approach in treating a wide array of
different cancer types and the potential to extend the approach to other
therapeutic formats.
To realise maximum value, we are committed to ensuring the focused, expedient
development of the current therapeutic pipeline to reach key value inflection
points, demonstrating the broad utility of the approach across multiple cancer
types; while further strengthening the existing patent portfolio, safeguarding
both current and future cancer-specific fingerprints.
In support of these two key activities and run in parallel to the progression
of the lead asset, the internal R&D team are looking to establish a novel
screening platform, increasing speed from discovery to lead generation and
reducing development time for our pipeline. Alongside this, the team are
working externally with data-mining experts to interrogate large patient data
sets, enabling the identification of further cancer-specific fingerprints to
broaden our intellectual property protection.
Our targeted commercial strategy
We are strongly focused on utilising our capital efficiently to reach key
value inflection points across our therapeutic products and wider platform,
which will enable us to target commercial partnerships, including licensing
agreements.
We have identified discrete points in our development programmes including
preclinical candidate nomination; IND approval of a development candidate and
clinical proof of concept, as likely partnering opportunities. Whilst we have
had some early interest in our platform, our aim is to achieve a balance
between demonstrating commercial value of both our platform and our specific
programmes, with an appropriate deal structure for the Company and our
stakeholders.
Our lead therapeutic asset, BVX001, will be important in providing validation
to the market for the wider Bi-Cygni® approach. We are looking to reach three
key value inflection points on this candidate within the next 1-5 years,
namely nominating a preclinical candidate, achieving IND approval and
establishing early clinical proof of concept for the approach through an
initial Phase I/II clinical trial. The Board believes that this data will
attract third parties, including pharma and mid-sized biotech within the
sector, who may be interested in partnerships and/or licensing opportunities,
providing long-term revenue streams to BiVictriX. Whilst early stage, our
differentiated approach has already attracted interest from a number of third
parties potentially interested in future partnering opportunities.
Our immediate goals
Through our expanding pipeline, broad patent portfolio and internal know-how,
the Company is well positioned to target multiple early-stage, preclinical
partnerships opportunities on the wider pipeline.
To succeed at achieving these goals we are focused on delivering upon the
following key milestones:
· Accelerate the lead optimisation of BVX001 to reach key preclinical
milestones on early (non-GLP) efficacy and safety, enabling progression
towards the clinic;
· Fast-track the development of two new candidates, BVX002 and BVX003
to reach early preclinical proof of concept;
· Consolidate the intellectual property landscape surrounding further
potential cancer-specific "twin antigen fingerprints"; and
· Secure key collaborations with industry and academia to expand the
Bi-Cygni® approach across other therapeutic platforms.
Financials
Management controls operate across the business to ensure that our financial
resources are prioritised towards the further development of the Company's
therapeutic programmes and platform to reach the key value points outlined
above.
This focus was reflected in the R&D expenditure which increased to £0.7
million (2020: £0.3 million) in the year. Non-recurring costs of £0.4
million (2020: £ nil) were incurred as part of our successful admission to
AIM in August 2021.
The gross proceeds of £7.5 million have strengthened the BiVictriX balance
sheet and resulted in a closing cash balance of £6.1 million (2020: £0.9
million) at 31 December 2021.
The balance sheet was further strengthened with the conversion of £0.8
million shareholder loans into equity prior to Admission. On 31 December 2021,
the Company was debt free.
Summary and outlook
We are fully committed to our business goals, our continued delivery against
objectives and to prioritising the use of proceeds to create further
significant value over the next 12 months and beyond.
Alongside our small-scale internal capabilities, we are aligned to our capital
efficient business model to maximise potential returns for our shareholders.
Accordingly, we will continue to outsource specialist advisory and service
capabilities as and when required, including GMP manufacturing, clinical trial
design/regulatory advice and pre-clinical safety studies, to experienced
contract organisations. Our scientific team, of whom I am extremely proud, is
focused on expediting the development of our existing pipeline and supporting
the generation of key data to facilitate our expanding patent portfolio.
Finally, and on a personal note, I would like to thank our dedicated
scientific team for their enthusiasm and hard work over the last twelve
months, former and current directors for their guidance throughout the period
and our valued shareholders for their continued support and investment in this
business.
Tiffany Thorn, Chief Executive Officer
4 March 2022
Consolidated Statement of Comprehensive Income
For the year ended 31 December 2021
Year Ended Year Ended
31 Dec 2021 31 Dec 2020
£'000 £'000
Notes
Operating expenses
Research and development costs 3 (711) (306)
Administration expenses 3 (567) (211)
Share based compensation 14 (224) (4)
Other income 21 - 31
Total operating expenses before non-recurring costs (1,502) (490)
Non-recurring costs 3 (389) -
Operating loss (1,891) (490)
Finance costs (641) (19)
Loss on ordinary activities before taxation (2,532) (509)
Taxation 6 192 84
Loss and total comprehensive expenses attributable to equity holders of the (2,340) (425)
parent for the year
Loss per share attributable to equity holders of the parent (pence) 7
Basic loss per share (pence) (6.02) (1.89)
Diluted loss per share (pence) (6.02) (1.89)
Consolidated and Company Statements of Financial Position
as at 31 December 2021
Group Company
As at As at As at As at
31 Dec 2021 31 Dec 2020 31 Dec 2021 31 Dec 2020
£'000 £'000 £'000 £'000
Notes
Assets
Non-current assets
Property, plant and equipment 8 339 63 - -
Investment in subsidiary undertakings 9 - - 214 -
Amounts receivable from - - 2,906 -
subsidiaries
Total non-current assets 339 63 3,120 -
Current assets
Trade and other receivables 10 287 60 11 -
Current tax receivable 192 83 - -
Cash and cash equivalents 11 6,063 862 5,500 -
Total current assets 6,542 1,005 5,511 -
Total assets 6,881 1,068 8,631 -
Liabilities and equity
Current liabilities
Trade and other payables 12 308 330 2 -
Lease liabilities 15 71 - - -
Total current liabilities 379 330 2 -
Non-current Liabilities 175 671 - -
Total Liabilities 554 1,001 2 -
Equity
Ordinary shares 13 661 1 661 -
Share premium 13 12,052 1,428 8,002 -
Share based compensation 13 224 10 224 -
Warrant reserve 13 73 - 73 -
Merger reserve 13 (2,834) - - -
Fair value reserve 13 - 147 - -
Retained (deficit)/profit 13 (3,849) (1,519) (331) -
Total equity attributable to equity holders of the parent 6,327 67 8,629 -
Total liabilities and equity 6,881 1,068 8,631 -
No Statement of Comprehensive Income is presented
in these financial statements for
the Parent Company as provided by Section 408 of
the Companies Act 2006. The loss for
the financial year dealt with in the financial statements of
the Parent Company was £331k
(2020: £nil).
The financial statements on pages 40 to
66 were approved by the Board of Directors and authorised for
issue on 4 March 2022 and were signed on its behalf by:
Iain Ross Tiffany Thorn
Chairman Chief Executive Officer
4 March 2022
BiVictriX Therapeutics plc
Registered number: 13470690
Consolidated Statement of Changes in Equity
for the year ended 31 December 2021
Ordinary shares Share Premium Merger reserve Share based compensation Warrant reserve Fair Value Reserve Retained deficit Total
£'000 £'000 £'000 £'000 £'000s £'000 £'000 £'000
Balance at 31 December 2019 1 1,267 - 6 - - (1,094) 180
Total comprehensive expense for the period - - - - - - (425) (425)
Transactions with owners -
Share issue - 179 - - - - - 179
Expense of share issue (18) - - - - (18)
Share based compensation - share options - - - 4 - - - 4
Net change in Fair value - - - - - 147 - 147
Total transactions with owners - 161 - 4 - 147 - 312
Balance at 31 December 2020 1 1,428 - 10 - 147 (1,519) 67
Total comprehensive expense for the period - - - - - - (2,340) (2,340)
Transactions with owners -
Acquisition of BiVictriX Limited 212 2,622 (2,834) - - - - -
Share issue - convertible loan notes 73 1,387 - - - (147) - 1,313
Share issue - cash 375 7,125 - - - - - 7,500
Expense of share issue - (437) - - - - - (437)
Share based compensation - share options - - - 224 - - - 224
Issue of warrants - (73) - - 73 - - -
Share based compensation -lapsed options - - - (10) - - 10 -
Total transactions with owners 660 10,624 (2,834) 214 73 (147) 10 8,600
Balance at 31 December 2021 661 12,052 (2,834) 224 73 - (3,849) 6,327
Company Statement of Changes in Equity
for the year ended 31 December 2021
Attributable to equity holders of the parent
Ordinary shares Share premium Share based compensation £'000 Warrant reserve £'000s Fair Value Reserve Retained deficit Total
£'000 £'000 £'000 £'000 £'000
Balance at 31 December 2020 - - - - - - -
Total comprehensive expense for the period - - - - - (331) (331)
Transactions with owners
Share issue - acquisition of BiVictriX Limited 213 - - - - - 213
Share issue - convertible loan notes 73 1,387 - - - - 1,460
Share issue - cash 375 7,125 - - - - 7,500
Expense of share issue - (437) - - - - (437)
Share based compensation - share options - - 224 - - - 224
Share based compensation - warrant reserve - (73) - 73 - - -
Total transactions with owners 661 8,002 224 73 - - 8,960
Balance at 31 December 2021 661 8,002 224 73 - (331) 8,629
Consolidated and Company Statements of Cash Flows
for the year ended 31 December 2021
Group Company
Year ended 31 Dec 2021 £'000 Year ended 31 Dec 2020 £'000 Year ended 31 Dec 2021 £'000 Year ended 31 Dec 2020 £'000
Cash flows from operating activities
Loss before taxation (2,532) (509) (331) -
Depreciation and amortisation 46 1 - -
Share based compensation 224 4 224 -
Finance costs 641 19 - -
(1,621) (485) (107) -
Changes in working capital
(Increase)/decrease in trade and other receivables (227) (41) (1,457) -
Increase/(decrease) in trade and other payables (21) 244 1 -
Cash used in operations (248) (203) (1,456)
Taxation received 84 118 - -
Net cash used in operatiing activities (1,785) (183) (1,563) -
Cash flows (used in)/generated from investing activities
Acquisition of tangible fixed assets (46) (63) - -
Net cash (used in)/generated from investing activities (46) (63) - -
Cash flows from financing activities
Proceeds from issue of convertible loan - 800 - -
Proceeds from issue of shares 7,500 179 7,500 -
Issue costs (437) (17) (437) -
Repayment of lease liabilities (31) - - -
Net cash generated from financing activities 7,032 962 7,063 -
Movements in cash and cash equivalents in the period 5,201 733 5,500 -
Cash and cash equivalents at start of period 862 129 - -
Cash and cash equivalents at end of period 6,063 862 5,500 -
Notes to the Financial Statements
1. General Information
BiVictriX Therapeutics plc ('the Company') is a public limited company
incorporated in England and Wales and was admitted to trading on the AIM
market of the London Stock Exchange under the symbol "BVX" on 11 August 2021.
The address of its registered office is Mereside, Alderley Park, Alderley
Edge, Macclesfield, England, SK10 4TG and the registered company number is
13470690. The principal activity of the Company is research and experimental
development on biotechnology.
2. Significant Accounting Policies and Basis of Preparation
Basis of preparation
The consolidated financial statements have been prepared in accordance with
United Kingdom International Financial Reporting Standards ('IFRS') as adopted
by the UK, IFRIC interpretations and the Companies Act 2006 applicable to
companies operating under IFRS. The Company's financial statements have been
prepared in accordance with Financial Reporting Standard 102 (United Kingdom
Generally Accepted Accounting Practice).
The financial statements are presented in Sterling (£) and rounded to the
nearest £000. This is the predominant functional currency of the Group and is
the currency of the primary economic environment in which it operates. Foreign
transactions are accounted in accordance with the policies set out below.
Basis of consolidation
The financial statements incorporate the financial statements of the Company
and entities controlled by the Company. Control is achieved when the Company
has the power over the investee; is exposed, or has rights, to variable return
from its involvement with the investee; and, has the ability to use its power
to affect its returns. The Company reassesses whether it controls an investee
if facts and circumstances indicate that there are changes to one or more of
the three elements of control listed above.
Consolidation of a subsidiary begins when the Company obtains control over the
subsidiary and ceases when the Company loses control of the subsidiary.
Specifically, the results of subsidiaries acquired or disposed of during the
period are included in the Consolidated Statement of Comprehensive Income from
the date the Company gains control until the date when the Company ceases to
control the subsidiary.
Where necessary, adjustments are made to the financial statements of
subsidiaries to bring the accounting policies used into line with the Group's
accounting policies.
All intra-Group assets and liabilities, equity, income, expenses and cash
flows relating to transactions between the members of the Group are eliminated
on consolidation.
Going concern
As part of their going concern review the Directors have followed the
guidelines published by the Financial Reporting Council entitled ''Guidance on
Risk Management and Internal Control and Related Financial and Business
Reporting''. The Directors have prepared detailed financial forecasts and cash
flows looking beyond 12 months from the date of the approval of these
financial statements. In developing these forecasts, the Directors have made
assumptions based upon their view of the current and future economic
conditions that will prevail over the forecast period.
Whilst the impact of Covid-19 has been substantially globally, the impact of
the Group is not considered to be material since the forecasts were not
dependent on trading income but focused on controlled, considered spend to
meet its development and commercial objectives.
The forecasts contain certain assumptions about the performance of the
business including the growth model and the cost model.
The directors are aware of the risks and uncertainties facing the business but
the assumptions used are the Directors' best estimate of the future
development of the business.
After considering the forecasts and risks, the Directors have a reasonable
expectation that the Group has adequate resources to continue in operational
existence for the foreseeable future. For these reasons, they continue to
adopt the going concern basis of accounting in preparing the annual financial
statements. The financial statements do not include any adjustments that would
result from the going concern basis of preparation being inappropriate.
At 31 December 2021, the Group had cash and cash equivalents, including
short-term investments and cash on deposit, of £6,063,000.
The Directors estimate that the cash held by the Group together with known
receivables will be sufficient to support the current level of activities.
Standards, interpretations and amendments to published standards not yet
effective
The Directors have considered those standards and interpretations, which have
not been applied in these financial statements but which are relevant to the
group's operations, that are in issue but not yet effective and do not
consider that they will have a material effect on the future results of the
Group.
Currencies
Functional and presentational currency
Foreign currency transactions are translated into the
functional currency using the exchange rates prevailing at the dates of
the transactions or at an average rate for a period if
the rates do not fluctuate significantly. Foreign exchange
gains and losses resulting from the
settlement of such transactions and from the
translation at year-end exchange rates of monetary assets and liabilities denominated
in foreign currencies are recognised in the Consolidated Statement
of Comprehensive Income. Non-monetary items that are measured
in terms of historical cost
in a foreign currency are not retranslated. The presentational currency
is also the functional currency.
Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation
and any impairment losses. Cost includes the original purchase price of the
asset and the costs attributable to bringing the asset to its working
condition for its intended use.
Office equipment - 25% straight line
Plant and equipment - 16% straight line
Furniture, fixtures and fittings - 25% straight line
The gain or loss arising on the disposal of an asset is determined as the
difference between the sales proceeds and the carrying amount of the asset and
is recognised in the Consolidated Statement of Comprehensive Income.
At each reporting date, the Group reviews the carrying amounts of its
property, plant and equipment assets to determine whether there is any
indication that those assets have suffered an impairment loss. If any such
indication exists, the recoverable amount of the asset is
estimated in order to determine the extent of the
impairment loss (if any).
Research and development expenditure
Development costs and expenditure on pure and applied research are charged to
the profit and loss account in the year in which they are incurred.
Expenditure incurred on the development of internally generated products will
be capitalised from when Phase 3 trials are completed and regulatory approval
is obtained.
Income tax
The tax expense or credit represents the sum of the tax currently payable or
recoverable and the movement in deferred tax assets and liabilities.
(a) Current income tax
Current tax, including R&D tax credits which have the characteristics of
income tax, is based on taxable income for the period and any adjustment to
tax from previous periods. Taxable income differs from net income in the
Consolidated Statement of Comprehensive Income because it excludes items of
income or expense that are taxable or deductible in other periods or that are
never taxable or deductible. The calculation uses the latest tax rates
for
the period that have been enacted or substantively enacted by the dates of
the Consolidated Statement of Financial Position.
(b) Deferred tax
Deferred tax is calculated at the latest tax rates that have been
substantially enacted by the reporting date that are expected to apply when
settled. It is charged or credited in the Consolidated Statement of
Comprehensive Income, except when it relates to items credited or charged
directly to equity, in which case it is also dealt with in equity.
Deferred tax is the tax expected to be payable or recoverable on differences
between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable
income, and is accounted for using the liability method.
Deferred tax liabilities are generally recognised for all taxable temporary
differences and deferred tax assets are recognised to the extent that it is
probable that taxable income will be available against which the asset can be
utilised. Such assets are reduced to the extent that it is no longer probable
that the asset can be utilised.
Deferred tax assets and liabilities are offset when there is a legal right to
offset current tax assets and liabilities, and when the deferred tax assets
and liabilities relate to taxes levied by the same taxation authority on
either the same taxable entity or different taxable entities where there is an
intention to settle the balances on a net basis.
Deferred tax assets are not recognised due to uncertainty concerning
crystallisation.
Payroll expense and related contributions
Wages, salaries, payroll tax, paid annual leave and sick leave, bonuses, and non-monetary benefits are accrued in the period in which
the associated services are rendered.
Pension costs
The Group makes contributions to the private pension schemes
of Directors and employees. Contributions are recognised in the periods to
which they relate.
Share-based compensation
The Group issues share based payments to certain employees and Directors
and warrants have been issued to certain suppliers. Equity-
settled share-based payments are measured at fair value at the date of grant and expensed on a straight-line basis over the vesting
period, along with a corresponding increase in equity.
At each reporting date, the Group revises its estimate of the number
of equity instruments expected to vest as a result of the effect of
non-market based vesting conditions. The impact of
any revision is recognised in the Consolidated Statement
of Comprehensive
Income, with a corresponding adjustment to equity reserves.
The fair value of share options
and warrants are determined using a Black-Scholes model, taking into consideration the best estimate of
the expected life of the option or warrant and the estimated number
of shares that will eventually vest.
Operating segments
Operating segments are reported in a manner consistent with the internal
reporting provided to the chief operating decision-maker. The chief operating
decision-maker is responsible for allocating resources and assessing
performance of operating segments.
The Directors consider that there are no identifiable business segments that
are subject to risks and returns different to the core business. The
information reported to the Directors, for the purposes of resource allocation
and assessment of performance is based wholly on the overall activities of the
Group. The Group has therefore determined that it has only one reportable
segment under IFRS 8.
The results and assets for this segment can be determined by reference to the
Consolidated Statement of Comprehensive Income and Consolidated Statement of
Financial Position.
Group reorganisation accounting
The Company acquired its 100% interest in BiVictriX
Limited ('BiVictriX') by way of a share for share exchange.
This is a business combination involving entities under common control
and the consolidated financial statements are issued in the name of
the Group but they are a continuance of
those of BiVictriX. Therefore the assets and liabilities of BiVictriX have been
recognised and measured in these consolidated financial statements at their pre combination carrying values
by applying the principles of merger accounting. The retained earnings and
other equity balances recognised in these consolidated financial statements are the retained earnings
and other equity balances of the Company and BiVictriX.
The equity structure appearing in these consolidated financial statements (the number and the type of equity
instruments issued) reflect the equity structure of
the Company including equity
instruments issued by the Company to effect the consolidation.
The difference between consideration given and net assets of
BiVictriX at the date of acquisition is included in a merger
reserve. The comparatives included are for BiVictriX prior to
the group reorganisation.
The Company was incorporated on 22 June 2021. The value of the acquisition of
BiVictriX Limited in the financial statements of the Company has been
determined by applying sections 610, 612 and 615 of the Companies Act 2006 as
they relate to merger relief. These sections of the Companies Act 2006 are
applicable to corporate investments where more than 90% of the acquired entity
is represented by a share for share exchange. In these circumstances FRS 102
allows the investment to be carried in the Company's balance sheet at the
nominal value of the shares issued, without recognising any associated share
premium. The Company statement of changes in equity covers a period from 22
June to 31 December and the Company cash flow statement is for the period 22
June 2021 to 31 June 2021
Investment in subsidiaries
Investment in subsidiaries are shown in the Company balance sheet
at cost and are reviewed annually for impairment.
Financial instruments
Financial assets and financial liabilities are recognised in the Group's Consolidated Statement
of Financial Position when the Group becomes party to
the contractual provisions of the
instrument. Financial assets are derecognised when the contractual rights to
the
cash flows from the financial asset expire or when the contractual rights to
those assets are transferred. Financial liabilities are
derecognised when the obligation specified
in the contract is discharged, cancelled or expired.
Trade and other receivables
Trade and other receivables that do not contain a significant financing
component are initially recognised at fair value and subsequently held at
amortised cost less provision for impairment. Provisions for impairment are
based on an expected credit loss model as required by IFRS 9.
Cash, cash equivalents and short-term investments
Cash and cash equivalents consist of cash on hand, demand deposits,
and other short-term highly liquid investments that are readily
convertible to a known amount of cash and are subject to
an insignificant risk of changes in value.
Trade and other payables
Trade and other payables are not
interest-bearing and are stated at nominal value.
Classification as debt or equity
Debt and equity instruments issued by the Group
are classified as either financial liabilities or as equity
in accordance with the substance of
the contractual arrangements and the definitions of a financial liability and an equity
instrument.
Equity instruments
An equity
instrument is any contract that evidences a residual interest in the assets of
an entity after deducting all its liabilities. Equity
instruments issued by the Group
are recognised as the proceeds received, net of direct issue costs.
Financial risk management
Financial risk factors
The Group's activities
expose it to certain financial risks: market risk, credit risk and liquidity risk. The overall risk management
programme focuses on the
unpredictability of financial markets and seeks to
minimise potential adverse effects on the Group's financial
performance. Risk management is carried out
by the Directors, who identify and evaluate financial risks in close co-operation with key
staff.
(a) Market risk
Market risk is the risk of loss that may arise from changes in market factors such as competitor pricing, interest rates, foreign exchange
rates (see Note 16).
(b) Credit risk
Credit risk is the financial loss to
the Group if a customer or counterparty
to financial instruments fails to meet its contractual obligation.
Credit risk arises from the Group's cash and cash equivalents, and receivables balances.
(c) Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they
fall due. This risk relates to the Group's prudent
liquidity risk management and implies maintaining sufficient cash. The Directors monitor rolling forecasts of
the Group's liquidity,
and cash and cash equivalents based on expected cash flow.
Capital risk management
The Group has been funded by equity. The components of
shareholders' equity are:
(a) The share capital and share premium account arising on the
issue of shares.
(b) Merger reserve, which was created as a result of
the acquisition by the Company of the entire
issued share capital of BiVictriX Limited on 9 August 2021.
(c) The share based compensation reserve results
from the Group's grant of equity-settled share options to
selected employees and Directors.
(d) The retained deficit reflecting comprehensive loss to date.
The Group's objective when managing capital is to maintain adequate financial flexibility
to preserve its ability to meet financial obligations,
both current and long term. The capital structure
of the Group is managed and adjusted to reflect
changes in economic conditions. The Group funds its
expenditures on commitments from
existing cash and cash equivalent balances, primarily received from
issuances of
shareholders' equity. There are no externally imposed capital requirements.
Financing decisions are made based on forecasts of the
expected timing
and level of capital and operating expenditure required to meet
the Group's commitments and development plans.
Fair value estimation
The carrying value less impairment provision of
trade receivables and payables are assumed to approximate their
fair values because of the
short term nature of such assets and the effect of discounting
liabilities is negligible.
Significant management judgement in applying accounting policies and estimation uncertainty
When preparing the financial statements, the Directors make estimates and assumptions about the recognition
and measurement of assets, liabilities, income and expenses.
Estimation uncertainty
Receivables from the subsidiary represents
interest free amounts advanced to Group companies with no fixed repayment dates, being
amounts due from BiVictriX Therapeutics plc advanced to support
the Group's research expenditure. In accordance with IFRS 9 'Financial
Instruments', where the counterparty would not be able to repay the loan if demanded at the reporting date, the Company
has made an assessment of expected credit losses.
Taxation
In recognising income tax assets and liabilities, management makes estimates of
the likely outcome of decisions by tax authorities on
transactions and events whose treatment for tax purposes is uncertain. Where the final outcome of such matters is different, or
expected to be different, from previous assessments made by management, a change to
the carrying value of income tax assets and
liabilities will be recorded in the period in which such a determination is made. The carrying values of current tax are disclosed separately
in the statement of financial position
Share based payment charge
Historically the Group issued a number of
share options to certain employees. A Black-Scholes model was used to calculate the
appropriate charge for these periods. The use of
this model to calculate a charge involves using a number
of estimates and judgements
to establish the appropriate inputs to be entered into
the model, covering areas such as the use of
an appropriate interest rate and
dividend rate, exercise restrictions and behavioural considerations. A significant element of
judgement is therefore involved in the calculation of
the charge. The total charge recognised in the year to 31 December 2021 was £224k (year to 31 December 2020: £4k).
Leases
The Group assesses at contract inception whether a contract is, or contains, a
lease. That is, if the contract conveys the right to control the use of an
identified asset for a period of time in exchange for consideration.
The Group applies a single recognition and measurement approach for all
leases, except for short-term leases and leases of low-value assets. The Group
recognises lease liabilities, representing obligations to make lease payments
and right-of-use assets representing the right to use the underlying assets.
Right-of-use assets
The Group recognises right-of-use assets at the commencement date of the
leases (i.e., the date the underlying asset is available for use).
Right-of-use assets are measured at cost, less any accumulated depreciation
and impairment losses, and adjusted for any remeasurement of lease
liabilities. The cost of right-of-use assets includes the amount of lease
liabilities recognised, initial direct costs incurred, and lease payments made
at or before the commencement date less and lease incentives received.
Right-of-use assets are depreciated on a straight-line basis over the
remainder of the lease term.
Lease liabilities
At the commencement date of the lease, the Group recognises lease liabilities
measured at the present value of lease payments to be made over the lease
term. The lease payments include fixed payments (including in-substance fixed
payments) less any lease incentives receivable, variable lease payments that
depend on an index or a rate, and amounts expected to be paid under residual
value guarantees. The lease payments also include the exercise price of a
purchase option reasonably certain to be exercised by the Group and payments
of penalties for terminating the lease, if the lease term reflects the Group
exercising the option to terminate. The Group's lease liabilities are included
in interest-bearing loans and borrowings.
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to its short-term
leases of machinery and equipment (i.e., those leases that have a lease term
of 12 months or less from the commencement date and do not contain a purchase
option). It also applies the lease of low-value assets recognition exemption
to leases of office equipment that are considered to be low value. Lease
payments on short-term leases and leases of low-value assets are recognised as
an expense on a straight-line bases over the lease term.
Extension and termination options
The Group determines the lease term as the non-cancellable term of the lease,
together with any periods covered by an option to extend the lease if it is
reasonably certain to be exercised, or any periods covered by an option to
terminate the lease, if it is reasonably certain not to be exercised.
The Group applies IAS 36 to determine whether a right-of-use asset is impaired
and accounts for any identified impairment loss.
3. Operating Loss
An analysis of
the Group's operating loss has been arrived at after charging/(crediting):
Year ended Year ended
31 Dec 31 Dec
2021 2020
£'000 £'000
Research and development expenses:
Other research and development 306 189
Staff costs - Note 5 349 98
Depreciation of property, plant and equipment 46 1
Operating lease cost - land and buildings 10 18
General and Administrative:
Staff costs - Note 5 329 69
Administration expenses 238 142
Share based compensation 224 4
Other income - (31)
Non-recurring costs 389 -
Total operating expenses 1,891 490
The Group has one reportable segment, namely the development of pharmaceutical products
all within the United Kingdom.
Non-recurring costs represent the cost of the Company's admission to AIM not
recognised in share premium.
4. Auditor's Remuneration
The analysis of the auditor's remuneration is as follows:
Year ended Year ended
31 Dec 31 Dec
2021 2020
£'000 £'000
Fees payable to the Group's auditors for the audit of:
the consolidated and Company annual accounts 33 5
the subsidiary's annual accounts - -
Total audit fees 33 5
Audit related services 4 -
Total audit related fees 4 -
Other services - -
Total non-audit fees 4 -
5. Employees and Directors
The average monthly number
of persons (including Executive Directors) employed by the Group was:
Group Company
Year ended Year ended Year ended Year ended
31 Dec 31 Dec 31 Dec 31 Dec
2021 2020 2021 2020
Number Number Number Number
Directors 1 1 1 1
Scientists and administration staff 5 3 3 3
Average total persons employed 6 4 4 4
As at 31 December 2021 the Group had 7 employees (31 December
2020: 4).
Staff costs in respect of these employees were:
Group
Year ended Year ended
31 Dec 31 Dec
2021 2020
£'000 £'000
Salaries and other short-term employee benefits 395 143
Employer's National Insurance 44 11
Pension contributions 16 9
Options vesting under share option schemes 224 4
Total remuneration including vesting of share options 678 167
The Group makes contributions to a pension scheme on behalf of the
Director and employees.
The total remuneration of the highest paid Director excluding share
based payments was £181,000 (31 December 2020: £93,000).
The Directors have the
authority and responsibility for planning, directing
and controlling, directly or indirectly, the activities of the Group
and they therefore comprise key management personnel as defined
by IAS 24.
Aggregate emoluments of the Directors of BiVictrix Therapeutics Plc:
Group
Year ended Year ended
31 Dec 31 Dec
2021 2020
£'000 £'000
Aggregate emoluments of Directors:
Salaries and other short-term employee benefits 205 80
Employer's National Insurance 28 10
Pension contributions 7 4
Options vesting under share option schemes 224 4
Total remuneration including vesting of share options 464 97
Directors' emoluments include amounts payable to
third parties as described in Note 17.
6. Taxation
Year ended Year ended
31 Dec 31 Dec
2021 2020
£'000 £'000
Current tax
Current period - UK corporation tax - -
R&D tax credit 193 84
Adjustments in respect of prior periods - -
Net tax credit 193 84
The tax credit for each period can be reconciled to
the loss per Consolidated Statement
of Comprehensive Income as follows:
Year ended Year ended
31 Dec 31 Dec
2021 2020
£'000 £'000
Loss on ordinary activities before taxation (2,532) (509)
Loss before tax at the effective rate of corporation tax in the United Kingdom (481) (97)
of 19% (2020 19%)
Effects of:
Losses not recognised 481 97
R&D tax credit (192) (84)
Tax credit for the year (192) (84)
The Group has a deferred tax liability being accelerated capital allowances, for which the tax, measured at a standard
rate of 19% in all periods is 31 December 2021 £18,000 (2020: £12,000).
This has not been recognised as it
is covered by accumulated tax losses in all periods.
The Group has a deferred tax asset for
share-based payments, for which the tax, measured at a standard rate of 19% in all
periods is 31 December 2021 £45,000 (2020: £2,000). No deferred tax
assets have been recognised due to the uncertainty of the availability of
future profits.
At 31 December 2021 the Group had UK carried forward tax losses of
approximately £2,521,000 (2020: £793,000) for which no deferred tax asset
has been recognised.
7. Loss per Share
Basic loss per share is calculated by dividing the loss for
the period attributable to equity holders by the weighted average number
of ordinary shares outstanding during the year.
For diluted loss per share, the loss for
the year attributable to equity holders and the weighted average number
of ordinary shares
outstanding during the year is adjusted to assume conversion of
all dilutive potential ordinary shares.
As at 31 December 2021, the Group had 8,614,184
(2020: Nil) share options, warrants and subscriptions outstanding which are
potentially dilutive.
The calculation of
the Group's basic and diluted loss per share is based on the following data:
Year ended Year ended
31 Dec 31 Dec
2021 2020
£'000 £'000
Loss for the year attributable to equity holders for basic loss and adjusted (2,340) (425)
for the effects of dilution
Year ended Year ended
31 Dec 31 Dec
2021 2020
Weighted average number of ordinary shares for basic loss per share 38,865,782 22,509,414
Effects of dilution:
Share options - -
Weighted average number of ordinary shares adjusted for the effects of 38,865,782 22,509,414
dilution
Year ended Year ended
31 Dec 31 Dec
2021 2020
£'000 £'000
Loss per share - basic and diluted (6.02) (1.89)
The loss and the weighted average number of ordinary shares for
the years ended 31 December 2021 and 2020 used for calculating the
diluted loss per share are identical to those for
the basic loss per share. This is because the outstanding share options
would have the
effect of reducing the loss per ordinary share and would therefore not be dilutive
under the terms of International Accounting Standard ('IAS') No 33.
8. Property, Plant and Equipment
Office equipment, fixtures and fittings Building improvements Plant and machinery Right of Use Asset Total
£'000s £'000s £'000s £'000s £'000s
Cost
At 31 December 2019 2 - - 2
Additions 1 2 61 64
Disposals
At 31 December 2020 3 2 61 66
Additions 9 1 36 275 321
Disposals
At 31 December 2021 12 3 97 275 387
Accumulated Depreciation
At 31 December 2019 1 1
Provided during the year 1 1
Disposals
At 31 December 2020 1 - 1 2
Provided during the year 1 1 15 29 46
Disposals
At 31 December 2021 2 1 16 29 48
Net Book Value
At 31 December 2020 1 2 60 - 63
At 31 December 2021 10 2 81 246 339
Depreciation is charged to operating expenses.
9. Investment in Subsidiary Undertakings
The consolidated financial statements of the Group
at 31 December 2021 include:
Name of subsidiary Class of share Place of incorporation Principle activities Proportion of ownership interest Proportion of voting rights held
BiVictriX Limited Ordinary United Kingdom Research and development 100% 100%
Group Company
2021 2020 2021 2020
£'000 £'000 £'000 £'000
Cost at 1 January - - - -
Acquisition during the year - - 214 -
Cost at 31 December - - 214 -
Carrying Value as at 31 December - - 214 -
Group Company
Break down of carrying value of investment:
2021 2020 2021 2020
£'000 £'000 £'000 £'000
BiVictriX Limited - - 214 -
Investments are tested for
impairment at the balance sheet date. The recoverable amount of the
investment in BiVictriX Limited at 31 December 2021 was assessed on the basis of
value in use. As this exceeded carrying value no impairment loss was
recognised.
The key assumptions used for the value in
use calculation in 2021 were as follows:
%
Discount rate
13.8
The Directors have made significant estimates on the
future revenues based around a typical partnering with a large
FMCG or Pharma partner. Assumptions have been made based upon on the
size of
the potential market as well as the expected royalty % across the
lifetime of the patent.
The Directors have performed a sensitivity analysis to assess the
impact of downside risk of the key assumptions underpinning the
projected results of the Group. The projection used is sensitive to
the projected royalty assumptions that have been applied.
10. Trade and Other Receivables
Group Company
As at As at As at As at
31 Dec 31 Dec 31 Dec 31 Dec
2021 2020 2021 2020
£'000 £'000 £'000 £'000
Amounts receivable within one year
Other taxation and social security 68 53 6 -
Prepayments 219 7 5 -
Trade and other receivables 287 60 11 -
The Directors believe that the carrying value of
trade and other receivables represents their
fair value. In determining the recoverability of
trade receivables, the Group considers any change in the credit quality of
the receivable from the date credit was granted up to the
reporting date. In addition, an expected credit losses model is used which broadens the
information that an entity is required to consider
when determining its expectations of
impairment. Under this model, expectations from future events
are taken into account which could result
in the earlier recognition of
impairments. Details on the Group's credit risk management policies are shown in Note 16.
The Group does not hold any collateral as security for its
trade and other receivables.
Amounts due to the Company from subsidiary undertakings are not considered to
be receivable within one year - see note 17.
11. Cash, Cash Equivalents and Short-Term Investments
Group Company
Year ended Year ended Year ended Year ended
31 Dec 31 Dec 31 Dec 31 Dec
2021 2020 2021 2020
£'000 £'000 £'000 £'000
Cash at bank and in hand 6,063 862 5,500 -
12. Trade and Other Payables
Group Company
Year ended Year ended Year ended Year ended
31 Dec 31 Dec 31 Dec 31 Dec
2021 2020 2021 2020
£'000 £'000 £'000 £'000
Amounts falling due within one year
Trade payables 69 263 2 -
Other taxation and social security 65 12 - -
Accrued expenses 174 55 - -
Trade and other payables 308 330 2 -
Trade and other payables principally consist of amounts outstanding
for trade purchases and ongoing costs. They are non-interest
bearing and are normally settled on 30 to 45 day terms. The Directors consider that the carrying value of
trade and other payables approximates to their
fair value. All trade and other payables
are denominated in Sterling. The Group has financial risk management
policies in place to ensure that all payables
are paid within the credit
timeframe and no interest has been charged by any suppliers as a
result of late payment of invoices during the period.
The fair value of trade and other payables approximates to
their current book values.
13. Issued Capital and Reserves
Ordinary shares
Company
Share Capital Share Premium Total
Ordinary shares of 1p each: Number £'000 £'000 £'000
At 31 December 2020 - - - -
Issued of share capital 66,115,171 661 12,504 13,165
Expenses of share issue - - (452) (452)
At 31 December 2021 66,115,171 661 12,052 12,713
On 28 July 2021 21,317,040 ordinary shares of 1p were issued in exchange for
equity in BiVictriX Limited. These shares were issued at a price of 20 pence
per share.
On 10 August 2021 7,298,161 ordinary shares of 1p were issued at a price of
11.7 pence per share, in exchange for the conversion of loan notes held in
BiVictriX Limited.
On 11 August 2021 37,499,970 ordinary shares of 1p were issued at a price of
20 pence on admission to AIM. Fees of £436,985 have been deducted from share
premium.
Other reserves
The share premium reserve represents the difference between the
net proceeds of equity issues and the nominal share capital of
the shares issued.
The merger reserve at 31 December
2021 arose from the acquisition of BiVictriX Limited on 9 August
2021, which is accounted for using the merger method of accounting.
The share-based compensation reserve reflects the cumulative expense for
outstanding share based instruments.
The fair value reserve reflects the fair value of the equity component of the
convertible loan notes (see note 20)
Reserves classified as retained deficit represent accumulated losses. None of
the reserves are distributable.
14. Share-based Payments
Certain Directors and employees of the Group hold options to subscribe for
shares in the Group under share option schemes. The number of shares subject
to options, the periods in which they were granted and the period in which
they may be exercised are given below.
The Group operates one share option scheme (2020: nil), in addition share
options have been granted under standalone unapproved share option agreements.
Options are currently granted for £nil consideration and are exercisable at a
price determined on the date of the grant.
At 31 December 2021 the Company had 8,614,184 (2020: nil) unissued ordinary
shares of 1p under the Company's share option schemes, details of which are as
follows:
Movements on share options during the year were as follows:
Exercise price At 1 Jan 2021 Granted Lapsed/ Cancelled At 31 Dec Date from which exercisable Expiry date
2021
0.117 - 365,295 - 365,295 11 August 2021 8 April 2031
0.200 - 3,290,875 - 3,290,875 11 August 2021 8 April 2031
0.200 - 1,632,660 - 1,632,660 11 August 2023 8 April 2031
0.200 - 2,449,000 - 2,449,000 11 August 2024 8 April 2031
0.250 - 876,334 - 876,344 13 December 2024 13 December 2031
- 8,614,184 - 8,614,184
As at 31 December 2021, the share option scheme movements
was as follows:
As at 31 Dec 2021 As at 31 Dec 2020
Number Weighted average exercise price Pence Number Weighted average exercise price Pence
Outstanding at start of the year - - - -
Granted 8,614,184 20.16 - -
Lapsed/cancelled - - - -
Outstanding at end of year 8,614,184 20.16 - -
Exercisable at end of year 3,656,170 19.17 - -
All previously outstanding options in BiVictriX Limited
which were not exercised or exchanged on listing have lapsed.
The fair values of share options granted during the period were calculated
using the Black Scholes option pricing model. The inputs into the model for
awards granted were as follows:
Options issued 365,295 3,290,875 1,632,680 2,449,000 876,334
Grant date 8 April 2021 8 April 2021 8 April 2021 8 April 2021 13 Dec 2021
Expiry date 8 April 2031 8 April 2031 8 April 2031 8 April 2031 13 Dec 2031
Vesting period Immediately On admission Over 2 years from admission Over 3 years from admission Over 3 years from grant
Share price (pence)
11.74p 20.0p 20.0p 20.0p 25.0p
Exercise price (pence)
11.74p 20.0p 20.0p 20.0p 25.0p
Expected volatility 56.5% 56.5% 56.5% 56.5% 56.5%
Risk free rate 0.41% 0.41% 0.41% 0.41% 0.41%
In the absence of historic volatility data available at the grant date the
expected volatility of 56.5% has been estimated based on comparable companies
listed on AIM.
15. Lease liabilities
Amounts recognised in the statement of financial position
Right-of-use assets
Details of the Right-of-use assets held at 31 December 2021 can be found in
note 8.
Lease liabilities
As at 31 December 2021 As at 31 December 2020
£000 £000
Current 71 -
Non-current 175 -
246 -
Future minimum lease payments are as follows:
Not later than one year 71 -
Later than one year and not later than 5 years 175 -
Total gross payments 246 -
Impact of finance expenses - -
Carrying amount of liability 246 -
Lease liabilities have been recognised on the incremental borrowing rate for
Land and Buildings and Office Equipment.
Amounts recognised in the statement of comprehensive income
As at 31 December 2021 As at 31 December 2020
£000 £000
Depreciation charge (29) -
Interest of lease liabilities (2) -
Rental payments with lease term less than 12 months - -
(31) -
Amounts recognised in the statement of cash flows
As at As at
31 December 2021 31 December 2020
£000 £000
Principal elements of lease payments (1) -
Interest of lease liabilities - -
Rental payments with lease term less than 12 months (1) -
(2) -
16. Financial Risk Management
The main risks arising from the Group's financial instruments are cash flow
and liquidity and credit risk. The Group's financial instruments comprise cash
and various items such as trade receivables and trade payables, which arise
directly from its operations.
Cash flow and liquidity risk
Management monitors the level of cash on a regular basis to ensure that the
Group has sufficient funds to meet its commitments where due. The table below
analyses the Group and Company's financial assets and liabilities by category:
Group Company
Year ended 31 Dec 2021 Financial assets at amortised cost £'000 Year ended 31 Dec 2020 Financial assets at amortised Cost £'000 Year ended 31 Dec 2021 Financial assets at amortised cost £'000 Year ended 31 Dec 2020 Financial assets at amortised cost £'000
Assets as per statement of financial position
Other receivables 287 60 2,304 -
Cash and cash equivalents 6,063 862 5,500 -
6,350 922 7,804 -
Group Company
Year ended 31 Dec 2021 Financial assets at amortised cost £'000 Year ended 31 Dec 2020 Financial assets at amortised Cost £'000 Year ended 31 Dec 2021 Financial assets at amortised cost £'000 Year ended 31 Dec 2020 Financial assets at amortised cost £'000
Trade payables 69 263 1 -
Other creditors and accruals 239 67 - -
308 330 1 -
All liabilities are due within 30 days except for lease liabilities which are
dealt with in note 15.
Credit risk
The Group gives careful consideration to which organisations it uses for banking in order to
minimise credit risk. The Group holds cash
with two large banks in the UK. The amounts of cash held at the reporting date can be seen in the financial assets table
above. All of
the cash and equivalents were denominated in UK Sterling.
The carrying amount of financial assets recorded in the Consolidated Statement
of Financial Position, net of any allowances for losses, represents
the Group's maximum exposure to credit risk without taking account of
the value of any collateral obtained.
No allowance has been made for impairment losses. In the Directors' opinion, there has been no impairment of financial assets during
the period.
An allowance for impairment is made where there is an identified
credit loss which, based on previous experience, is evidence of a
reduction in the recoverability of
the cash flows. The Directors consider the above measures to be sufficient to control
the credit risk exposure. No collateral is held by the Group
as security in relation to its financial assets.
Foreign currency risk
The Group's exposure to
the risk of changes in foreign exchange rates relates solely to
the Group's use of suppliers operating overseas,
primarily denominated in Euros and US Dollars.
The Group's use of foreign suppliers is minimal and as such exposure to foreign currency
changes is not material.
The carrying amounts of
the Group's foreign currency denominated monetary assets and monetary liabilities at the year end were
£1,000 (2020: nil).
At present the Group does not make use of financial instruments to
minimise any foreign exchange gains or losses so any fluctuations in
foreign exchange movements may have a material adverse impact on the results
from operating activities.
Fair value of financial assets and liabilities
There is no material difference between the
fair value and the carrying values of
the financial instruments because of the short maturity period of
these financial instruments and their intrinsic size and risk.
Credit risk
Credit risk refers to
the risk that a counterparty will default on its contractual obligations resulting
in financial loss to the Group. The Group's financial assets are cash
and cash equivalents and trade and other receivables. The carrying value of
these assets represent the
Group's maximum exposure to credit risk in relation to financial assets.
The Group's policy is to
minimise the risks associated with cash and cash equivalents by placing these deposits with institutions with a
recognised high credit rating.
The Group's credit risk is primarily attributable to its
trade receivables. The amounts presented in the balance sheet
are net of allowances for doubtful receivables, estimated by the Group's management based on prior experience and their assessment of
the current economic environment. An allowance for
impairment is made where there
is an identified loss event, which, based on previous
experience, is evidence of a reduction in the recoverability of
the cash flows. The Group continually reviews customer credit
limits based on market conditions and historical experience.
Capital risk management
The Group considers capital to be shareholders' equity as shown in the consolidated statement of financial position, as the Group is
primarily funded by equity finance. The Group is not yet
in a position to pay a dividend.
The objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for
shareholders and for other
stakeholders. In order to maintain or adjust the capital structure the Group may return capital to
shareholders and issue new shares.
17. Related Party Transactions
Group
Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not
disclosed in this note.
Key management compensation is disclosed in Note 5 of
the consolidated financial statements. Directors' emoluments are disclosed in
the Remuneration Committee Report.
18. Transactions with shareholders
The following transactions with shareholders and companies controlled by
directors or former directors of Bivictrix were recorded, excluding VAT,
during the year:
Year to 31 December 2021 Year to 31 December 2020
£000 £000
Acceleris (David Youngman/Norman Molyneux) 129 28
Non-Executive Director fees, funding support fees and expenses
Gladstone Consultancy Partnership (Iain Ross) 39 -
Consultancy fees
Acceleris (David Youngman/Norman Molyneux) - 5
Gladstone Consultancy Partnership (Iain Ross) - -
Company
The Company is responsible for financing and setting Group strategy. The Company's subsidiary
carried out the Group's research and development strategy including the
management of
the Group's intellectual property. The Company provides funding to its subsidiary
in the form of a loan. This loan is classified as non-current to reflect the
likely repayment schedule of the loan. Interest is accrued at a rate of 4.5%
per annum which is considered to be a market rate. Balance outstanding,
including accrued interest, at the 31 December 2021 was £2,906,000 (31
December 2020: nil)
19. Contingent Liabilities
The Group has no contingent liabilities at 31 December 2021 (2020: nil).
20. Convertible loan notes
Year to 31 December 2021 £000 Year to 31 December 2020 £000
Net proceeds from issue of convertible notes - 800
Accrued interest - 18
Equity component - (147)
Carrying value - 671
In 2020 BiVictriX Limited entered into a Convertible Loan Agreement ('CLA')
with the Future Fund, Development Bank of Wales and Alderley Park Ventures.
The CLA had 36 months term with interest payable of 8% p.a Loan note
holders had the right to receive repayment in full and a 100% redemption
premium or convert to equity at 20% to the prevailing share price or the
previous roundprice, whichever was the lower..
On 10 August 2021, the loan note holders elected to convert the CLA and
accrued interest.All loan notes were converted to ordinary shares at a price
of 11.7 pence per share. The discount against the Admission price of 20.0
pence per share has been recognised in the statement of comprehensive income.
21. Other income
Other income consists of grant income in relation to the Coronavirus Job
Retention Scheme. The income has been recognised in the period to which the
underlying furloughed staff costs relate to. Claims totalling nil have been
received in the year to 31 December 2021 (2020: £31,000).
22. Events after the Reporting Date
In February 2022, the Company announced a broadening of its patent portfolio
with the filing of four additional patent applications.
In February 2022, the Company announced the expansion of the Bi-Cygni®
approach through the launch of two new programmes, extending the utility of
the technology across multiple different cancer types.
23. Ultimate Controlling Party
There is no ultimate controlling party of the Group.
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