REG - Oxford BioDynamics - Preliminary Results and Notice of AGM
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RNS Number : 6605L Oxford BioDynamics PLC 16 December 2025
Oxford Biodynamics Plc
("OBD" or the "Company" and, together with its subsidiaries, the "Group")
Preliminary results for the year ended 30 September 2025
and
Notice of Annual General Meeting
Oxford, UK - 16 December 2025 - Oxford BioDynamics Plc (AIM: OBD), a precision
clinical diagnostics company bringing specific and sensitive tests to the
practice of medicine based on its EpiSwitch® 3D genomics platform, today
announces its final results for the year ended 30 September 2025.
Corporate and operational highlights
§ Appointment of Iain Ross as Executive Chairman (January 2025)
§ PSE orders more than doubled on prior year (to ~1,900, FY24: ~725)
§ Real-world data on EpiSwitch® CiRT in liver and GI cancers presented at
ASCO-GI (January 2025)
§ Peer-reviewed publication of research supporting OBD's EpiSwitch® NST for
colorectal cancer (February 2025)
§ Visit to OBD's Oxford HQ by former UK Prime Minister, Rt Hon Rishi Sunak in
his role as an Ambassador for Prostate Cancer Research (February 2025)
§ Accreditation of UK clinical lab (May 2025)
§ Collaboration with Google Cloud (August 2025)
Financial highlights
§ Total revenue of £1.1m (FY24: £0.6m)
§ Clinical test revenue 2.7x prior year at £1.1m (FY24: £0.4m)
§ Operating loss of £11.1m (FY24: £12.9m)
§ Fundraising generating £7.35m (before costs) (February 2025)
§ Cash and cash equivalents and fixed-term deposits of £1.4m as at 30
September 2025 (FY24: £2.8m)
Post-year end highlights
§ Fundraising generating £7m (before costs) to fund the ongoing business
(November 2025)
§ Development of breakthrough diagnostic test for Chronic Fatigue Syndrome /
Myalgic Encephalomyelitis (CFS/ME) (October 2025)
§ Commenced third party discussions regarding the evaluation of and
investment in EpiSwitch® Orion
§ Continued successive record months of PSE orders to November 2025
Iain Ross, Executive Chairman of OBD said:
"Since joining OBD in January this year, I have been impressed with the
extraordinary depth and breadth of the technology and capabilities within the
business. This has been an exciting period of renewal, and it is encouraging
to see revenue-generating and cost-saving initiatives starting to deliver.
Monthly orders for our EpiSwitch PSE test have more than doubled over the past
year, highlighting the growing clinical adoption and commercial traction of
our technology.
"The successful £7m fundraise post year end, which was supported by both new
and existing shareholders, reflects confidence in the business and provides a
strong foundation for the next phase of our turnaround. I want to thank our
shareholders, partners, and employees for their continued support and
dedication to the business. Whilst we are mindful of the challenges that lie
ahead, the team are focused and fully committed to creating sustainable value
for all shareholders."
Notice of Annual General Meeting
The Company's Annual General Meeting will be held at 3140 Rowan Place, John
Smith Drive, Oxford Business Park South, Oxford, OX4 2WB, UK on 26 January
2026 at 11.00 am.
The information included in this announcement is extracted from the Annual
Report, which was approved by the Directors on 15 December 2025. Defined
terms used in the announcement refer to terms as defined in the Annual Report
unless the context requires otherwise. This announcement should be read in
conjunction with, and is not a substitute for, the full Annual Report.
-Ends-
For further details please contact:
Oxford BioDynamics Plc Tel: +44 (0)1865 518910
Iain Ross Executive Chairman
Paul Stockdale, CFO
Shore Capital - Nominated Adviser and Broker Tel: +44 (0)20 7408 4090
Advisory: Stephane Auton / Lucy Bowden
OAK Securities - Joint Broker Tel: +44 (0)20 3973 3678
Matthew Clarke / Tim Dainton / Calvin Man
Camarco - Financial PR Tel: +44 (0)20 3757 4980
Marc Cohen / Tilly Butcher / Fergus Young OBDFinancial@camarco.co.uk
Executive Chairman's letter
Dear Shareholder,
2025 has marked an exciting period of 'renewal' for OBD and I have been
impressed with the extraordinary depth and breadth of the technology and
capabilities within the business. The highly efficient and professional team
at OBD has remained focused throughout the period since my appointment in
January 2025 and is fully committed to creating increasing and sustainable
shareholder value.
"The Turnaround is Progressing"
Since late January 2025 we have made progress across all facets of the
business and we have implemented several revenue-generating and cost-saving
initiatives:
· Monthly orders of the EpiSwitch® Prostate Screening (PSE) Test grew
over the year, from fewer than 100 tests in September 2024 to 215 tests in
September 2025. Record orders of tests have been reported every month from
June 2025, with 250 orders being received in November 2025. This has been
achieved by focusing direct sales and marketing efforts predominantly on
the PSE Test; targeting geographic regions in the US with specific key
opinion leader engagement and by recruiting some additional
"commission‑only" sales personnel, with the potential for further
significant increases in sales as new US clinics and healthcare groups are
onboarded.
· Direct sales efforts on the EpiSwitch® CiRT (Checkpoint Inhibitor
Response Test) for cancer have been restricted in order to save costs, whilst
the team focuses on establishing CiRT's inclusion in the US National
Comprehensive Cancer Network (NCCN) clinical guidelines (application expected
in early 2026). Interim results from the FDA‑registered PROWES trial
published in September 2025 strongly support CiRT's clinical utility, with
CiRT having influenced real‑world treatment choices in 61% of the cases
reported, a high value for utility studies of molecular tests in oncology.
However, 'guideline inclusion' will be key to wider adoption of CiRT by
oncologists.
· Our partnership with Google Cloud, announced in August 2025, has
allowed the Company to migrate its 3D genomics knowledgebase onto the cloud.
By 31 December 2025, it is expected the first users from academia and industry
will be able both to analyse their own data and to access the Company's
proprietary 3D genomics database and a suite of tools in the new EpiSwitch®
Orion platform, on a test marketing basis with subscription/licensing
arrangements being put in place during 2026.
· The Company's profile has been raised with several publications
advocating the use of the PSE and CiRT tests. In addition, the Company
continues to look to partner/license its tests from its development pipeline
for other indications, including EpiSwitch® NST for colorectal/bowel
cancer, EpiSwitch® SCB for canine cancer and the recently announced
EpiSwitch test for the diagnosis of Myalgic Encephalomyelitis/Chronic Fatigue
Syndrome (ME/CFS).
· Third‑party partnering/collaboration discussions on the individual
tests and platform have been initiated and are ongoing with several large
pharma, biotech and diagnostic companies with a view to licensing and/or
distribution deals being secured over the next 12 months, potentially
generating significant non‑dilutive funding.
· Whilst the Company needs to maintain a cost base consistent with the
integrity of running clinically validated tests from regulated compliant labs
in the UK and US, through judicious management there has been a reduction in
headcount (14% since January 2025) and some costs as described in the
financial review that follows. In addition, process improvement work has
recently been undertaken which is expected to reduce the cost of goods for our
clinical tests and significantly improve throughput, which will be key in
partnership/licensing discussions.
"Continued Shareholder Support"
Following the announcement of the fundraising in January 2025 and again in our
interim results on 30 June 2025, I highlighted that, in the absence of a
significant third‑party non‑dilutive funding transaction, additional
funding would be required in the final quarter of the 2025 calendar year. The
reality is that whilst progress is being made across the business and that
third‑party discussions are actively ongoing, a transaction securing
significant non‑dilutive funding has yet to be secured. As a consequence, I
was very pleased that post-year end in mid-October 2025 we were able to
announce we had raised £7 million (before expenses) from new and existing
shareholders in order to continue the investment in our turnaround plan.
Shareholder approval was secured at a General Meeting held on 7 November 2025.
The Directors continue to believe that with the accelerated growth in PSE test
sales, the continued development of EpiSwitch® Orion through our partnership
with Google Cloud and the prospect of concluding some of the ongoing
third‑party partnership/collaboration discussions, the business warranted
this further investment.
"The Way Ahead"
Our immediate goals are:
· To focus on growing orders of EpiSwitch PSE (targeting 500
tests/month within 12 months).
· To out‑license or partner a test (CiRT, NST and ME/CFS representing
the most likely candidates for out-licensing).
· To sign a distribution deal/partnership on the PSE test, securing an
upfront fee, ongoing milestone payments and royalties on sales.
· To establish EpiSwitch CiRT in NCCN Guidelines and thereafter to seek
partners for the test.
· To build on the agreement with Google Cloud to directly monetise the
Company's 3D genomics platform and knowledgebase, through the forthcoming
EpiSwitch® Orion cloud platform.
· To contract and deliver projects for pharma and other customers
through sustained direct business development initiatives and/or via leads
arising from the use of the platform and knowledgebase.
The role of the Board is to act in the best interests of the Company and all
shareholders, to ensure that the Company's resources are deployed
strategically, and that the Company is positioned to create value over the
long term. That responsibility remains our guiding principle. Since my
appointment, together with my fellow Directors and the Executive team, we have
focused on three key areas: governance, operational and financial discipline,
together ensuring the continuity, progression and development of our products
and technology programmes.
After serving as Non-Executive Director for nine years, Stephen Diggle has, in
line with good practice, indicated his intention to stand down from the Board
in advance of the forthcoming AGM. On behalf of the whole Board, I would like
to thank Steve for his support and wisdom over this long period. During the
year, the loan facility provided by Vulpes Testudo Fund ("Vulpes", which is
controlled by Steve) was vital for the survival of the Company as was his
personal support and wise counsel he provided me around the time of my
appointment. Vulpes will nominate a new non-executive director in due course.
The journey ahead is challenging but I believe with the continued support of
our shareholders the OBD Team can achieve significant and rewarding milestones
for the Group and its stakeholders over the coming year. I look forward to
working with this highly dedicated and talented team and I will continue to
work closely with all our stakeholders to achieve a successful outcome.
I want to thank the Board, Management and Staff for their hard work and
support throughout the period.
Iain G Ross
Executive Chairman
Oxford BioDynamics Plc
15 December 2025
Financial review
The year to 30 September 2025 saw new leadership, increased revenue from PSE
and CiRT tests and, in the second half of the year, reduced costs. In the
first half of the year, the Group incurred increased professional and legal
costs arising from the review of its strategic options and associated
activity. The shareholder loan facility provided by Vulpes Testudo Fund
(December 2024) and the subsequent successful fundraising announced in January
2025 provided necessary additional short-term capital. Alongside growing test
sales, the Group has been focused on securing distribution and outlicensing
agreements. No such agreement has been concluded to date, which necessitated a
further fundraising, approved by shareholders post-year end, on 7 November
2025.
EpiSwitch® PSE
Orders for the Group's EpiSwitch PSE test more than doubled year-on-year,
rising from over 700 to nearly 1,900. The daily order run rate in September
2025 was more than twice that for September 2024, reflecting strong momentum.
Furthermore, the Group achieved successive record monthly order volumes from
June through to November 2025.
During the year, the Group enhanced its sales approach. In the US, our largest
market, we now operate through a combination of employed sales managers and,
more recently, commission-only contractors. This approach has enabled sales
growth without materially increasing the fixed cost base.
As noted in last year's report, online advertising spend was significantly
reduced early in the year, and the impact of this has been monitored. The
growth in PSE orders during the year came from a higher number of physicians
but slightly fewer organisations than in the prior year. This suggests deeper
adoption within established accounts and fewer 'one-off' orders, likely
reflecting the lower advertising spend.
The test is performed in OBD's CLIA(†)- and ISO-accredited clinical
laboratories in the US and UK respectively. Reimbursement by US insurers under
the test's unique CPT-PLA(‡) code (0433U) has remained consistent throughout
the year. Typically, around 20% of PSE orders are 'cash-pay' (from self-paying
patients or organisations with whom the Group has an agreement in place), with
the remainder being for patients covered by US insurers.
EpiSwitch® CiRT
EpiSwitch CiRT accurately identifies cancer patients who will respond to
immune checkpoint inhibitor (ICI) therapy, providing a binary result
(responder vs. non-responder). This supports oncologists in first-line
treatment planning and enables more informed treatment decisions when no
benefit or disease progression is observed, or adverse events occur. The test
can also identify candidates for ICI therapy among patients who have exhausted
other options or who other, less accurate tests suggest will not respond.
The Group has previously stated that inclusion of CiRT in US physicians'
guidelines (such as those of the National Comprehensive Cancer Network (NCCN))
will be key to generating wider uptake of the test. To support this, in the
prior year the Group initiated the PROWES Registry Study, a prospective
observational study involving up to 2,500 patients at up to 12 sites across
the US. At the beginning of the year, it was noted that most CiRT orders were
from doctors at sites onboarded to the OBD-funded PROWES study. This continued
until mid-year, at which point it was considered advantageous to review data
from the study pending submission of an application for guideline inclusion,
allowing further enrolment to the study to be paused. This decision reduced
study costs but also resulted in lower order volumes in the second half.
Interim results from PROWES published in September 2025 strongly support
CiRT's clinical utility: CiRT influenced real-world treatment choices in 61%
of cases.
Overall, CiRT orders were slightly lower than the prior year, at over 620
(2024: over 670). Despite this, revenues increased year-on-year, reflecting an
increased percentage of tests being reimbursed by US payers, and revenue being
recognised on receipt of funds for some tests processed in the prior year.
CiRT tests are currently processed in the Group's UK clinical laboratory.
Financial performance
Revenue for the period was £1.1m, generated entirely by sales of the Group's
clinical tests. This represents an increase of 168% in clinical test revenue
compared to the prior year (2024: £0.4m) and a 72% increase in total revenue
(2024: £0.6m).
Other operating income was £0.03m (2024: £0.5m), arising from the Group's
participation in the EU-funded HIPPOCRATES consortium (psoriasis and psoriatic
arthritis). The prior year included income from each of the Group's two
Partnership for Advancing Cancer Therapies (PACT) Awards.
All operating cost categories were lower than in the prior year. R&D costs
of £0.6m (2024: £0.8m) included costs associated with the PROWES clinical
study for EpiSwitch® CiRT as well as internal spend on R&D, primarily lab
consumables and equipment maintenance.
Staff costs fell to £5.0m (2024: £5.5m), reflecting a reduction in average
headcount of approximately 20%, offset by inflationary increases, limited
promotions for junior staff, and redundancy and contractual notice costs for
some leavers.
General and other administrative costs were also reduced, to £4.0m (2024:
£4.5m), despite higher legal and professional costs incurred in the first
half of the year. Throughout calendar 2025, the Group has sought to control
costs as far as possible whilst continuing to maintain the infrastructure
required to offer its clinical tests. When compared with the prior year, the
most significant cost savings were in marketing and advertising, travel and
other staff-related expenses. Legal and professional costs were higher than
the prior year overall but declined significantly in the second half.
Non-cash share option charges remained level at £0.5m (2024: £0.5m). Unlike
most other operating costs, this expense was higher in the second half,
reflecting reversals of charges for unvested options held by leavers,
including the former Chief Executive Officer in the first half, and new share
option awards to all staff in March 2025.
Depreciation and amortisation charges decreased to £1.2m (2024: £1.5m),
driven mainly by lower capital expenditure requirements on lab and office
equipment than in previous years and some older equipment becoming fully
written down.
There was an impairment charge of £0.3m in respect of certain patents (2024:
£0.9m recognised in respect of certain families of patents that had
previously been capitalised). Some patent families were derecognised in the
prior year but continued to be supported by the Group, which led to an
increase in patent-related charges included within general and other admin
costs. Overall, the Group reduced ongoing patent expenditure by reviewing and
rationalising, in consultation with its advisers, the specific territory
patents that it will continue to renew. The impairment charge reflects this
rationalisation process.
The fair value gain on financial liabilities was much smaller at £0.01m
(2024: £1.4m). This credit arises on the estimation of the fair value of the
warrants issued by the Company in 2021 and reflects the further reduction in
the share price over the year.
Finance income of £0.06m (2024: £0.1m) reflected lower receipts from bank
deposits. Finance costs of £0.4m (2024: £0.5m) include interest charges on
leased assets, an arrangement and termination fee on the shareholder loan
drawn down and repaid during the period and foreign exchange losses.
Financial position
Cash and term deposits at 30 September 2025 were £1.4m (2024: £2.8m). The
overall reduction in cash reflected the Group's operating cash outflow for the
year of £8.1m (2024: £10.6m), net receipts of £7.1m from issues of new
shares in the equity fundraising of February 2025 and shares issued in lieu of
salary costs in October - December 2024 (2024: £9.1m from equity fundraising
in April 2024), net tax receipts of £0.5m (2024: £0.4m), capital expenditure
of £0.2m (2024: £0.6m), interest received of £0.1m (2024: £0.1m) and lease
payments of £0.8m (2024: £0.8m).
As in the prior year, capital expenditure mainly comprised spend on patents to
support and expand the Company's intellectual property portfolio as well as
development costs for the Group's clinical order management system. The
majority of the limited spend on property plant and equipment in the period
was for lab equipment at the Group's CLIA-accredited lab in Frederick, MD.
During the year the Group benefited from an interest-free, unsecured,
subordinated loan facility of up to £1.0m, from Vulpes Testudo Fund (which is
controlled by Non-Executive Director Stephen Diggle and which, together with
the Vulpes Life Sciences Fund, is a significant shareholder in the Company).
This facility was critical in permitting the time for the Company to complete
its equity fundraising during the year. £0.9m of the facility was drawn down
during the period and as permitted by the terms of the loan, was subsequently
settled through the issuing of new ordinary shares to Vulpes Testudo Fund as
part of the fundraising in February 2025.
The recent fundraising, announced post-year end in October 2025, has provided
the Group with cash resources that enable it to fund its immediate-term
activities, which are focused on growing test sales and securing distribution
and/or out-licensing deals, as set out in more detail in the Executive
Chairman's letter to shareholders. The Directors remain positive about the
Company's prospects and the potential for growing sales and securing
non-dilutive agreements. However, the Directors have concluded, as was the
case at the previous year end, that material uncertainties exist, primarily
relating to the speed of growth in test sales and the conclusion of such
deals, as well as the Company's ability to attract further funding from
investors, which may cast significant doubt on the Group and Company's ability
to continue as a going concern. Stakeholders' attention is therefore drawn to
the more detailed commentary on the Directors' assessment of the
reasonableness of continuing to adopt the going concern assumption in the
preparation of the accounts in Note 2.
In conjunction with the audit of its accounts for the year ended 30 September
2025, the board has become aware that the Company's net assets at 30 September
2025 were less than half of the nominal value of its called-up share capital
at that date, which is deemed to be a "serious loss of capital" within the
meaning of section 656 of the Companies Act ("section 656"). In such
circumstances, the Directors are required, under section 656, to convene a
general meeting of the Company to consider whether any, and if so what, steps
should be taken to deal with the situation.
As the AGM was already set to be convened and the serious loss of capital can
be considered at it, the Directors do not believe it necessary to convene a
separate general meeting. Further, as the serious loss of capital was remedied
by the successful completion of a £7 million equity fundraising by the
Company post-year end, the Directors do not consider it necessary for specific
resolutions to be proposed at the AGM. The board does, however, welcome
dialogue with shareholders on this matter and the AGM will provide a forum for
such discussions to take place. Accordingly, an agenda item fulfilling the
requirements of section 656 will be included in the notice of AGM to be sent
to Shareholders.
Paul Stockdale
Chief Financial Officer
Oxford BioDynamics Plc
15 December 2025
† CAP-CLIA regulated laboratories are accredited by the College of American
Pathologists as being compliant with the Clinical Laboratory Improvement
Amendments, 1988 (42 CFR, Part 493).
‡ A Current Procedural Terminology - Proprietary Laboratory Analysis
(CPT-PLA) code is used in the US to report medical and diagnostic services to
entities such as health care professionals and payors.
CONSOLIDATED INCOME STATEMENT
YEAR ENDED 30 SEPTEMBER 2025
2025 2024
£000 £000
Continuing operations Note
Revenue 3 1,095 636
Cost of sales (573) (347)
Gross profit 522 289
Operating expenses comprising:
Research & development costs (excluding staff costs) (615) (809)
Staff costs (4,971) (5,495)
General & other admin costs (4,012) (4,479)
Share option charges (501) (514)
Depreciation and amortisation (1,199) (1,466)
Impairment loss on intangible assets (327) (896)
Total operating expenses (11,625) (13,659)
Other operating income 4 29 476
Operating loss (11,074) (12,894)
Fair value gain on financial liabilities designated as FVTPL 11 1,349
Finance income 63 112
Finance costs (422) (523)
Loss before tax (11,422) (11,956)
Income tax 269 389
Loss for the year from continuing operations 6 (11,153) (11,567)
Loss attributable to:
Owners of the Company (11,153) (11,567)
Non-controlling interest - -
(11,153) (11,567)
Earnings / (loss) per share
From continuing operations
Basic and diluted (pence per share) 7 (0.8) (4.5)
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
YEAR ENDED 30 SEPTEMBER 2025
2025 2024
£000 £000
Note
Loss for the year 6 (11,153) (11,567)
Exchange differences on translation of foreign operations that may be 125 (255)
reclassified to the income statement
Total comprehensive income for the year (11,028) (11,312)
Total comprehensive income attributable to:
Owners of the Company (11,028) (11,312)
Non-controlling interest - -
(11,028) (11,312)
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 SEPTEMBER 2025
2025 2024
£000 £000
Assets Note
Non-current assets
Intangible assets 8 1,106 1,351
Property, plant and equipment 9 1,395 1,762
Right-of-use assets 10 3,304 3,949
Deferred tax asset - -
Total non-current assets 5,805 7,062
Current assets
Inventories 195 321
Trade and other receivables 425 1,385
Current tax receivables 269 513
Fixed-term deposits - 1,000
Cash and cash equivalents 1,392 1,827
Total current assets 2,281 5,046
Total assets 8,086 12,108
Equity and liabilities
Capital and reserves
Share capital 11 4,831 3,119
Share premium 45,379 40,149
Translation reserves 317 192
Share option reserve 2,415 3,017
Warrant reserve 343 -
Retained earnings (52,169) (42,119)
Total equity 1,116 4,358
Current liabilities
Trade and other payables 1,318 1,506
Warrant liability - 11
Lease liabilities 1,288 1,046
Current tax liabilities - -
Total current liabilities 2,606 2,563
Non-current liabilities
Lease liabilities 3,823 4,694
Provisions 532 486
Deferred tax 9 7
Total non-current liabilities 4,364 5,187
Total liabilities 6,970 7,750
Total equity and liabilities 8,086 12,108
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Year ended 30 September 2025
Share Share premium Transla- Share Warrants Retained Attribu-
capital tion option earnings table to
reserve reserve share-
holders
£000 £000 £000 £000 £000 £000 £000
At 1 October 2024 3,119 40,149 192 3,017 - (42,119) 4,358
Loss for the year - - - - - (11,153) (11,153)
Other comprehensive income for the period - - 125 - - - 125
Total comprehensive income for the period - - 125 - - (11,153) (11,028)
Subscription for new shares 1,712 6,569 - - - - 8,281
Issue of warrants to subscribe for new shares - - - - 343 - 343
Transaction costs for new shares - (1,339) - - - - (1,339)
Share option credit - - - 501 - - 501
Lapse of vested share options - - - (1,103) - 1,103 -
At 30 September 2025 4,831 45,379 317 2,415 343 (52,169) 1,116
Year ended 30 September 2024
Share Share premium Transla- Share Warrants Retained Attribu-
capital tion option earnings table to
reserve reserve share-
holders
£000 £000 £000 £000 £000 £000 £000
At 1 October 2023 2,023 32,144 (63) 2,776 - (30,825) 6,055
Loss for the year - - - - - (11,567) (11,567)
Other comprehensive income for the period - - 255 - - - 255
Total comprehensive income for the period - - 255 - - (11,567) (11,312)
Subscription for new shares 1,096 8,764 - - - - 9,860
Transaction costs for new shares - (759) - - - - (759)
Share option credit - - - 514 - - 514
Lapse of vested share options - - - (273) - 273 -
At 30 September 2024 3,119 40,149 192 3,017 - (42,119) 4,358
CONSOLIDATED STATEMENT OF CASH FLOWS
YEAR ENDED 30 SEPTEMBER 2025
2025 2024
£000 £000
Note
Loss before tax for the financial year 6 (11,422) (11,956)
Adjustments to reconcile loss for the year to net operating cash flows:
Net interest 246 113
Loss on disposal of property, plant and equipment - -
Depreciation of property, plant and equipment 9 386 550
Depreciation of right-of-use assets 10 668 745
Amortisation of intangible assets 8 145 171
Impairment loss on intangible fixed assets 327 896
Net foreign exchange movements 127 293
Movement in provisions 46 46
Share based payments charge 501 514
Fair value gain on financial liabilities (11) (1,349)
Working capital adjustments:
Decrease / (increase) in trade and other receivables 960 (427)
Decrease / (increase) in inventories 126 (47)
Decrease in trade and other payables (188) (167)
Operating cash flows before interest and tax paid (8,089) (10,618)
R&D tax credits received 444 684
Tax refunded / (paid) 72 (238)
Net cash used in operating activities (7,573) (10,172)
Investing activities
Interest received 57 110
Purchases of property, plant and equipment (17) (80)
Purchases of intangible assets (227) (515)
Decrease / (increase) in term deposits 1,000 (1,000)
Net cash generated by / (used in) investing activities 813 (1,485)
Financing activities
Interest paid (193) (225)
Repayment of lease liabilities (656) (622)
Issue of equity shares and warrants 7,440 9,860
Transaction costs relating to issue of equity shares (266) (759)
Net cash generated by financing activities 6,325 8,254
Net decrease in cash and cash equivalents (435) (3,403)
Foreign exchange movement on cash and cash equivalents - (20)
Cash and cash equivalents at beginning of year 1,827 5,250
Cash and cash equivalents at end of year 1,392 1,827
1. Corporate information
Oxford Biodynamics plc is a public limited company incorporated in the United
Kingdom, whose shares were admitted to trading on the AIM market of the London
Stock Exchange on 6 December 2016. The Company is domiciled in the United
Kingdom and its registered office is 3140 Rowan Place, John Smith Drive,
Oxford Business Park South, Oxford, OX4 2WB. The registered company number is
06227084 (England & Wales).
The Group is primarily engaged in the commercialisation of proprietary
molecular diagnostics products and biomarker research and development.
2. Basis of the announcement
Basis of preparation
The final results for the year ended 30 September 2025 were approved by the
Board of Directors on 15 December 2025. The final results do not constitute
full accounts within the meaning of section 434 of the Companies Act 2006 but
are derived from audited accounts for the year ended 30 September 2025 and the
year ended 30 September 2024.
This announcement is prepared on the same basis as set out in the audited
statutory accounts for the year ended 30 September 2025. The accounts for the
years ended 30 September 2025 and 30 September 2024, upon which the auditors
issued unqualified opinions, also had no statement under section 498(2) or (3)
of the Companies Act 2006. The auditors' report includes reference to the
material uncertainties relating to going concern. See below for more details
of the going concern assessment performed by the Board of Directors.
While the financial information included in this results announcement has been
prepared in accordance with the recognition and measurement criteria of
International Financial Reporting Standards in conformity with the Companies
Act 2006 (IFRS), this announcement does not in itself contain sufficient
information to comply with IFRS.
Reporting currency
The consolidated financial statements are presented in pounds sterling (GBP),
which is also the Company's functional currency.
Going concern
In assessing the appropriateness of adopting the going concern assumption, the
Group and Parent Company have prepared a detailed financial forecast ("the
Forecast") covering the period ending 31 December 2026. The Forecast includes:
· estimates of likely revenue arising from EpiSwitch PSE and
EpiSwitch CiRT;
· estimates of non-dilutive revenue arising from partnership or
licensing agreements;
· anticipated revenues from contracts with pharmaceutical partners;
· operating costs reflecting the current cost base adjusted for
anticipated recruitment, planned one-off projects such as promotional activity
in the US and the potential of running a real-world evidence study in a UK NHS
Trust, and inflationary increases;
· capital expenditure, primarily to maintain and extend the Group's
patent estate.
Revenue for the year ended 30 September 2025 was increased compared to the
previous year, with revenue of £1.1m from clinical tests more than double the
previous year (2024: £0.4m).
Under new leadership since January 2025, the Company has operated with a
renewed focus on partnerships, collaboration and licensing in order to
monetise the Group's assets. However, to date, although discussions with
several interested parties continue, no material revenue-generating
partnership or licensing deal has been finalised.
Particularly in the second half of the year, the Group's cost base was
reduced, but the Group has remained lossmaking and cashflow negative.
The Group and Company has been able to maintain its cash reserves during and
after the year, including through a placing, subscription and retail offer of
new ordinary shares during the year, which raised £7.35m before expenses and
a further placing and subscription completed post-year end in November 2025,
which raised £7m before expenses.
In the scenario reflected in the Forecast, the Company would need to generate
additional funding after the period covered by the Forecast, but likely during
the first quarter of calendar 2027. Should the estimated revenues included in
the Forecast not be met (in a downside scenario) the quantum of any additional
funding would need to be increased and/or the timing accelerated.
The Directors have therefore further considered a scenario in which no revenue
is generated from non-dilutive agreements (the Downside Scenario). In the
Downside Scenario, the Group would need to generate additional funding by the
third quarter of calendar 2026.
Whilst the Board considers that the Forecast represents a reasonable estimate
of the Group's potential performance over the period to 31 December 2026, for
the purposes of their assessment as to whether the Group and Parent Company
would be able to continue as a going concern, the Directors referred to the
Downside Scenario.
In the Downside Scenario, in the absence of income from partnership,
collaboration or out-licensing, the availability of additional funding to
enable the Group and Parent Company to continue as a going concern is expected
to depend on the Group having demonstrated either significant progress towards
such a partnership, collaboration or out-licensing agreement or materially
increased sales of its proprietary tests. In the light of developments to
date, the Directors expect that it will be possible to demonstrate such
progress but draw attention to significant uncertainties inherent in the
preparation of both the Forecast and the Downside Scenario. These
uncertainties include but are not limited to: volumes of orders of the Group's
tests; reimbursement rates and timing of the reimbursement cycle (and
consequent impact on the Group's working capital); the number and value of new
agreements with pharma/biotech customers; and the extent to which the Group is
able to rationalise its property-related cost base, particularly in the UK.
As noted above, the Company raised a total of £14.35m (before expenses) from
new and existing shareholders during the year and after the year end. Whilst
the fundraises were successful, they were carried out at historically low
issue prices per share and involved significant dilution for non-participating
shareholders. There is no guarantee that the Company will be able to access
further cash resources from investors in future.
These conditions, that is, the uncertainties relating to revenue generation
(both from product sales and non-dilutive revenue arising from partnerships or
licensing agreements) along with the ability to raise further funds from
investors, within both the Forecast and Downside scenario represent material
uncertainties related to events or conditions which may cast significant doubt
on the Group and Parent Company's ability to continue as a going concern and,
therefore, it may be unable to realise its assets and discharge its
liabilities in the normal course of business.
Notwithstanding these material uncertainties, based on all the above
considerations, the Directors confirm that they have a reasonable expectation
that the Group and Company have the availability of adequate resources to
continue in operational existence for the foreseeable future, being the period
to 31 December 2026. Accordingly, the Directors continue to adopt the going
concern basis of preparation of the Group and Company financial statements.
Critical judgements and key sources of estimation uncertainty
In the application of the Group's accounting policies, the Directors are
required to make judgements, estimates and assumptions about the carrying
amounts of some assets and liabilities that are not readily apparent from
other sources. The estimates and associated assumptions are based on
historical experience and other factors that are or are considered to be
relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions that are relied upon are reviewed on
an ongoing basis. Revisions to accounting estimates are recognised in the
period in which the estimate is revised if the revision affects only that
period, or in the period of the revision and future periods if the revision
affects both current and future periods.
Critical judgements in applying the Group's accounting policies
Treatment of revenue arising from test sales reimbursed by US insurance payors
The Group recognises revenue when or as the relevant performance obligations
in its contracts with customers are completed. Sales of the Group's
proprietary tests can be paid for by patients, payors with whom the Group has
direct agreements in place, or by US insurers through the reimbursement
process. In this final case, the Group may obtain an acknowledgement of
financial responsibility from a patient before processing a test.
EpiSwitch® CiRT and PSE tests were regularly reimbursed by several US
insurers throughout the year, for a range of amounts. The amount received is
influenced by several factors, including the terms of individual patients'
policies such as requirements for co-payment, the price listed for the test,
if any, in the Centers for Medicare and Medicaid Services (CMS) Clinical
Laboratory Fee Schedule (CLFS), insurers' own coverage policies in respect of
the tests, and claim denials. Where reimbursement for a test is initially
denied, or reimbursed at a lower-than-expected amount, the Group avails itself
of the appeals process that exists in the reimbursement system. At the year
end, a number of appeals were in process but not yet complete.
The above factors are relevant to Management's decision on whether a contract
with a customer exists and therefore whether the five-step process of revenue
recognition included in IFRS 15 Revenue from Contracts with Customers should
be followed or whether instead revenue should be recognised on final receipt
of funds from a payor.
Management exercised judgement in determining that for the Group's test orders
in the period, the patient should be considered the customer, even if there is
no explicit reimbursement agreement in place between the Group and the
patient, the contract with the patient being judged to be established in
accordance with customary business practices.
For the Group's clinical tests, since reimbursement ultimately received from
insurers is variable, Management must exercise judgement in determining the
amount and timing of revenue to be recognised.
Following the guidance in IFRS 15, Management limits the amount of variable
consideration recognised to the "unconstrained" portion of such consideration.
This means that the Group recognises revenue up to the amount of variable
consideration that is not subject to a potential significant reversal until
additional information is obtained or the uncertainty associated with
additional payments or refunds is subsequently resolved.
Since 1 October 2024, the quantity and stability of historical reimbursement
data available to the Group, which it uses to predict receipts from insurers
and therefore the amount of variable consideration to recognise on delivery of
a test report to a patient's doctor, have both increased. For the year ended
30 September 2025, variable consideration arising from US insurance-reimbursed
clinical tests has been recognised, subject to a constraint. In previous
periods, variable consideration was judged to be constrained to zero.
To the extent that this estimate were to be inappropriate, the Group's revenue
for the period would be increased or decreased, but Management do not expect
that this would result in any material change to the amounts recognised in
these financial statements.
Management anticipate that in future periods, as the Group continues to record
more information relating to historical collections experience, it is likely
that judgement will continue to be required in determining the extent to which
variable consideration relating to these tests is unconstrained and should
therefore be recognised.
Identification of the Group's cash-generating unit
In carrying out the impairment review of patent assets set out in more detail
below, Management exercised judgement in determining that the Group currently
has one cash-generating unit (CGU). Guidance states that CGUs are "the
smallest identifiable group of assets that generates cash inflows that are
largely independent of the cash inflows for other assets or groups of assets".
The Group's strategy was expanded in December 2020, to include the development
and commercialisation of proprietary tests. As at 30 September 2025, three lab
developed test products had been launched, with two of these (EpiSwitch® CiRT
and EpiSwitch® PSE) being actively marketed as well as the Group's
EpiSwitch® Explorer Array Kit, which is marketed to the life science research
community. Revenue from products and customer contracts is reported separately
to Directors in the Group's internal management accounts. However, it is not
currently possible to assign separate groups of OBD assets to particular
cashflows. With very limited exceptions, people, premises, equipment and
patents are generally applied to both product and customer contract revenue
streams. This position may change as i) dedicated product sales and marketing
teams are more fully developed, ii) the Group's LDTs are consistently
processed through the Group's US and UK clinical laboratories and iii)
test-specific revenue streams become more predictable.
At present, Management continues to conclude that the Group has one CGU,
relating to all commercial exploitation of its EpiSwitch® technology. If a
different judgement were taken and the Group determined to contain more than
one separately identifiable CGU, as part of the impairment review of the
Group's patent assets conducted at the year end, it would have been necessary
to estimate the recoverable value of each CGU separately and to allocate
patents to those CGUs.
Key sources of estimation uncertainty
Recoverable value of leasehold improvements and right-of-use assets
Assets are reviewed for indicators of impairment at the end of each reporting
period. An impairment review of the right-of-use asset and capitalised
leasehold improvements in respect of the Group and Company's UK property was
conducted as at the year end, because there were a number of indicators of
potential impairment, including Management's decision to rationalise the space
in which it operates its UK operations, which it plans to sublet.
Management carried out an impairment review on the assets affected by the
decision, which have a total carrying value of £0.91m, including £0.25m of
leasehold improvements, determining that no impairment charge should be
recognised.
The estimate of the recoverable value of the Group and Company's currently
unused UK property considered in the impairment review relied on estimates of
the likely:
- timing of successfully subleasing part of the property; and
- rent that would be paid by a subtenant.
Management consulted with professional advisers to develop these estimates. To
the extent that the estimates are materially incorrect, there is a possibility
that Management would fail to recognise an impairment of the Group and
Company's right-of-use and leasehold improvement assets. A delay in the timing
of any subletting of approximately two years relative to Management's estimate
would lead to an impairment to the carrying value.
Intercompany receivable (Company only)
In calculating the lifetime ECL for the balance owed to the Company by its US
subsidiary, Management considered the likelihood that the Group as a whole
will be able to access sufficient funds to continue as a going concern, given
the material uncertainty highlighted above. In addition, Management considered
the expected performance of the Company's US subsidiary in a number of
scenarios, which differed primarily in the forecast rate of growth in sales to
US customers of the Group's clinical tests, allocating a percentage
probability to each scenario. Management further determined the period over
which to estimate lifetime ECL and in arriving at a probability weighted ECL,
Management did not discount any forecast shortfall.
To the extent that Management's estimates of the timing and quantum of US
sales of the Group's clinical tests is incorrect, there is a possibility that
Management would fail to recognise, in the Company's accounts, an additional
ECL provision in respect of the receivable balance owed to the Company by its
US subsidiary. If the Group and Company were not able to access sufficient
funds to continue to operate as a going concern, the ECL would be increased,
potentially to the full amount owed to the Company by its US subsidiary.
3. Revenue
All revenue is derived from the Group's principal activities, namely sales of
proprietary products and biomarker research and development. Analysis of the
Group's revenue by principal activities, geography and pattern of revenue
recognition is as follows:
2025 2024
£000 £000
Continuing operations:
Sales of proprietary products
USA 958 345
Rest of World 137 63
1,095 408
Biomarker research and development
USA - 114
Rest of World - 114
- 228
Consolidated revenue 1,095 636
2025 2024
£000 £000
Continuing operations:
Revenue recognised at a point in time 1,095 408
Revenue recognised over time - 228
1,095 636
Information about major customers
The Group's revenues for the periods covered by this report are derived from a
small number of customers, several of which represent more than 10% of the
revenue for the period. These are summarised below:
2025 2024
£000 £000
Revenue from individual customers each representing more than 10% 107 170
of revenue for the period:
Number Number
Number of individual customers each representing more than 10% 1 2
of revenue for the period.
4. Other operating income
2025 2024
£000 £000
Continuing operations:
Award and grant income 29 476
Income for the year arose from OBD's involvement in the EU-funded HIPPOCRATES
consortium. In the prior year, as well as HIPPOCRATES, other operating income
also included amounts from each of the Company's two PACT awards
5. Business segments
Products and services from which reportable segments derive their revenues
Information reported to the Group's Executive Chairman (who was determined to
be the Group's Chief Operating Decision Maker during the year) for the
purposes of resource allocation and assessment of segment performance is
focused on costs incurred to support the Group's main activities. The Group is
currently determined to have one reportable segment under IFRS 8, that of
sales of proprietary products and biomarker research and development. This
assessment will be kept under review as the Group's activity expands.
The Group's operating expenses and non-current assets, analysed by
geographical location were as follows:
2025 2024
£000 £000
Staff costs
UK 2,408 2,531
USA 2,464 2,869
Rest of World 99 95
Total staff costs 4,971 5,495
Research & development costs
UK 352 540
USA 242 269
Rest of World 21 -
Total research & development costs 615 809
General & other admin costs
UK 3,030 2,598
USA 944 1,837
Rest of World 38 44
Total general & other admin costs 4,012 4,479
Non-current assets
UK 5,053 6,025
USA 723 1,015
Rest of World 29 22
Total non-current assets 5,805 7,062
6. Loss for the year
Loss for the year has been arrived at after charging/(crediting):
2025 2024
£000 £000
Net foreign exchange losses 113 298
Research and development costs (excluding staff costs) 615 809
Amortisation of intangible assets 145 171
Depreciation of property, plant and equipment 386 550
Depreciation of right-of-use assets 668 745
Impairment loss on intangible assets 327 896
Staff costs 4,971 5,495
Share-based payments charged to profit and loss 501 514
Fair value gain on financial liabilities designated as FVTPL (11) (1,349)
7. Earnings per share
From continuing operations
The calculation of the basic and diluted earnings per share is based on the
following data:
2025 2024
£000 £000
Earnings for the purposes of basic earnings per share being net loss (11,153) (11,567)
attributable to owners of the Company
Earnings for the purposes of diluted earnings per share (11,153) (11,567)
2025 2024
No No
Number of shares
Weighted average number of ordinary shares for the purposes of 1,387,075,152 255,728,889
basic and diluted earnings per share*
Pence Pence
Earnings per share
(0.8) (4.5)
Basic and diluted earnings per share
*Ordinary shares that may be issued on the exercise of options or warrants are
not treated as dilutive as the entity is loss-making.
The issue of shares post year end, as set out in note 14, would have
significantly changed the number of ordinary shares outstanding at the end of
the year had that transaction occurred prior to the year end
8. Intangible fixed assets
Group Website development costs Software development costs Patents Total
£000 £000 £000 £000
Cost
At 1 October 2024 62 246 1,529 1,837
Additions - 13 214 227
Derecognition of assets - - (409) (409)
Exchange differences - (1) - (1)
At 30 September 2025 62 258 1,334 1,654
Accumulated amortisation
At 1 October 2024 62 145 279 486
Charge for the year - 50 95 145
Derecognition of assets - - (82) (82)
Exchange differences - (1) - (1)
At 30 September 2025 62 194 292 548
Carrying amount
At 30 September 2025 - 64 1,042 1,106
Group Website development costs Software development costs Patents Total
£000 £000 £000 £000
Cost
At 1 October 2023 62 173 2,101 2,336
Additions - 90 425 515
Derecognition of assets - - (997) (997)
Exchange differences - (17) - (17)
At 30 September 2024 62 246 1,529 1,837
Accumulated amortisation
At 1 October 2023 62 99 262 423
Charge for the year - 53 118 171
Derecognition of assets - - (101) (101)
Exchange differences - (7) - (7)
At 30 September 2024 62 145 279 486
Carrying amount
At 30 September 2024 - 101 1,250 1,351
As at 30 September 2025, in the Group, a total of £nil (2024: £nil) of
patent assets were not yet being amortised because their useful life was
determined not to have begun.
The derecognition of assets with a carrying value of £327,000 was presented
as an impairment in the consolidated income statement (2024: £896,000).
The Group hold no intangible assets that are determined to have indefinite
useful life.
9. Property, plant and equipment
Group Leasehold Office Fixtures Laboratory Total
improvements equipment and fittings equipment
£000 £000 £000 £000 £000
Cost
At 1 October 2024 2,099 199 186 2,000 4,484
Additions 3 - - 14 17
Disposals - (5) - (14) (19)
Exchange differences - 1 (1) (6) (6)
At 30 September 2025 2,102 195 185 1,994 4,476
Accumulated depreciation
At 1 October 2024 648 158 112 1,804 2,722
Charge for the year 210 26 35 115 386
Eliminated on disposals - (5) - (14) (19)
Exchange differences - - (1) (7) (8)
At 30 September 2025 858 179 146 1,898 3,081
Carrying amount
At 30 September 2025 1,244 16 39 96 1,395
Group Leasehold Office Fixtures Laboratory Total
improvements equipment and fittings equipment
£000 £000 £000 £000 £000
Cost
At 1 October 2023 2,084 191 185 2,300 4,760
Additions 15 16 2 61 94
Disposals - (3) - (327) (330)
Exchange differences - (5) (1) (34) (40)
At 30 September 2024 2,099 199 186 2,000 4,484
Accumulated depreciation
At 1 October 2023 437 127 77 1,881 2,522
Charge for the year 211 36 35 268 550
Eliminated on disposals - (3) - (327) (330)
Exchange differences - (2) - (18) (20)
At 30 September 2024 648 158 112 1,804 2,722
Carrying amount
At 30 September 2024 1,451 41 74 196 1,762
10. Right-of-use assets
Group Buildings Other Total
£000 £000 £000
Cost
At 1 October 2024 6,135 18 6,153
Additions 20 - 20
Derecognition (239) - (239)
Exchange differences 1 - 1
At 30 September 2025 5,917 18 5,935
Accumulated depreciation
At 1 October 2024 2,186 18 2,204
Charge for the year 668 - 668
Eliminated on derecognition (239) - (239)
Exchange Differences (2) - (2)
At 30 September 2025 2,613 18 2,631
Carrying amount
At 30 September 2025 3,304 - 3,304
Group Buildings Other Total
£000 £000 £000
Cost
At 1 October 2023 6,241 18 6,259
Additions 18 - 18
Derecognition (12) - (12)
Exchange differences (112) - (112)
At 30 September 2024 6,135 18 6,153
Accumulated depreciation
At 1 October 2023 1,483 17 1,500
Charge for the year 744 1 745
Eliminated on derecognition (12) - (12)
Exchange Differences (29) - (29)
At 30 September 2024 2,186 18 2,204
Carrying amount
At 30 September 2024 3,949 - 3,949
11. Share capital of the company
2025 2025 2024 2024
Number £ Number £
Authorised shares
Ordinary shares of £0.01 each - allotted and fully paid - - 311,855,650 3,118,557
Ordinary shares of £0.001 each - allotted and fully paid 1,957,577,641 1,957,578 - -
Deferred shares of £0.009 each - allotted and fully paid 319,319,226 2,873,873 - -
Total 4,831,451 3,118,557
At 30 September 2024, the Company had one class of ordinary shares which
carried no right to fixed income.
On 28 October 2024, the Company issued 2,285,741 new ordinary shares of £0.01
each.
On 29 November 2024, the Company issued 2,435,178 new ordinary shares of
£0.01 each.
On 24 December 2024, the Company issued 2,742,657 new ordinary shares of
£0.01 each.
On 31 January 2025, the shareholders of the Company approved a share capital
reorganisation, whereby each of the 319,319,226 ordinary shares of £0.01 each
in the capital of the Company then in issue was sub-divided and re-designated
as one new ordinary share of £0.001 each in the capital of the Company and
one deferred share of £0.009 each in the capital of the Company. Following
the Share Capital Reorganisation, there were 319,319,226 ordinary shares
of £0.001 each and 319,319,226 deferred shares of £0.009 each.
As all of the existing ordinary shares were sub-divided and re-designated, the
proportion of the issued share capital of the Company held by each shareholder
immediately following the share capital reorganisation remained unchanged. In
addition, apart from having a different nominal value, each ordinary share
with a nominal value of £0.001 carries the same rights and represents the
same proportionate interest in the Company as an original ordinary share with
a nominal value of £0.01.
The deferred shares created are effectively valueless as they do not carry any
rights to vote or dividend rights. In addition, holders of deferred shares
will only be entitled to a payment on a return of capital or on a winding up
of the Company after each of the holders of ordinary shares have received a
payment of £1,000,000 on each such share. The deferred shares are not
listed on AIM and are not transferable without the prior written consent of
the Board. No share certificates have been issued in respect of the deferred
shares, nor have CREST accounts of Shareholders been credited in respect of
any entitlement to deferred shares. The Board's intention is that deferred
shares will be bought back and cancelled in due course.
On 3 February 2025 and 4 February 2025, the Company issued a total of
1,638,258,415 new ordinary shares of £0.001 each.
No shares were issued on the exercise of share options or warrants during the
year (2024: nil).
The Company has a number of shares reserved for issue pursuant to warrants and
under an equity-settled share option scheme.
12. Lease liabilities
Group 2025 2024
Maturity analysis: £000 £000
Year 1 1,445 1,236
Year 2 1,039 1,030
Year 3 1,041 1,036
Year 4 988 1,042
Year 5+ 1,032 2,020
5,545 6,364
Less: future interest charges (434) (624)
5,111 5,740
Analysed as:
Current 1,288 1,046
Non-current 3,823 4,694
5,111 5,740
13. Share-based payments
Equity-settled share option scheme
In November 2016, the Company established an Enterprise Management Incentive
("EMI") share option scheme, under which options have been granted to certain
employees, and a non-employee option scheme with similar terms, except that
options granted under it do not have EMI status. EMI and non-EMI share options
were also previously granted under a share option scheme established in
October 2008 ("the 2008 Scheme"). The Company does not intend to grant any
further options under the 2008 Scheme. All of the schemes are equity-settled
share-based payment arrangements, whereby the individuals are granted share
options of the Company's equity instruments, namely ordinary shares of 1 pence
(0.1 pence following the share capital reorganisation that took place on 31
January 2025) each.
The schemes include non-market-based vesting conditions only, whereby the
share options may be exercised from the date of vesting until the 10(th)
anniversary of the date of the grant. In prior years, most options vested
under the following pattern: one-third of options granted vest on the first
anniversary of the grant date; one-third on the second anniversary and
one-third on the third anniversary. Certain options granted during and after
the period vest in monthly increments over two or three years.
The options outstanding as at 30 September 2025 have exercise prices in the
range of 0.55p to £2.10.
2025 2024
Number of Weighted Number of Weighted
options average Options average
exercise exercise
price price
£ £
Outstanding at start of period 23,004,495 0.32 9,983,143 0.57
Granted during the period 218,000,000 0.0055 14,048,020 0.15
Forfeited during the period (21,587,733) (0.17) (1,026,668) (0.53)
Exercised during the period - - - -
Outstanding at end of period 219,416,762 0.02 23,004,495 0.32
Exercisable at end of period 37,856,405 0.09 7,506,823 0.67
Weighted average remaining contractual life (in years) of options outstanding 9.28 7.94
at the period end
2025 2024
£000 £000
Expense arising from share-based payment transactions 501 514
The fair value of share options has been estimated using the Black-Scholes
option pricing model. Volatility has been estimated by reference to historical
share price data over a period commensurate with the expected term of the
options awarded. The assumptions for the options granted during the current
and prior periods were as follows:
2025 2024
£000 £000
Share price at date of grant £0.0055 £0.06 to £0.34
Exercise price £0.0055 £0.09 to £0.34
Expected volatility 81% 67% to 69%
Dividend yield 0% 0%
Expected life of option 6.9 9.0 to 9.1 years
Risk free interest rate 4.56% 3.88% to 4.65%
14. Events after the balance sheet date
On 22 October 2025, the Company announced that it had successfully raised
gross proceeds of £7m via the issue of 2,333,333,326 new ordinary shares by
way of a placing, subscriptions and retail offer. The new shares were
ultimately issued on 10 and 11 November 2025.
15. Related party transactions
Ultimate controlling party
There is no ultimate controlling party.
Subsidiaries
Transactions between the parent company and its subsidiaries reflect recharges
for the cost of services performed on behalf of the parent company and
purchases of fixed assets from group companies by the parent company.
Transactions and balances between the parent company and group entities are
shown in the table below:
Services provided by group entities Fixed assets purchased from group entities Services provided to group entities Amounts due from group entities Amounts due to group entities
£000 £000 £000 £000 £000
Year ended 30 September 2025
Oxford BioDynamics Inc 145 - 167 8,448 -
Oxford BioDynamics (M) Sdn Bhd 170 - 5 - 67
Oxford BioDynamics Pte Ltd - - 4 - 366
Year ended 30 September 2024
Oxford BioDynamics Inc 428 - 199 4,929 -
Oxford BioDynamics (M) Sdn Bhd 164 - 6 - 49
Oxford BioDynamics Pte Ltd - - 4 - 378
Other related parties
During the year ended 30 September 2025, the Group had transactions with
related parties as shown in the table below.
Net amount paid / (received)
Related party Nature of relationship Reason for transactions 2025 2024
£000 £000
Baden Hill LLP Non-Executive Director Matthew Wakefield (who was Non-Executive Director until Baden Hill acted as subagent to the lead broker and was paid commission in the 63 168
17 March 2025) is a partner and shareholder in Baden Hill form of 12,580,000 newly issued shares in connection with the fundraising in
February 2025.
Baden Hill acted as joint broker and was paid commission in connection with
the Placings through which the Company raised equity funds in April 2024.
Ms S Erdyneeva Daughter of Jon Burrows (who was a Director and Chief Executive Officer until Employment as Social Media Specialist in OBD Inc. 13* 59
16 December 2024)
Vulpes Investment Management through Vulpes Testudo Fund Vulpes Investment Management is controlled by Non-Executive Director Stephen Vulpes Investment Management acquired new ordinary shares through the equity (1,000) (200)
Diggle fundraises in April 2024 and February 2025
Vulpes Testudo Fund provided an interest-free, unsecured, subordinated loan 111 -
facility of up to £1m to the Company during the period for which it received
an arrangement and termination fee, paid in newly-issued ordinary shares
* costs stated relate to the period 1 October 2024 to 16 December 2024.
During the period 25,755,402 new ordinary shares were issued to six Directors
(in addition to amounts in respect of Stephen Diggle shown in the table above)
for a total of £152,000 (in lieu of salary as shown below and as part of the
fundraising in February 2025) (2024: 1,166,664 new ordinary shares issued for
£105,000, as part of the fundraising in April 2024).
No amounts were owed by or to the related parties above at 30 September 2025
(2024: £nil).
Key management compensation
The key management personnel are the Directors of the Company and members of
the Executive Management Team. The remuneration that they have received during
the year is set out below in aggregate for each of the categories specified in
IAS 24 Related Party Disclosures.
2025 2024
£000 £000
Short-term employee benefits 1,370 911
Pension contributions 99 71
Total Directors' and Executive Management Team's remuneration 1,469 982
Employer's NIC 167 117
Termination benefits 293 -
Share-based payments 346 293
Total cost of key management personnel 2,275 1,392
Aggregate emoluments of the highest paid director 210 405
Figures for 2025 in the table above include the costs of 3 more staff members,
now considered to be key management personnel, than for the prior year.
Salary and fees paid in shares
During the period 1 October 2024 to 31 December 2024, certain of the Directors
and other key management personnel received a proportion of between 25% and
35% of the net salary or fees due to them in newly issued ordinary shares of
the Company. Details of the shares received were as follows:
Director Position Shares Issued Market value(1)
No. £
Dr Jon Burrows Chief Executive Officer 1,542,002 18,734
Dr Alexandre Akoulitchev Chief Scientific Officer 625,881 7,576
Paul Stockdale Chief Financial Officer 579,435 7,014
Matthew Wakefield Non-Executive Chairman 316,110 3,827
Dr David Holbrook Non-Executive Director 159,964 1,936
Other key management personnel Miscellaneous positions 1,854,615 22,415
( )
(1) Market value is stated at the closing price of the Company's shares on the
latest practicable dates prior to each share issue.
There were no similar transactions in the prior year.
Transactions involving key management personnel
No advances, credits or guarantees have been entered into with any of the
Directors of the Company.
Notes for Editors
About Oxford BioDynamics Plc
Oxford BioDynamics Plc (AIM: OBD) is an international biotechnology company,
advancing personalized healthcare by developing and commercializing precision
clinical diagnostic tests for life-changing diseases.
Currently OBD has two commercially available products: the EpiSwitch® PSE
(https://url.avanan.click/v2/___http:/www.94percent.com/___.YXAxZTpzaG9yZWNhcDphOm86ZGFiYjhlY2EwMWM5YWYzYjdhZjZhZmExZGM4OTMyMDg6NjphZTRmOjE1ZmE3ZTA1NmFmMzlmYjIzZmFhOGU1NTc5MWI0OTdiODZmMjVmOTFlOWQ2YjBiZTM3YmNmMTMxMGYxOTcxMjI6cDpU)
(EpiSwitch Prostate Screening test) and EpiSwitch® CiRT
(https://url.avanan.click/v2/___https:/www.mycirt.com/___.YXAxZTpzaG9yZWNhcDphOm86ZGFiYjhlY2EwMWM5YWYzYjdhZjZhZmExZGM4OTMyMDg6NjpjZGI4OjQ3ZWJmMjU3YzNhNjYzYzNiYWVjZGNlMTJjZDM5ZGZkYzBlNmQyNTc0OTdlZWU4ZGI4ODFlYzU1OWZmN2JmMWE6cDpU)
(Checkpoint Inhibitor Response Test) blood tests. PSE boosts the predictive
accuracy of a PSA test from 55% to 94% when testing the presence or absence of
prostate cancer. CiRT is a highly accurate (85%) predictive response test to
immuno-oncology checkpoint inhibitor treatments.
The tests are based on OBD's proprietary 3D genomic biomarker platform,
EpiSwitch® which enables screening, evaluation, validation and monitoring of
biomarkers to diagnose patients or determine how individuals might respond to
a disease or treatment.
OBD's clinical smart tests have the potential to be used across a broader
range of indications, and new tests are being developed in the areas of
oncology, neurology, inflammation, hepatology and animal health.
The Group's headquarters and UK laboratories are in Oxford, UK. Its US
operations and clinical laboratory are in Maryland, USA, along with a
reference laboratory in Penang, Malaysia.
OBD is listed on the London Stock Exchange's AIM (LSE: OBD). For more
information, please visit the Company's website, www.oxfordbiodynamics.com
(https://url.avanan.click/v2/___http:/www.oxfordbiodynamics.com___.YXAxZTpzaG9yZWNhcDphOm86ZGFiYjhlY2EwMWM5YWYzYjdhZjZhZmExZGM4OTMyMDg6Njo3YmRiOmUxODM2ZWZhYmIxNjdhMjFiNTMxOThjNjE0YzMwYzg5YzA1MjI2MmYxMGY0ZTU1MzdjYzdlYzg1NDA5ZTcyOWU6cDpU)
, X (@OxBioDynamics) or LinkedIn
(https://url.avanan.click/v2/___https:/www.linkedin.com/company/oxford-biodynamics___.YXAxZTpzaG9yZWNhcDphOm86ZGFiYjhlY2EwMWM5YWYzYjdhZjZhZmExZGM4OTMyMDg6NjozM2I4OmVmNzdkN2M0NmYxZDg3ODc0MWQ1NDEyMGQ4MjAxOWVmMTg4ZTMzNWY4MTA5NGE3NTE5ZDdlNWIwNjI5MTRhMTM6cDpU)
.
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