REG - Renalytix PLC - Audited Full Year Fiscal 2025 Results
03/11/2025 07:00
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RNS Number : 8163F Renalytix PLC 03 November 2025
Renalytix plc
("Renalytix" or the "Company")
Audited Full Year Fiscal 2025 Results
LONDON and NEW YORK, 3 November 2025 - Renalytix plc (LSE: RENX) (OTCQB:
RNLXY), a precision medicine diagnostics company, with kidneyintelX.dkd, the
only FDA-approved and Medicare reimbursed prognostic test to support
early-stage risk assessment in chronic kidney disease, announces its audited
financial results for the fiscal year ended 30 June 2025.
FINANANCIAL & COMMERICAL HIGHLIGHTS
Sound financial governance and operational focus provides pathway to continued
growth
· Total revenues up 30% to $3.0 million (FY24: $2.3 million)
· Revenue growth across all revenue streams, additional integration
with large physician practice in NY and increased pharma services revenue from
global pharma leaders
· Increased margins through testing volume build, with continued focus
on improving operational efficiencies with greater scale throughout FY26
· 54% decrease in underlying EBITDA loss through savings in
administrative expenses following operating expense reductions, delisting from
NASDAQ, and regaining Foreign Private Issuer status
· Receipt of more than $1million in R&D cash tax credits for claims
relating to FY24 and FY23, including $0.4 million post year end
· Over-subscribed, institutional led equity capital fundraise in
September 2025 for £6.7 million
· Operational improvements resulted in a 50% reduction in laboratory
test turn-around time
· Collaboration agreement announced with Tempus AI to expand US
national availability of kidneyintelX.dkd
COMMERCIAL HIGHLIGHTS
Scaling EMR integrated growth and continued real world data generation
· First operating year with Medicare insurance reimbursement
improvements in A/R turn and average unit testing price improvement
· Continuing validation of benefits of electronic medical record (EMR)
integration for automated at-risk patient identification and corresponding
doctor alerts for testing adoption
· Full integration completed with a New York based primary care
physician health care network further validating business model to reach large
primary care doctor treating base
· Additional health care provider networks slated for EMR integrated
testing of kidneyintelX.dkd in calendar 2025
· Expanded access via community nephrology: collaboration with New York
Kidney & Hypertension Medicine (NYKHM) to enable testing access for 2,000+
patients in underserved NY communities
· Strategic alignment of sales and operational teams with focus on key
markets of New York, Texas, and Florida
· Publication of data in support of kidneyintelX.dkd clinical utility
including:
o Published in Journal of the American Society of Nephrology (JASN) invited
review highlighting the role of kidneyintelX.dkd in risk-based therapy
allocation and noting inclusion in KDIGO guidelines
o Late breaking data presentation at National Kidney Foundation Spring
meeting showing significant impact of kidneyIntelX.dkd on risk-based care when
compared to a contemporary control group
o Pivotal analyses presented at ERA 2025 (Vienna) showing kidneyIntelX.dkd
enhances risk stratification across KDIGO categories and that SGLT2i therapy
reduces KidneyIntelX risk levels in just 12 months, significantly slowing
disease progression
Post-period highlights
· Tempus AI collaboration (September 2025): Strategic partnership to
integrate kidneyIntelX.dkd testing into Tempus' precision medicine platform,
expanding access to providers and patients for scaled commericalisation
· Partnership with MVP Health Care (August 2025): kidneyIntelX.dkd
testing to be made available across all of the eligible MVP 770,000 members in
New York and Vermont
· Expansion into Arizona as part of our sales strategy, our fourth
territory, identified for its high Medicare population
BOARD UPDATE
· The Company also announces that Julian Baines will be transitioning
from his current role as Executive Chairman to Non-Executive Chairman, with
effect from 1 January 2026
For further information, please contact:
Renalytix plc www.renalytix.com (http://www.renalytix.com)
James McCullough, CEO Via Walbrook PR
SP Angel Corporate Finance LLP (Nominated Adviser and Joint Broker) Tel: +44 (0)20 3470 0470
Jeff Keating / David Hignell (Corporate Finance)
Vadim Alexandre (Corporate Broking)
Oberon Capital (Joint Broker) Tel: +44 (0)20 3179 5300
Mike Seabrook / Nick Lovering
Walbrook PR Limited Tel: 020 7933 8780 or renalytix@walbrookpr.com
(mailto:renalytix@walbrookpr.com)
Paul McManus / Alice Woodings Mob: 07980 541 893 / 07407 804 654
About Renalytix (www.renalytix.com)
Renalytix (LSE: RENX) (OTCQB: RNLXY) is an artificial intelligence-enabled in
vitro diagnostics company, focused on optimizing clinical management of kidney
disease to drive improved patient outcomes. Renalytix has received FDA
approval and Medicare reimbursement for kidneyintelX.dkd which is now offered
commercially in the United States.
Unrecognized and uncontrolled kidney disease remains one of the largest
barriers to controlling cost and suffering in the United States and the United
Kingdom's medical system, affecting over 14 million and 8 million people,
respectively. After five years of development and clinical validation,
kidneyintelX.dkd is the only FDA-approved and Medicare reimbursed prognostic
tool capable of understanding a patient's risk with kidney disease early where
treatment has maximal effect. kidneyintelX.dkd is now being deployed across
large physician group practices and health systems in select regions of the
United States.
The over 15,000 patients that have been tested by kidneyintelX.dkd have
produced a substantial body of real-world performance data. In patient
populations where kidneyintelX.dkd has been deployed, a demonstrated and
significant increase in diagnosis, prognosis, and treatment rates have been
recorded. kidneyintelX.dkd now has full reimbursement established by Medicare,
the largest insurance payer in the United States, at $950 per reportable
result. kidneyintelX.dkd is also recommended for use in the international
chronic kidney disease clinical guidelines (KDIGO).
KidneyIntelX is based on technology developed by Mount Sinai faculty and
licensed to Renalytix AI, Inc. Mount Sinai faculty members are co-founders and
equity owners in the Company. In addition, the Icahn School of Medicine at
Mount Sinai has equity ownership in Renalytix. For information about the
kidneyintelX,dkd test, visit kidneyintelx.com (http://kidneyintelx.com/) .
CEO STATEMENT
FY2025 was a key year for establishing a solid pathway for testing adoption,
life science services and strategic partnering. This was the first full year
during which we had Medicare reimbursement coverage for our FDA prognostic
blood test, kidneyintelX.dkd. We made advances in our pharma service business
and have substantially restructured our operations around commercial
capability for a significantly reduced cost base. These milestones translated
to measurable results in commercial testing volumes increasing by 37%, total
revenues growing by 30%, and the average number of recurring ordering
physicians per quarter rising by 69%.
KidneyintelX.dkd testing was designed to be integrated directly into large
electronic medical record (EMR) systems where identification of patients
at-risk can be automated and alerts can be sent to treating doctors. We have
proven this is an effective method for driving adoption and greatly
simplifying process for doctors in both large, complex health care systems and
smaller doctor networks. In FY2025, this integrated approach continues to
prove successful at supporting ordering doctors and will allow us to drive
national scale. Strategic partners with already established services through
EMR integrations can significantly enhance this model.
Strategic partnerships with key stakeholders driving accelerated growth
Over the past year, we have advanced several strategic partnership initiatives
that have now come to fruition.
In July 2025, we announced an agreement with MVP Health Care, a U.S. based
insurer covering more than 700,000 patients. Beyond expanding physician and
patient access, this agreement reinforces that Renalytix and kidneyIntelX.dkd
are establishing a leadership position in chronic kidney disease management
and gaining increasing recognition in the market.
In September 2025, we signed an agreement with Tempus AI, Inc. ("Tempus"), a
clear leader in delivery of integrated advanced diagnostic testing and life
science services in the United States. We believe our collaboration with
Tempus will enable us to accelerate introduction of kidneyintelX.dkd into
large hospital systems and community healthcare practices across the U.S.,
significantly expanding our distribution over the next five years. Our
relationship with Tempus AI has continued to develop positively, with ongoing
progress in aligning commercial activities.
We are continuing active discussions with other strategic partners that would
complement our existing collaboration and provide seamless, integrated access
of kidneyintelX.dkd directly into primary care and specialist clinical
workflows in the United States and the global health care system.
Financial Resilience & Operational Focus
In October 2024, we successfully renegotiated our long-term debt and settled
key creditor balances, positioning the Company with a positive net asset base
and enabling greater focus on business reorganisation and investment in
commercial growth. Subsequent to the end of FY2025, our Balance Sheet was
further improved with the conversion of an additional $4 million of
convertible debt leaving our outstanding long-term debt at £3.1 million as of
October 2025.
I would like to thank our shareholders, both longstanding and new, for their
continued support through two oversubscribed capital raises: £11.8 million in
October 2024 and £6.7 million in September 2025. These financings have
provided Renalytix with a stable platform to pursue its accelerated growth
trajectory into FY26 and beyond.
We have also leveraged our ongoing and historical R&D activities to secure
more than $1.3 million in cash from backdated R&D claims and grant income,
further strengthening our balance sheet and supporting continued operational
execution.
Administrative expenses decreased by more than 40% year-on-year, driven by
headcount and operations optimization, delisting from NASDAQ, and the
regaining foreign private issuer status. While reorganisation and delisting
costs were higher than anticipated, the resulting reduction has provided a
lower, predictable cash burn profile.
With a net Medicare reimbursement at $931 per test paid within 30 days,
alongside continued support from commercial payers, we now have reliable data
to accurately forecast cashflows and underpin financial resilience. Building
on this foundation, our focus is shifting toward operational efficiencies,
optimizing margins, and investing in scalability and testing productivity.
Unlocking value through pharma collaborations
Our service revenue, generated through collaborations and partnerships with
leading pharmaceutical and research organizations, is growing. During the
year, service customers included AstraZeneca, Steno Diabetes Center, AION
Health Span, as well as collaborations with The Joslin Diabetes Center and a
major pharmaceutical partner announced post year-end. We believe these service
programs which drove a greater than 200% increase in revenues versus the prior
year, are an important part of establishing kidneyintelX.dkd and KidneyIntelX
technology as an international standard for understanding patient response to
new drug therapies and ultimately drug therapy utility in the field.
Renalytix has in-licensed and continued to develop one of the largest blood
and urine based proprietary biomarker portfolios in chronic kidney disease. We
believe we are uniquely positioned to support global pharmaceutical companies
in developing the next generation of kidney and related chronic disease
therapies.
We believe kidney disease and chronic disease in general is undergoing an
accelerated drive towards precision personalised medicine, similar to what has
been remarkably successful in the oncology industry. New tools like
kidneyintelX.dkd that can provide advanced guidance to doctors using a rapidly
expanding portfolio of new therapies such as SGLT2 inhibitors and GLP1s,
creates a long overdue revolution in treatment and outcomes in this large
chronic disease population. Renalytix is very well positioned to continue
building recurring revenue opportunities where barriers to entry remain very
high and unsustainable health care costs are driving favorable policy
changes.
Strategic drivers for FY2026
Integrating kidneyintelX.dkd into the electronic medical record ('EMR')
systems of large health care providers remains a top priority for FY2026 and
provides us with ability to scale growth without the corresponding overhead
load of building a salesforce. We have now proven that EMR integration
overcomes one of our primary barriers to adoption; identifying
kidneyintelX.dkd eligible patients quickly and easily who are coming in for a
visit with their doctors. EMR integration accomplishes this in large and small
health care groups automatically and provides doctors with an alert that can
be translated into a test order seamlessly. Where kidneyIntelX.dkd is
deployed in a hospital or doctor practice group EMR setting, we see increases
in basic diagnosis rates, targeted drug prescriptions timely referrals and
other key quality metrics - all of which can have a significant impact
reducing the worst effects of kidney disease and enable important doctor
incentives.
Outlook
There is growing recognition of the importance of early intervention in
chronic disease and the critical role that precision medicine and,
specifically, prognostic testing play. Our Medicare coverage, combined with
partnerships such as MVP Health Care, validate this trend, and to date we are
proud to have provided testing to more than 18,000 patients.
We continue to strengthen our presence in our initial three target states -
Florida, Texas, and New York. In FY26, we expanded into Arizona as our fourth
target market, which collectively represents approximately 20% of the total
addressable kidneyintelX.dkd market.
We remain focused on advancing new collaborations such as Tempus AI and MVP,
which can significantly expand patient and clinician access to
kidneyintelX.dkd testing nationally. We expect to announce additional
complimentary strategic agreements in FY26 and intend to host a capital
markets day in Q3-FY26 to outline our growth strategy and commercial
priorities.
We believe we are well positioned to deliver important and necessary change in
chronic kidney disease management in the United States and globally.
James R. McCullough
Chief Executive Officer
FINANCIAL REVIEW
The results presented cover FY25. The presentational currency for Renalytix
plc and its subsidiaries (together, the "Group") is the United States Dollar.
INCOME STATEMENT
Revenue
The Group recognised a total of $3.0 million in revenue in the financial year
ended 30 June 2025 ("FY25") an increase of $0.7 million from the prior
year (FY24: $2.3 million). Testing revenue increased to $2.7 million
(FY24: $2.2 million) driven by growth through our direct to doctor channel
which saw a 52% quarter on quarter growth in Q4FY25. Pharmaceutical revenues
grew by 200% to $0.3 million (FY24: $0.1 million) following
services provided to Astra Zeneca, AION Healthspan and others.
Gross Margin
Gross margin for the year was 40% (FY24: 9%). The increase in margin is
attributable to efficiencies in lab processing times, reduction in
depreciation and amortisation attributed to cost of sales and increased
services revenue which carry higher margins.
Administrative Costs
During FY25, administrative expenses totaled $18.4 million (FY24:
$30.7 million). The major items of expenditure were general and
administrative costs of which included $9.0 million in employee-related costs
including the sales team and related sales commissions (FY24: $11.0
million), $2.4 million in subcontractors, legal, accounting, and other
professional fees (FY24: $7.1 million), $0.9 million in external R&D
Services, lab supplies and lab services (FY24: $5.1 million), $0.7 million
in insurance (FY24: $1.4 million), $0.0 million in depreciation and
amortisation (FY24: $2.0 million), $0.4 million in marketing and public
relations (FY24: $0.7 million), $0.9 million in IT related costs
(FY24: $1.1 million), $0.3 million in office related expenses including rent
(FY24: $0.5 million), $0.2 million in stock exchange listing and filing fees
(FY24: $0.2 million), $3.2 million in stock based compensation (FY24: $1.1
million) and $0.4 million in other expenses (FY24: $0.5 million).
Research & Development Tax Credits
During the year the business recognised $1.4 million in R&D tax credits in
relation to research and development performed during 2023, 2024 and the
current 2025 financial year. Tax credits of $0.7 million were received during
the year, $0.4 million in relation to FY24 was received post year end and $0.3
million has been accrued in relation to the R&D work performed during
FY25. The Group expects to receive this in early Q3-FY26.
Gain (Loss) On Financial Assets at Fair Value Through Profit Or Loss
The Group accounts for the investment in VericiDx equity securities at fair
value, with changes in fair value recognised in the income statement. During
the year ended 30 June 2025, we recorded a loss of $0.6 million to adjust
the VericiDx investment to fair value. During the year ended 30 June 2024, we
recorded a loss of $0.5 million to adjust the VericiDx investment to fair
value.
Fair Value and Settlement Adjustment Of Convertible Debt
We elected to account for the convertible notes at fair value with qualifying
changes in fair value recognised through the income statement until the notes
are settled. This excludes fair value adjustments related to
instrument-specific credit risk, which are recognised in Other Comprehensive
Income. During the period, the convertible notes were settled for a new note
for $7.8 million and equity. The old convertible loan note was
derecognised. For the year ended 30 June 2025, we recorded a loss
of $0.4 million to adjust the old convertible notes to fair value. For the
year ended 30 June 2024, we recorded a loss of $3.8 million to adjust the old
convertible notes to fair value. Upon derecognition we recorded a loss of $3.5
million which was the difference between the fair value of the notes on the
balance sheet and the remaining principal of the bond.
Finance Income (Expense)
During the year ended 30 June 2025, we recognised a loss of $0.1 million,
which was comprised of $0.1 million of grant income, $0.0 million interest
income earned on our cash deposits, $0.3 million of foreign exchange
gains, and offset by $0.5 million of interest expense and $0.0 million of
realised loss on the sale of VericiDx shares. During the year ended 30 June
2024, we recognised a loss of $0.2 million, which was comprised of $0.2
million of grant income, $0.2 million interest income earned on our cash
deposits, and offset by $0.5 million of foreign exchange losses and $0.1
million of realised loss on the sale of VericiDx shares.
BALANCE SHEET
Inventory
Inventory consists of consumable materials used by the labs to carry out
KidneyIntelX tests. Inventory on hand at 30 June 2025 totaled $0.2 million
(FY24: $0.3 million).
Fixed Assets
Property, plant, and equipment consists of laboratory equipment being used to
support testing and product development activities. At 30 June 2025, the group
held $0.2 million in net property, plant, and equipment (FY24: $0.2 million).
Intangible Assets
The Group held Nil net book value of intangible assets at 30 June
2025 (FY24: $nil). The Group had fully impaired its intangible assets in
FY24 .
Investment in Verici Dx
At the end of FY25 the group held 8,581,682 shares in Verici Dx, the fair
value of the investment in Verici Dx was $0.1 million at 30 June 2025 (FY24:
$0.7 million).
Convertible & Promissory Note
As part of the fund raise and balance sheet restructure in October 2024, the
outstanding bond with a maturity date of 2027 was settled with an issue of
shares and a new convertible bond. The new bond principal was $7.9 million
with a maturity date of July 2029. The bond is non-amortising so no capital
repayments are required, with full repayment at the maturity date. The bond
has an interest rate due quarterly of 5.5% or a 7.5% 'Payment In Kind'
('PIK') interest rate which, if the Company elects, allows them to roll the
interest into the bond. To date the Company has elected the PIK interest. The
bond is convertible by the bond holder at a price of $0.30 per share from
April 2026. The bond issuer has the right to elect to pay a cash alternative
instead of conversion or to repay the bonds at any time. The convertible
element of the bond was determined to be an embedded derivative which has been
accounted for at fair value through profit or loss. The accounting
treatment and fair value at the reporting date have been disclosed in note 30
to these accounts.
A trade debt of $0.4 million to professional advisors in relation to
outstanding legal and professional fees was also converted into a promissory
note with an interest rate of 5%, due in one payment at the maturity date of
July 2029. The renegotiation of these debts has helped the company move to a
net current asset position and provided the company with the ability to
direct cashflows towards investment in commercial and operational growth.
Cash & Fund Raises
The Group had cash on hand of $3.6 million at 30 June 2025 (FY24:
$4.7 million). The Group raised $14m in October 2024 as part of the
restructure through an over subscribed fund raise. A further fund raise post
year end in September 2025 raised approximately $9.0 million (after expenses),
helping to ensure sufficient capital to continue on our growth trajectory and
maximise partnership opportunities.
FINANCIAL STATEMENTS
Consolidated Income Statement
FOR THE YEAR ENDED 30 June 2025
Notes Period to 30 June 2025 Period to 30 June 2024
$M $M
Continuing Operations
Revenue 8 3.0 2.3
Cost of Sales 9 (1.8 ) (2.1 )
Gross profit 1.2 0.2
Administrative expenses 10 (18.4 ) (30.7 )
Operating loss (17.2 ) (30.5 )
Impairment of Intangibles 0.0 (10.5 )
Gain (loss) on financial assets at fair value through profit or loss 23 (0.6 ) (0.5 )
Fair value adjustment of convertible debt 30 (0.4 ) (3.8 )
Settlement of Convertible Bond 30 (3.5 ) -
Finance (costs) income - net 15 (0.1 ) (0.2 )
Loss before tax (21.8 ) (45.5 )
Taxation 16 1.4 -
Loss for the Period (20.4 ) (45.5 )
Earnings per Ordinary share from continuing operations
Basic 17 $ (0.07 ) $ (0.42 )
Diluted 17 $ (0.07 ) $ (0.42 )
Consolidated Statement of Comprehensive Income
FOR THE YEAR ENDED 30 June 2025
Period to 30 June 2025 Period to 30 June 2024
$M $M
Loss for the period - continuing operations (20.4 ) (45.5 )
Other comprehensive income:
Items that may be subsequently reclassified to profit or loss
Changes in the fair value of the convertible notes - 0.3
Settlement of Convertible Notes - -
Currency translation differences (0.9 ) (0.3 )
Other comprehensive (loss)/income for the period (0.9 ) 0.0
Total comprehensive loss for the period (21.3 ) (45.4 )
Items stated above are disclosed net of tax.
Consolidated and Company's Statements of Financial Position
AS AT 30 June 2025
Notes Group As at 30 June 2025 Group As at 30 June 2024 Company As at 30 June 2025 Company As at 30 June 2024
$M $M $M $M
Assets
Non-current assets:
Property, plant and equipment 18 0.2 0.2 - -
Right of use asset 19 - - - -
Intangible assets 20 - - - -
Investment in subsidiaries 21 - - 3.3 -
Other long term assets 0.1 0.1 - -
Total non-current assets 0.3 0.3 3.3 -
Current Assets
Inventory 22 0.2 0.3 - -
Security Deposits 23 0.1 (0.0 ) - -
Financial asset at fair value through profit or loss 23 0.1 0.7 0.1 0.7
Trade and other receivables 24 0.6 0.7 0.0 -
Due from subsidiaries - - 11.0 -
Prepaid and other current assets 25 1.2 0.4 0.7 0.2
Cash and cash equivalents 26 3.6 4.7 1.6 2.1
Total current assets 5.8 6.8 13.4 3.0
Total assets 6.1 7.1 16.7 3.0
Equity attributable to owners of the parent
Share capital 27 1.1 0.5 1.1 0.5
Share premium 27 141.3 121.8 141.3 121.8
Share-based payment reserve 28 17.7 14.5 17.4 14.2
Accumulated other comprehensive income (2.0 ) (1.1 ) (0.3 ) -
Retained earnings/(deficit) (165.1 ) (144.7 ) (155.2 ) (145.4 )
Total equity (7.0 ) (9.0 ) 4.3 (8.9 )
Liabilities
Current liabilities:
Trade and other payables 29 4.8 7.6 2.1 2.6
Current lease liabilities 19 - 0.0 - -
Note payable current 30 - 4.2 - 4.2
Current due to affiliated company - - 2.0 0.8
Total current liabilities 4.8 11.8 4.1 7.6
Non-current liabilities
Note payable non-current 30 8.3 4.3 8.3 4.3
Total non-current liabilities 8.3 4.3 8.3 4.3
Total liabilities 13.1 16.1 12.4 11.9
Total equity and liabilities 6.1 7.1 16.7 3.0
The Company has elected to take the exemption under section 408 of the
Companies Act 2006 not to present the Parent Company income statement. The
loss for the Parent Company for the year was $9.8 million. (Year ended 30
June 2024: loss of $155 million).
Consolidated and Company's Statements of Cash Flows
FOR THE YEAR ENDED 30 June 2025
Notes Group As at 30 June 2025 Group As at 30 June 2024 Company As at 30 June 2025 Company As at 30 June 2024
$M $M $M $M
Cash flows from operating activities:
Loss before income tax (21.8 ) (45.5 ) (11.2 ) (154.8 )
Adjustments for - -
Depreciation 18 0.0 0.2 - -
Amortisation 20 - 2.3 - 2.0
Impairment of Assets 20 - 10.5 - 140.6
Impairment of property and equipment 18 - 0.6 - -
Share-based payments 28 3.2 1.1 0.3 0.0
Cost of repayment of convertible bond 30 3.5 - 3.5 -
Unrealised loss (gain) on financial asset at fair value through profit or loss 0.5 0.5 0.5 0.5
Realised loss on sale of ordinary shares in VericiDx 0.0 0.1 0.0 0.1
Fair value adjustment of convertible debt 30 0.4 3.8 0.4 3.8
Foreign Exchange loss (gain) (0.4 ) (0.2 ) (0.4 ) (0.0 )
Changes in working capital - -
Trade and other receivables 24 0.1 0.1 (11.0 ) 5.6
Prepaid assets and other current assets 25 (0.8 ) 0.2 (0.5 ) 0.0
Inventory 22 0.1 0.4 - -
Trade and other payables 29 (2.7 ) (4.0 ) 1.8 0.5
Net cash used in operating activities (17.9 ) (29.8 ) (16.6 ) (1.7 )
Cash flows from investing activities:
Proceeds from sale of investments 0.0 0.1 0.0 0.1
Investment in Subsidiary - - (0.4 ) (14.7 )
Net cash generated by/(used in) investing activities 0.0 0.1 (0.4 ) (14.6 )
Cash flows from financing activities
Repayment of convertible notes 30 (3.5 ) (1.7 ) (3.5 ) (1.7 )
Issue of shares (net of issue costs) 27 19.5 11.8 19.5 11.8
Proceeds from the issuance of ordinary shares under employee share purchase 27 - 0.1 - 0.1
plan
Lease payments - (0.2 ) - -
Net cash generated from financing activities 16.0 10.0 16.0 10.2
Net increase/(decrease) in cash and cash equivalents (1.9 ) (19.7 ) (1.0 ) (6.1 )
Cash and cash equivalents at beginning of period 4.7 24.7 2.1 8.6
Effect of exchange rate changes on cash 0.8 (0.3 ) 0.5 (0.4 )
Cash and cash equivalents at end of period 26 3.6 4.7 1.6 2.1
Consolidated Statement of Changes in Equity
FOR THE YEAR ENDED 30 June 2025
Share-based Accumulated other
Share Capital Share Premium payment reserve comprehensive income Retained earnings Total Equity
$M $M $M $M $M $M
At 30 June 2023 0.3 104.9 13.5 (1.2 ) (99.2 ) 18.3
Comprehensive income - - - - -
Loss for the period - - - - (45.5 ) (45.5 )
Other comprehensive income - - - - - -
Changes in fair value of convertible notes - - - 0.3 - 0.3
Currency translation differences - (0.0 ) - (0.2 ) - (0.2 )
Total comprehensive income - (0.0 ) - 0.1 (45.5 ) (45.4 )
Transactions with Owners
Share-based payments - - 1.1 - - 1.1
Shares issues under ESPP - 0.1 - - - 0.1
Shares issued for repayment of convertible bond 0.0 5.0 - - - 5.0
Vesting of RSUs 0.0 0.1 (0.1 ) - - (0.0 )
Shares issued under Securities Purchase Agreement 0.2 13.4 - - - 13.6
Less issue costs - (1.7 ) - - - (1.7 )
Total transactions with owners of the parent, recognised directly in equity 0.2 16.9 1.0 - - 18.1
At 30 June 2024 0.5 121.8 14.5 (1.1 ) (144.7 ) (9.0 )
Comprehensive income
Loss for the period - - - - (20.4 ) (20.4 )
Other comprehensive income
Changes in fair value of convertible notes - - - - - -
Settlement of convertible notes - - - - - -
Currency translation differences - - (0.9 ) - (0.9 )
Total comprehensive income - - - (0.9 ) (20.4 ) (21.3 )
Transactions with Owners
Share-based payments - - 3.2 - - 3.2
Shares issued for repayment of convertible bond 0.0 1.6 - - - 1.6
Shares issued under Securities Purchase Agreement 0.6 18.8 - - - 19.4
Less issue costs - (0.9 ) - - - (0.9 )
Total transactions with owners of the parent, recognised directly in equity 0.6 19.5 3.2 - - 23.3
At 30 June 2025 1.1 141.3 17.7 (2.0 ) (165.1 ) (7.0 )
Company's Statement of Changes in Equity
FOR THE YEAR ENDED 30 June 2025
Share-based Accumulated other
Share Capital Share Premium payment reserve comprehensive income Retained earnings Total Equity
$M $M $M $M $M $M
At 30 June 2023 0.3 104.9 13.2 (0.4 ) 9.4 127.4
Comprehensive income - - - - -
Loss for the period - - - - (154.8 ) (154.8 )
Other comprehensive income - - - - -
Changes in fair value of convertible notes - - - 0.3 - 0.3
Currency translation differences - (0.0 ) - 0.1 - 0.1
Total comprehensive income - (0.0 ) - 0.4 (154.8 ) (154.4 )
Transactions with Owners
Share-based payments - - 1.1 - - 1.1
Shares issued for repayment of convertible bond 0.0 5.0 - - - 5.0
Vesting of RSUs 0.0 0.1 (0.1 ) - - (0.0 )
Shares issued under Securities Purchase Agreement 0.2 13.4 - - - 13.6
Less issue costs - (1.7 ) - - - (1.7 )
Shares issued under the ESPP - 0.1 - - - 0.1
Total transactions with owners of the parent, recognised directly in equity 0.2 16.9 1.0 - - 18.1
At 30 June 2024 0.5 121.8 14.2 0.0 (145.4 ) (8.9 )
Comprehensive income
Loss for the period - - - - (9.8 ) (9.8 )
Other comprehensive income - - - - -
Changes in the fair value of the convertible notes at fair value through other - - - - - -
comprehensive income
Settlement of convertible notes - -
Currency translation differences - - (0.0 ) (0.3 ) - (0.3 )
Total comprehensive income - - (0.0 ) (0.3 ) (9.8 ) (10.1 )
Transactions with Owners
Share-based payments - - 3.2 - - 3.2
Shares issued for repayment of convertible bond 0.0 1.6 - - - 1.6
Shares issued under Securities Purchase Agreement 0.6 18.8 - - - 19.4
Less issue costs - (0.9 ) - - - (0.9 )
Total transactions with owners of the parent, recognised directly in equity 0.6 19.5 3.2 - - 23.3
At 30 June 2025 1.1 141.3 17.4 (0.3 ) (155.2 ) 4.3
Notes to the Financial Statements
1. GENERAL INFORMATION AND BASIS OF PRESENTATION
Renalytix Plc (the "Company") is a company incorporated in the United Kingdom.
The Company is a public limited company, which is listed on the AIM market of
the London Stock Exchange and was previously listed on the Nasdaq global
market, but delisted in October 2024. The address of the registered office is
2 Leman Street, London, United Kingdom, E1W 9US. The Company was incorporated
on 15 March 2018 and its registered number is 11257655.
The principal activity of the Company and its subsidiaries (together "the
Group") is as a developer of artificial intelligence- enabled diagnostics for
kidney disease.
The financial statements are presented in United States Dollars ("USD")
rounded to the nearest millionth to one decimal place, because that is the
currency of the primary economic environment in which the Group operates.
2. BASIS OF PRESENTATION
The Group and Company's financial statements have been prepared in accordance
with UK-adopted International Accounting Standards and with the requirements
of the Companies Act 2006.
The preparation of financial statements in conformity with IFRS requires the
use of certain critical accounting estimates. It also requires management to
exercise its judgment in the process of applying the Group's accounting
policies.
New standards, amendments, and interpretations not adopted by the group
The group did not adopt any new standards, amendments or interpretations in
year as they did not have a material impact on the financial statements.
At the date of authorisation of these financial statements the following
Standards and Interpretations which have not been applied in these financial
statements were in issue:
International Accounting Standards (amendments)
Classification of Liabilities as Current or Non-current and Non-current
liabilities with covenants - Amendments to IAS 1 - Effective date 1 January
2024
Lease liability in sale and leaseback - Amendments to IFRS 16 - Effective
date 1 January 2024
Supplier Finance Arrangements - Amendments to IAS 7 and IFRS 7 - Effective
date 1 January 2024
The Directors do not expect that the adoption of the standards listed above
will have a material impact on the financial statements of the Group or
Company in future periods.
3. SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these
financial statements are set out below.
Going concern
The Group and Company fund their day-to-day working capital needs through
existing cash reserves. The Directors have evaluated the use of the going
concern basis in preparing these financial statements.
The Group has historically experienced recurring losses and negative cash
flows. Despite this, significant strides have been made in the
commercialisation of kidneyintelX.dkd, and business objectives have been
realigned for sharper focus. For the year ending 30 June 2025, the Group
recorded a loss of $20.4 million, with cash reserves of $3.6 million at
year-end. Substantial steps have been taken to refine the Company's commercial
strategy to achieve consistent, scalable results in the coming periods. Key
actions taken include:
● Cost reductions: During the year, the Company significantly reduced its cost
base, through a decrease in headcount, consultancy and professional fees as
well as regulatory fees following the NASDAQ delisting. Having obtained FDA
clearance, we have reduced our R&D spend in the year by over $4m, we
continue to invest in key R&D projects and support these with R&D tax
credits. Further savings across all areas of administrative expenses mean we
now have a stable cost base for the business going forward.
● Fundraising: A post-year-end fundraising in September 2025 raised
approximately $9.0 million after expenses. The funding was completed at a
premium and included current and new institutional investors who continue to
be extremely supportive of the business. The fundraising gives us the cash to
achieve our objectives over the next 12 months and beyond.
● Commercial Growth: Revenues grew in line with management's expectations
during FY25 with the completion of new healthcare integrations. Post year end
we announced our collaboration with Tempus AI, to further accelerate
integrations into national Electronic Health Records which we expect will
generate a significant increase in testing volume. As well as generating
revenues, this partnership along with other strategic moves will help to
increase the margins achieved on our product and ensure our cash burn
continues to reduce.
The progress made has been significant and provides a solid platform for the
Company to get to positive cashflow. However the Directors recognise that
further investment may be required to continue this growth trajectory
sufficient working capital and continue to invest in the current product and
development of new products. Although there are no immediate plans for further
funding via equity or debt, the Group aims to build investor confidence
through effective use of the current fundraising and strategic initiatives
over the next 12 months.
The directors have modelled multiple scenarios including reduced revenues and
no further capital raised, we recognise that forecasted increases in test
revenue are inherently uncertain and we may be required to raise additional
funding within the next 12 months and engage in significant cost cutting
measures if required to extend the cash runway. The directors recognise that
the ability to continue as a going concern is contingent upon successful
execution of management's intended plan over the next 24 months to improve the
Company's liquidity and profitability, which includes, without limitation:
· The achievement of certain testing volumes in the lab;
· Continued expansion of reimbursement policies and collaborations; and
· Continued management of operating and commercial expenses.
As a result of the Company's losses and its projected cash needs, along with
the limited recent history of test order volume increases, as defined in the
accounting literature, substantial doubt exists about the Company's ability to
continue as a going concern.
The directors recognise that should the Company require additional capital it
may not be available on acceptable terms, or at all, and the Company may not
be able to enter into strategic alliances or other arrangements on favorable
terms, or at all. The terms of any future financing may adversely affect the
holdings or the rights of the Company's shareholders. Should it be
necessary, if the Company is unable to obtain funding it could be required to
delay, curtail or discontinue research and development programs, product
portfolio expansion or future commercialisation efforts, which could adversely
affect its business prospects. As such, management has concluded that there
is a going concern uncertainty. The consolidated financial statements do not
include any adjustments that may result from the outcome of this going concern
uncertainty.
Basis of consolidation
The consolidated financial statements incorporate the financial statements of
the Company and its subsidiary undertakings. The Group controls an entity when
the Group is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns
through its power over the entity. The existence and effect of potential
voting rights that are currently exercisable or convertible are considered
when assessing whether the Group controls another entity.
Subsidiaries are fully consolidated from the date on which control is
transferred to the Group. They are de-consolidated from the date that control
ceases.
All intra-group balances and transactions, including any unrealised income and
expense arising from intra-group transactions, are eliminated in full in
preparing the consolidated financial statements. Unrealised gains arising from
transactions with equity accounted investees are eliminated against the
investment to the extent of the Group's interest in the investee. Unrealised
losses are eliminated in the same way as unrealised gains, but only to the
extent that there is no evidence of impairment.
Foreign currency translation
● Functional and presentational currency
Items included in the financial statements of each of the Group's entities are
measured using the currency of the primary economic environment in which the
entity operates (the functional currency). The consolidated financial
statements are presented in United States Dollars, which is the Group's
presentational currency. The functional currency of the Parent Company is GB
Pounds.
● Transactions and balances
Foreign currency transactions are translated into the functional currency
using the exchange rates prevailing at the dates of the transactions where
items are re-measured. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation at year-end exchange
rates of monetary assets and liabilities denominated in foreign currencies are
recognised in the income statement within 'administrative expenses'.
● Group companies
The results and financial position of all the Group entities that have a
functional currency different from the presentational currency are translated
into the presentational currency as follows:
· assets and liabilities for each balance sheet presented are
translated at the closing rate at the date of that balance sheet;
· income and expenses for each income statement are translated at
average exchange rates; and
· all resulting exchange differences are recognised in other
comprehensive income.
On consolidation, exchange differences arising from the translation of the
net investment in foreign operations are taken to other comprehensive income.
When a foreign operation is partially disposed of or sold, exchange
differences that were recorded in equity are recognised in the income
statement as part of the gain or loss on sale.
Segmental reporting
Operating segments are reported in a manner consistent with the internal
reporting provided to the chief operating decision- maker. The chief operating
decision-maker, who is responsible for allocating resources and assessing
performance of the operating segments, has been identified as the Executive
Directors who make strategic decisions. At present the Directors consider the
business to operate in a single segment.
Property, plant and equipment
Property, plant and equipment are stated at historical cost less accumulated
depreciation and any provision for impairment. Historical cost includes
expenditure that is directly attributable to the acquisition of the asset and
bringing the asset to its working condition for its intended use.
Subsequent costs are included in the asset's carrying amount or recognised as
a separate asset, as appropriate, only where it is probable that future
economic benefits associated with the asset will flow to the Group and the
cost of the asset can be measured reliably. The carrying amount of the
replaced part is derecognised. All other repairs and maintenance are charged
to the income statement during the financial period in which they are
incurred.
Depreciation on assets is calculated using the straight-line method to
allocate their cost to their residual values over their estimated useful
lives, as follows:
· Fixtures and fittings 20%
The assets' residual values and useful economic lives are reviewed regularly,
and adjusted if appropriate, at the end of each reporting period.
An asset's carrying value is written down immediately to its recoverable
amount if the asset's carrying amount is greater than its estimated
recoverable amount.
Gains and losses on the disposal of assets are determined by comparing the
proceeds with the carrying amount and are recognised in administration
expenses in the income statement.
Intangible assets
(a) Trademarks, trade names and licenses
Separately acquired trademarks and licenses are shown at historical cost.
Trademarks and licenses acquired in a business combination are recognised at
fair value at the acquisition date. Trademarks and licenses have a finite
useful life and are carried at cost less accumulated amortisation.
Amortisation is calculated using the straight-line method to allocate the cost
of trademarks and licenses over the contractual license period of 10 to 15
years and is charged to administrative expenses in the income statement.
(b) Development costs and trade secrets
Development costs have a finite useful life and are carried at cost less
accumulated amortisation.
Expenditure incurred on the development of new or substantially improved
products or processes is capitalised, provided that the related project
satisfies the criteria for capitalisation, including the project's technical
feasibility and likely commercial benefit. All other research and development
costs are expensed to profit or loss as incurred.
Development costs are amortised over the estimated useful life of the products
with which they are associated. Amortisation commences when a new product is
in commercial production. The amortisation is charged to administrative
expenses in the income statement. Amortisation is calculated using the
straight-line method over 15 years. The estimated remaining useful lives of
development costs are reviewed at least on an annual basis.
The carrying value of capitalised development costs is reviewed for potential
impairment at least annually and if a product becomes unviable and an
impairment is identified the deferred development costs are immediately
charged to the income statement.
Trade secrets, including technical know-how, operating procedures, methods and
processes, are recognised at fair value at the acquisition date. Trade secrets
have a finite useful life and are carried at cost less accumulated
amortisation. Amortisation is calculated using the straight-line method over
15 years.
Impairment of non-financial assets
Assets that have an indefinite life or where amortisation has not yet
commenced are tested annually for impairment. Assets that are subject to
amortisation are reviewed for impairment whenever events or changes in
circumstances indicate that the carrying amount may not be recoverable. An
impairment loss is recognised for the amount by which the carrying amount
exceeds its recoverable amount.
The recoverable amount is the higher of an asset's fair value less costs to
sell and value in use. In assessing value in use, the estimated future cash
flows are discounted to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of money and the risks
specific to the asset for which the estimates of future cash flows have not
been adjusted.
For the purposes of assessing impairment, assets are grouped at the lowest
levels for which there are separately identifiable cash flows. Impairment
losses recognised for cash-generating units, to which goodwill has been
allocated, are credited initially to the carrying amount of goodwill. Any
remaining impairment loss is charged pro rata to the other assets in the
cash-generating unit.
Where an impairment loss subsequently reverses, the carrying amount of the
asset (cash-generating unit) is increased to the revised estimate of its
recoverable amount, but so that the increased carrying amount does not exceed
the carrying amount that would have been determined had no impairment loss
been recognised for the asset (cash-generating unit) in the prior period. A
reversal of an impairment loss is recognised in the income statement
immediately. If goodwill is impaired, however, no reversal of the impairment
is recognised in the financial statements.
Financial assets
Classification
The Group classifies its financial assets in the following categories: loans
and receivables at amortised cost and financial assets at fair value through
profit or loss. The classification depends on the purpose for which the
financial assets were acquired and management determines the classification of
its financial assets at initial recognition.
(a) Loans and receivables
Financial assets are classified as at amortised cost only if both of the
following criteria are met: the asset is held within a business model whose
objective is to collect contractual cash flows, and the contractual terms give
rise to cash flows that are solely payments of principal and interest. Loans
and receivables are non-derivative financial assets with fixed or determinable
payments that are not quoted on an active market. They are included in current
assets, except for maturities greater than 12 months after the balance sheet
date. These are classified as non-current assets. The Group's loans and
receivables comprise 'trade and other receivables' and cash and cash
equivalents in the balance sheet.
(b) Financial assets at fair value through profit or loss
The Group classifies the following financial assets at fair value through
profit or loss ("FVPL"):
· equity investments that are held for trading; and
· equity investments for which the entity has not elected to recognise
fair value gains and losses through Other Comprehensive Income.
(c) Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income comprise
equity securities that are not held for trading and which the Group has
irrevocably elected at initial recognition to recognise in this category. The
Group considers this category to be more relevant for assets of this type.
(d) Financial liabilities at fair value through profit or loss
The Group classifies the following financial assets at fair value through
profit or loss ("FVPL"):
· Convertible debt recorded at fair value through profit or loss.
Cash and cash equivalents
Cash and short-term deposits in the balance sheet comprise cash at bank and in
hand and short- term deposits with an original maturity of three months or
less.
For the purposes of the cash flow statements, cash and cash equivalents
consist of cash and short-term deposits as defined above.
Share capital and premium
Ordinary Shares are classified as equity. Proceeds in excess of the nominal
value of shares issued are allocated to the share premium account and are also
classified as equity. Incremental costs directly attributable to the issue of
new Ordinary Shares or options are deducted from the share premium account.
Other reserves - equity
The share-based payment reserve is used to recognise the fair value of equity
settled share-based payment transactions.
Foreign currency reserve is used to record the exchange differences on
translation of entities in the Group which have a functional currency
different to the presentation currency.
Retained earnings includes all current and prior period results as disclosed
in the income statement.
Trade and other payables
Trade payables are obligations to pay for goods or services that have been
acquired in the ordinary course of business from suppliers. Accounts payable
are classified as current liabilities if payment is due within one year or
less (or in the normal operating cycle of the business if longer). If not,
they are presented as non-current liabilities. Trade payables are recognised
initially at fair value and subsequently measured at amortised cost using the
effective interest method.
Current and deferred income tax
Income tax comprises current and deferred tax. Tax is recognised in the income
statement, except to the extent that it relates to items recognised in other
comprehensive income where the associated tax is also recognised in other
comprehensive income.
The current income tax charge is calculated on the basis of the tax laws
enacted or substantively enacted at the balance sheet date in the countries
where the Company and its subsidiary operate and generate taxable income.
Management evaluates positions taken in tax returns with respect to situations
in which applicable tax regulation is subject to interpretation and
establishes provisions where appropriate on the basis of amounts expected to
be paid to the tax authorities.
Deferred tax is recognised, using the liability method, on all temporary
differences at the balance sheet date between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes.
Deferred tax liabilities are recognised in respect of all temporary
differences except where the deferred tax liability arises from the initial
recognition of goodwill in business combinations.
Deferred tax assets are recognised for all deductible temporary differences,
carry-forward of unused tax assets and tax losses, to the extent that they are
regarded as recoverable. They are regarded as recoverable where, on the basis
of available evidence, there will be sufficient taxable profits against which
the future reversal of the underlying temporary differences can be deducted.
The carrying value of the amount of deferred tax assets is reviewed at each
balance sheet date and reduced to the extent that it is no longer probable
that sufficient taxable profit will be available to allow all, or part, of the
tax asset to be utilised.
Deferred tax assets and liabilities are measured at the tax rates that are
expected to apply to the year when the asset is realised or the liability is
settled, based on the tax rates (and tax laws) that have been substantively
enacted at the balance sheet date.
Deferred income tax assets and liabilities are offset when there is a legally
enforceable right to offset current tax assets against current tax liabilities
and when the deferred income tax assets and liabilities relate to income taxes
levied by the same taxation authority on either the taxable entity or
different taxable entities where there is an intention to settle the balances
on a net basis.
Leases
Leases are recognised as a right-of-use asset and a corresponding lease
liability at the date on which the leased asset is available for use by the
Group.
· Assets and liabilities arising from a lease are initially measured on
a present value basis. Lease liabilities include the net present value of the
following lease payments:
· fixed payments (including in-substance fixed payments), less any
lease incentives receivable
· variable lease payment that are based on an index or a rate,
initially measured using the index or rate as at the commencement date
· amounts expected to be payable by the group under residual value
guarantees
· the exercise price of a purchase option if the group is reasonably
certain to exercise that option, and
· payments of penalties for terminating the lease, if the lease term
reflects the group exercising that option.
Lease payments to be made under reasonably certain extension options are also
included in the measurement of the liability.
The lease payments are discounted using the interest rate implicit within the
lease. If that rate cannot be readily determined, the Group's incremental
borrowing rate is used, being the rate that the Group would have to pay to
borrow the funds necessary to obtain an asset of similar value to the
right-of-use asset in a similar economic environment with similar terms,
security, and conditions.
Where the Group is exposed to potential future increases in variable lease
payments based on an index or rate, amounts are not included in the lease
liability until they take effect. When adjustments to lease payments based on
an index or rate take effect, the lease liability is reassessed and adjusted
against the right-of-use asset.
Lease payments are allocated between principal and finance cost. The finance
cost is charged to the income statement over the lease period so as to produce
a constant periodic rate of interest on the remaining balance of the liability
for each period.
Right-of-use assets are measured at cost comprising the following:
· the amount of the initial measurement of lease liability
· any lease payments made at or before the commencement date less any
lease incentives received
· any initial direct costs
· restoration costs
Right-of-use assets are generally depreciated over the shorter of the asset's
useful life and the lease term on straight line basis. If the Group is
reasonably certain to exercise a purchase option, the right-of-use asset is
depreciated over the underlying asset's useful life.
Convertible loan notes
Initial Recognition
The convertible loan note is initially recognised by separating it into the
host contract and the embedded derivative. The embedded derivative is measured
at fair value at initial recognition. The value of the host contract is
determined as the difference between the proceeds received (net of transaction
costs directly attributable to the issuance of the instrument) and the fair
value of the embedded derivative.
Subsequent measurement
Host Contract
After initial recognition the host contract of the convertible loan is
measures at the residual amount of the transaction price less the fair value
of the conversion feature. The host contract is not remeasured at subsequent
reporting dates.
Embedded derivative liability
The embedded derivative is measured at fair value using an option pricing
model such as Black Scholes or Monte Carlo model. Changes in fair value are
recognised immediately in profit or loss, and the derivative is remeasured at
each reporting date.
Conversion
Host contract
Upon conversion the carrying amount of the host contract is either recognised
in the SOCI as a profit or loss or if classified as an equity component, then
transferred to share capital and share premium as applicable.
Embedded derivative liability
The fair value of the embedded derivative at the date of conversion is
transferred to equity, assuming the shares are issued. Any difference between
the carrying amount of the derivative and the fair value of the shares issued
(number of shares x share price at the conversion date) is recognised in
profit or loss.
Tax credits
The Company incurs research and development expenditure which qualifies for
Research and Development ("R&D") tax relief and as such, prepares and
submits an R&D claim to HMRC in relation to each accounting year. The
claims are made on the basis that the Company and its activities meet the
necessary conditions.
As the Company is currently loss making, there is no corporation tax liability
arising, therefore it has chosen to convert the tax relief into payable tax
credits instead of carrying forward a loss. This results in the credit being
paid in cash directly to the Company following the submission of a valid
claim. The Company is claiming R&D tax relief under the small or
medium-sized enterprises ("SME") scheme therefore the credit is accounted for
as tax in accordance with IAS 12 Income Taxes.
Revenue recognition
The Group recognises revenue when a customer obtains control of contracted
goods or services. The Group records the amount of revenue that reflects the
consideration that it expects to receive in exchange for those goods or
services. The revenue recognition will be assessed under IFRS 15 - Revenue
from Contracts with Customers, to establish the principal and agent in the
relationship between the parties and with the end customer.
The Group only applies the five-step model to contracts when it is probable
that it will collect the consideration to which it is entitled in exchange for
the goods or services that it transfers to the customer. The Group reviews the
contract to determine which performance obligations it must deliver and which
of these performance obligations are distinct. Certain contracts have options
for the customer to acquire additional services. The Group evaluates these
options to determine if a material right exists. If, after that evaluation, it
determines a material right does exist, it assigns value to the material right
based upon the renewal option approach. The Group recognises as revenue the
amount of the transaction price that is allocated to each performance
obligation when that performance obligation is satisfied or as it is
satisfied. The Group uses present right to payment and customer acceptance as
indicators to determine the transfer of control to the customer occurs at a
point in time. Sales tax and other similar taxes are excluded from revenues.
Cost of revenue
Cost of revenue consists of costs directly attributable to the services
rendered, including labor costs directly related to revenue generating
activities.
Employee benefits
(a) Pension obligations
The Group makes contributions to defined contribution pension plans. A defined
contribution plan is a pension plan under which the Group pays fixed
contributions into a separate entity with the pension cost charged to the
income statement as incurred. The Group has no further obligations once the
contributions have been paid.
(b) Share-based compensation
The Group operates an equity-settled, share-based compensation plan, under
which the Group receives services from employees and others as consideration
for equity instruments of the Group. Equity-settled share-based payments are
measured at fair value at the date of grant and are expensed over the vesting
period based on the number of instruments that are expected to vest. For plans
where vesting conditions are based on share price targets, the fair value at
the date of grant reflects these conditions. Where applicable the Group
recognises the impact of revisions to original estimates in the income
statement, with a corresponding adjustment to equity for equity-settled
schemes. Fair values are measured using appropriate valuation models, taking
into account the terms and conditions of the awards.
When the share-based payment awards are exercised, the Company issues new
shares. The proceeds received net of any directly attributable transaction
costs are credited to share capital (nominal value) and share premium.
National insurance on share options
To the extent that the share price at the balance sheet date is greater than
the exercise price on options granted to UK citizens under unapproved
share-based payment compensation schemes, provision for any National Insurance
Contributions has been based on the prevailing rate of National Insurance. The
provision is accrued over the performance period attaching to the award.
Interest income
Interest income is accrued on a time basis, by reference to the principal
outstanding and at the effective interest rate applicable, which is the rate
that exactly discounts estimated future cash receipts through the expected
life of the financial asset to that asset's net carrying amount.
Exceptional items
These are items of an unusual or non-recurring nature incurred by the Group
and include transactional costs and one-off items relating to business
combinations, such as acquisition expenses.
4. INCOME TAX
Period to 30 June 2025 Period to 30 June 2024
Group $M $M
Deferred tax - -
Total deferred tax - -
Income tax (charge)/credit - -
No deferred asset is calculated on losses in FY25 as the probability of
future utilisation is considered too remote.
Factors affecting the future tax charge
The standard rate of corporation tax in the UK is 25% (2024: 25%).
Period to 30 June 2025 Period to 30 June 2024
$M $M
Loss before tax 21.8 45.5
Tax Calculated at domestic tax rates applicable to the UK Standard of tax at 5.4 11.4
25% (2024: 25%)
Tax effects of: -
Expenses not deductible for tax purposes (0.2 ) (0.4 )
Losses on which no deferred tax asset is recognised (0.0 ) (0.1 )
Tax credit for the year 5.3 10.9
Current Year Valuation Allowance (5.3 ) (10.9 )
R&D Tax Credits in relation to prior years 1.2 -
R&D Tax Credits in relation to current year 0.2 -
Total Tax Credit 1.4 -
R&D tax credits of $0.8 million were recognised and received in the year
in relation to R&D spend for FY23, R&D tax credits of $0.4 million
were recognised in relation to R&D spend for FY24, the cash was received
post year end. $0.2 million of R&D spend for the FY25 year has been
recognised in the accounts and has not yet been receipted. Net losses can be
carried forward indefinitely to offset future taxable profits however
management has concluded that the realisation of deferred tax assets to be
less than probable and recorded a full valuation allowance. No deferred asset
is calculated on losses in the UK totaling $42.6 million where the probability
of future utilisation is considered too remote.
5. EARNINGS PER SHARE
Basic net loss per ordinary share is computed by dividing net loss by the
weighted average number of ordinary shares outstanding during each period.
The following is the basic net loss per share for the financial years ended 30
June 2025 and 2024.
Period to 30 June 2025 Period to 30 June 2024
Loss attributable to owners of the parent (in millions) ($20.4) ($45.5)
Weighted average number of ordinary shares in issue 274,579,701 108,179,366
Basic loss per share ($0.07) ($0.42)
6. Share Capital
Total Number of Ordinary Shares Share Premium Total
Group and Company Movement Shares $'000 $'000 $'000
At 30 June 2023 93,781,478 299 104,952 105,251
17-Jul-23 Shares issued for repayment of convertible bond 1,052,422 94,833,900 3 1,673 1,676
4-Aug-23 Vesting of RSUs 185,540 95,019,440 1 138 139
6-Oct-23 Shares issues under ESPP 75,328 95,094,768 - 93 93
19-Oct-23 Shares issued for repayment of convertible bond 2,335,388 97,430,156 7 1,338 1,345
15-Dec-23 Shares issued for repayment of convertible bond 2,500,000 99,930,156 8 523 531
14-Mar-24 Shares issued under the Securities Purchase Agreement 19,986,031 119,916,187 63 3,964 4,027
10-Apr-24 Shares issued for repayment of convertible bond 3,636,162 123,552,349 11 1,442 1,454
16-Apr-24 Shares issued under the Securities Purchase Agreement 2,666,667 126,219,016 8 989 998
22-Apr-24 Shares issued under the Securities Purchase Agreement 1,333,334 127,552,350 4 498 502
24-Apr-24 Shares issued under the Securities Purchase Agreement 26,815,841 154,368,191 85 6,203 6,288
At 30 June 2024 154,368,191 491 121,813 122,304
17-Jul-24 Shares issued for repayment of convertible bond 11,557,322 165,925,513 37 1,551 1,588
9-Oct-24 Shares capital issued 24,007,773 189,933,286 78 2,515 2,594
6-Nov-24 Shares capital issued 141,272,726 331,206,012 457 15,461 15,918
At 30 June 2025 331,206,012 1,063 141,340 142,403
Ordinary Shares have a par value of £0.0025 each. All issued shares are fully
paid.
7. SUBSEQUENT EVENTS
Tempus AI Inc, collaboration agreement
On 15 September 2025 the Group announced it had signed
a collaboration agreement with Tempus AI. The collaboration will
make kidneyintelX.dkd prognostic blood testing more widely available for
eligible patients within its US network of healthcare institutions. Eligible
patients have type 2 diabetes with chronic kidney disease, impacting nearly 15
million individuals in the US.
Renalytix's kidneyintelX.dkd will be the first test offered in Tempus'
portfolio in the chronic kidney disease category, indicated for use as an aid
in predicting level of risk (high, moderate, low) for progressive decline in
kidney function in type 2 diabetes patients with diagnosed chronic kidney
disease stages 1-3b.
Under the agreement, Tempus and Renalytix will collaborate with US health
systems to make testing more available for providers to order within existing
clinical workflows.
The kidneyintelX.dkd tests will be processed in a Renalytix laboratory with
customised patient results reported electronically to the ordering clinician
and patient portal, where applicable. The test's insights allow for timely
changes in patient management, which can help providers mitigate progressive
decline in kidney function and improve key quality metrics in diabetes and
kidney care.
£7.05m total gross proceeds from Fundraise
On 26 September 2025 the Group announced that it has raised aggregate gross
proceeds of approximately £0.8 million pursuant to a significantly
oversubscribed WRAP Retail Offer, alongside the previously announced
oversubscribed Placing, Subscription and Additional Subscription.
In total, the Placing and Subscription, the Additional Subscription and the
WRAP Retail Offer have raised gross proceeds of approximately £7.05 million
($9.5 million) for the Company, via the Placing and Subscription of 54,741,582
Placing and Subscription Shares, 11,000,000 Additional Subscription Shares and
the 8,421,052 WRAP Retail Offer Shares. The issue price was 9.5 pence per
share, a premium of 39% on the previous 6 months average share price.
Conversion of $4 million bonds
On 10 October 2025 the Group had been notified by a fund advised by Heights
Capital Ireland LLC ("Convertible Bond Investor") that approximately $4
million of non-amortising senior convertible bonds ("Convertible Bonds") will
be capitalised via the issue to the Convertible Bond Investor of 31,650,034
ordinary shares, at the recent fundraise issue price of 9.5 pence per share
("Conversions Shares").
The conversion of the Convertible Bonds will provide a significant improvement
to Renalytix's balance sheet, improving the Company's net asset position by
approximately $4 million and saving up to $1.4 million in accrued interest
over the remaining life of the loan. The conversion will also improve the
Company's debt to equity ratio.
Following Admission, the Company's total issued share capital will
be 437,018,680 Ordinary Shares of £0.0025 each in the capital of the
Company ("Ordinary Shares").
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. END FR BTBRTMTJMBJA
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