REG - N4 Pharma PLC - Interim Results
25/09/2025 07:00
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RNS Number : 6969A N4 Pharma PLC 25 September 2025
25 September 2025
N4 Pharma plc
("N4 Pharma" or the "Company")
Interim Results
N4 Pharma plc (AIM: N4P), the UK biotech developing Nuvec®, its proprietary
drug delivery system to enable advanced nucleic acid therapies for cancer and
other diseases, today announces its unaudited interim results for the six
months ended 30 June 2025.
Highlights:
· Reduced operating loss for the period to £470,216 (30 June 2024:
£491,705) and R&D and general expenditure in line with budget.
· Cash position remains strong, which at 30 June 2025 was £1,727,543
(30 June 2024: £1,204,946), following a successful placing in April 2025 to
raise gross proceeds of £1,750,000.
· Positive results from first in vivo efficacy study for N4 101
using an industry standard animal model of IBD showing a marked decrease in
inflammation with both single and dual-loaded Nuvec® particles compared
with controls across all key indicators of ulcerative colitis, including
Disease Activity Index (DAI), colon length and body weight loss and a clear
increase in efficacy using Nuvec® particles targeted to macrophages using
mannose.
· Appointment of Dr Alastair Smith as an independent Non-Executive
Director in January 2025 and Edward Wardle as Non-Executive Director post
period end.
· World-class Senior Leadership Team established with leading expert
consultants in drug development and research, commercial strategy and
pharmaceutical manufacturing in May 2025.
· Analysis of data from collaboration with world-renowned nonprofit
R&D institute SRI International ("SRI") demonstrates the ability to
specifically target cancer cells for the delivery of RNA using Nuvec®, which
opens a massive market for targeted treatments in oncology.
· Post-period collaboration with CMAC, based at the University of
Strathclyde in Glasgow, to focus on advancing the Nuvec® platform towards
clinical readiness and characterising additional dual-loaded Nuvec®
preclinical candidates, both in vitro and in vivo.
Nigel Theobald, Chief Executive Officer of N4 Pharma plc, commented:
"The first half of the year has delivered strong progress with N4 Pharma's
focus being on expanding the team to formalise the Company's data package with
a view to securing commercial agreements with third parties, whilst advancing
its lead preclinical programme, N4 101, and scoping out novel RNA drug
development opportunities with Nuvec®.
"Following the Company's successful fundraising in April 2025, N4 Pharma is
well placed to undertake the work required to hit key value inflection
milestones, building on Nuvec's® proven ability in the use of oral and
targeted drug delivery, two areas which represent, both in unison and
individually, areas of massive commercial potential. The Company is delighted
to have partnered with CMAC as a world-leading research institute in the field
of nanoparticle drug delivery to further expand N4 Pharma's data to support
deal-making and drug development."
Analyst briefing
An online briefing for analysts will be hosted by Nigel Theobald, Chief
Executive Officer, at 9.30 am on Thursday, 25 September 2025, to review the
interim results. Analysts wishing to attend should contact Sarah Hollins at
Northstar Communications at sarah@northstarcommunications.co.uk
(mailto:sarah@northstarcommunications.co.uk) .
Investor presentation
An investor presentation to cover the interim results will be held at 2.00 pm
on Thursday, 25 September 2025. The presentation is open to all existing and
potential shareholders, and questions can be submitted at any time during the
live presentation.
Investors can sign up to Investor Meet Company for free and add to meet N4
Pharma plc via:
https://www.investormeetcompany.com/n4-pharma-plc/register-investor
(https://www.investormeetcompany.com/n4-pharma-plc/register-investor)
Investors who already follow N4 Pharma plc on the Investor Meet Company
platform will automatically be invited.
The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 which has been incorporated into UK law by the European
Union (Withdrawal) Act 2018. Upon the publication of this announcement via
Regulatory Information Service, this inside information is now considered to
be in the public domain.
- Ends -
For more information please contact:
N4 Pharma plc
Nigel Theobald, CEO Via N4 Pharma Investor Hub: investors.n4pharma.com
(https://investors.n4pharma.com/)
Luke Cairns, Executive Director
https://n4pharma.com/link/rLwMGe (https://n4pharma.com/link/rLwMGe) .
Submit your questions directly to the management team via the N4 Pharma
Investor Hub
SP Angel Corporate Finance LLP Tel: +44 (0)20 3470 0470
Nominated Adviser and Joint Broker
Matthew Johnson/Jen Clarke (Corporate Finance)
Vadim Alexandre/Abigail Wayne/Rob Rees (Corporate Broking)
Turner Pope Investments (TPI) Limited Tel: +44 (0)20 3657 0050
Joint Broker
Andy Thacker
James Pope
Northstar Communications Limited Tel: +44 (0)113 730 3896
Investor Relations
Sarah Hollins
About N4 Pharma
N4 Pharma is a preclinical biotech company developing Nuvec®, its proprietary
gene delivery system, to enable advanced therapies for cancer and other
diseases.
RNA therapeutics are set to impact the treatment of a wide range of diseases
and Nuvec® has several key advantages for RNA gene delivery including the
ability to deliver multiple RNA therapies in a single particle, ease of
manufacturing, protection of the RNA payload to allow for oral delivery, no
unwanted immune response and excellent stability and storage.
N4 Pharma is building out its preclinical data set and working towards
first-in-human clinical data to support significant licensing deals for its
Nuvec® platform with gene therapy partners.
N4 Pharma's lead programme, N4 101, is an oral anti-inflammatory product for
IBD which serves as a proof-of-concept programme showcasing all the benefits
of the Nuvec® platform.
For further information on the Company visit www.n4pharma.com
(http://www.n4pharma.com) or sign up at
https://investors.n4pharma.com/auth/signup
(https://investors.n4pharma.com/auth/signup) .
Chairman's Statement
Half year financial results
I am pleased to report N4 Pharma's financial results for the six months ended
30 June 2025. During the period, £3,690 of revenue was generated by the Group
(30 June 2024: £3,906).
The loss for the period was £470,216 (30 June 2024: £491,705) and in line
with planned expenditure.
The Company's cash balance at 30 June 2025 was £1,727,543 (30 June 2024:
£1,204,946), following a successful placing to raise gross proceeds of
£1,750,000 in April 2025.
Operational update
The first half of the financial year has been about ensuring that the Company
has the right team and finance in place to rapidly advance the Nuvec®
platform with a view to securing commercial partners as quickly as possible.
N4 Pharma has also continued the preclinical development of the Company's lead
product, N4 101, following the first successful in vivo study results during
the period, which confirmed that Nuvec® has the potential to deliver an oral
inflammation therapeutic for the treatment of GI disorders, including
Inflammatory Bowel Disease ("IBD") and Ulcerative Colitis ("UC").
N4 Pharma is increasingly aware of the strengths of Nuvec®, in particular its
ability to target the RNA payload to specific cells, which is a key
requirement for RNA therapeutics developers, and this has directed the
Company's corporate strategy to deliver maximum value for shareholders. The
Company believes that the ability to specifically target certain cell types is
a major differentiator compared to other delivery systems.
The Company's resources will be focused in the near term on expanding N4
Pharma's data to support deal-making whilst continuing to advance N4 101 as a
potential clinical candidate as well as a model system to exemplify Nuvec®'s
key benefits. N4 Pharma is also carrying out initial work to identify further
novel RNA therapeutic opportunities to expand the Company's in-house pipeline.
The key benefits of Nuvec® as a delivery platform are:
· Its unique, patented spiky surface structure allows the loading of
both DNA and RNA drugs and protects them from degradation;
· It is relatively straightforward to manufacture and scale up;
· It can be targeted to specific cells such as cancer and immune cells
to reduce toxicities and broaden the range of applications of nucleic acid
therapies;
· In contrast to other delivery options such as viral vectors and lipid
nanoparticles, which are known to evoke an immune response, the inert nature
of Nuvec® nano-silica particles dramatically reduces immunogenicity at the
concentrations used;
· It is a straightforward process to load multiple siRNAs onto the same
nanoparticle for combination therapies;
· High loading capacity, efficient cellular uptake and endosomal
release enables delivery of large numbers of RNA copies into each cell; and
· Its protective capabilities allow for oral delivery of nucleic acid
therapies.
Lead preclinical programme - N4 101, a potential oral treatment for
inflammatory bowel disease (IBD)
Following the successful completion of in vitro profiling in December 2024,
during the period under review, the Company completed its first in vivo study
using an industry-standard mouse model of IBD. The study explored the
therapeutic potential of orally administered Nuvec® particles loaded with
siRNA alone and combined with mRNA.
Over a nine-day dosing period, mice with chemically induced acute IBD received
single (siRNA) or dual (siRNA and mRNA) Nuvec®-loaded formulations with the
Nuvec® particles modified to specifically target cells involved in gut
inflammation. Samples were collected for analysis on day 15.
Key highlights from the study included:
· Reduction in inflammation: both single and dual-loaded Nuvec®
particles demonstrated marked improvements compared with controls across all
key indicators of colitis, including Disease Activity Index (DAI), colon
length, and body weight loss.
· Marked increase in efficacy achieved with targeting: both the single
and dual loaded Nuvec® combined with a targeting agent performed better and
showed an even greater reduction in the inflammatory marker TNF alpha than the
untargeted therapies.
· Sustained therapeutic effect: six days after the final
administration, both single and dual-loaded targeted Nuvec® particles showed
a near complete reduction in TNF alpha levels in intestinal tissues.
· Effective oral delivery: the study also provides clear in vivo
evidence that Nuvec® particles successfully deliver therapeutic nucleic acid
cargos (siRNA and mRNA) to the gut via oral administration, resulting in the
sustained anti-inflammatory effects observed.
N4 Pharma believes the market for such an oral product to treat GI
inflammation to be significant. Current therapies for immune-mediated
inflammatory diseases, such as IBD, are sub-optimal, requiring regular,
painful injections which can result in reduced patient compliance. Injectable
products to treat these disorders represented 78% of a market worth US$20.4bn
in 2023 and is expected to grow by a CAGR of 3.9% to over US$27.6bn by 2030¹.
The ability to deliver a medication orally targeting the same mechanism as the
antibody-based therapeutics would represent a preferable form of treatment.
With 5 million sufferers of the two main types of IBD (Crohn's disease and
ulcerative colitis), there is huge potential for a product to address this
market and it is estimated that the oral segment of this market could be worth
US$7bn by 2030. There is a significant market opportunity for such a product,
mainly as an oral substitute for the largest sector already of TNF inhibitors
and to compete with the inhibitor drugs being developed. If such a product
could take 50% share of the existing TNF inhibitor market and 25% of the oral
market, it would potentially be worth US$12bn. Even achieving just 10% of this
at US$1.2bn would give the product significant potential.
(¹ 2023 Grand View Research, Inc. Inflammatory Bowel Disease Treatment.
Market Analysis, 2018-2030).
To date, the Company has worked closely with the University of Queensland
("UQ"), who were the original inventors of the Nuvec® technology. With the
emphasis now on creating a data package more geared towards commercial
collaborations the Company is migrating the ongoing work to a specialist
contract research organisation, CMAC at Strathclyde University.
The focus of the work at CMAC over the next six to nine months is to:
· develop a scalable and reproducible dual siRNA loading process;
· fully characterise the loaded nanoparticles (physicochemical,
cell-based);
· assess different surface coatings;
· generate stability data;
· conduct an oral biodistribution study;
· generate comparisons with competitive platforms such as lipid
nanoparticles; and
· explore other targeting moieties.
Targeting cells in Oncology
As recently announced, following the successful work with SRI combining its
targeting molecules with Nuvec® to successfully deliver therapeutic RNA
("siRNA") payloads to non-small cell lung cancer cells the Company is
developing a work programme to explore novel siRNA oncology targeting.
The key results from the SRI work showed:
· Precision targeting achieved: Nuvec® particles were modified with a
molecule binding to αvβ6 - a protein found at high levels in epithelial
cancers such as lung, breast, prostate and pancreatic adenocarcinomas.
· Selective uptake confirmed: siRNA payloads were successfully
delivered only by the modified Nuvec® particles, with no uptake in controls,
demonstrating that Nuvec® can be directed to specific cell types.
· Broader validation of Nuvec®: The findings strengthen the platform's
potential as a differentiated delivery system for RNA therapeutics across
multiple disease areas.
Targeting RNA therapies to specific cells and tissues to maximise efficacy and
reduce systemic toxicity is highly sought after by nucleic acid therapeutics
developers and is challenging to achieve with established RNA delivery
methods.
The ability to demonstrate the successful targeting of Nuvec® to cancer cells
and immune cells, as the Company is doing in its lead, N4 101, programme, is
something we believe sets Nuvec® apart from other delivery systems and, as N4
Pharma's data package increases, will attract partners in these multi-billion
dollar sectors.
Legacy programme - Liptide® Glaucoma product, ECP105
N4 Pharma has a legacy siRNA programme (ECP105) which is designed to be a
simple and effective anti-fibrotic therapeutic approach which maximises and
increases surgical success in the treatment of Glaucoma by reducing
post-surgical scarring whilst avoiding exposing patients to the risk of
cytotoxic medication. ECP105 uses Liptide® as a delivery system and contains
a siRNA sequence to silence the fibrotic gene MRTF-B without cytotoxic side
effects. The programme is being developed by Nanogenics Limited
("Nanogenics"), the Company's 71% owned subsidiary.
As previously announced, the Company submitted an application for orphan drug
designation in respect of ECP105 to the U.S. Food and Drug Administration
("FDA"), for the prevention of scarring following glaucoma surgery and this
process is still ongoing. However, additional work is required, and the
Company is awaiting quotes and scopes of work for this work to advance ECP105.
When the ongoing costs of the ECP105 programme are known, the Board will take
a view as to which direction would be most beneficial for its interest in
Nanogenics.
Board and management
In January 2025, David Templeton retired and stepped down from the Board. As
stated at the time, on behalf of all Directors, the Company would like to
thank him for his contributions over the years and wish him well for the
future.
At the same time, the Company welcomed Dr Alastair Smith to the Board as a
Non-Executive Director. Alastair was the founder and former Chief Executive
Officer of Avacta Group plc ("Avacta"), an AIM-quoted biotech company
established as a spin-out from Leeds University in 2005 and listed on the
London Stock Exchange AIM market in 2006.
Over his tenure, Avacta grew into a leading biotech company comprising two
divisions: a clinical-stage oncology drug company advancing its proprietary
pre|CISION(TM) tumour targeting platform and a diagnostics business
executing an M&A-led growth strategy in Europe focused on healthcare
professionals.
Post period end, in July 2025, the Company appointed Edward Wardle as a
Non-Executive Director representing the interests of Northern Standard
Limited, which became our largest shareholder following the placing in April
2025.
As announced on 27 May 2025, the Company's newly configured Board is now
supported by the formation of a Senior Leadership Team, reporting to Nigel
Theobald, Chief Executive Officer, comprising leading expert consultants in
drug development and research, commercial strategy and pharmaceutical
manufacturing. The team is made up as follows:
Dr Fiona McLaughlin - Head of Research and Development
Dr Fiona McLaughlin is a highly experienced oncology drug developer and
independent consultant, bringing over 25 years of experience in research and
translational drug development in the pharmaceutical and biotech sectors,
having led teams from early research through to clinical development. Fiona
started her career at GSK and has subsequently held leadership positions in
multiple biotech companies, including CSO of Avacta Therapeutics, VP New
Opportunities at Algeta ASA (now Bayer), VP Translational Research at Antisoma
plc and Director of Pre-clinical Development at BTG plc (now part of Boston
Scientific). She is also a non-executive director of Hox Therapeutics.
Fiona received a PhD from the Haematology Department at Cambridge University
and has a BSc in Biochemistry from Glasgow University.
Mark Edbrooke - Head of Strategy
Mark Edbrooke, PhD is an independent scientific consultant with a broad
experience in pharmaceutical research and development. During 25 years at
GlaxoSmithKline, he ran a transnational functional genomics department and
then set up and led GSK's therapeutic nucleic acid unit. He then
joined AstraZeneca's Oncology Division for three years, working with Ionis
and Moderna. Mark currently has a portfolio of clients, including UK and
US-based investment companies, UK and European-based universities and
small biotechs, including being Head of Translational Research at Argonaute
RNA Ltd. and on the Senior Advisory Board for Deep Genomics.
Dr Simon Bennett - Commercial Director
Dr Simon Bennett is an independent consultant with over 28 years of experience
in the bio-pharma industry. Over the last 15 years, Simon has worked with more
than 70 clients of all sizes, from technology startups to Big Pharma, largely
supporting business development and licensing, as well as technology scouting
and fundraising. Simon has been involved in over 80 commercial deals and
mentors and advises early-stage businesses and management teams, primarily in
specialty pharma and biotech. Before moving into industry in 1997, Simon was
a Wellcome Trust Research Fellow at the University of Oxford.
Dr Margaret Courtney - Head of Chemistry, Manufacturing and Controls (CMC)
Dr Margaret Courtney is an independent consultant with over 25 years of
experience in transitioning active substances and drug products from the
research laboratory into clinical studies and commercialisation. Margaret has
worked in management positions in small biotech companies to large
pharmaceutical organisations and following on from her pharmacy degree and
doctoral studies, has developed specific expertise in drug delivery systems.
Currently, she is working with a range of clients and providing CMC strategic
advice as well as selection and management of contract organisations.
Outlook and strategy
The commercial potential for a superior RNA delivery platform that could be
widely adopted in the industry is very significant. The key benefits of the
Nuvec® platform have been validated by a number of historical studies and an
extremely experienced drug development team has now been put in place to
complete this process and populate a commercial data room to support
deal-making in the near term. Licensing deals with third-party RNA drug
developers is a major value inflection point for the Company and remains a key
objective.
Development of in-house RNA therapeutic candidates, differentiated by use of
the Nuvec® platform, offers an opportunity to grow significant shareholder
value beyond platform deals and the team is therefore advancing its lead
programme, N4 101, a targeted treatment for IBD, by using it as a model system
in the ongoing studies. N4 Pharma's recent success with SRI demonstrates a
second targeting application, in this case non-small cell lung cancer cells.
The Company expects the ability to target RNA therapeutics to be a key driver
in N4 Pharma's conversations with potential license partners.
The Board strongly believes that the greatest return for shareholders will be
delivered by a strong focus on the Nuvec® platform to deliver validation
through commercial partnerships and grow longer-term value through its
in-house pipeline.
On behalf of the Board, I would like to thank all of N4 Pharma's shareholders
for their continued support and look forward to providing further updates on
the Company's progress.
Chris Britten
Chairman
25 September 2025
Condensed Consolidated Interim Statement of Comprehensive Income (unaudited)
for the six months ended 30 June 2025
Six months to 30 June 2025 Six months to 30 June 2024 Twelve months to 31 December 2024
(Unaudited) (Unaudited) (Audited)
£ £ £
Revenue 3,690 3,906 7,282
Gross profit 3,690 3,906 7,282
Expenses
Research and development costs (67,316) (114,030) (390,387)
General and administration costs (406,590) (379,924) (837,996)
Operating loss for the period (470,216) (490,048) (1,221,101)
Finance (expenditure)/income - (1,657) -
Loss for the period before tax (470,216) (491,705) (1,221,101)
Taxation (31,379) - 101,112
Loss for the period after tax (501,595) (491,705) (1,119,989)
Other comprehensive income net of tax - - -
Total comprehensive loss for the period (501,595) (491,705) (1,119,989)
Total comprehensive loss for the period is attributable to:
Equity owners of N4 Pharma Plc (498,550) (454,867) (1,058,622)
Non-controlling interest (3,045) (36,838) (61,367)
(501,595) (491,705)
(1,119,989)
Loss per share attributable to owners of the parent
Weighted average number of shares:
Basic 576,550,109 285,395,734 340,386,906
Diluted 576,550,109 285,395,734 340,881,486
Basic loss per share (0.09p) (0.16p) (0.31p)
Diluted loss per share (0.09p) (0.16p) (0.31p)
All activities derive from continuing operations.
The notes below form an integral part of these financial statements.
Condensed Consolidated Interim Statement of Financial Position (unaudited) as
at 30 June 2025
Notes 30 June 2025 30 June 2024 31 December 2024
(Unaudited) (Unaudited) (Audited)
£ £ £
Assets
Non-current assets
Goodwill - 61,210 -
- 61,210 -
Current assets
Trade and other receivables 118,113 69,021 149,797
Cash and cash equivalents 1,727,543 1,204,946 625,972
1,845,656 1,273,967 775,769
Total Assets 1,845,656 1,335,177 775,769
Liabilities
Current liabilities
Trade and other payables (28,263) (11,613) (28,796)
Accruals and deferred income (50,104) (44,428) (95,571)
Total liabilities (78,367) (56,041) (124,367)
Net current assets 1,767,289 1,217,926 651,402
Net Assets 1,767,289 1,279,136 651,402
Equity
Share capital 4 11,599,946 9,849,946 9,849,946
Share premium 5 14,736,767 14,940,829 14,940,829
Share option reserve 6 186,319 114,225 114,775
Reverse acquisition reserve 5 (14,138,244) (14,138,244) (14,138,244)
Merger relief reserve 5 279,347 279,347 279,347
Retained earnings (10,897,556) (9,796,134) (10,399,006)
Non-controlling interest 9 710 29,167 3,775
Total Equity 1,767,289 1,279,136
651,402
The notes below form an integral part of these financial statements.
Condensed Consolidated Interim Statement of Changes in Equity (unaudited) for
the six months ended 30 June 2025
(i) Six months ended 30 June 2025 - Unaudited
Share Capital Share Premium Share Option Reserve Reverse Acquisition Reserve Merger Relief Reserve Retained Earnings Non-controlling interest Total Equity
£ £ £ £ £ £ £ £
Balance at 1 January 2025 9,849,946 14,940,829 114,775 (14,138,244) 279,347 (10,399,006) 3,755 651,402
Total comprehensive loss for the period - - - - - (498,550) (3,045) (501,595)
Share issue 1,750,000 - - - - - - 1,750,000
Share issue cost - (204,062) - - - - - (204,062)
Share based payment charge - - 71,544 - - - - 71,544
At 30 June 2025 11,599,946 14,736,767 186,319 (14,138,244) 279,347 (10,897,556) 710 1,767,289
(ii) Six months ended 30 June 2024 - Unaudited
Share Capital Share Premium Share Option Reserve Reverse Acquisition Reserve Merger Relief Reserve Retained Earnings Non-controlling interest Total Equity
£ £ £ £ £ £ £ £
Balance at 1 January 2024 9,345,946 14,874,469 107,385 (14,138,244) 279,347 (9,341,267) 66,005 1,193,641
Total comprehensive loss for the period - - - - - (454,867) (36,838) (491,705)
Share issue 504,000 126,000 - - - - - 630,000
Share issue cost - (59,640) - - - - - (59,640)
Share based payment charge - - 6,840 - - - - 6,840
At 30 June 2024 9,849,946 14,940,829 114,225 (14,138,244) 279,347 (9,796,134) 29,167 1,279,136
The notes below form an integral part of
these financial statements.
(iii) Twelve months ended 31 December 2024 - Audited
Share Capital Share Premium Share Option Reserve Reverse Acquisition Reserve Merger Relief Reserve Retained Earnings Non-controlling interest Total Equity
£ £ £ £ £ £ £ £
Balance at 1 January 2024 9,345,946 14,874,469 107,385 (14,138,244) 279,347 (9,341,267) 66,005 1,193,641
Total comprehensive loss for the year - - - - - (1,058,622) (61,367) (1,119,989)
NCI shares gifted back - - - - - 883 (883) -
Share issue 504,000 126,000 - - - - - 630,000
Share issue cost - (59,640) - - - - - (59,640)
Share based payment charge - - 7,390 - - - - 7,390
At 31 December 2024 9,849,946 14,940,829 114,775 (14,138,244) 279,347 (10,399,006) 3,755 651,402
Condensed Consolidated Interim Statement of Cash Flows (unaudited) for the six
months ended 30 June 2025
Six months to 30 June 2025 Six months to 30 June 2024 Twelve months to 31 December 2024
(Unaudited) (Unaudited) (Audited)
£ £ £
Operating activities
Loss after tax (501,595) (491,705) (1,119,989)
Finance expenditure - 1,657 -
Share based payments to employees - - -
Share based payment charge 71,544 6,840 7,390
Taxation credit 31,379 - (101,112)
Impairment of Goodwill - - 61,210
Operating loss before changes in working capital (398,672) (483,208) (1,152,501)
Movements in working capital:
Decrease/ (increase) in trade and other receivables 305 118,024 (9,456)
(Decrease)/ increase in trade payables and accruals (46,000) (25,685) 42,641
Cash used in operations (444,367) (390,869) (1,119,316)
Taxation credit received - - 147,816
Net cash flows used in operating activities (444,367) (390,869) (971,500)
Financing activities
Finance expenditure - (1,657) -
Proceeds of ordinary share issue 1,750,000 630,000 630,000
Costs of share issue (204,062) (59,640) (59,640)
Net cash flows generated by financing 1,545,938 568,703 570,360
Net increase/ (decrease) in cash and cash
equivalents
1,101,571 177,834 (401,140)
Cash and cash equivalents at beginning of the period/ year 625,972 1,027,112
1,027,112
1,727,543 1,204,946 625,972
Cash and cash equivalents at period/ year end
The notes below form an integral part of these financial statements.
Notes to the Condensed Interim Consolidated Financial Statements for the six
months ended 30 June 2025
1. Corporate Information
N4 Pharma Plc (the "Company"), is the holding Company for N4 Pharma UK Limited
("N4 UK"), and Nanogenics Limited ("Nanogenics"), and together form the group
(the "Group"). N4 Pharma UK Limited is a specialist pharmaceutical company
engaged in the development of mesoparticulate silica delivery systems to
improve the cellular delivery and potency of vaccines.
Nanogenics is a specialist pharmaceutical company engaged in the development
of a Liptide platform to deliver a proprietary siRNA sequence to silence a
fibrotic gene.
The Company was incorporated and registered in England and Wales on 6 July
1979 as a public limited company and its shares are admitted to trading on AIM
(LSE: N4P). With effect from 15 May 2025 the Company's registered office was
changed from 6th Floor, 60 Gracechurch Street, London, EC3V 0HR to C/o Arch
Law Limited, Huckletree Bishopsgate, 8 Bishopsgate, London, EC2N 4BQ.
The Condensed Interim Consolidated Financial Statements have been prepared in
accordance with UK-adopted International Financial Reporting Standards and
applied to the Company Accounts in accordance with the provisions of the
Companies Act 2006.
The Condensed Consolidated Interim Financial Statements are presented in Great
British Pounds ("GBP" or "£"), rounded to the nearest £.
The accounting policies set out below have, unless otherwise stated, been
applied consistently to all periods presented in these condensed Interim
Consolidated Financial Statements
2. Accounting Policies
Adoption of New and Revised International Financial Reporting Standards
There are no new standards or amendments effective in the period ended 30 June
2025 which have had a material impact.
Basis of Preparation:
The Group's condensed Consolidated Interim Financial Statements have been
prepared in accordance with International Accounting Standard ("IAS") 34,
"Interim Financial Reporting".
The annual Consolidated Financial Statements for the year ended 31 December
2024 were prepared in accordance with International Financial Reporting
Standards ("IFRS") as adopted by the United Kingdom.
The condensed consolidated interim financial information for the six months
ended 30 June 2025 are unaudited. In the opinion of the Directors, the
condensed consolidated interim financial information presents fairly the
financial position, and results from operations and cash flows for the period.
These Condensed Consolidated Interim Financial Statements been prepared on the
basis of accounting principles applicable to a going concern.
The Group prepares regular business forecasts and monitors its projected cash
flows, which are reviewed by the Board. Forecasts are adjusted for reasonable
sensitivities that address the principal risks and uncertainties to which the
Group is exposed, thus creating a number of different scenarios for the Board
to challenge. In those cases, where scenarios deplete the Group's cash
resources too rapidly, consideration is given to the potential actions
available to management to mitigate the impact of one or more of these
sensitivities, in particular the discretionary nature of costs incurred by the
Group, in order to ensure the continued availability of funds.
Basis of Consolidation:
The Group financial statements consist of the financial statements of the
Company together with the entities controlled by the Company (its
subsidiaries), N4 UK and Nanogenics.
The Condensed Consolidated Interim Financial Statements have been prepared as
a result of the consolidation of the Company, N4 UK and Nanogenics, for the
comparative six month period ended 30 June 2024 and the comparative twelve
month period to 31 December 2024 and the current six month period ended 30
June 2025.
All intra-group transactions, balances and unrealised gains on transactions
between Group companies are eliminated on consolidation. Unrealised losses are
also eliminated unless the transaction provides evidence of an impairment of
the asset transferred.
Subsidiaries are consolidated in the Group's financial statements from the
date that control commences until the date that control ceases.
Significant Accounting Policies:
The Condensed Consolidated Interim Financial Statements have been prepared
under the historical cost convention, as modified for the following items, in
accordance with International Financial Reporting Standards ('IFRS') as
adopted by the United Kingdom:
• Share-based payments related to investment acquisition are
measured at fair value shown in the Merger Reserve.
• Share-based payments related to employee costs are measured at
fair value at the date of grant shown in the Statement of Comprehensive
Income.
• Share-based payments related to share issue costs are measured at
fair value at the date of grant shown in Share Premium.
• The associated Share Options and Warrants are measured at fair
value at the date of grant using the Black Scholes model (see note 6).
All accounting policies are consistent with those applied in the Annual Report
and there have been no amendments or changes in accounting policies during the
period.
Segmental reporting:
The Group operated in one business segment, that of the development and
commercialisation of medicines via its delivery system called Nuvec® and its
liptide platform called ECP105.
The Directors consider that there are no identifiable business segments that
are subject to risks and returns different to the core business. The
information reported to the Directors, for the purposes of resource allocation
and assessment of performance, is based wholly on the overall activities of
the Group.
Seasonality
The nature of the business is not deemed to be impacted by seasonal
fluctuations and as such performance is expected to be consistent.
3. Critical Accounting Judgements and Estimates
The preparation of the Condensed Consolidated Interim Financial Statements in
conformity with IFRS requires management to make certain estimates,
assumptions and judgements that affect the application of accounting policies
and the reported amounts of assets and liabilities and the reported amounts of
income and expenses during the reporting period. Actual results may differ
from these estimates
Estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimates are revised and in any future periods affected.
In the process of applying the Group's accounting policies, the Directors have
decided the following estimates and assumptions are material to the carrying
amounts of assets and liabilities recognised in the condensed Consolidated
Interim Financial Statements.
Critical judgements
Research and development expenditure
The key judgements surrounding the Research & Development expenditure is
whether the expenditure meets the criteria for capitalisation. Expenditure
will only be capitalised when the recognition criteria is met and is otherwise
written off to the Consolidated Statement of Comprehensive Income. The
recognition criteria include the identification of a clearly defined project
with separately identifiable expenditure where the outcome of the project, in
terms of its technical feasibility and commercial viability, can be measured
or assessed with reasonable certainty and that sufficient resources exist to
complete a profitable project. In the event that these criteria are met, and
it is probable that future economic benefit attributable to the product will
flow to the Group, then the expenditure will be capitalised.
4. Share Capital
Allotted, called up and fully paid 30 June 2025 (Unaudited) 30 June 2024 (Unaudited) 31 Dec 2024 (Audited)
£ £ £
832,280,349 Ordinary Shares of 0.4p each (30 June 2024: 394,780,349 and 31 3,329,121 1,579,121 1,579,121
December 2024: 394,780,349 Ordinary shares of 0.4p each)
137,674,431 Deferred Shares of 4p each 5,506,977 5,506,977 5,506,977
279,176,540 Deferred Shares of 0.99p each 2,763,848 2,763,848 2,763,848
11,599,946 9,849,946 9,849,946
All ordinary shares rank equally in all respects, including for dividends,
shareholder attendance and voting rights at meetings, on a return of capital
and in a winding-up.
During the period 247,500,000 new ordinary shares of 0,4p each were issued
through a placing and 190,000,000 new ordinary shares of 0.4p each were issued
through a subscription in April 2025 at a share price of 0.4p per share
generating gross proceeds of £1,750,000.
The 137,674,431 deferred shares of 4p, have no right to dividends nor do the
holders thereof have the right to receive notice of or to attend or vote at
any general meeting of the Company. On a return of capital or on a winding up
of the Company, the holders of the deferred shares shall only be entitled to
receive the amount paid up on such shares after the holders of the ordinary
shares have received their return on capital.
The 279,176,540 deferred shares of 0.99p shall be entitled to receive a
special dividend, which is payable upon the repayment to the Company of any
amount owed under certain loan agreements, after which the Company shall, in
priority to any distribution to any other class of share, pay to the holders
of the Special Deferred Shares an aggregate amount equal to the amount repaid
pro rata according to the number of such shares paid up as to their nominal
value held by each shareholder. They shall be entitled to no other
distribution save for a special dividend and shall not be entitled to receive
notice of or attend or vote at a general meeting of the Company.
On a return of capital on a winding up of the Company, they shall only be
entitled to receive the amount paid up on such shares up to a maximum of 0.99
pence per share after the holders of the Ordinary Shares and the Deferred
Shares have received their return on capital.
5. Reserves
Merger relief reserve
The merger relief reserve arose on the Company's acquisition of N4 UK and
consists of both the consideration shares and deferred consideration amounting
to £279,347. There is no legal share premium on the shares issued as
consideration as section 612 of the Companies Act 2006, which deals with
merger relief, applies in respect of the acquisition.
Reverse acquisition reserve
The reverse acquisition reserve arises due to the elimination of the Company's
investment in N4 UK. Since the shareholder in N4 UK became a shareholder of
the Company, the acquisition is accounted for as though the legal acquiree (N4
UK) is the accounting acquirer.
Share premium reserve
The share premium reserve comprises the excess amount received on the issue of
ordinary shares by the Company in excess of their nominal value less issue
costs.
Share option reserve
The share option reserve comprises the fair value of options and warrants
granted, less the fair value of lapsed and expired options and warrants.
Retained earnings
Retained earnings comprises of accumulated results to date.
6. Share-based Payments and Share Option Reserve
Options
The Company has the ability to issue options to Directors to compensate them
for services rendered and incentivise them to add value to the Group's
longer-term share value. Equity settled share-based payments are measured at
fair value at the date of grant. The fair value determined is charged to the
Consolidated Statement of Comprehensive Income on a straight-line basis over
the vesting period based on the Group's estimate of the number of shares that
will vest.
The vesting period is defined as the period in which the options are unable to
be exercised. The period commences on the date the options are issued. For
the options to vest, the holder must remain an employee of the Group
throughout the vesting period. Once the vesting period is complete the options
may be exercised on any date up to the lapse date.
Cancellations of equity instruments are treated as an acceleration of the
vesting period and any outstanding charge is recognised in full immediately.
Fair value is measured using a Black Scholes pricing model. The key
assumptions used in the model at the grant date were adjusted based on
management's best estimate for the effects of non-transferability, exercise
restrictions and behavioural considerations.
As at 30 June 2025, there were 26,329,370 (30 June 2024: 7,046,513, 31
December 2024: 22,046,513) options in existence over ordinary shares of the
Company. Options in existence during the current and previous periods and year
are as follows:
Ordinary shares under option Vesting date
Name Date of Grant Expiry Date Exercise Price £
2015 Options
Gavin Burnell 14.10.15 1,351,210 14.10.15 14.10.25 2.8p
Luke Cairns 14.10.15 675,302 14.10.15 14.10.25 2.8p
2017 Options
Luke Cairns 03.05.17 717,143 03.05.20 03.05.27 7p
David Templeton 03.05.17 717,143 03.05.20 03.05.27 7p
Paul Titley 03.05.17 717,143 03.05.20 03.05.27 7p
2019 Options
Christopher Britten 21.05.19 717,143 21.05.22 21.05.29 3.55p
2020 Options
David Templeton 18.05.20 717,143 18.05.23 18.05.30 4.8p
Luke Cairns 18.05.20 717,143 18.05.23 18.05.30 4.8p
2024 Options
Nigel Theobold 27.11.24 2,000,000 27.11.25 27.11.34 0.75p
Michael Palfreyman 27.11.24 1,000,000 27.11.25 27.11.34 0.75p
Christopher Britten 27.11.24 1,000,000 27.11.25 27.11.34 0.75p
Luke Cairns 27.11.24 1,000,000 27.11.25 27.11.34 0.75p
Nigel Theobold 27.11.24 2,000,000 27.11.26 27.11.34 0.75p
Michael Palfreyman 27.11.24 1,000,000 27.11.26 27.11.34 0.75p
Christopher Britten 27.11.24 1,000,000 27.11.26 27.11.34 0.75p
Luke Cairns 27.11.24 1,000,000 27.11.26 27.11.34 0.75p
Nigel Theobold 27.11.24 2,000,000 27.11.27 27.11.34 0.75p
Michael Palfreyman 27.11.24 1,000,000 27.11.27 27.11.34 0.75p
Christopher Britten 27.11.24 1,000,000 27.11.27 27.11.34 0.75p
Luke Cairns 27.11.24 1,000,000 27.11.27 27.11.34 0.75p
2025 Options
Alastair Smith 08.01.25 1,666,666 08.01.26 08.01.35 0.75p
Alastair Smith 08.01.25 1,666,667 08.01.27 08.01.35 0.75p
Alastair Smith 08.01.25 1,666,667 08.01.28 08.01.35 0.75p
Total options 26,329,370
Each option entitles the holder to subscribe for one ordinary share in N4
Pharma Plc. Options do not confer any voting rights on the holder.
An amount of £2,982 has been recognised in the Consolidated Statement of
Comprehensive Income and in the Share Option Reserve in relation to the share
options (30 June 2024: £nil, 31 December 2024: £550)
An amount of £11,370 related to expired share options has been derecognised
in the Consolidated Statement of Comprehensive Income and in the Share Option
Reserve in relation to the share options (30 June 2024: £nil, 31 December
2024: £nil).
The aggregate fair value of the share options in issue as at 30 June 2025 was
£87,554 (30 June 2024: £95,392, December 2024: £95,941).
Warrants
As part of the placing in April 2025 which raised £1,750,000 before fees and
expenses, the Company issued 87,500,000 warrants at an exercise price of 0.4p
per warrant to the Company's broker on the transaction as part of their fees.
The warrants entitle holders to subscribe for new ordinary shares at any time
in the period of 60 months following the grant of the warrants. The expiry
date for the warrants is 4 April 2030.
Fair value is measured using a Black Scholes pricing model.
An amount of £79,932 has been recognised in the Share Premium and in the
Share Option Reserve in relation to the warrants (30 June 2024: £6,840, 31
December 2024: £6,840).
The number of warrants exercisable at 30 June 2025 end was 98,222,000 (30 June
2024: 10,722,000, December 2024: 10,722,000).
7. Earnings per Share
Basic earnings per share is calculated by dividing the loss after tax
attributable (excluding the deemed cost of acquisition) to the equity holders
of the Company by the weighted average number of shares in issue during the
period.
Diluted earnings per share is calculated by adjusting the weighted average
number of shares outstanding to assume conversion of all potential dilutive
shares, namely share options and warrants which could be bought for less than
market price.
8. Interest in other entities
The Group's principal subsidiaries at 30 June 2025 are set out below. Unless
otherwise stated, they have share capital consisting solely of ordinary shares
that are held directly by the Group, and the proportion of ownership interests
held equals the voting rights held by the Group. The country of incorporation
or registration is also their principal place of business.
Registered Office Principal activity Proportion of ownership and voting rights held
N4 Pharma UK Limited The Mills, Canal Street, Derby, DE1 2RJ Delivery of vaccines and therapeutics 100%
Nanogenics Limited C/O Arch Law, Level 2 Huckletree, Research and experimental development on biotechnology 71.21%
8 Bishopgate,
London
EC2N 4BQ
9. Non-controlling interest
Below is financial information for Nanogenics given that it has
non-controlling interest that is material to the Group.
Statement of Financial Position 30 June 2025 30 June 2024 31 Dec 2024
£ £ £
Current Assets 28,549 106,805 47,365
Current liabilities (26,081) (6,849) (34,320)
Current Net assets 2,468 99,956 13,045
Accumulated NCI 710 29,167 3,756
Statements of Comprehensive Income 30 June 2025 30 June 2024 31 Dec 2024
£ £ £
Revenue 3,690 3,906 7,282
Expenses (9,697) (130,151) (235,164)
R&D Tax credit (4,570) - 14,727
Loss for the period (10,577) (126,245) (213,155)
Loss allocated to NCI (3,045) (36,838) (61,367)
10. Subsequent Events
Edward Wardle was appointed as a Non-Executive Director as of 8 July 2025.
There were no further significant subsequent events that require adjustment or
disclosure in these condensed consolidated interim financial statements.
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