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RNS Number : 9846E Futura Medical PLC 15 April 2025
15 April 2025
Futura Medical plc
("Futura" or the "Group")
Results for the Year ended 31 December 2024
Futura Medical plc (AIM: FUM), the consumer healthcare Group behind
Eroxon(®), that specialises in the development and global commercialisation
of innovative and clinically proven sexual health products, is pleased to
announce its final results for the year ended 31 December 2024 ("FY24").
Operational highlights
· Continued international launch of Eroxon® throughout FY24
· Initial launch of Eroxon® in October 2024 in the US through Futura's
commercial distribution partner Haleon, triggering a milestone payment of $5.0
million which was received in H2 FY24
· Eroxon® now launched in over 15 countries across the Americas, Middle East
and Europe
· Launches continue to provide learnings for our commercial partners, helping
inform and develop future rollouts and the marketing strategy undertaken by
our partners
· Strong sell-in to the retailer driving initial demand reflects the previous
unmet consumer need for men with erectile dysfunction ("ED")
· New product development R&D pipeline progressing with positive results for
Eroxon® Intense and WSD4000
Financial highlights
· FY24 revenue and profit after tax ahead of market expectations(1), with
revenue growth of 349% to £13.9 million (FY23: £3.1 million)
· Profit after tax of £1.3 million, with the Group maintaining an efficient
operating model, as distribution partners take on marketing costs
· Blended gross margin(2) increased to 70% (FY23: 57%) reflecting the revenue
mix of product sales, milestones and royalties
· Cash and cash equivalents of £6.6 million at 31 December 2024 (FY23: £7.7
million), which provides working capital through to H2 2026, along with
expected revenues, we remain well capitalised with working capital to support
our operations and current focused investment in R&D
Post-period end and outlook
· Feedback and market research from early launches assist in adjusting and
optimising marketing strategies in the period ahead. This, along with some
launch delays in markets outside of the US resulted in a slower ramp-up and
expansion of retail sales. As previously disclosed, whilst early in the new
fiscal year and launch phase, the Board update on the expected impact to FY25
revenue and profit
· Relationships with distribution partners remain strong as does partner
commitment to Eroxon(®) and the Group continues to work closely with partners
ahead of the next phase of launches and rollouts
· New product development pipeline provides confidence in the successful
expansion of our product range and addressable markets
· On track to have launched Eroxon(®) in 20 countries by the end of 2025 with
manufacturing capacity now in both the EU and US
· Successful completion and positive results of an Eroxon(®) Intense Home User
study in March 2025 with US and EU approvals remaining on track by the end of
2025
· Successful completion and positive results of a Home User study on WSD4000, a
topical treatment for the symptoms associated with sexual dysfunction in
women, in January 2025 and a further pre-submission meeting with the FDA has
taken place
James Barder, CEO of Futura, commented:
"FY24 was another year of achievement. We delivered on all of our strategic
priorities for the year. With the launch of Eroxon(®), a brand-new consumer
healthcare product, in over 15 countries across the Americas, Middle East and
Europe we took great steps forward and delivered significant revenue growth
and our maiden profit.
"As is common with the launch of new products in new categories, there is a
need to educate the consumer on how to use the product effectively, and the
learnings we have taken so far will enable us, and our partners, to have a
more targeted approach for the most recent and future launches of Eroxon(®).
We, and our partners, remain confident in and committed to the successful
launches of Eroxon(®) around the world."
"The Board remains focused on delivering shareholder value and is cognisant of
the impact of the recent Trading Update. Nevertheless, the Board continues to
work hard to deliver on its strategic objectives and drive growth over the
period ahead and beyond. With feedback from initial launches equipping us and
our partners with tools for existing and future rollouts we look ahead with
confidence, supported by an exciting new product development pipeline and
healthy balance sheet."
(1) The Group believes that, immediately prior to this announcement, consensus
market expectations for FY24 performance in terms of revenue and profit after
tax were £13.4 million and £0.5 million respectively.
(2) Blended gross margin across product sales, royalties and milestones.
The information communicated in this announcement contains inside information
for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014
as amended by the Market Abuse (Amendment) (EU Exit) Regulations 2019.
Contacts:
Futura Medical plc James Barder investor.relations@futuramedical.com
(mailto:Investor.relations@futuramedical.com)
Chief Executive Officer
+44 (0)1483 685 670
Angela Hildreth
www.futuramedical.com (http://www.futuramedical.com/)
Finance Director and COO
Panmure Liberum Emma Earl, Will Goode, Mark Rogers (Corporate Finance) +44 (0)20 3100 2000
Nominated Adviser Rupert Dearden (Corporate Broking)
and Broker
Stifel Alan Selby +44 (0)207 710 7600
Joint Broker Ben Maddison
Brough Ransom
Ben Good
Alma Strategic Communications Rebecca Sanders-Hewett +44 (0)20 3405 0205
Sam Modlin futura@almastrategic.com
Will Ellis Hancock
Notes to Editors:
Futura Medical plc (AIM: FUM) is the developer of innovative sexual health
products, including lead product Eroxon(®) and products WSD4000 and
Eroxon(®) Intense. Our core strength lies in our research, development and
commercialisation of topically delivered gel formulations in sexual health
products.
Sexual health issues are prevalent in both men and women. ED impacts 1 in 5
men globally across all adult age brackets, with approximately half of all men
over 40 experiencing ED and 25% of all new diagnoses being in men under 40.
Around 60% of women experience at least one symptom of sexual dysfunction, and
only one in four women seek professional help, and remain chronically
underserved.
Eroxon(®), Futura's clinically proven lead product, has been developed for
the treatment of ED. The highly differentiated product, which is the only
topical gel treatment for ED available over the counter and helps men get an
erection in ten minutes, addresses significant unmet needs in the ED market.
Eroxon(®) has been nominated for and won a number of healthcare industry
awards.
Futura has distribution partners in place in a number of major consumer
markets including Haleon in the US, the largest market for ED in the world,
and Cooper Consumer Health in Europe.
Chairman's Statement
The end of FY24 gives me the opportunity to look back on my first full
financial year as Chairman of Futura Medical plc. I am pleased to be able to
report on a year of solid strategic progress, as the year saw the Group launch
Eroxon(®) in new markets and deliver its maiden profits. This is a
significant achievement and something we are very proud of.
Our progress to date is thanks to the hard work and talent of our team and the
quality of the product we have produced, coupled with the close working
relationships we have with our distribution partners.
In the FY23 Annual Report, I talked to Futura being on the cusp of tapping a
virtually unserved consumer healthcare market, with huge potential. With
launches in the Americas, the Middle East and in further European countries,
we took great strides this year in starting to address that market
opportunity.
The market and unmet need for Eroxon(®) is clear and the past year has seen
the early fruit of this through our significant revenue growth and maiden
profits. As a Board we are committed to maximising the value of Futura for our
shareholders. We are focused on the ongoing launch of Eroxon(®) and ensuring
its success, while leveraging our expertise in the field of R&D of sexual
health products to extend our product range and broaden our addressable
markets.
R&D is our strong suit as a Group and in FY24 our focus has been on the
exploration of range extensions and new innovative products within the sexual
health category to meet further unmet demand whilst managing costs
effectively. With the solid progress seen in the development of Eroxon(®)
Intense and WSD4000, the work of our R&D team continues to shine through,
and we are excited by the opportunity each product presents.
In January 2024 we were delighted to welcome Roy Davis as a Non-Executive
Director. He has brought a wealth of commercial experience in medical devices
companies and has a proven track record of successfully scaling companies and
delivering substantial value for shareholders. He has made significant
contributions throughout the year and we are pleased to be able to leverage
his experience for the benefit of the Group. Post-period end we were also
pleased to announce the appointment of Harmesh Suniara to the Board. Harmesh
has over 17 years' experience of working in investment management, with a
particular focus on UK small and mid-cap equities. We look forward to
benefitting from his experience and both his understanding of the significant
addressable market and our business model.
For the year ahead our focus is on learning from the launches our partners
have executed around the world and incorporating this feedback to work with
our partners to optimise sales. Our strategy is focused on building on our
achievements to date to deliver sustainable growth and profits.
I would like to thank all our shareholders for their continued support and I
look forward to 2025 with confidence.
Chief Executive's Review
A strong year of progress and delivery
FY24 was a landmark year for Futura, with the Group successfully delivering
its maiden profits from of its lead product, Eroxon(®), which has now
launched in over 15 countries across the Americas, Middle East and Europe.
We are extremely proud of all that we have achieved to date. With the launch
of a brand new product, in a new category for a large and underserved market,
a lot of time, effort and resource has gone into getting us to this point and
we have built the solid foundations from which we can continue to grow.
We are now entering the next stage in our business lifecycle as we work with
our commercial partners as they focus on building brand awareness and customer
acquisition for Eroxon(®), while the Group continues to focus on expanding
our product range. As specialists in the development and commercialisation of
topically delivered gel formulations in the sexual health category, we
continue to strongly believe in the opportunities Eroxon(®) and our new
product development pipeline represent.
Strong financial performance for FY24, ahead of expectations
Following the further roll out of launches of Eroxon(®) in Europe, subsequent
commercial sales and the availability of Eroxon(®) in the USA from October
2024, the Group saw significant revenue growth in the year, delivering
revenues of £13.9 million (2023: £3.1 million). This was a mix of product
sales (including channel fill), royalties and milestone payments.
This mix provided a blended margin of 70% and saw the Group deliver its maiden
profit £1.3 million, as we continued to operate a lean model focused on
leveraging our own expertise in research and development and partnering with
leading consumer healthcare companies to commercialise our products.
With a cash position of £6.6 million at 31 December 2024 (2023: £7.7
million), which provides working capital through to H2 2026, we remain debt
free and along with expected revenues are well capitalised with working
capital to support our operations and focused investment in R&D on an
ongoing basis.
Eroxon(®) - launching a new consumer product takes time and we continue to
take learnings for future growth
Alongside our commercial partners, we are focused on building Eroxon(®) into
a global brand. The need and market for a treatment for ED, available over the
counter ("OTC"), is clear. As we have stated previously this is a large market
that is expected to continue to grow. ED is an issue that impacts
approximately 20% of men(1) globally, affecting all age ranges, with
approximately 50% of men over 40 experiencing ED(2) and around 25% of new
diagnoses being in men under 40(3).
The demand for a product to serve a previously unmet consumer need for men
with ED has been supported by the strong sell-in to retailers we have seen
during 2024, through our commercial partners.
As with any new product launch in any category, and as noted by our US
commercial partner in its recent FY24 results, the launch of a brand-new
consumer product, in a brand-new category which requires new consumer
behaviour and education, takes time. In the same update, our US commercial
partner confirmed its commitment to the product, noting it continues to invest
in Advertising & Promotion ("A&P") to educate consumers on the
treatment and drive momentum. While early sales levels have been satisfactory,
the rate of sales has fallen short of early estimates, which subsequently led
the Board to revise management forecasts for FY25.
Each launch and each market is unique, bringing its own opportunities and
challenges. Breaking into the right consumer group is a gradual progress.
Through the year we, alongside our partners, have been reviewing the data
available to us in order to learn from each launch and refine the approach we
will take in the future to build awareness, educate our target consumers and
gradually increase sales.
Pre-launch Home User Test ("HUT") research conducted by our commercial
partners has shown to be remarkably consistent with our current findings in
the marketplace following launch. The HUT research showed high levels of
satisfaction amongst Eroxon(®) users in this real use setting in men under 60
years old with mild to moderate ED. This is a large target audience especially
mindful that frequency of sexual intercourse tends to be higher in younger
men.
The HUT research also showed much lower levels of satisfaction with Eroxon(®)
for men older than 60 who often have other co-morbidities aside from their ED.
These findings highlight the challenges our commercial partners face in
connecting with the optimal target audience, men for whom we know Eroxon(®)
would be an extremely safe and effective treatment whilst managing consumer
expectations amongst men for whom Eroxon(®) is less likely to give
satisfactory results in line with the HUT research. This iterative development
of a new brand and optimising A&P spend in order to target the correct
consumer audience is not new within the OTC market and we continue to work
closely with our commercial partners whose commitment to build the Eroxon(®)
brand remains resolute.
Progress against our key priorities
As previously disclosed, we are now reporting against three strategic pillars:
1. Address the growing needs within the OTC sexual health market
2. Broaden the Group's clinically proven product range leveraging its
innovative and experienced R&D capability whilst being mindful of costs
and focusing on ROI.
3. Commit to delivering strong returns for shareholders, sustained
profitability and financial discipline
In our previous Annual Report we set out three priorities for the years ahead.
As a reminder, our priorities are:
Address - Address worldwide demand for Eroxon(®) through strengthening our
supply chain and commercial network whilst achieving further regulatory
approvals and further launches across the world
Broaden - Explore other range extensions as well as new innovative products
within the sexual health category to meet further unmet demand, supported by
clinical data whilst remaining mindful of costs
Commit - Deliver further revenue growth and progress on the path towards
profitability in the next 12 months
Address
In FY24 we took significant steps towards addressing worldwide demand, with
Eroxon(®) launched and now available in over 15 countries, including the key
US launch in October 2024.
The launch in the USA, one of the largest ED markets in the world, was a
landmark for Futura. While the pace of uptake has been slower than initially
expected, feedback from our commercial partner on the launch has been
positive, supported by strong retailer execution.
Work continues to implement the feedback from the initial launch to optimise
the next stage of the rollout. This includes mitigating barriers to purchase,
such as lockboxes that prevent theft but require the intervention of a shop
assistant when purchasing. Many men may find this embarrassing and therefore
it may impact sales.
Equally educating consumers about the benefits of Eroxon(®) whilst managing
expectations remains an important focus, men generally do not want to talk
about ED and therefore our commercial partners have been using interactive
questionnaires and AI to disseminate information about an embarrassing subject
and assist the consumer in navigating the challenges of an effective ED
treatment and when Eroxon(®) is right for them.
In Europe, our commercial partner continued to make steady progress with
launches of Eroxon(®) in many major markets across the region including
Spain, Italy and Portugal. Nevertheless, our European partner has faced
similar challenges in targeting the correct target audience in a number of
countries and we continue to work with them to refine their marketing approach
to achieve this goal.
It is important to stress these challenges are far from universal and in a
number of countries our commercial partners have been delighted with the
consumer acceptance of Eroxon(®) and we are working with our commercial
partners to gain greater consumer understanding behind these different
purchasing patterns seen, especially within the EU which is culturally diverse
across the different member states.
Mexico - a focused digital strategy
The second half of the year saw the launch of Eroxon(®) in Mexico, in
partnership with our Latin American distribution partner, M8. They were able
to take the feedback from previous launches in other countries and while still
early in the process, the early uptake has been pleasing,
We see this focused digital strategy and the refinement as a potential
template for future launches across Latin America. The strategy in Mexico
focused on a targeted, digital approach. They created an online test to better
understand their audience profile, which allowed them to develop a more
focused strategy that resonated with the identified user demographics. This
enabled them to create tailored content through effective consumer profiling
and segmentation, ensuring marketing efforts were precisely targeted at
potential customers, allowing the consumer to understand if Eroxon(®) was
right for them.
Their focus is based on an online digital communication strategy, leveraging
social media with digital opinion leaders and influencers to engage their
target audience without relying on traditional methods like TV advertising.
This approach enables them to create content that reaches the right users more
effectively. Based on the shared data, platforms like Meta, Google, and TikTok
have proven to be the most cost-effective tools for targeting specific
audiences. Online sales are augmented with bricks and mortar pharmacies where
pharmacists have been particularly supportive of Eroxon(®) as it has resulted
in incremental sales for them.
This strategic approach has so far led to improved customer satisfaction and
higher ratings compared to the UK, a number of European countries, and the
USA. This success, following the utilisation of prior learnings, gives the
Board confidence in the next phase of the launch process with commercial
partners in other regions. We continue to share these learnings with our
commercial partners as they build consumer awareness.
In line with this key priority to address worldwide demand for Eroxon(®), we
continue to assess new markets where there is a potential opportunity for the
product. We are focused, however, on working with our partners to get the
offering and messaging right where they have already launched to ensure a
gradual and sustained improvement in sales and brand awareness.
Broaden
Expanding our portfolio of products and extending product ranges, while being
mindful of cost is a key aspect of our strategy. We are specialists in the
development and commercialisation of topically delivered gel formulations in
sexual health products, and we are proud of the results delivered by our
expert R&D team.
We have made good progress against this priority in the year with two new
encouraging products advancing through our development pipeline.
Eroxon(®) Intense
While many men are satisfied with the current sensorial effect of the
Eroxon(®) product, Eroxon(®) Intense, is designed to help those men who
would prefer a stronger sensation.
As reported in November, in a single-blind randomised crossover design study,
16 male subjects blind tested three enhanced formulations compared with
Eroxon(®). 67% of the men experienced greater sensorial sensitivity on the
preferred formulation compared to Eroxon(®).
We are now delighted to announce that a pivotal randomised
comparator-controlled crossover claims support study conducted on 45 males has
recently completed. The results strongly support the previous study with the
findings showing significantly stronger sensations being experienced by men
within 15 seconds of application of Eroxon(®) Intense, and up to 10 minutes
from application, along with a low side effect profile.
Our existing commercial partners have expressed strong interest in new
variants beyond the original Eroxon(®) product, to expand the product range
and aid in the enhancement of customer awareness around the brand. Regulatory
approval in the EU and USA is expected by the end of 2025, giving us
confidence in being able to offer our commercial partners a product extension
to Eroxon(®).
WSD4000
WSD4000 is a topical treatment designed for the symptoms of sexual dysfunction
in women. There is currently no regulatory approved OTC treatment available
for sexual dysfunction in women. We therefore see this as an incredibly
exciting market opportunity. One we are well placed to serve, with our
specialism in developing and bringing to market topically delivered gel
formulations in sexual health products.
WSD4000 has the potential to be an effective, breakthrough treatment for the
common symptoms associated with sexual dysfunction, such as lack of desire,
arousal and lubrication.
In January, post period end, we announced the successful completion and
positive results of a WSD4000 Home User study. Since then, a further
pre-submission meeting with the FDA has taken place, where good progress was
made to clearly define the product's indication for use, the potential
marketing claims, and how these should be defined during the clinical phase of
development. Following this meeting we are now in a position to start the
Early Feasibility Study to be completed in the first half of 2026. We
anticipate a further pre-submission meeting with FDA to finalise the detailed
clinical trial protocol.
In Q3 2024 we also commissioned Ipsos to conduct market research in the USA to
gain greater understanding of sexual dysfunction in women and the commercial
opportunity this represents. This involved both quantitative and qualitative
research in over 1,000 women ranging from 22 to 75 years old thereby capturing
a representative sample of women's different life stages. This research has
provided us with considerable insights and is helping us optimise the
development of WSD4000. In particular the key findings were:
· 2-in-3 women say their sex lives are important, but women with
symptoms of sexual dysfunction are less satisfied
· 60% of women have experienced symptoms in the last twelve months,
with nearly all feeling negatively towards their experiences
· 1-in-2 women with symptoms are motivated to treat. The concept
of WSD4000 resonated well especially with younger women.
· The commercial opportunity is large and significant with an
estimated 34 million women in the USA alone motivated to treat their symptoms
of sexual dysfunction(4).
Commit
We are proud of the strong financial results we delivered in FY24. While the
slower than anticipated sales of Eroxon(®) post launch led to the Board
revising its product sales and royalties forecasts down for FY25 by 50%, the
Group remains confident in the opportunities Eroxon(®) and our new product
development pipeline represent and is focused on delivering shareholder
returns for its investors. Delivering sustainable revenue growth and
profitability remain core factors in the Group's overall strategy. The work
being done in conjunction with our partners to continue to build consumer
awareness along with our new product development, while being conscious of
costs, are integral aspects of our strategy geared at a return to revenue
growth and profitability.
Focus for FY25
Our priorities for FY25 are:
· Address - Obtain Eroxon(®) Intense regulatory approvals to
provide our commercial partners a product extension to Eroxon(®)
· Broaden - Conduct Early Feasibility Study for WSD4000 product to
refine the clinical methodology, optimise the efficacy and further inform the
consumer experience of the product.
· Commit - Continue to launch Eroxon(®) in other markets and work
with our partners in geographies where we have already launched to build brand
awareness, sales and ultimately revenue and profits.
Outlook
Looking ahead, we remain confident in the opportunity for Eroxon(®), and
alongside this, the opportunities available to us through the new products we
have in development. With the launch of Eroxon(®) Intense, we will
successfully have extended our product line, a key step as our commercial
partners continue to build out the sexual health category in their own
businesses.
There is still a huge opportunity for Eroxon(®) and our partners are
committed to continued investment in the marketing of the product to educate
our target consumers and grow sales. Our partners understand that it takes
time for a brand new consumer product to build and establish sales and we look
forward to providing updates on the steady progress being made across our
strategic priorities alongside efforts to improve shareholder returns.
James Barder
Chief Executive Officer
Sources:
1. EMA, Withdrawal assessment report for Viagra, 2008
2. Feldman HA et al. J Urol 1994; 151: 54 - 61
3. Pozzi, J of Sexual Medicine, Volume 20, 2022,
4. Market research conducted by Ipsos showed 60% of women have experienced
symptoms of sexual dysfunction over the last twelve months and 49% of women
want to treat their symptoms. Current US female population between the ages of
22 and 75 is 113 million, of which 69 million are sexually active and
experience symptoms.
Financial Review
Financial highlights
· Revenues £13.9 million (2023: £3.1 million)
· Operating profit £1.2 million (2023: loss £6.9 million)
· Adjusted operating profit* £3.3 million (2023: loss £4.2
million)
· Cash and cash equivalents as at 31 December 2024 £6.6 million
(2023:£7.7 million)
As outlined in the Chairman's Statement and Chief Executive's Review, Futura
continued to work with its commercial partners to expand the launch of
Eroxon(®) into other geographies, including the USA which launched nationwide
across all major retailers in Q4 24. The launch of Eroxon(®) resulted in
Futura reporting its first annual profit before tax of £1.3 million compared
to a loss before tax in 2023 of £6.9 million. On an adjusted basis (excluding
non cash share-based) payment £3.3 million (2023: loss £4.2 million).
Financial results at a glance
FY24 FY23
Revenue 13,926,122 3,100,968
Cost of goods (4,236,788) (1,326,743)
Gross 9,689,334 1,774,225
profit
70%
Research and development costs (1,742,274) (2,045,988)
Administrative costs: excluding share based payments (4,808,674) (3,971,710)
Other operating income 127,611 -
Adjusted operating profit/(loss)* 3,265,997 (4,243,473)
Administrative costs: share-based payments (non-cash) (2,022,091) (2,720,297)
Operating profit/(loss) 1,243,906 (6,963,770)
*adjusted for a non-cash share-based payment charge of £2.02
million (2023: £2.72 million). The share-based payment charge
predominately relates to the LTIP awards in 2023.
Revenue
In the year 2024, the Group reported sales of £13.9 million (2023: £3.1
million) which included milestone payments of £7.1 million (2023: £0.06
million) of which £3.2 million was received in 2023 but not recognised in the
Statement of Comprehensive Income until 2024 and a further milestone which was
received in 2024 and recognised in the period of £3.9 million. The balance of
£6.8 million related to Eroxon(®) product sales and royalties.
Cost of sales
Cost of sales were £4.3 million (2023: £1.3 million) and reflected a gross
margin of 70% (2023: 57%) and generating a gross profit of £9.7 million
(2023: £1.8 million). With the nature of our different revenue streams, the
margin delivered will vary period on period dependent on the revenue mix.
Research and development
Expanding our portfolio of products and extending product ranges, while being
mindful of cost is a key pillar of our growth strategy. In line with this,
Research and Development ("R&D") costs for the period ended 31 December
2024 were £1.7 million and broadly in line with £2.0 million of R&D
costs for the period ended 31 December 2023. The costs incurred were
reflective of R&D activities relating to Eroxon(®) Intense and WSD4000, a
topical treatment for the symptoms associated with sexual dysfunction in
women.
Administrative expenses
Administrative expenses were £6.8 million for the period ended 31 December
2024 compared to £6.7 million for the period ended 31 December 2023. This
expense includes a non-cash share based payment charge of £2.0 million
(2023: £2.7 million) predominantly relating to the LTIP awards made in 2023
which vest annually to 2027. The slight increase in administrative expenses
relate to the ongoing supply chain set-up costs in the EU and the USA.
Earnings per share
In 2024 the basic profit per share was 0.43 pence compared to basic loss per
share in 2023 of 2.21 pence. Details of the profit/loss per share calculations
are provided in Note 10 of the consolidated financial statements.
Balance sheet
The cash balance at 31 December 2024 was £6.6 million (2023: £7.7 million).
Current cash runway extends through to H2 2026 with the Company continuing to
retain a tight control on costs.
Trade and other payables were £6.3 million as at 31 December 2023 and have
decreased to £3.6 million as at 31 December 2024. The reduction is partly
related to the £3.2 million upfront payment received in 2023 which was
recognised and released in 2024, offset by an increase in procuring goods
associated with higher trading volumes.
Trade and other receivables increased from £1.2 million at 31 December 2023
to £2.4 million at 31 December 2024 reflecting the increase in sales
activities and volumes.
Going concern
The Directors believe that it remains appropriate to prepare the financial
statements on a going concern basis. However, they acknowledge that a material
uncertainty exists that may cast significant doubt on the Group's ability to
generate sufficient net revenues and resulting cash inflows and raise
sufficient finance to discharge its liabilities in the normal course of
business. The financial statements do not include any adjustments that would
result from the basis of preparation being inappropriate.
Further information in relation to going concern can be found in Note 2.2 of
the consolidated financial statements.
Angela Hildreth
Finance Director and Chief Operating Officer
This announcement is prepared on the same basis as set out in the audited
statutory accounts for the year ended 31 December 2024. The accounts for the
years ended 31 December 2024 and 31 December 2023, upon which the auditors
issued unqualified opinions, also had no statement under section 498(2) or (3)
of the Companies Act 2006. The Auditor's report includes reference to the
material uncertainty relating to going concern. See below for more details of
the going concern assessment performed by the Board of Directors.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 December 2024
Year ended Year ended
31 December 31 December
2024 2023
Notes £ £
Revenue 5 13,926,122 3,100,968
Cost of sales (4,236,788) (1,326,743)
Gross profit 9,689,334 1,774,225
Research and development costs (1,742,274) (2,045,988)
Administrative expenses (6,830,765) (6,692,007)
Other operating income 127,611 -
Operating profit/(loss) 6 1,243,906 (6,963,770)
Finance income 46,939 71,797
Profit/(loss) before tax 1,290,845 (6,891,973)
Taxation 9 2,165 379,074
Profit/(loss) for the year being total comprehensive Profit/(loss)
attributable to owners of the Parent Company
1,293,010 (6,512,899)
Basic profit/(loss) per share (pence) 10 0.43 (2.21)
Diluted profit/(loss) per share (pence) 10 0.41 (2.21)
All amounts relate to continuing activities.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 31 December 2024
As at As at
31 December 31 December
2024 2023
Notes £ £
Assets
Non-current assets
Property, plant and equipment 11 4,089,607 2,484,748
Total non-current assets 4,089,607 2,484,748
Current assets
Inventories 455,906 339
Trade and other receivables 14 2,448,465 1,240,174
Current tax asset 9 - 376,910
Cash and cash equivalents 6,596,201 7,714,182
Total current assets 9,500,572 9,331,605
Liabilities
Current liabilities
Trade and other payables 15 (3,557,813) (6,339,534)
Provisions 17 (286,948) -
Total current liabilities (3,844,761) (6,339,534)
Net current assets 5,655,811 2,992,071
Non-current liabilities
Contract liabilities (long-term) 16 (342,587) `
Provisions 17 (440,000) -
Total non-current liabilities (782,587) -
Total liabilities (4,627,348) (6,339,534)
Total net assets 8,962,831 5,476,819
Capital and reserves attributable to
owners of the Parent Company
Share capital 18 607,407 602,812
Share premium 71,235,261 71,068,945
Merger reserve 1,152,165 1,152,165
Retained losses (64,032,002) (67,347,103)
Total equity 8,962,831 5,476,819
The consolidated financial statements were approved by the Board of Directors
and authorised for issue on 14 April 2025.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 31 December 2024
Share Share Premium Merger Warrant Reserve Retained Total
Capital Reserve Losses Equity
Notes £ £ £ £ £ £
At 1 January 2023 576,093 66,545,796 1,152,165 165,868 (63,720,369) 4,719,553
Total comprehensive loss for the year
- - - - (6,512,899) (6,512,899)
Share-based payment 19 - - - - 2,720,297 2,720,297
Shares issued during the year 18 4,844 170,024 - - - 174,868
Warrant exercise 21,875 4,353,125 - (165,868) 165,868 4,375,000
Transactions with owners 26,719 4,523,149 - (165,868) 2,886,165 7,270,165
At 31 December 2023 602,812 71,068,945 1,152,165 - (67,347,103) 5,476,819
Total comprehensive profit for the year
- - - - 1,293,010 1,293,010
Share-based payment 19 - - - - 2,022,091 2,022,091
Shares issued during the year 18 4,595 166,316 - - - 170,911
Transactions with owners 4,595 166,316 - - 2,022,091 2,193,002
At 31 December 2024 607,407 71,235,261 1,152,165 - (64,032,002) 8,962,831
The Merger reserve represents the reserve arising on the acquisition of Futura
Medical Developments Limited in 2001 via a share for share exchange accounted
for as a group reconstruction previously using merger accounting under UK
GAAP.
Retained losses represent all other net gains and losses not recognised
elsewhere.
Share premium represents amounts subscribed for share capital in excess of
nominal value, less the related costs of share issues.
CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended 31 December 2024
Year ended Year ended
31 December 31 December
Notes 2024 2023
£ £
Cash flows from operating activities
Profit/(loss) before tax 1,290,844 (6,891,973)
Adjustments for:
Depreciation 11 121,832 130,272
Loss on disposal of fixed assets 612 48,865
Finance income (46,939) (71,797)
Share-based payment charge 19 2,022,091 2,720,297
Cash flows generated by/(used in) operating activities before changes in 3,388,440 (4,064,336)
working capital
(Increase) in inventories 13 (455,567) (339)
(Increase) in trade and other receivables 14 (1,208,290) (974,490)
Increase/(decrease) in trade and other payables 15 (1,712,186) (4,586,424)
Cash generated by/(used in) operations 12,397 (452,741)
Income tax received 379,075 1,022,994
Cash generated by/(used in) in operating activities 391,472 570,253
Cash flows from investing activities
Purchase of property, plant and equipment 11 (1,726,965) (1,505,849)
Interest received 46,939 71,797
Cash used in investing activities (1,680,026) (1,434,052)
Cash flows from financing activities
Issue of ordinary shares 18 170,911 174,868
Exercise of warrants - 4,375,000
Cash generated by financing activities 170,911 4,549,868
(Decrease)/increase in cash and cash equivalents (1,117,643) 3,686,069
Cash and cash equivalents at beginning of year 7,714,183 4,026,112
Net foreign exchange differences (339) 2,001
Cash and cash equivalents at end of year 6,596,201 7,714,182
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year ended 31 December 2024
1. Corporate Information
Futura Medical plc (the "Company") is a public limited company incorporated
and domiciled in England and Wales and whose shares are publicly traded on the
AIM Market of the London Stock Exchange. The registered office is located at
Surrey Technology Centre, 40 Occam Road, Guildford, Surrey, GU2 7YG.
The Group is principally engaged in the development and sale of consumer
healthcare products.
This announcement is prepared on the same basis as set out in the audited
statutory accounts for the year ended 31 December 2024. The accounts for the
years ended 31 December 2024 and 31 December 2023, upon which the auditors
issued unqualified opinions, also had no statement under section 498(2) or (3)
of the Companies Act 2006. The Auditors's report includes reference to the
material uncertainty relating to going concern. See below for more details of
the going concern assessment performed by the Board of Directors.
While the financial information included in this results announcement has been
prepared in accordance with the recognition and measurement criteria of
International Financial Reporting Standards in conformity with the Companies
Act 2006 (IFRS), this announcement does not in itself contain sufficient
information to comply with IFRS.
These consolidated financial statements consolidate those of the Company and
its subsidiaries (together referred to as "the Group" and individually as
"Group entities") for the year ended 31 December 2024.
The consolidated financial statements of the Company and the Group for the
year ended 31 December 2024 were authorised for issue by the Board of
Directors on 14 April 2025.
2. Accounting policies
2.1 Basis of preparation
The consolidated financial statements have been prepared on a going concern
basis and under the historical cost convention and have been prepared and
approved by the Directors in accordance with UK-adopted International
accounting standards ("IFRS"). The principal accounting policies applied in
the preparation of the consolidated financial information are set out below.
These policies have been consistently applied to all years presented, unless
otherwise stated.
Monetary amounts in these financial statements are rounded to the nearest
pound sterling (£), unless otherwise stated, which is also the functional
currency of the Company.
2.2 Going concern
The Board has considered the applicability of the going concern basis in the
preparation of the financial statements. The Group generated a profit of
£1.3 million and consumed cash of £1.1 million in 2024. The Board considers
that, based on the reasons set out below, the preparation of the Group's and
Parent Company's financial statements on a going concern basis remains
appropriate.
In assessing the appropriateness of adopting the going concern assumption, the
Group has prepared a detailed budget ("the budget") for the period ending 31
December 2025 and a further forecast ("the forecast") for the period ending 30
June 2026.
The Board considers that the budget and the forecast represent a reasonable
best estimate of the Group's performance over the period to 30 June 2026 and
the Directors are satisfied that in the scenario modelled in the budget and
the forecast, the Group and Parent Company would be able to continue as a
going concern.
However, in preparing the budget and forecast, the Board also noted the
existence of a number of factors that increase the difficulty inherent in
predicting the Group's performance, in particular its revenue generation and
timing of key milestone receipts. These include a lack of any historical
information from which to reliably predict sales volume and growth and timing
of receipts from customers in respect of Eroxon® as the product has continued
to launch in key markets throughout FY24. Forecasts provided by commercial
partners continue to be encouraging but are not guaranteed. In addition to the
budget and forecast, the Board therefore considered a possible scenario in
which Eroxon® revenues were reduced and milestone receipts were delayed
compared to the budget and forecast (the "downside scenario"). The Board
further considered remedial action within Management's control to delay some
discretionary spending. In this downside scenario, despite taking the remedial
actions, additional funding may be required within the going concern
assessment period.
The Board does not believe that the Group's position at this point in the
execution of its strategy is unusual. However, should the forecast revenue (in
particular, royalty receipts and milestone receipts) not be achieved, it may
require further funding within the going concern assessment period. As such
funding is not committed, this indicates the existence of a material
uncertainty that may cast significant doubt on the Group and Parent Company's
ability to continue as a going concern and, therefore, they may be unable to
realise its assets and discharge their liabilities in the normal course of
business.
2.3 Standards, amendments and interpretation to
existing standards
The Group applied the accounting standards and amendments listed below for the
first time in these financial
statements. Unless noted, the standards or amendments had no material impact
on the financial statements.
· Amendments to IAS 1 - Presentation of Financial Statements.
· Amendments to IFRS 16 Leases - Lease Liability in a Sale and
Leaseback.
· Amendments to IAS 7 Statement of Cash Flows and IFRS Financial
Instruments - Supplier Finance Arrangements.
Applicable accounting standards and interpretations issued but not yet adopted
At the date of authorisation of the financial statements, the following
Standard and Amendments which have been issued and endorsed by the UK, have
not been applied by the Group and Company in preparing the financial
statements:
• Amendments to IAS 21 - Lack of exchangeability (effective date: 1 January
2025)
• Amendments to IFRS 9 and IFRS 7 - Classification and measurement of
financial instruments (effective date: 1 January 2026)
• IFRS 18 - Presentation of financial statements (effective date: 1 January
2027)
· IFRS 19 - Subsidiaries without public accountability disclosures (effective
date: 1 January 2027)
2.4 Basis of consolidation
The Financial Statements of the Group consolidate the Financial Statements of
Futura Medical Plc and its subsidiary undertakings (together referred to as
the "Group") up to 31 December each year. All subsidiaries have a reporting
date of 31 December.
Subsidiaries are entities controlled by the Group. Control exists when the
Group has the power, directly or indirectly, to govern the financial and
operating policies of an entity so as to obtain benefits from its activities.
In assessing control, potential voting rights that are currently exercisable
or convertible are taken into account. All subsidiaries are 100% owned.
The Financial Statements of subsidiaries are included in the Consolidated
Financial Statements from the date that control commences until the date that
control ceases, in accordance with IFRS 10. Intra group transactions and
balances, and any unrealised gains or losses arising from intra group
transactions, are eliminated in preparing the Consolidated Financial
Statements.
2.5 Segment reporting
An operating segment is a component of the Group that engages in business
activities from which it may earn revenues and incur expenses, including
revenue and expenses that relate to transactions with any of the Group's other
components. The Board of Directors consider that it is appropriate to report
results as one single business segment. This is consistent with management
accounting information reported regularly to the Board. The Group's Chief
Operating Decision Maker ("CODM") is considered to be the Board.
2.6 Revenue
To determine whether to recognise revenue, the Group follows a five-step
process:
1. Identifying the contract with a customer
2. Identifying the performance obligations
3. Determining the transaction price
4. Allocating the transaction price to the performance obligations
5. Recognising revenue when/as performance obligation(s) are satisfied.
In accordance with IFRS 15, revenue is calculated based on the consideration
to which the Group expects to be entitled and is recognised over the length of
services provided under the contract and once performance obligations have
been met. The transaction fee is allocated over the length of the service
being provided in accordance with the project plan. It is recognised as a
contract liability at the time of the initial transaction and is recognised on
a straight-line basis over the lifetime of the contracts. The progress is
re-evaluated by Management at each reporting date and the revenue recognised
is re-measured accordingly.
Product revenue
The Group enters into contracts for supply of goods to external customers
against orders received. The majority of contracts that the Company enters
into relate to sales orders containing single performance obligation for the
delivery of consumer healthcare products. Revenue is recognised when control
of the goods is passed to the customer. The point at which control passes is
determined by each customer arrangement, but generally occurs when title
passes to the customer, on receipt of the goods on an ex-works basis.
Product revenue represents net invoice less estimated volume discounts, which
are considered to be variable consideration and include significant estimates.
Other variable considerations such as milestone receipts and royalties are not
recognised in full until it is highly probable that a significant reversal in
the amount of cumulative revenue recognised will not occur. In Management's
opinion, that will be when the Group's customer confirms that the milestone
has been met or that a royalty is due. Estimates associated with variable
consideration are revisited at each reporting date or when the related
uncertainty is resolved and revenue is adjusted accordingly.
Contracts with customers carry no obligations relating to returns or refunds
of the product. As such, no provision has been made in respect of returns or
refunds.
Commercialisation and licensing revenue
The Group entered into commercialisation agreements to license the Group's
products to other parties. These contracts give rise to fixed and variable
consideration from upfront payments, development milestones, sales-based
milestones and royalties.
The licenses that the Group grant are typically rights to use intellectual
property which do not change significantly during the period of the license
and therefore related non-conditional licensing revenue is recognised at the
point where the license is granted and variable consideration as soon as
recognition criteria are met. Where control of a right to use license for an
intangible asset passes at the outset of a contract, revenue is recognised at
the point in time when control is transferred.
Income dependent on the achievement of a development milestone is recognised
when it is highly probable that a significant reversal in the amount of
cumulative revenue recognised will not occur, which is usually when the
related event occurs. In general, when triggering of a milestone is subject
to the decisions of third parties (e.g. the acceptance or approval of a filing
by a regulatory authority), the Group does not consider that the threshold for
recognition is met until that decision is made.
Sales-based milestone income is recognised when it is highly probable that the
sales threshold will be reached. Sales-based royalties on a license of
intellectual property are not recognised until the relevant product sale
occurs.
Upfront milestone receipts
In accordance with IFRS 15, revenue is calculated based on the consideration
to which the Group expects to be entitled and is recognised over the length of
services provided under the contract and once performance obligations have
been met. The transaction fee is allocated over the length of the service
being provided in accordance with the project plan. It is recognised as a
contract liability at the time of the initial transaction and is recognised on
a straight-line basis over the lifetime of the contracts. The progress is
re-evaluated by Management at each reporting date and the revenue recognised
is re-measured accordingly.
2.7 Leased assets
For any new contracts entered into, the Group considers whether a contract is,
or contains a lease. A lease is defined as a contract, or part of a contract,
that conveys the right to use an asset (the underlying asset) for a period of
time in exchange for consideration. To apply this definition, the Group
assesses whether the contract meets three key evaluations which are whether:
· The contract contains an identified asset, which is either
explicitly in the contract or implicitly specified by being identified at the
time the asset is made available to the Group.
· The Group has the right to obtain substantially all of the
economic benefits from the use of the identified asset throughout the period
of use, considering its rights within the defined scope of the contract.
· The Group has the right to direct the use of the identified
asset throughout the period of use. The Group assesses whether it has the
right to direct "how and for what purpose" the asset is used throughout the
period of use.
The Group makes use of leasing arrangements principally for the provision of
the main office space and IT equipment. The rental contracts for offices are
typically negotiated on a short-term rolling basis with one month's notice.
Lease terms for IT equipment have lease terms of three years without any
extension terms. The Group does not enter into sale and leaseback
arrangements. All the leases are negotiated on an individual basis and contain
a wide variety of different terms and conditions such as purchase options and
escalation clauses.
The Group has elected to account for short-term leases and leases of low-value
assets using the practical expedients. These leases relate to items of certain
low value IT equipment and short-term office leases. Instead of recognising a
right-of-use asset and lease liability, the payments in relation to these are
recognised as an expense in profit or loss on a straight-line basis over the
lease term.
2.8 Intangible assets
Research and development ("R&D")
Expenditure incurred on the development of internally generated products is
capitalised if it can be demonstrated that:
● it is technically feasible to develop the product for it to be
sold;
● adequate resources are available to complete the development;
● there is an intention to complete and sell the product;
● the Group is able to out-license or sell the product;
● sale of the product will generate future economic benefits; and
● expenditure on the project can be measured reliably.
Capitalised development costs, including patents and trademarks, are amortised
over the periods in which the Group expects to benefit from selling the
products developed. The amortisation expense is included in R&D costs
recognised in the Consolidated Statement of Comprehensive Income. The useful
life and the value of the capitalised development cost are assessed for
indicators of impairment at least annually. The value is written down
immediately if impairment has occurred and the unimpaired cost amortised over
the remaining useful life.
Although Eroxon® has been now launched in major markets, the development
phase has been completed, and as such, development expenditure is no longer
applicable for this product.
The Directors consider that the criteria for capitalising development
expenditure are not yet met for any of its other products under development.
Development expenditure, not satisfying the above criteria, and expenditure on
the research phase of internal projects are included in R&D costs
recognised in the Consolidated Statement of Comprehensive Income as incurred.
2.9 Property, plant and equipment
Plant and equipment is initially recognised at cost, and subsequently at cost
less accumulated depreciation and any accumulated impairment losses. Cost
includes expenditure that is directly attributable to the acquisition of the
items. Depreciation is charged to the Consolidated Statement of Comprehensive
Income at rates calculated to write off the cost, less estimated residual
value, of each asset on a straight-line basis over their estimated useful
lives.
Plant and
Equipment
2 - 5 years straight-line
Furniture and
fittings
3 - 10 years straight-line
The assets' residual values and useful lives are determined by the Directors
and reviewed and adjusted, if appropriate, at each reporting date.
2.10 Impairment of non-financial assets
Assets are assessed for indicators of impairment at each reporting date. Where
indicators are identified, an impairment review is carried out for assets
being amortised or depreciated when a change in market conditions and other
circumstances indicate that the carrying value may not be recoverable. The
recoverable amount is the higher of an asset's value in use less costs to sell
and value-in-use. For the purpose of assessing impairment, assets are grouped
at the lowest levels for which there are separately identifiable cash flows.
2.11 Classification of financial instruments issued by the Group
In accordance with the requirements of IAS 32, financial instruments issued by
the Group are treated as equity only to the extent that they meet the
following two conditions:
• they include no contractual obligations upon the Company to deliver cash
or other financial assets or to exchange financial assets or financial
liabilities with another party under conditions that are potentially
unfavourable to the Company; and
• where the instrument will or may be settled in the Company's own equity
instruments, it is either a non-derivative that includes no obligation to
deliver a variable number of the Company's own equity instruments or is a
derivative that will be settled by the Company's exchanging a fixed amount of
cash or other financial assets for a fixed number of its own equity
instruments.
2.12 Financial instruments
i) Recognition and initial measurement
At the year-end, the Group had no financial assets or liabilities designated
at fair value through the profit and loss (2023: £nil). Trade receivables are
initially recognised when they are originated. All other financial assets and
liabilities are initially recognised when the Group becomes a party to the
contractual provisions in the instrument. A financial asset (unless it is a
trade receivable without a significant financing component) or a financial
liability is initially measured at fair value plus, for items not measured at
fair value through profit and loss ("FVTPL"), transaction costs that are
directly attributable to its acquisition or issue. A trade receivable without
a significant financing component is measured at the transaction price.
ii) Classification and subsequent measurement
Financial assets
On initial recognition a financial instrument is classified as measured at
amortised cost, fair value through other comprehensive income ("FVOCI") or
FVTPL. Financial assets are not reclassified subsequent to their initial
recognition unless the Group changes its business model for managing
financial assets.
A financial asset is measured at amortised cost if it meets both the following
conditions and is not designated as FVTPL:
• it is held within a business model whose objective is to hold assets to
collect contractual cash flows; and
• its contractual terms give rise on a specified date to cash flows that are
solely the payment of principal and interest on the principal outstanding.
Financial liabilities
Financial liabilities are classified as measured at amortised cost or FVTPL. A
financial liability is classified as FVTPL if it is held for trading, it is a
derivative or it is designated as such on initial recognition. Other financial
liabilities are subsequently measured at amortised cost using the effective
interest method. Interest expense is recognised in profit or loss. At the
year-end, the Group had no financial assets or liabilities designated at FVOCI
(2023: £nil).
iii) Derecognition
Financial assets
The Group derecognises a financial asset when the contractual rights to the
cash flows from the financial asset expire, or it transfers the rights to
receive the contractual cash flows in a transaction in which substantially all
the risks and rewards of ownership of the financial asset are transferred or
in which the Group neither transfers nor retains substantially all of the
risks and rewards of ownership and it does not retain control of the financial
asset.
An impairment loss is recognised for the expected credit losses on financial
assets when there is an increased probability that the counterparty will be
unable to settle an instrument's contractual cash flows on the contractual due
dates, a reduction in the amounts expected to be recovered, or both.
The Group applies a simplified approach in calculating expected credit losses.
The probability of default and expected amounts recoverable are assessed using
reasonable and supportable past and forward-looking information that is
available without undue cost or effort. In calculating, the Group uses its
historical experience, external indicators and forward-looking information to
calculate the expected credit losses on a customer by customer basis.
Financial liabilities
The Group derecognises a financial liability when the contractual obligations
are discharged, cancelled or expire. The Group also derecognises a financial
liability when its terms are modified and the cash flows of the modified
liability are substantially different, in which case a new financial
liability based on the modified terms is recognised at fair value. On
derecognition of a financial liability, the difference between the carrying
amount extinguished and the consideration paid is recognised in profit or
loss.
2.13 Taxation
Income tax is recognised or provided at amounts expected to be recovered or to
be paid using the tax rates and tax laws that have been enacted or
substantively enacted at the Consolidated Statement of Financial Position
date. R&D tax credits are recognised on an accruals basis and are included
as an income tax credit under current assets.
Deferred tax assets and liabilities are recognised where the carrying amount
of an asset or liability on the Consolidated Statement of Financial Position
date differs from its tax base, except for differences arising on:
• the initial recognition of an asset or liability in a transaction which is
not a business combination and which at the time of the transaction affects
neither accounting profit nor taxable profit; and
• investments in subsidiaries and jointly controlled entities where the
Group is able to control the timing of the reversal of the difference and it
is probable that the difference will not reverse in the foreseeable future.
Recognition of deferred tax assets is restricted to those instances where it
is probable that taxable profits will be available against which the
difference can be utilised.
The amount of the asset or liability is determined using tax rates that have
been enacted or substantively enacted by the Consolidated Statement of
Financial Position date and are expected to apply when the deferred tax
liabilities/(assets) are settled/(recovered). Deferred tax balances are not
discounted.
Deferred tax assets and liabilities are offset when the Group has a legally
enforceable right to offset current tax assets and liabilities and the
deferred tax assets and liabilities relate to taxes levied by the same tax
authority on either:
• the same taxable group company; or
• different group entities which intend to settle current tax assets and
liabilities on a net basis, or to realise the assets and settle the
liabilities simultaneously, on each future period in which significant amounts
of deferred tax assets or liabilities are expected to be settled or recovered.
2.14 Foreign currency translation
Foreign currency transactions are translated into the functional currency at
the exchange rates prevailing on the transaction dates. For the purpose of
profit and loss, foreign exchange gains and losses are translated using the
average exchange rate from the preceding month. Foreign exchange gains and
losses arising from the settlement of these transactions, as well as from the
translation of monetary assets and liabilities denominated in foreign
currencies at period-end exchange rates, are recognised in the Consolidated
Statement of Comprehensive Income in the period in which they occur.
2.15 Employee benefits
Defined contribution plans
The Group provides retirement benefits to all employees who wish to
participate in defined contribution pension schemes. The assets of these
schemes are held separately from those of the Group in independently
administered funds. Contributions made by the Group are charged to the
Consolidated Statement of Comprehensive Income in the period in which they
become payable.
Accrued holiday pay
A liability is recorded at each reporting date for holidays accrued but not
taken, at applicable rates of salary. The expected cost of compensated
short-term absence (holidays) is charged to the Consolidated Statement of
Comprehensive Income on an accruals basis.
Share-based payment transactions
The Group operates an annual equity-settled share-based compensation plan. For
all share options awarded to employees, and others providing similar services,
the fair value of the share options at the date of grant is charged to the
Consolidated Statement of Comprehensive Income over the vesting period.
Non-market vesting conditions are taken into account by adjusting the number
of equity instruments expected to vest at each Consolidated Statement of
Financial Position date so that, ultimately, the cumulative amount recognised
over the vesting period is based on the number of share options that
eventually vest. There are no market-based vesting conditions. If the terms
and conditions of share options are modified before they vest, any incremental
increase in the fair value of the share options, measured immediately before
and after the modification, is also charged to the Consolidated Statement of
Comprehensive Income over the remaining vesting period. The proceeds received
when share options are exercised, net of any directly attributable transaction
costs, are credited to share capital (nominal value) and the remaining balance
to share premium. All employee share option holders enter into an HM Revenue
& Customs joint election to transfer the employers' National Insurance
contribution potential liability to the employee, therefore no Group asset or
liability arises.
Long-term incentive plan
The Group operates a long-term incentive plan ("LTIP") for all staff and
Directors. The quantum of any awards receivable will depend on the Group
achieving set milestones and the share price at the time relative to targets
set in advance. The Group plan is intended to be settled in equity with cash
settlement possible at the discretion of the Board. For all LTIP share options
awarded to employees, and others providing similar services, the fair value of
the share options at the date of grant is charged to the Consolidated
Statement of Comprehensive Income over the vesting period. Non-market vesting
conditions are taken into account by adjusting the estimate of the number of
equity instruments expected to vest at each reporting date so that,
ultimately, the cumulative amount recognised over the vesting period is based
on the number of share options that eventually vest. If the terms and
conditions of share options are modified before they vest, the change in the
fair value of the share options, measured immediately before and after the
modification, is also charged to the Consolidated Statement of Comprehensive
Income over the remaining vesting period. The proceeds received when share
options are exercised, net of any directly attributable transaction costs, are
credited to share capital (nominal value) and any remaining balance to share
premium. All employee share option holders enter into an HM Revenue &
Customs joint election to transfer the employer's National Insurance
contribution potential liability to the employee, therefore no Group asset or
liability arises.
2.16 Finance income
Interest income is recognised as interest accrues.
2.17 Cash and cash equivalents
Cash and cash equivalents are basic financial assets and comprise of cash at
bank and in hand, and short-term deposits with original maturity of three
months or less.
2.18 Inventories
Inventories are valued at the lower of cost and net realisable value (NRV).
The cost of inventory includes the purchase price of finished goods. The
company applies the "FIFO" (First-In, First-Out) method for determining the
cost of finished goods. Under this method, finished goods that are produced or
purchased first are assumed to be sold first, and the remaining finished goods
are carried at the most recent cost.
At each reporting date, the company assesses whether the carrying value of its
finished goods inventory exceeds the expected net realisable value ("NRV"). If
the NRV of finished goods is lower than cost, the inventory is written down to
its NRV.
2.19 Provisions
The company recognises provisions for obligations arising from penalties
related to minimum order quantities in its contracts with suppliers. A
provision is made when the company is unable to meet the minimum order
requirements and expects to incur penalties. These penalties are recognised as
provisions when it is probable that the penalties will be incurred and the
amount can be reliably estimated.
2.20 Prior year adjustment
During the current year, the Group identified an error in the prior year's
financial statements where a long-term liability was incorrectly classified as
a current liability. This error has been corrected by reclassifying this
amount to non-current liabilities in the current year's Consolidated Statement
of Financial Position. The effect of this adjustment has not been reflected in
the 2023 comparable figures as the impact is not material and there is no
impact on the current period Consolidated Statement of Comprehensive Income.
3. Estimates and judgements
In the application of the Group's accounting policies, which are described in
Note 2, Management is required to make judgements, estimates and assumptions
about the carrying amounts of assets and liabilities that are not readily
apparent from other sources.
The main judgements and estimates made in relation to the financial statements
are:
Share-based payments
The Group operates an equity-settled share-based compensation plan for
employee (and others providing similar services) services to be received and
the corresponding increases in equity are measured by reference to the fair
value of the equity instruments as at the date of grant. The fair value
determination is based on the principles of the Black-Scholes model which uses
an input of volatility based on historical data. Historical volatility may not
be indicative of future volatility, yet the Directors judge this to be the
most appropriate method of calculation. Given the share-based payment expense
of £2,022,091 (2023: £2,720,297), the volatility methodology used is not
expected to have a material impact on these financial statements. Details of
the fair value calculation for options granted during the year, including
other inputs into the Black-Scholes model, are disclosed in Note 19.
There are no significant estimates which are expected to lead to material
adjustments in the next accounting period.
4 Financial Risk
4.1 Financial risk factors
The Group's activities expose it to a variety of financial risks: market risk
(including foreign exchange rate risk, cash flow interest rate risk and fair
value interest rate risk); credit risk and liquidity risk. It is Group policy
not to enter into speculative positions using complex financial instruments.
(i) Market risk
Foreign exchange rate risk
The majority of operating costs are denominated in Sterling although certain
expenditures were payable in Euros and US Dollars. At 31 December 2024 the
Group had trade payables denominated in a foreign currency totalling
£1,073,303 (31 December 2023: £115,071) and trade receivables denominated in
foreign currency totalling £1,356,139 (31 December 2023: £1,147,709). The
Group may use forward exchange contracts as an economic hedge against currency
risk, where cash flow can be judged with reasonable certainty. There were no
open forward contracts as at 31 December 2024 or at 31 December 2023.
At 31 December 2024, the Group held balances of the following denominated
currencies:
Year ended Year ended
31 December 31 December
2024 2023
£ £
GBP £ 2,576,418 4,199,183
EUR € 1,901,528 832,462
USD $ 3,070,141 2,682,537
Cash flow interest rate risk and fair value interest rate risk
The Group's interest rate risk arises from short-term money market deposits.
(ii) Credit risk
Credit risk arises from cash and cash equivalents and money market deposits as
well as credit exposure in relation to outstanding receivables and accrued
income. Trade receivables have been reviewed and there are no historical cases
of default or material balances which are past due. Management considers that
the financial assets below are of good credit quality.
The carrying value of the financial assets recorded in the Consolidated
Statement of Financial Position represents the Group's maximum exposure to
credit risk.
The credit risk for liquid funds and short-term financial assets relates to
banking institutions holding such funds or assets on behalf of the Group. The
counterparties are considered to be reputable banks with high quality external
risk ratings.
The exposure relating to outstanding receivables, accrued income and the
carrying amount of cash balances is as follows:
31 December 31 December
2024 2023
£ £
Cash and cash equivalents 6,596,201 7,714,182
Trade receivables 1,269,838 1,147,709
Accrued income 869,243 1,147,709
8,735,282 8,861,891
The Directors consider the Group's exposure to credit risk to be acceptable
and normal for a similar entity at its stage in development.
(iii) Liquidity risk
In the normal course of business the Group is exposed to liquidity risk. The
Group's objective is to ensure that sufficient resources are available to fund
short-term working capital and longer-term strategic requirements. The Group
manages its liquidity needs by monitoring cash outflows due in day-to-day
business. Liquidity needs are monitored in various time bands, on a day-to-day
and week-to-week basis. Long-term liquidity needs are monitored regularly.
At 31 December 2024 and 31 December 2023, the Group's liabilities had
contractual maturities which are summarised as follows:
Carrying amount 2 months 2 - 12 months More than 1 year
or less
£ £ £ £
31 December 2024
Trade and other payables 3,399,681 3,399,681 - -
3,399,681 3,399,681 - -
Carrying amount 2 months 2 - 12 months More than 1 year
or less
£ £ £ £
31 December 2023
Trade and other payables 2,491,818 2,491,818 - -
2,491,818 2,491,818 - -
The Group manages all of its external bank accounts centrally and in
accordance with defined treasury policies. The policies include a minimum
acceptable credit rating of relationship bank accounts and financial
transaction authority limits. Any material change to the Group's principal
bank facility requires Board approval.
4.2 Capital risk management
The Group's objectives when managing capital is to safeguard its ability to
continue as a going concern, so that it can provide returns for shareholders
and benefits for other stakeholders. The Group does not yet have significant
recurring revenues and has mainly financed its operations through the issue of
new shares and management of working capital. The Group's capital resources
are managed to ensure it has resources available to invest in operational
activities designed to generate future income. These resources were
represented by £6,596,201 of cash at bank as at 31 December 2024 (31 December
2023: £7,714,182).
5 Revenue and segmental analysis
The Group is focused on the development and commercialisation of Eroxon® and
other treatments within sexual health therefore operates as one segment. The
Group derives revenue from the transfer of goods and services over time and at
a point in time in the following geographical split:
31 December 31 December
2024 2023
EU and UK 4,778,870 2,725,475
USA 7,835,054 -
Rest of World 1,312,198 375,493
13,926,122 3,100,968
31 December 31 December
2024 2023
Revenue recognised at a point in time 13,787,793 3,044,075
Revenue recognised over time 138,329 56,893
13,926,122 3,100,968
In the current year, two customers represented more than 10% (2023: 10%) of
revenue.
All revenue reported by the Group is from contracts with customers.
The relationship between the timing of the satisfaction of the Group's
performance obligations and the typical timing of payments from contracts with
customers is as follows:
· Revenue for sale of goods is recognised at the point in time when
the goods are delivered or collected under ex-works arrangements, which
completes our performance obligation. At this point in time the consideration
is unconditional because only the passage of time is required before payment
is due. Payment is typically due between 30 and 60 days following delivery of
the goods.
· For revenue recognised over time, payment is typically received
in the form of upfront payments. The performance obligations are met over the
duration of the contract. A contract liability is recognised and adjusted at
each reporting period to reflect unsatisfied performance obligations based on
a straight-lined apportioned basis over the term of the customer contract.
Included in revenue for the year is £138,829 (2023: £24,832) which was
included in the contract liability at the beginning of the period. See Note 16
on contract liabilities.
6 Operating profit/(loss)
Year ended Year ended
31 December 31 December
2024 2023
Operating profit/(loss) is stated after charging/(crediting): £ £
Cost of inventories recognised as an expense 3,586,498 1,326,743
Depreciation of plant and equipment (Note 11) 121,832 128,360
Loss on disposal of plant and equipment 612 54,256
Short-term leases: property 135,218 128,205
(Gain)/loss on foreign exchange 59,392 (80,007)
The fees of the Group's Auditor Grant Thornton UK LLP for services provided
are analysed below:
Year ended Year ended
31 December 31 December
2024 2023
Audit services £ £
Parent Company 62,198 49,368
Subsidiaries 36,529 28,462
Total fees 98,727 77,830
7 Staff numbers and costs
The average number of persons (including all Executive and excluding
Non-Executive Directors) employed by the Group during the year, analysed by
category, was as follows:
Year ended Year ended
31 December 31 December
2024 2023
R&D staff 7 7
Finance and administration staff 4 2
Executive Directors 3 3
Non-Executive Directors 3 3
17 15
The aggregate payroll costs of these persons were as follows:
Year ended Year ended
31 December 31 December
2024 2023
£ £
Wages and salaries 2,361,756 2,284,686
Social security costs 492,621 448,689
Other pension and insurance benefits costs 356,702 196,252
Total cash-settled remuneration 3,211,079 2,929,627
Share-based payment remuneration charge 2,022,091 2,720,297
Total remuneration 5,233,170 5,649,924
All employees of the Group are employed by Futura Medical Developments
Limited.
Year ended Year ended
31 December 31 December
Directors' remuneration 2024 2023
£ £
Wages and salaries 1,391,875 1,350,349
Other pension and other benefit costs 34,266 28,371
Total cash-settled remuneration 1,426,141 1,378,720
Share-based payment remuneration charge 778,769 1,058,584
Social security costs 235,355 256,535
Total remuneration 2,440,265 2,693,839
In 2024 there were two Directors (2023: nil) who exercised share options under
the Group share option schemes and a gain of £45,333 was realised (2023:
£nil). In respect of the highest paid Director there was a £25,185 gain
realised (2023: £nil).
In 2024 there were no Directors (2023: no Directors) who participated in a
private money purchase defined contribution pension scheme. Emoluments for
individual Directors are disclosed within the Remuneration Committee Report.
The Directors consider that there are no Key Management Personnel other than
the Directors.
Remuneration above includes the following amounts in respect of the highest
paid Director:
Year ended Year ended
31 December 31 December
2024 2023
£ £
Wages and salaries 471,206 462,027
Employer pension contributions and other benefits 10,277 6,186
Total cash-settled remuneration 481,483 468,213
Share-based payment remuneration charge 280,280 386,893
Social security costs 92,724 76,391
Total remuneration 854,488 931,497
8. Pension costs
The pension charge represents contributions payable by the Group to
independently administered funds which during the year ended 31 December 2024
amounted to £282,934 (2023: £196,532). Pension contributions payable in
arrears at 31 December 2024, included in accrued expenses at the relevant
Consolidated Statement of Financial Position date, totalled £6,473.72 (2023:
£5,258).
9. Taxation
9.1 Current tax
Year ended Year ended
31 December 31 December 2023
2024
£ £
UK corporation tax credit on loss on ordinary activities 2,165 379,074
The tax assessed for the year was lower than the UK corporation tax rate
(2023: lower). The differences are explained below:
Year ended Year ended
31 December 31 December
2024 2023
£ £
Loss/(profit) on ordinary activities before tax (1,290,845) 6,891,973
Loss/(profit) on ordinary activities multiplied by the standard rate of (322,712) 1,621,028
corporation tax in the UK of 25% (2023: 23.5%)
Expenses not deductible for tax (31,955) (42,579)
purposes
Movement in unrecognised deferred tax (174,378) (591,322)
Unutilised tax losses - (815,647)
Share scheme deduction 168,536 223,602
Surrender of tax losses for R&D tax credit refund - (402,538)
Additional deduction for R&D expenditure 360,510 386,530
UK corporation tax credit - 379,074
Adjustment to tax charge relating to prior period 2,165 -
UK corporation tax credit reported in the 2,165 379,074
Consolidated Statement of Comprehensive Income
An increase in the main rate of UK corporation tax from 19% to 25% came into
force on 1 April 2023. As a result, the current tax charge is calculated using
the average tax rate of 25% for the year ended 31 December 2024.
The corporation tax credit for the year represents research and development
tax credits is £nil (2023: £379,074) arising from the surrender of losses
for R&D credit as the company is profit making (2023: £3,323,097).
The Group has tax losses of approximately £40,907,007 (2023: £42,242,997)
available for offset against future taxable profits.
9.2 Deferred tax
Deferred tax assets amounting to £11,245,236 (2023: £11,577,733*) have not
been recognised due to it not being probable that taxable profits will be
available against which these deductible temporary differences can be
utilised.
The unrecognised asset comprises of:
Year ended Year ended
31 December 31 December
2024 2023
£ £
Depreciation differential versus capital allowances (2,440) (5,049)
Other short-term timing differences 1,020,925 1,022,033
Unutilised tax losses 10,226,751 10,560,749
11,245,236 11,577,733
*The prior year unrecognised tax asset has been updated due to an error made
in the calculation on deferred tax arising on share based payments.
10. Earnings per share
The basic earnings per share is calculated by dividing the profit for the
period attributable to equity holders of the company by the weighted average
number of ordinary shares outstanding during the period. The diluted earnings
per share is calculated by adjusting the weighted average number of ordinary
shares outstanding to reflect the potential dilution from share options that
could result in the issuance of ordinary shares.
The calculation of basic and diluted earnings per share ("EPS") is based on
the following data:
2024 2023
Profit/(loss) for the purposes of basic EPS and diluted EPS (£) 1,293,010 (6,512,899)
Weighted average of ordinary shares for the purposes of basic EPS (number)
302,117,963 294,912,404
Dilutive effect of share options 8,649,801 -
Weighted average of ordinary shares of fully diluted EPS (number) 310,767,764 294,912,404
Profit/(loss) per share basic (pence) 0.43 (2.21)
Profit/(loss) per share fully diluted (pence) 0.41 (2.21)
In 2023, the diluted loss per share is identical to the basic loss per share,
as potential dilutive shares are not treated as dilutive since they would
reduce the loss per share.
11. Plant and equipment
Property, Plant and Equipment Furniture
and Fittings Total
Cost £ £ £
At 1 January 2024 2,735,447 65,321 2,800,768
Additions 1,720,625 6,340 1,726,965
Disposals - (886) (886)
At 31 December 2024 4,456,072 70,775 4,526,847
Depreciation
At 1 January 2024 253,242 62,778 316,020
Eliminated on disposals - (612) (612)
Charge for year 119,598 2,234 121,832
At 31 December 2024 372,840 64,400 437,240
Net book value
At 31 December 2024 4,083,232 6,375 4,089,607
At 31 December 2023 2,482,205 2,543 2,484,748
Property, Plant and Equipment Furniture
and Fittings Total
Cost £ £ £
At 1 January 2023 1,283,853 65,321 1,349,174
Additions 1,505,849 - 1,505,849
Disposals (54,255) - (54,255)
At 31 December 2023 2,735,447 65,321 2,800,768
Depreciation
At 1 January 2023 132,089 59,050 191,139
Eliminated on disposals (5,391) - (5,391)
Charge for year 126,544 3,728 130,272
At 31 December 2023 253,242 62,778 316,020
Net book value
At 31 December 2023 2,482,205 2,543 2,484,748
At 31 December 2022 1,151,764 6,271 1,158,035
All fixed assets of the Group are held in Futura Medical Developments Limited.
At 31 December 2024, the Group was committed to purchase property, plant and
equipment totalling £335,300 (31 December 2023: £2,200,218) and had paid
advances on property, plant and equipment assets under construction of
£3,220,862 (2023: £1,363,215).
12. Financial instruments by category
The accounting policies for financial instruments have been applied to the
line items below:
Assets as per Consolidated Statement of Financial Position 31 December 31 December
2024 2023
Receivables at amortised cost £ £
Trade and other receivables (Note 14) 1,269,838 1,147,709
Cash and cash equivalents 6,596,201 7,714,182
Total financial assets at amortised cost 7,866,039 8,861,891
31 December 31 December
2024 2023
Liabilities as per Consolidated Statement of Financial Position at amortised £ £
cost
Trade and other payables (Note 15) 3,399,681 6,339,534
Total financial liabilities at amortised cost 3,399,681 6,339,534
The Directors consider that there is no material difference between the
carrying values of financial assets and liabilities and their fair value.
13. Inventories
Inventory is carried at cost and the balance of £455,906 (2023: £339)
relates to finished goods and some product samples held for testing and
marketing purposes.
14. Trade and other receivables
31 December 31 December
2024 2023
Amounts receivable within one year: £ £
Trade receivables 1,269,838 1,147,709
Financial assets (Note 12) 1,269,838 1,147,709
Prepayments and accrued income 958,341 92,465
VAT receivable 220,286 -
2,448,465 1,240,174
Trade and other receivables do not contain any impaired assets. The Group does
not hold any collateral as security and the maximum exposure to credit risk at
the Consolidated Statement of Financial Position date is the fair value of
each class of receivable.
Trade receivables are measured initially at fair value and subsequently held
at amortised cost less an allowance for expected credit losses. The Group has
applied the simplified approach to measuring credit losses, which uses a
lifetime expected loss allowance. To measure the expected credit losses, trade
receivables have been grouped based on days overdue. Standard credit terms are
between 30 and 90 days from the date the invoice was issued.
The allowance for expected credit losses assessment requires a degree of
judgement and estimation based on a combination of factors, including the
Group's historical loss experience and any anticipated effects related to
current economic conditions, as well as Management knowledge of the current
composition of trade receivables. Trade receivables that Management believe to
be ultimately not collectible are written off upon such determination. The
Group defines default of customer balances as any amounts outside of the
contractual repayment terms.
Trade receivables are regularly reviewed for impairment loss. The Group has
assessed the credit risk of its financial assets measured at amortised cost
and has determined that the loss allowance for expected credit losses of those
assets is immaterial to the financial statements. As the Group has no material
expected credit losses the disclosure of the ageing and credit risk relating
to trade receivables is not required and therefore not presented.
The Group's trade receivables are denominated in GBP. The carrying value of
trade and other receivables in the Group is consistent with fair value in the
current and prior year.
The other classes of assets within trade and other receivables are denominated
in GBP and do not contain impaired assets.
Contracts with customers
No impairment losses (2023: £nil) were recognised on receivables arising from
contracts with customers.
31 December 31 December
2024 2023
£ £
Receivables included within 'Trade and other receivables' 1,269,838 1,147,709
Accrued income 869,243 -
Contract liabilities 440,324 3,847,716
15. Trade and other payables
31 December 31 December
2024 2023
£ £
Trade payables 1,493,238 1,006,054
Social security and other taxes 60,395 71,850
Contract liabilities 97,737 3,847,716
Accrued expenses 1,906,443 1,413,914
3,557,813 6,339,534
16. Contract liabilities
Contract liabilities comprise of payments from commercial partners where
performance obligations remain outstanding at the period end and revenue is
recognised over time. The revenue recognition policy is explained in Note 2.6.
The significant changes in contract liabilities are presented below:
31 December 31 December
2024 2023
£ £
Revenue recognised in the year that was included in the opening contract 3,407,392 24,832
liability balance
Revenue recognised in the year that was received in the current year - 32,061
Cash received, excluding amounts recognised as revenue in the period - 3,472,475
The maturities of the contract liabilities are presented below:
31 December 31 December
2024 2023
£ £
Due within one year 97,737 3,847,716
Due after one year 342,587 -
440,324 3,847,716
During the year ended 31 December 2024, the Group identified an error in its
financial statements for the year ended 31 December 2023. The error related to
the misclassification of certain liabilities between current liabilities and
long-term liabilities. Specifically, the Group had incorrectly classified a
portion of its contract liabilities as current liabilities. As a result, the
Group had overstated its current liabilities and understated its long-term
liabilities for the year ended 31 December 2023.
The Group has chosen not to restate the prior year financial statements on the
basis the adjustment is not material by nature. Instead, the adjustment is
reflected in the current year's financial statements. The error did not
impact the Group's net income or cash flows for the prior year, but the
balance sheet has been adjusted to reflect the corrected classification
between current and long-term liabilities. No prior period adjustment has been
made in the financial statements.
17. Provisions
At the reporting date, the Group has recognised a provision of £726,948
(2023: £nil) for minimum order penalties under its supply contracts. The
provision represents penalties expected to be incurred due to not meeting the
agreed-upon minimum order quantities during the financial year. The Group
estimates that £286,948 of this provision will be paid within the next 12
months, with the remainder expected to be paid over the following 12 to 24
months.
18. Share capital
Allotted, called up and fully paid 31 December 31 December 31 December 31 December
2024 2023 2024 2023
Number Number £ £
Ordinary shares of 0.2 pence each 303,703,568 301,405,950 607,407 602,812
The number of issued ordinary shares as at 1 January 2023 was 288,046,527.
Each ordinary share carries the right to one vote and receive dividends from
time to time. During the year ended 31 December 2023, the Company issued
shares of 0.2 pence per share, as follows:
Month Reason For Issue Gross Consideration Shares
Issued
January 2023 Non-Executive Director award at 36.36 pence per share 31,790 87,430
June 2023 Exercise of Warrants 4,375,000 10,937,500
July 2023 Exercise of share options at 15.5 pence per share 70,672 456,000
July 2023 Exercise of share options at 31 pence per share 46,500 150,000
July 2023 Exercise of share options at 30.50 pence per share 15,250 50,000
July 2023 Exercise of share options at 7.5 pence per share 7,500 100,000
July 2023 Exercise of share options at 0.2 pence per share 1,770 884,836
October 2023 Exercise of share options at 0.2 pence per share 530 265,000
November 2023 Exercise of share options at 0.2 pence per share 857 428,657
4,549,869 13,359,423
The number of issued ordinary shares as at 1 January 2024 was 301,405,950.
During the year ended 31 December 2024, the Company issued shares of 0.2 pence
with each ordinary share carrying the right to one vote and receive dividends
from time to time as follows:
Month Reason For Issue Gross Consideration Shares
Issued
£ Number
January 2024 Non-Executive Director award at 36.36 pence per share 22,403 43,500
June 2024 Exercise of Share Options at 0.2 pence per share 828 414,191
September 2024 Exercise of share options at 15.5 pence per share 7,750 50,000
September 2024 Exercise of share options at 30.50 pence per share 137,250 450,000
September 2024 Exercise of share options at 0.2 pence per share 79 39,362
October 2024 Exercise of share options at 0.2 pence per share 2,601 1,300,565
170,911 2,297,618
Directors exercised the following share options in 2024 (2023: nil):
Month Reason For Issue Gross Consideration Shares
Issued
£ Number
September 2024 Director exercise of share options at 30.50 pence per share 137,250 450,000
September 2024 Director exercise of share options at 15.50 pence per share 7,750 50,000
145,000 500,000
19. Share options
At 31 December 2024, the number of ordinary shares of 0.2 pence each subject
to share options granted under the Company's Approved and Unapproved Share
Option Schemes were:
Exercise Price per Share At 1 Options Exercised Options Options Granted At 31 December 2024
January 2024 Lapsed
Pence Number Number Number Number Number
Exercise Period
1 October 2019 - 30 September 2024 30.50 450,000 (450,000) - - -
1 October 2020 - 30 September 2025 7.50 400,000 - - - 400,000
1 October 2021 - 30 September 2026 31.00 790,000 - - - 790,000
1 October 2022 - 30 September 2027 15.50 852,000 (50,000) - - 802,000
1 October 2023 - 30 September 2028 37.90 1,588,800 - (198,000) - 1,390,800
1 October 2023 - 30 September 2028 29.50 100,000 - - - 100,000
1 October 2025 - 30 September 2030 45.00 967,000 - (100,000) - 867,000
7 January 2023 - 6 January 2033 0.2 3,559,866 (516,850) (224,924) - 2,818,092
6 April 2026 - 31 March 2033 43.60 1,934,000 - (200,000) - 1,734,000
9 October 2023 - 30 September 2033 0.2 9,877,175 (1,237,031) (905,190) - 7,734,954
1 April 2027 - 31 March 3034 35.50 - - (210,000) 2,176,000 1,966,000
20,518,841 (2,253,881) (1,838,114) 2,176,000 18,602,846
On 6 April 2024 share options over 2,176,000 new ordinary shares were granted
to employees (including Executive Directors) at a price of 35.5p. The options
have a three-year vesting period and vesting is subject to satisfaction of a
non-market performance condition. The exercise period for these options is 1
April 2027 to 31 March 2034.
On 9 October 2023 share options over 10,570,832 new ordinary shares were
granted to employees (including Executive and Non-Executive Directors) at a
price of 0.2p per share. 25% of the options granted vested immediately with a
further 25% vesting annually following the date of grant.
The share options outstanding at 31 December 2024 represented 6.13% of the
issued share capital as at that date (2023: 6.81%) and would generate
additional funds of £2,821,033 (2023: £2,481,113) if fully exercised. The
weighted average remaining life of the share options outstanding at 31
December 2024 was 88 months (2023: 98 months) with a weighted average
remaining exercise price of 15.16 pence (2023: 11.96 pence).
The share options exercisable at 31 December 2024 totalled 7,934,841 (2023:
8,430,027) with an average exercise price of 12.16 pence (2023: 13.98 pence)
and would have generated additional funds of £964,727 (2023: £1,202,739) if
fully exercised.
The Group's share option scheme rules apply to all of the share options
outstanding at 31 December 2024 (31 December 2023: 20,518,841) and include a
rule regarding forfeiture of unexercised share options upon the cessation of
employment (except in specific circumstances).
Options have historically been issued to advisers under the unapproved scheme.
There were 765,598 share options outstanding to advisers at 31 December 2024
(31 December 2023: 910,506).
There were no market vesting conditions within the terms of the grant of the
share options.
The Black-Scholes formula is the option pricing model applied to the grants of
all share options made in respect of calculating the fair value of the share
options.
An amount of £2,022,091 (2023: £2,720,297) has been recognised as a charge
within administrative expenses in the Consolidated Statement of Comprehensive
Income and a credit to retained earnings within equity. There were no cash
settled share-based payment transactions.
Share-based payments
Share Options Granted LTIP Award 2023
2024 Tranche 1 Tranche 2 Tranche 3 Tranche 4 2023 annual award
annual award
Grant date 19 April 2024 9 October 2023 9 October 2023 9 October 2023 9 October 2023 6 April 2023
Number of shares under option 2,176,000 2,642,708 2,642,708 2,642,708 2,642,708 1,934,000
Vesting period ends April 27 Oct 23 Oct 24 Oct 25 Oct 26 April 26
Share price as at date of grant 35.50p 40p 40p 40p 40p 43.00p
Option exercise price 35.50p 0.2p 0.2p 0.2p 0.2p 43.60p
Expected volatility 86.63% 88.26% 88.26% 88.26% 88.26% 89.58%
Dividend yield 0% 0% 0% 0% 0% 0%
Risk-free investment rate 4.61% 5.01% 4.86% 4.72% 4.60% 3.51%
Exercisable from/to April 27 -Mar34 Oct 23 -Oct 33 Oct 24 -Oct 33 Oct 25 -Oct 33 Oct 26 -Oct 33 April 26 - Mar 33
Expected life of options (years) 4 0.25 1.25 2.25 3.25 3
Fair value per share at grant date 23.03p 39.80p 39.81p 39.82p 39.83p 24.96p
20. Commitments
At 31 December 2024 the Group had operating short-term lease commitments in
respect of property leases cancellable on one month's notice of £10,916
(2023: £10,916).
21. Related party transactions
Related parties, as defined by IAS 24 'Related Party Disclosures', are the
wholly owned subsidiary companies, Futura Medical Developments Limited, Futura
Consumer Healthcare Limited and the Board. Transactions between the Company
and the wholly owned subsidiary companies have been eliminated on
consolidation and are not disclosed.
Details of share awards made to Non-Executive Directors and share options
exercised by Directors can be found in Note 18.
Key management compensation
The Directors represent the key management personnel. Details of their
compensation and share options are given in Note 7 and within the Remuneration
Committee Report.
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