Preliminary Results
For Immediate Release
22 June 2026
CelLBxHealth plc
("CelLBxHealth" or "the Company")
Preliminary Results for the year ended 31 December 2025
Strategic repositioning with strengthened leadership and board, substantially reduced cost base and commercial focus on partnership-driven growth
Guildford, UK and Plymouth Meeting, U.S. - 22 June 2026 - CelLBxHealth plc (AIM: CLBX), a CTC intelligence company specialising in innovative circulating tumour cell (CTC) solutions for use in research, drug development and clinical oncology, announces its audited preliminary results for the year ending 31 December 2025.
CelLBxHealth Executive Chairman, Jan Groen, commented:
"2025 was a year of significant transition for the Company with decisive action taken to strengthen leadership, substantially reduce the cost base and reposition the business around a focused, partnership-driven strategy. We believe these changes have established a stronger operational and financial foundation for the future. With a streamlined organisation, strengthened governance framework and growing strategic engagement from leading diagnostics and pharmaceutical partners, we are focused on disciplined execution and converting our commercial pipeline into sustainable revenue growth."
Financial Highlights
· Total revenue of £1.4 million (2024: £2.9 million)
Revenue comprised of:
o product and services revenue of £1.1 million (2024: £1.3 million)
o biopharma services revenue of £0.3 million (2024: £1.6 million)
· Gross profit margins held at 62% (2024: 62%)
· Operating loss of £19.2 million (2024: £15.1 million) post restructuring costs of £1.2 million cash costs, and £6.5 million non-cash costs (2024: £2.7 million) including one-off impairment costs of £3.8 million
· Loss after tax of £19.5 million (2024: £14.2 million)
· Successful fundraise completed in December 2025 raising gross proceeds of £8.2 million
· Cash and cash equivalents of £7.3 million at 31 December 2025 (2024: £10.4 million)
· Restructuring project nearly completed, reducing annualised operating cash costs to approximately £6.7 million
Operational Highlights
· Business strategically repositioned from a research-focused organisation to a commercially driven, partner-led and capital-efficient operating model
· Corporate rebrand to CelLBxHealth completed to reflect the Company's revised strategic direction
· New leadership and governance structure implemented:
o Peter Collins as Chief Executive Officer
o strengthening of the Board adding three Non-executive Directors
· Operational restructuring completed, resulting in annualised cost savings of approximately £6.6 million, including:
o 60% reduction in headcount
o consolidation into a single operating location
o renegotiation of supplier and service contracts
· Strategic collaborations progressed with QIAGEN, Roche Diagnostics, Illumina and Myriad
Post closing events
· Master Service Agreement with AstraZeneca announced May 2026
· Collaboration agreement with AdventHealth for two studies monitoring CTCs to improve cancer care
· Research collaboration with The Royal Marsden NHS Foundation Trust on novel CTC clinical study in advanced non-small cell lung cancer
· Sub-lease on US facility effective 1 May 2026, further reducing operating costs
Outlook
· The Board believes the actions taken in Q4 2025 have established a leaner, more focused and commercially aligned platform for future growth
· Further operational efficiencies implemented during Q1 2026, reducing headcount from 44 to 39 employees and further lowering the ongoing cost base
· The qualified commercial pipeline continues to build, supported by strategic collaborations and increasing engagement from pharmaceutical and diagnostic partners. The pipeline has grown by 22% over the last quarter, with significant interest across pharma and biotech
· FY 2026 revenues are expected to be at least £2.1 million based on contracted revenues and near-term commercial opportunities, representing anticipated growth of at least 50% over FY 2025
· With a much-reduced cost base and more efficient operating model, the Company has a cash runway into Q2 2027
· The Company remains focused on disciplined execution, progression of validation programmes, expansion of strategic partnerships and conversion of commercial opportunities into sustainable revenues
Investor presentation
Peter Collins, Chief Executive Officer, will provide an overview of the Company's preliminary results via the Investor Meet Company platform at 11:00 BST today Monday 22 June 2026. The presentation is open to all existing and potential shareholders.
Investors can sign up to Investor Meet Company for free and add to meet CelLBxHealth plc via: https://www.investormeetcompany.com/cellbxhealth-plc/register
The audited statutory Financial Statements for the year ended 31 December 2025 are expected to be distributed to shareholders no later than 22 June 2026 and will be available on the Company's website
For further information:
CelLBxHealth plc
Peter Collins, Chief Executive Officer
Jan Groen, Executive Chairman
investor@cellbxhealth.com
via Walbrook PR
Cavendish (NOMAD and Broker)
Geoff Nash / Isaac Hooper (Corporate Finance)
Sunila de Silva (Corporate Broking)
Nigel Birks (Life Science Specialist Sales)
+44 (0) 20 7220 0500
Walbrook PR (Investor and Media Relations)
Paul McManus / Alice Woodings
Tel: +44 (0)20 7933 8780 or CelLBx@walbrookpr.com
Mob: +44 (0)7980 541 893 / +44 (0)7407 804 654
Notes for editors
About CelLBxHealth plc
CelLBxHealth plc is a CTC intelligence company specialising in innovative circulating tumour cell (CTC) solutions for use in research, drug development and clinical oncology. Its patent-protected Parsortix® platform harvests CTCs from blood and can be integrated with existing laboratory instruments for comprehensive downstream analysis - including whole-cell imaging, proteomic profiling and full genomic workflows.
Commercial focus spans three revenue streams - Product Sales of the Parsortix platform and consumables through CRO and clinical lab partnerships, Laboratory Services including clinical trial support and assay development delivered from a GCLP-compliant UK facility, and Lab Developed Tests (LDTs), pursued through a combination of strategic partnerships and in-house development.
For more information, visit https://cellbxhealth.com/.
Executive Chairman's letter to Shareholders
Dear Shareholders,
I have taken decisive action to address the challenges of 2025 through the appointment of new leadership and Non-executive Directors of the Board. Together, we expect to drive the Company to consistent and sustainable growth across our product portfolio. Our focus is firmly on disciplined execution across all operational areas and on building long-term value for our shareholders. We remain confident in the clinical and economic value of our CTC platform and its associated consumables.
In September 2025, Chief Executive Officer Andrew Newland and Finance Director Ian Griffiths resigned as Executive Directors from the Board and subsequently left the Company in October 2025. At this point I assumed leadership of the business as interim Executive Chairman and the Board appointed me as Executive Director, in September 2025. In October 2025 the Board appointed Peter Collins as Interim Chief Executive Officer, transitioning to a permanent appointment in December 2025 and an Executive Director in January 2026.
Peter brings more than 25 years of leadership experience in oncology drug and diagnostics development, having held senior executive roles in both private and publicly listed organisations. His previous positions include Chief Executive Officer at SAGA Diagnostics, Chief Business Officer at Inivata, Vice President of Biopharma Business Development at Guardant Health, and Head of Diagnostics at GSK. Peter's extensive industry experience, combined with his personal integrity and leadership capabilities, make him ideally suited to lead the Company and maximise value for all stakeholders, including patients, customers and shareholders.
In December 2025 the Company announced its intention to appoint three new Non-executive Directors: Klaas de Boer, Benjamin Hart and Kim Oreskovic, each of whom brings significant expertise in healthcare, corporate finance and venture capital. The reconstituted Board was formally installed in January 2026.
Whilst I was disappointed with the Company's commercial performance under the previous executive team, I remain firmly convinced of the quality, market opportunity and growth potential of our CTC platform and related services. Under the new leadership framework, the Company was rebranded as CelLBxHealth in October 2025 and is now pursuing a revised business strategy aimed at transitioning the organisation from a research-focused operation to a commercially driven, lean and scalable business model.
Historically, the Company intended to develop and commercialise its own downstream analysis platforms, imaging solutions and molecular reagent kits. However, numerous scientific studies have already demonstrated the value of CTCs for improved therapy selection and disease monitoring of cancer patients. My view is therefore that the CTC platform should be integrated with well-established and widely adopted downstream analysis platforms, in vitro diagnostic (IVD) kits and reagent systems to accelerate adoption across research institutions, clinical centres and contract research organisations.
A central element of the revised business model is the development of strategic collaborations with global diagnostic companies. Encouraging progress has already been made, with collaborations established with QIAGEN, Roche Diagnostics, Myriad Genetics and Illumina to validate CTC-based workflows that leverage existing tissue and circulating tumour DNA (ctDNA) tests on platforms with a substantial installed base. These collaborations are expected to increase commercial adoption of the Parsortix® platform and open additional revenue opportunities across a broader customer base, including contract research organisations and clinical laboratories.
The initial 2025 revenue forecast was £4.3 million; however, in September the Company revised its expectations to £1.6 million. On 16 January 2026 the Company reported revenue for the year ended 31 December 2025 of £1.4 million compared to £2.9 million in 2024.
In December 2025, the Company successfully completed a fundraise, securing £8.2 million (gross). The proceeds are enabling the Company to pursue its revised business strategy, focusing on delivering key commercial milestones, expanding strategic partnerships and advancing assay validation programmes.
As previously announced, the Company has implemented substantial cost-reduction initiatives, including a significant organisational restructuring and the renegotiation of third-party service contracts. Collectively, these measures are expected to deliver £6.6 million in cost savings in 2026. This compares to 2025 cash operating costs of £14.5 million adjusted for one-off restructuring costs of £1.2 million. The restructuring was successfully completed by the end of 2025 and resulted in a 60% reduction in headcount and consolidation into a single operating location. These actions have materially reduced the Company's operating cost base to an estimated £6.7 million annually, while preserving core scientific and commercial capabilities and enabling the transition to a partner-led development model.
At 31 December 2025, the Company held cash of £7.3 million, providing a solid financial foundation from which to execute the revised strategy and pursue commercial growth opportunities.
The Board remains positive about the outlook for the coming year and believes the Company is on track to continue reshaping the business, implement further cost efficiencies and drive adoption of the CTC platform to accelerate revenue growth.
I would like to conclude by thanking our employees for their hard work and commitment, our partners and scientific advisers for their continued support, as well as the clinicians and patients who contribute to our mission. Finally, I thank our shareholders for their continued confidence. The path ahead will require focus and disciplined execution as we continue our mission to bring our CTC testing solutions to clinicians and patients around the world.
Yours sincerely,
Jan Groen
Executive Chairman of the Board
Guildford, 19 June 2026
Chief Executive's Statement
The year ended 31 December 2025 represented a period of significant transition for the Company. In September, the Board undertook a comprehensive strategic review and implemented decisive actions to transition the business from a predominantly research-focused organisation to a commercially driven, partner-led and capital-efficient business model. This shift reflects both the Board's assessment of the most effective route to market for the Company's CTC platform and the broader evolution within the market.
In November 2025, an international expert consensus on the clinical integration of CTCs in solid tumours was published in the European Journal of Cancer (of 32 global experts, 90% predicted CTC routine clinical use within 5 years, with 40% identifying Parsortix as the most promising next-gen platform). This reaffirms the demand and drive for CTC solutions as both complementary and additive to ctDNA for drug development and patient management. Further it specifically referenced the performance and flexibility of the Parsortix platform now and for future studies. Subsequent meetings in 2026 at AACR, ESMO Breast Cancer and ASCO conferences have seen data being presented demonstrating the criticality of CTCs in delivering unique insights for researchers and physicians in the field of precision oncology.
The revised strategy is centred on driving revenue through product sales, laboratory services and supporting the development of laboratory developed tests (LDTs), enabled by the expansion of strategic partnerships with established diagnostics companies to integrate the Company's CTC platform alongside widely adopted downstream platforms, rather than pursuing a standalone development pathway. The Board believes this approach will accelerate commercial adoption by leveraging established laboratory infrastructure and clinical workflows.
During the reporting period, the Company made encouraging progress in establishing collaborations with leading global diagnostics organisations including Myriad, Roche and QIAGEN, supporting the validation of CTC-based workflows and enhancing the potential for broader market adoption across research institutions, contract research organisations (CROs) and clinical laboratories.
In parallel with the strategic repositioning, the Company implemented a substantial operational restructuring to align its cost base and organisational structure with its revised commercial focus. This included a 60% reduction in headcount, consolidation of operations into a single site at Surrey Research Park (Guildford, UK), and the renegotiation of key third-party supplier arrangements. These measures have materially reduced the Company's operating cost base while retaining core scientific and commercial capabilities. The resulting organisation is streamlined and focused, with resources directed towards partnership development, commercial execution and clinical validation.
The Company reported revenue of £1.4 million for the 2025 financial year, compared to £2.9 million in the prior year, reflecting reduced activity levels in biopharma services, slower commercial conversion and broader market pressures across the sector. While this performance was disappointing, it demonstrated the need for the strategic and operational changes implemented during the period. The Board has since introduced a more disciplined commercial framework, including enhanced pipeline management and a focus on milestone-driven execution, with the objective of improving revenue visibility and conversion.
In December 2025, the Company completed a fundraise, securing gross proceeds of £8.2 million. Together with the cost reduction measures implemented at the end of the reporting period, the Company's financial position has been strengthened and its ongoing cash requirements significantly reduced. As at 31 December 2025, the Group held cash of £7.3 million, which we believe provides an appropriate level of working capital to support the delivery of near-term strategic objectives and key commercial milestones.
The Board and I recognise that the successful execution of the revised strategy is subject to risks and uncertainties, including the pace of market adoption, dependence on strategic partners, clinical validation outcomes and the evolving regulatory environment. These risks are actively managed through the Company's established risk management framework, with a focus on diversification of revenue streams, collaboration with established industry partners and maintaining financial discipline.
Outlook
Looking ahead, we believe that the actions taken during 2025 and the first quarter of 2026 have established a focused, efficient and commercially aligned platform for growth. During Q1 2026, management prioritised the organisational restructuring required, delivering further cost reductions and operational efficiencies while maintaining focus on commercial execution.
The CTC market is projected to be the fastest growing area of the liquid biopsy market, increasing to $1.0bn in 2031 with 10.4% CAGR. Following the 60% reduction in headcount in 2025, the business was further reduced from 44 full-time employees to 39 full-time employees during Q1 2026. Together with additional cost saving initiatives, these actions are expected to reduce annual cash operating costs in 2026 by more than £6.6 million, with further rationalisation efforts in Q2 2026 anticipated to deliver additional savings of approximately £0.1 million. Cash at 31 March 2026 was £4.3 million, in line with expectations and reflecting one-off restructuring costs associated with the turnaround programme. These cost savings coupled with the anticipated revenue growth in 2026 provide a cash runway into Q2 2027.
Alongside these operational improvements, the Company has maintained an acute focus on driving commercial progress and revenue growth, including the appointment of a US-based, VP Commercial, in February 2026. The qualified sales pipeline continues to build, and we remain confident in delivering significant growth in 2026 and beyond, with FY 2026 revenues expected to be at least £2.1 million, based on contracted revenues and sales opportunities expected to convert in the near term, representing growth of 50% over FY 2025, while additional opportunities in the growing sales pipeline provide potential upside to current revenue expectations.
This is supported by several strategically important commercial and clinical collaborations that further validate the growing adoption and utility of the Parsortix platform. These include a research collaboration with The Royal Marsden NHS Foundation Trust in advanced non-small cell lung cancer, focused on evaluating the complementary role of CTC-DNA profiling in patients where ctDNA testing is uninformative. The Company has also announced a collaboration with AdventHealth, one of the largest faith-based healthcare systems in the United States, to incorporate CTC analysis into two multi-centre clinical studies in colon, gastrointestinal and lung cancer. In addition, CelLBxHealth entered into a Master Services Agreement with AstraZeneca, establishing the Company as a qualified service provider to support drug discovery and development programmes through CTC analysis using the Parsortix platform. These developments demonstrate increasing commercial momentum and reinforce the strategic relevance of the Company's technology across clinical research, pharmaceutical development and precision oncology applications.
The Company's priorities for the remainder of 2026 remain centred on disciplined execution of its partner-led strategy, progression of validation programmes and conversion of strategic collaborations into sustainable revenue streams. The Board and I remain confident in the underlying potential of the Company's technology and its ability to deliver long-term value for shareholders, while recognising that consistent delivery against commercial objectives will remain critical in the period ahead.
Peter Collins
Chief Executive
Guildford, 19 June 2026
CELLBXHEALTH PLC
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
2025
2024
Note
£'000
£'000
Revenue
1,351
2,862
Cost of sales
(519)
(1,083)
Gross profit
832
1,779
Other operating income
5
956
-
Operating costs
(21,037)
(16,875)
Operating loss
(19,249)
(15,096)
Finance income
126
396
Finance costs
(285)
(329)
Loss before tax
(19,408)
(15,029)
Tax (charge)/credit
5
(101)
804
Loss for the year
(19,509)
(14,225)
Other comprehensive income/(loss)
Items that may be subsequently reclassified to profit or loss:
Exchange differences on translating foreign operations
1,625
(376)
Other comprehensive income/(loss)
1,625
(376)
Total comprehensive loss for the year
(17,884)
(14,601)
Loss per share attributable to owners of the parent
Basic and Diluted (pence per share)
6
(5.51)
(4.82)
All activity arose from continuing operations.
CELLBXHEALTH PLC
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
2025
2024
Note
£'000
£'000
Assets
Non-current assets
Intangible assets
390
2,648
Property, plant and equipment
1,065
2,475
Right-of-use assets
740
3,927
Total non-current assets
2,195
9,050
Current assets
Inventories
1,296
1,579
Trade and other receivables
1,744
2,087
Taxation
-
2,317
Cash and cash equivalents
7,349
10,425
Total current assets
`
10,389
16,408
Total assets
12,584
25,458
Liabilities
Non-current liabilities
Lease liabilities
(1,000)
(3,348)
Provisions
(618)
(362)
Trade and other payables
-
(49)
Total non-current liabilities
(1,618)
(3,759)
Current liabilities
Lease liabilities
(817)
(862)
Provisions
(434)
(179)
Corporation tax payable
(181)
-
Trade and other payables
(2,338)
(2,217)
Total current liabilities
(3,770)
(3,258)
Total liabilities
(5,388)
(7,017)
Net assets
7,196
18,441
Equity
Share capital
7
32,673
32,264
Share premium
125,299
118,362
Share-based payments reserve
2,582
3,754
Other reserve
2,553
2,553
Translation reserve
(3,620)
(5,245)
Accumulated losses
(152,157)
(133,145)
ESOT shares
(134)
(102)
Total equity
7,196
18,441
CELLBXHEALTH PLC
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
2025
£'000
2024
£'000
Operating activities
Profit/(loss) before tax
(19,408)
(15,029)
Adjustments for:
Depreciation and impairment of property, plant and equipment
1,588
813
Depreciation and impairment of right-of-use assets
1,756
751
Loss on disposal of property, plant and equipment
56
11
Gain on reassessment of lease term on right-of-use assets
(54)
-
Amortisation and impairment of intangible assets
2,279
134
Share-based payment charge/(credit)
(752)
1,453
Exchange differences
1,634
(382)
R&D tax credit income
(956)
-
Net finance (income)/costs
159
(67)
Operating cash flows before movements in working capital
(13,698)
(12,316)
(Increase)/decrease in inventories
206
153
(Increase)/decrease in trade and other receivables
1,238
(304)
Increase/(decrease) in trade and other payables
79
(585)
Increase/(decrease) in provisions
515
(396)
Operating cash flows
(11,660)
(13,448)
Research and development tax credits received
2,397
-
Net cash from/(used in) operating activities
(9,263)
(13,448)
Investing activities
Purchase of property, plant and equipment
(216)
(396)
Initial direct costs capitalised into right-of-use asset
-
(15)
Purchase of intangible assets
(33)
(33)
Interest received
126
396
Net cash from/(used in) investing activities
(123)
(48)
Financing activities
Net proceeds from issue of share capital - placing
7,623
8,631
Shares acquired by ESOT
(32)
-
Principal elements of lease payments
(1,037)
(805)
Interest elements of lease payments
(263)
(158)
Net cash from/(used in) financing activities
6,291
7,668
Net increase/(decrease) in cash and cash equivalents
(3,095)
(5,828)
Cash and cash equivalents at 1 January
10,425
16,218
Effect of exchange rate fluctuations
19
35
Cash and cash equivalents at 31 December
7,349
10,425
CELLBXHEALTH PLC
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
------------------------------------------ Equity attributable to owners of the parent ----------------------------------------------
Share
Share
Share-based payments
Other
Translation
Accumulated
ESOT
Total
capital
premium
reserve
reserve
reserve
losses
shares
equity
£'000
£'000
£'000
£'000
£'000
£'000
£'000
£'000
At 1 January 2024
26,058
115,918
5,709
2,553
(4,869)
(122,328)
(102)
22,939
For the year to 31 December 2024
Consolidated loss
(14,225)
(14,225)
Other comprehensive income/(loss)
(376)
(376)
Total comprehensive income/(loss)
(376)
(14,225)
(14,601)
Transactions with owners in their capacity as owners:
Issue of shares (net of costs)
6,206
2,444
8,650
Share-based payment expense
1,453
1,453
Released on forfeiture/lapse
(3,408)
3,408
-
Total transactions with owners
6,206
2,444
(1,955)
-
-
3,408
-
10,103
At 31 December 2024
32,264
118,362
3,754
2,553
(5,245)
(133,145)
(102)
18,441
For the year to 31 December 2025
Consolidated loss
(19,509)
(19,509)
Other comprehensive income/(loss)
1,625
1,625
Total comprehensive income/(loss)
1,625
(19,509)
(17,884)
Transactions with owners in their capacity as owners:
Issue of shares (net of costs)
409
7,014
7,423
Shares acquired by ESOT
(32)
(32)
Share-based payment credit
(752)
(752)
Equity-settled share-based payment - broker warrants
(77)
77
-
Released on forfeiture/lapse
(497)
497
-
Total transactions with owners
409
6,937
(1,172)
-
-
497
(32)
6,639
At 31 December 2025
32,673
125,299
2,582
2,553
(3,620)
(152,157)
(134)
7,196
CELLBXHEALTH PLC
NOTES TO THE PRELIMINARY ANNOUNCEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
1 Preliminary announcement
The preliminary results for the year ended 31 December 2025 were approved by the Board of Directors on 19 June 2026.
The preliminary announcement set out above does not constitute CelLBxHealth plc's statutory Financial Statements for the years ended 31 December 2025 or 31 December 2024 within the meaning of section 434 of the Companies Act 2006 but is derived from those Financial Statements.
The Financial Statements for the year ended 31 December 2025 have not yet been delivered to the Registrar of Companies. Those Financial Statements include an unmodified auditor's report containing a material uncertainty related to going concern paragraph in respect of the matter disclosed in Note 3.
The auditor's report on the Consolidated Financial Statements for the years ended 31 December 2025 and 31 December 2024 does not contain statements under s498(2) or (3) of the Companies Act 2006.
The accounting policies used for the year ended 31 December 2025 are unchanged from those used for the statutory Financial Statements for the year ended 31 December 2024.
2 Compliance with accounting standards
The financial information included in this preliminary announcement has been prepared in accordance with the recognition and measurement requirements of UK-adopted international accounting standards. This announcement does not itself contain sufficient information to comply with those standards.
Accounting standards adopted in the year
No new accounting standards that have become effective and adopted in the year have had a significant effect on the Group's Financial Statements.
Accounting standards issued but not yet effective
At the date of authorisation of these Financial Statements, a number of new standards, amendments and interpretations had been issued but were not yet effective and have not been applied in these Financial Statements.
The Directors do not expect the adoption of the amendments to IFRS 9 and IFRS 7, or the Annual Improvements to IFRS Accounting Standards, to have a material impact on the Group's Financial Statements.
The Group has not yet completed its assessment of IFRS 18 Presentation and Disclosure in Financial Statements, which is effective for annual periods beginning on or after 1 January 2027. The principal impact is expected to relate to the presentation of the consolidated income statement and disclosures relating to management performance measures.
3 Going concern
The Financial Statements have been prepared on a going concern basis. In adopting this basis, the Directors have assessed the Group's ability to continue as a going concern for a period of at least 12 months from the date of approval of these Financial Statements, taking into account all available information.
The Group's business activities, together with the factors likely to affect its future development, performance and financial position, are set out in the Executive Chairman's letter and the Chief Executive's Statement.
At 31 March 2026, the Group held cash and cash equivalents of £4.3 million. The Group funds its operations through existing cash reserves, revenues generated across its three commercial pillars: instrument and consumable sales, biopharma services, and laboratory-developed tests and through equity fundraises.
The Directors have prepared a detailed monthly forecast to 31 December 2027, incorporating severe but plausible downside scenarios. These scenarios assume a material reduction in forecast revenues, delays in the conversion of pipeline opportunities, and limited access to external financing, with discretionary expenditure reductions applied to partially offset the impact. The Group anticipates revenue growth in FY2026, weighted towards the second half of the year, with a return to material revenue growth in FY2027 dependent on the successful and timely conversion of a number of significant commercial opportunities. Based on current cash resources, the Group has funding into Q2 2027.
During late 2025 and early 2026, the Directors took the action to right-size the cost base, including headcount reductions expected to deliver in excess of £6.6 million of annualised cash operating cost savings. These measures, together with a renewed commercial focus on contract research organisations, clinical laboratories, and biopharma contracts, are designed to align costs with the revised plan and accelerate the path to a positive EBITDA position.
The Directors have identified several near-term commercial opportunities that support the funding outlook, including a collaboration with AdventHealth one of the largest US private healthcare providers and executing a Master Services Agreement with AstraZeneca, a top-ten global pharmaceutical company. The Group's lung-cancer development programme with the NHS presents the opportunity to bring CTCs into clinical practice reflexing patients with uninformative ctDNA results to CTCs to identify actionable alterations providing eligibility for a range of effective therapies. A successful programme would represent a potential source of future revenue, although the timing of any associated income remains outside the Group's direct control and has not been assumed in the base case forecast.
The Directors believe several potential funding sources are available to the Group, including revenues, commercial milestones, licensing income, and debt or equity financing. However, based on current forecasts, the Group will require additional funding to continue operations beyond H1 2027. There can be no certainty that such funding will be obtained on acceptable terms, or at all.
The Group's forecasts are dependent upon the successful and timely conversion of a number of significant commercial opportunities into revenue, the timing and extent of which remain uncertain. A significant proportion of forecast revenues is concentrated within a relatively small number of opportunities and customers, and many pipeline opportunities remain at proposal stage. There can be no certainty that forecast revenues will be achieved in line with management's expectations. These conditions, together with the requirement for additional funding beyond H1 2027, represent a material uncertainty that may cast significant doubt on the Group's ability to continue as a going concern. Notwithstanding this, the Directors have a reasonable expectation that the Group will be able to secure the necessary funding and meet its liabilities as they fall due. As a result, the Financial Statements continue to be prepared on a going concern basis and do not include any adjustments that would result if the Group were unable to continue as a going concern.
4 Critical accounting estimates and judgements
The preparation of the Financial Statements requires management to make judgements and estimates that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. The key areas involving significant judgement during the year are set out below.
Impairment of goodwill
Significant judgement was exercised in assessing the recoverability of goodwill at 31 December 2025. Following a reduction in the Group's market capitalisation and changes to the Group's operating outlook, management concluded that the carrying value of goodwill was no longer fully recoverable and recognised an impairment charge during the year. The assessment required judgement in determining the recoverable amount of the Group's cash-generating unit and in evaluating impairment indicators.
Leases - lease term and break option assessment
Significant judgement is required in determining lease terms under IFRS 16, including whether break options are reasonably certain to be exercised. During the year, the Group reassessed the term of its UK property lease following Board approval of plans to exit the premises and agreement of Heads of Terms with the landlord. This resulted in a remeasurement of the related lease liability and right-of-use asset.
Contingent liabilities
Management has exercised judgement in assessing the likelihood of future outflows relating to legal proceedings and potential claims. Based on the information available at the reporting date, no provision has been recognised as an outflow of economic benefits is considered possible but not probable.
5 Tax
The Group undertakes research and development activities. During the year the Group recognised £1.0 million (gross) (2024: £nil) of income under the UK merged Research and Development tax relief scheme within Other operating income. The comparative period reflects claims made under the former SME R&D tax relief regime, which were presented within taxation.
6 Loss per share attributable to owners of the parent
Basic and diluted loss per share is calculated by dividing the loss attributable to owners of the parent of £19.5 million (2024: £14.2 million) by the weighted average number of ordinary shares in issue during the year.
As the Group reported a loss for both 2025 and 2024, potentially dilutive share options have not been included in the calculation of diluted loss per share as they are anti-dilutive. As a result, diluted loss per share is equal to basic loss per share.
The weighted average number of ordinary shares used in the calculation was 353,834,856 (2024: 294,932,245).
7 Share capital
At 31 December 2025, the Company had 1,139,402,658 ordinary shares of £0.0005 each and 322,641,668 deferred shares of £0.0995 each in issue and fully paid (2024: 322,641,668 ordinary shares of £0.10 each).
During the year, the Company undertook a share capital reorganisation whereby each ordinary share of £0.10 was subdivided into one ordinary share of £0.0005 and one deferred share of £0.0995.
Following the reorganisation, the Company issued 816,760,990 new ordinary shares through a placing and retail offer, raising gross proceeds of £8.2 million. Costs of £0.7 million were incurred in connection with the fundraising.
8 Shareholder communications
Copies of this announcement are posted on the Company's website www.CelLBxHealth.com.
The Annual General Meeting (AGM) of the Company will be held at 8:00 am on 14 July 2026 at the Harbour Hotel, High Street, Guildford, Surrey, GU1 3DA. The Board is looking forward to welcoming shareholders to the AGM in person. Details will be included in the notice of AGM.
The Notice of Annual General Meeting is available on the Company's website at https://cellbxhealth.com/information-for-investors-cellbxhealth-plc/financial-reports/#general-meeting-documentation and has been distributed to shareholders in accordance with applicable requirements.
The audited statutory Financial Statements for the year ended 31 December 2025 are expected to be distributed to shareholders no later than 22 June 2026 and will be available on the Company's website or from the registered office, 10 Nugent Road, Surrey Research Park, Guildford, GU2 7AF.
This preliminary announcement was approved by the Board of Directors on 19 June 2026.
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