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REG - IP Group PLC - Final Results <Origin Href="QuoteRef">IPO.L</Origin> - Part 4

- Part 4: For the preceding part double click  ID:nRSA5517Qc 

              the Group's capital markets team and its brokers.Six-monthly budget and                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      capital allocation process and monitoring against agreed budget.Regular                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      oversight of upcoming capital requirements of portfolio from both the                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      Group and 3rd parties.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
 6)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
 There may be changes to,  impacts from, or failure to comply with, legislation, government policy and regulation.There may be unforeseen changes in, or impacts from, government policy, regulation or legislation (including taxation legislation). This could include changes to funding levels or to the terms upon which public monies are made available to universities and research institutions and the ownership of any resulting intellectual property.                                                                                                                                                                                                                       Changes could result in universities and researchers no longer being able to own, exploit or protect intellectual property on attractive terms.Changes to tax legislation or the nature of the Group's activities, in particular in relation to the substantial shareholder exemption, may adversely affect the Group's tax position and accordingly its value and operations.Regulatory changes or breaches could ultimately lead to withdrawal of regulatory permissions for the Group's FCA-authorised subsidiary resulting in loss of fund management contracts, reputational damage or fines.A material adverse event could occur during an MBS clinical trial.A data security or cyber breach could occur or the Group could otherwise fail to adhere to data protection regulations.  University partners are incentivised to protect their IP for exploitation Unchanged  Ongoing focus on regulatory compliance including third party reviews.UK and US Governments have emphasised their ongoing support for scientific research with UK funding ring-fenced to 2021.Specialist therapeutics advisory panel continually consulted.Increased focus on cyber security including further development of the Group's controls using the UK Government's 'ten steps' approach and review of the Cyber Essentials regime and how this applies to the Group.                                                                        Create, Deliver   Total equity ("net assets").                                                                                                               
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      as the partnership agreements share returns between universities,                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      academic founders and the Group. The Group utilises professional advisers                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      as appropriate to support its monitoring of, and response to changes in,                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      tax, insurance or other legislation. The Group has internal policies and                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      procedures to ensure its compliance with applicable FCA regulations and                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      these are subject to external review.MBS utilises an experienced                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      specialist advisory panel covering all aspects of clinical trial design                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      and delivery.The Group maintains D&O, professional indemnity and clinical                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      trial insurance policies.The Group reviews its data and cyber-security                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      processes with its external outsourced IT provider and applies the UK                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      Government's 'ten steps' framework.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
 
 
There may be changes to,  impacts from, or failure to comply with, legislation, government policy and regulation.There may
be unforeseen changes in, or impacts from, government policy, regulation or legislation (including taxation legislation).
This could include changes to funding levels or to the terms upon which public monies are made available to universities
and research institutions and the ownership of any resulting intellectual property. 
 
Changes could result in universities and researchers no longer being able to own, exploit or protect intellectual property
on attractive terms.Changes to tax legislation or the nature of the Group's activities, in particular in relation to the
substantial shareholder exemption, may adversely affect the Group's tax position and accordingly its value and
operations.Regulatory changes or breaches could ultimately lead to withdrawal of regulatory permissions for the Group's
FCA-authorised subsidiary resulting in loss of fund management contracts, reputational damage or fines.A material adverse
event could occur during an MBS clinical trial.A data security or cyber breach could occur or the Group could otherwise
fail to adhere to data protection regulations. 
 
University partners are incentivised to protect their IP for exploitation as the partnership agreements share returns
between universities, academic founders and the Group. The Group utilises professional advisers as appropriate to support
its monitoring of, and response to changes in, tax, insurance or other legislation. The Group has internal policies and
procedures to ensure its compliance with applicable FCA regulations and these are subject to external review.MBS utilises
an experienced specialist advisory panel covering all aspects of clinical trial design and delivery.The Group maintains
D&O, professional indemnity and clinical trial insurance policies.The Group reviews its data and cyber-security processes
with its external outsourced IT provider and applies the UK Government's 'ten steps' framework. 
 
Unchanged 
 
Ongoing focus on regulatory compliance including third party reviews.UK and US Governments have emphasised their ongoing
support for scientific research with UK funding ring-fenced to 2021.Specialist therapeutics advisory panel continually
consulted.Increased focus on cyber security including further development of the Group's controls using the UK Government's
'ten steps' approach and review of the Cyber Essentials regime and how this applies to the Group. 
 
Create, Deliver 
 
Total equity ("net assets"). 
 
Board approval

The Strategic Report as set out above has been approved by the Board. 
 
ON BEHALF OF THE BOARD 
 
Mike Humphrey
Chairman 
 
29 February 2016 
 
Consolidated statement of comprehensive income 
 
For the year ended 31 December 2015 
 
                                                                              Note  2015£m  2014£m  
 Portfolio return and revenue                                                                       
 Change in fair value of equity and debt investments                          14    86.4    20.7    
 Profit/(loss) on disposal of equity investments                                    (0.2)   1.6     
 Change in fair value of limited and limited liability partnership interests  22    0.4     0.5     
 Other portfolio income                                                             0.2     0.2     
 Licensing income                                                                   8.1     3.0     
 Revenue from services and other income                                             3.4     2.4     
                                                                                    98.3    28.4    
 Administrative expenses                                                                            
 Research and development costs                                                     (2.0)   (1.5)   
 Share-based payment charge                                                   21    (1.5)   (0.9)   
 Change in fair value of Oxford Equity Rights asset                                 (1.3)   (1.8)   
 Amortisation of intangible assets                                                  (6.0)   (4.9)   
 Acquisition costs                                                                  -       (1.1)   
 Other administrative expenses                                                      (13.7)  (9.3)   
                                                                                    (24.5)  (19.5)  
 Operating profit                                                             7     73.8    8.9     
 Finance income - interest receivable                                               1.3     0.6     
 Profit before taxation                                                             75.1    9.5     
 Taxation                                                                     9     -       -       
 Profit for the year                                                                75.1    9.5     
                                                                                                    
 Other comprehensive income                                                                         
 Exchange differences on translating foreign operations                             0.1     -       
 Total comprehensive income for the period                                          75.2    9.5     
                                                                                                    
 Attributable to:                                                                                   
 Equity holders of the parent                                                       73.9    9.1     
 Non-controlling interest                                                           1.3     0.4     
                                                                                    75.2    9.5     
 Earnings per share                                                                                 
 Basic (p)                                                                    10    13.66   1.97    
 Diluted (p)                                                                  10    13.63   1.96    
 
 
Consolidated statement of financial position 
 
As at 31 December 2015 
 
                                                        Note  2015£m  2014£m  
 ASSETS                                                                       
 Non-current assets                                                           
 Intangible assets:                                                           
  Goodwill                                              11    57.1    57.1    
  Acquired intangible assets                            12    10.5    16.5    
 Property, plant and equipment                                0.2     0.2     
 Oxford Equity Rights asset and related contract costs        -       1.3     
 Portfolio:                                                                   
  Equity investments                                    14    543.1   345.9   
  Debt investments                                      14    9.1     4.0     
 Limited and limited liability partnership interests    22    4.4     4.6     
 Other financial asset                                        -       -       
 Contingent value rights                                16    1.4     1.4     
 Total non-current assets                                     625.8   431.0   
 Current assets                                                               
 Trade and other receivables                            15    3.2     4.8     
 Deposits                                                     70.0    30.0    
 Cash and cash equivalents                                    108.8   67.3    
 Total current assets                                         182.0   102.1   
 Total assets                                                 807.8   533.1   
 EQUITY AND LIABILITIES                                                       
 Equity attributable to owners of the parent                                  
 Share capital                                          19    11.3    9.6     
 Share premium account                                        504.7   327.6   
 Merger reserve                                               12.8    12.8    
 Retained earnings                                            251.6   176.2   
 Total equity attributable to equity holders                  780.4   526.2   
 Non-controlling interest                                     1.5     -       
 Total equity                                                 781.9   526.2   
 Current liabilities                                                          
 Trade and other payables                               17    3.9     2.1     
 Non-current liabilities                                                      
 EIB debt facility                                      18    14.9    -       
 Loans from limited partners of consolidated funds      18    7.1     4.5     
 Contingent loans from university partners                    -       0.3     
 Total equity and liabilities                                 807.8   533.1   
 
 
Registered number: 4204490 
 
Approved by the Board of Directors and authorised for issue on 29 February 2016 and signed on its behalf by: 
 
Greg Smith 
 
Chief Financial Officer 
 
Alan Aubrey 
 
Chief Executive Officer 
 
Consolidated statement of cash flows 
 
For the year ended 31 December 2015 
 
                                                                              Note  2015£m   2014£m  
 Operating activities                                                                                
 Profit before taxation                                                             75.2     9.5     
 Adjusted for:                                                                                       
 Finance income - interest receivable                                               (1.3)    (0.6)   
 Change in fair value of equity and debt investments                          14    (86.4)   (20.7)  
 Change in fair value of limited and limited liability partnership interests        (0.4)    (0.5)   
 Loss/(profit) on disposal of equity investments                                    0.2      (1.6)   
 Depreciation of property, plant and equipment                                      0.1      0.1     
 Amortisation of intangible non-current assets                                12    6.0      4.9     
 Change in fair value of Oxford equity rights asset                                 1.3      1.8     
 Fees settled in the form of equity                                                 (0.7)    -       
 Share-based payment charge                                                         1.5      0.9     
 Other portfolio income classified as investing activities cash flows               (0.1)    (0.2)   
 Changes in working capital                                                                          
 Decrease/(increase) in trade and other receivables                                 2.2      (3.2)   
 Increase/(decrease) in trade and other payables                                    1.9      (0.5)   
 Increase in non-current liabilities                                                2.2      3.2     
 Net cash flow to deposits                                                          (40.0)   (25.0)  
 Other operating cash flows                                                                          
 Interest received                                                                  0.7      0.5     
 Net cash outflow from operating activities                                         (37.6)   (31.4)  
 Investing activities                                                                                
 Purchase of property, plant and equipment                                          -        (0.1)   
 Purchase of equity and debt investments                                      14    (115.9)  (46.8)  
 Investment in limited and limited liability partnerships                           -        (0.3)   
 Acquisition of subsidiary undertakings                                             -        -       
 Proceeds from sale of equity investments                                           0.6      9.7     
 Distributions from limited and limited liability partnerships                      0.6      1.1     
 Proceeds from other financial asset                                                -        0.8     
 Other portfolio income received                                                    0.1      0.2     
 Net cash outflow from investing activities                                         (114.6)  (35.4)  
 Financing activities                                                                                
 Proceeds from the issue of share capital                                           178.8    97.4    
 Proceeds from drawdown of EIB facility                                       18    14.9     -       
 Proceeds from acquisition of subsidiary                                            -        17.6    
 Net cash inflow from financing activities                                          193.7    115.0   
 Net increase in cash and cash equivalents                                          41.5     48.2    
 Cash and cash equivalents at the beginning of the year                             67.3     19.1    
 Cash and cash equivalents at the end of the year                                   108.8    67.3    
 
 
Consolidated statement of changes in equity 
 
For the year ended 31 December 2015 
 
                                          Attributable to equity holders of the parent                                            
                                          Share capital£m                               Share premium(i)£m  Merger reserve(ii)£m  Retained earnings(iii)£m  Total£m  Non-controllinginterest(iv)£m  Total equity£m  
 At 1 January 2014                        7.5                                           150.4               12.8                  166.3                     337.0    (0.4)                          336.6           
 Comprehensive income                     -                                             -                   -                     9.1                       9.1      0.4                            9.5             
 Issue of equity                          2.0                                           177.2               -                     -                         179.2    -                              179.2           
 Issue of shares in connection with LTIP  0.1                                           -                   -                     (0.1)                     -        -                              -               
 Equity settled share based payments      -                                             -                   -                     0.9                       0.9      -                              0.9             
 At 1 January 2015                        9.6                                           327.6               12.8                  176.2                     526.2    -                              526.2           
 Comprehensive income                     -                                             -                   -                     73.9                      73.9     1.3                            75.2            
 Issue of equity                          1.7                                           177.1               -                     -                         178.8    0.2                            179.0           
 Issue of shares in connection with LTIP  -                                             -                   -                     -                         -        -                              -               
 Equity-settled share-based payments      -                                             -                   -                     1.5                       1.5      -                              1.5             
 At 31 December 2015                      11.3                                          504.7               12.8                  251.6                     780.4    1.5                            781.9           
 
 
i.     Share premium - Amount subscribed for share capital in excess of nominal value, net of directly attributable issue
costs. 
 
ii.    Merger reserve - Amount subscribed for share capital in excess of nominal value in relation to the qualifying
acquisition of subsidiary undertakings. 
 
iii.   Retained earnings - Cumulative net gains and losses recognised in the consolidated statement of comprehensive income
net of associated share-based payments credits. 
 
iv.   Non-controlling interest - Share of profits attributable to the Limited Partners of IP Venture Fund II LP - a
consolidated fund which was created in May 2013, as well as the equity invested in partially owned subsidiaries that is
held by third parties. 
 
Notes to the consolidated financial statements 
 
1. Accounting Policies 
 
Basis of preparation 
 
The Annual Report and Accounts of IP Group plc ("IP Group" or the "Company") and its subsidiary companies (together, the
"Group") are for the year ended 31 December 2015. The principal accounting policies adopted in the preparation of the
financial statements are set out below. The policies have been consistently applied to all the years presented, unless
otherwise stated. These financial statements have been prepared in accordance with International Financial Reporting
Standards, International Accounting Standards and Interpretations (collectively "IFRS") issued by the International
Accounting Standards Board ("IASB") as adopted by the European Union ("adopted IFRSs"). 
 
The preparation of financial statements in compliance with IFRS requires the use of certain critical accounting estimates.
It also requires Group management to exercise judgement in the most appropriate selection of the Group's accounting
policies. The areas where significant judgements and estimates have been made in preparing the financial statements and
their effect are disclosed in note 3. 
 
The financial statements are prepared on a going concern basis, as the directors are satisfied that the Group and parent
Company have the resources to continue in business for the foreseeable future. In making this assessment, the directors
have considered a wide range of information relating to present and future conditions, including future projections of
profitability, cash flows and capital resources. 
 
Changes in accounting policies 
 
(i) New standards, interpretations and amendments effective from 1 January 2015 
 
No other new standards, interpretations and amendments effective for the first time from 1 January 2015 have had a material
effect on the Group's financial statements. 
 
(ii) New standards, interpretations and amendments not yet effective 
 
The following new standards, which have not been applied in these financial statements, will or may have an effect on the
Group's future financial statements: 
 
IFRS 15 Revenue from Contracts with Customers: IFRS 15 was issued on 28 May 2014 and provides a single global standard on
revenue recognition which aligns the IFRS and US GAAP guidance. It replaces existing revenue recognition guidance,
including IAS 18 revenue, IAS 11 Construction Contracts and IFRIC 13 Customer Loyalty Programmes. The Group has assessed
the potential impact on its consolidated financial statements resulting from the application of IFRS 15 and does not
foresee any material effect when the Standard is applied. While early adoption is permitted, IFRS 15 has an effective date
of 1 January 2018 with the year ending 31 December 2018 being the first annual financial statements to which the standard
applies. 
 
IFRS 9 Financial Instruments: IFRS 9 will eventually replace IAS 39 in its entirety. The process has been divided into
three main components, being classification and measurement; impairment; and hedge accounting. The Group provisionally
assesses the potential effect to be immaterial given the majority of its financial assets are currently held at fair value
through profit or loss. The current proposed effective date is 1 January 2018. 
 
None of the other new standards, interpretations and amendments not yet effective are expected to have a material effect on
the Group's future financial statements. 
 
Basis of consolidation 
 
(i) Business Combinations 
 
The Group accounts for business combinations using the acquisition method from the date that control is transferred to the
Group (see (ii) Subsidiaries below). Both the identifiable net assets and the consideration transferred in the acquisition
are measured at fair value at the date of acquisition and transaction costs are expensed as incurred. Goodwill arising on
acquisitions is tested annually for impairment. In instances where the Group owns a non-controlling stake prior to
acquisition the step acquisition method is applied, and any gain or losses on the fair value of the pre-acquisition holding
is recognised in the consolidated statement of comprehensive income. 
 
(ii) Subsidiaries 
 
Where the Group has control over an entity, it is classified as a subsidiary. As per IFRS 10, an entity is classed as under
the control of the Group when all three of the following elements are present: power over the entity; exposure to variable
returns from the entity; and the ability of the Group to use its power to affect those variable returns. Control is
reassessed whenever facts and circumstances indicate that there may be a change in any of these elements of control. 
 
In situations where the Company has the practical ability to direct the relevant activities of the investee without holding
the majority of the voting rights, it is considered that de facto control exists. In determining whether de facto control
exists the Group considers all relevant facts and circumstances, including: 
 
·     The size of the Company's voting rights relative to both the size and dispersion of other parties who hold voting
rights; 
 
·     Substantive potential voting rights held by the company and by other parties; 
 
·     Other contractual arrangements; and 
 
·     Historic patterns in voting attendance. 
 
The consolidated financial statements present the results of the Company and its subsidiaries as if they formed a single
entity. Intercompany transactions and balances between Group companies are therefore eliminated in full. The consolidated
financial statements incorporate the results of business combinations using the acquisition method. In the statement of
financial position, the acquiree's identifiable assets and liabilities are initially recognised at their fair values at the
acquisition date. Contingent liabilities dependent on the disposed value of an associated investment are only recognised
when the fair value is above the associated threshold. The results of acquired operations are included in the consolidated
statement of comprehensive income from the date on which control is obtained. They are consolidated until the date on which
control ceases. 
 
(iii) Associates 
 
Associates are entities over which the Group has significant influence, but does not control, generally accompanied by a
shareholding of between 20% and 50% of the voting rights. 
 
No associates are presented on the consolidated statement of financial position as the Group elects to hold such
investments at fair value in the consolidated statement of financial position. This 

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