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REG - Sareum Holdings PLC - Preliminary Results for Year Ended 30 June 2025

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RNS Number : 4826E  Sareum Holdings PLC  23 October 2025

Sareum Holdings PLC

("Sareum" or the "Company")

Preliminary Results for the Year Ended 30 June 2025

Cambridge, UK, 23 October 2025 - Sareum Holdings plc (AIM: SAR), a
clinical-stage biotechnology company developing next-generation kinase
inhibitors for autoimmune disease and cancer, announces its unaudited
financial results for the year ended 30 June 2025.

Sareum also provides a broader update on operational activities and pipeline
progress, highlighting the successful completion of the Phase 1 clinical trial
for SDC-1801, a TYK2/JAK1 inhibitor being developed for a range of autoimmune
diseases with an initial focus on psoriasis, several successful fundraises,
providing sufficient cash runway to advance the development of SDC-1801,
including longer-term toxicology studies, to prepare the asset for Phase 2
clinical trials.

OPERATIONAL HIGHLIGHTS - INCLUDING POST-PERIOD UPDATES

SDC-1801 (autoimmune disease)

·    After the period, the 16-week GLP preclinical toxicology study was
discontinued following unexpected findings, which were observed more
frequently in control-group animals that did not receive SDC-1801. Recent
additional data has confirmed that the control group were not dosed with
SDC-1801, and the findings are therefore considered unrelated to SDC-1801.

·    The Company is in discussions with several contract research
organisations (CROs) to restart the study as soon as possible, using existing
cash resources.

·    Positive topline data from the Phase 1 clinical trial both single
ascending dose (SAD) and multiple ascending dose (MAD) reported, demonstrating
a favourable safety and tolerability profile, pharmacokinetics supportive of
once-daily dosing and dose-responsive pharmacodynamic (PD) biomarker
reductions.

·    The full dataset from the Phase 1 clinical trial has been submitted
to an academic journal and is going through the journal's review process prior
to publication.

·    Phase 2-enabling work, including non-clinical studies and formulation
optimisation, is continuing and will support the initiation of Phase 2
clinical trials.

·    None of the potentially dose-limiting side effects which were
observed in brepocitinib, Pfizer/Priovant's investigational dual JAK1 and TYK2
inhibitor being developed as an oral treatment for inflammatory autoimmune
diseases.

·    Patent protection further strengthened with allowances granted in the
United States (July 2024) and China (September 2024) covering molecular
structure and crystalline forms of the compound respectively.

SDC-1802 (cancer immunotherapy)

·    Translational studies with SDC-1802 have been completed, providing a
solid data package to support potential further development.

·    The strongest cancer response was seen in cancers with a significant
level of unmet medical need including indications affecting relatively small
patient populations, which are best suited to targeted development approaches.

·    The Company is reviewing how best to progress SDC-1802 into clinical
development and notes that partnering may be the preferred route at this
stage.

SRA737 (cancer)

·    In March 2025, the former US licence arrangement for SRA737 was
terminated and the asset reverted to the CRT Pioneer Fund (CPF).

·    Sareum successfully acquired the licence for SRA737 following the
termination of the licensing agreement. The Company renegotiated significantly
improved economic terms, securing 63.5% of all future revenues compared to
27.5% under the former agreement at no cost to the Company.

Discovery programme in Central Nervous System (CNS) (post-period)

·    Post-period, Sareum announced a collaboration with Receptor.AI to
accelerate discovery of blood-brain barrier (BBB)-penetrant, isoform-selective
TYK2/JAK1 inhibitors for potential use in neuro-inflammatory indications such
as multiple sclerosis and Parkinson's disease. This builds on earlier
preclinical work from the Company's SKIL platform, which demonstrated
blood-brain barrier permeability of selected TYK2/JAK1 molecules.

 

FINANCIAL HIGHLIGHTS

·    Cash at 30 June 2025: £3.5 million (£1.5 million as of 30 June
2024).

·    Administrative expenses (including R&D): £3.38 million; R&D
spend: £2.07 million.

·    Loss before tax: £3.06 million.

·    R&D tax credits received in the period: £1.2 million (£0.8
million in the year to 30 June 2024).

 

Dr Stephen Parker, Executive Chairman of Sareum, commented:

"Sareum has made good progress across its pipeline in 2025 and is poised to
advance development of its lead asset, SDC-1801, while advancing a promising
collaboration in neuroscience."

"Despite the frustrating and unexpected discontinuation of the GLP toxicology
study for SDC-1801, we remain confident in SDC-1801. The adverse findings
occurred predominantly in control group animals and are unrelated to SDC-1801.
We are already in discussions with several Contract Research Organisations to
restart the study as quickly as possible, and our focus remains firmly on
completing the Phase 2-enabling package. The strong Phase 1 results - together
with positive readouts across the TYK2 field - continue to reinforce our
conviction that SDC-1801 has the potential to become a best-in-class,
once-daily oral therapy for autoimmune diseases."

"In parallel, we secured the licence to SRA737 on substantially improved
terms, and we are actively assessing the most effective routes to progress and
create value from this asset. Post-period, we were delighted to add a new TYK2
neuroscience collaboration, which extends the relevance of our science into
neuro-inflammation. With these foundations in place, we enter the new
financial year with confidence and a clear set of milestones ahead."

 

- ENDS-

For further information, please contact:

 Sareum Holdings plc

 Stephen Parker, Executive Chairman         01223 497700

                                            ir@sareum.co.uk
 Strand Hanson Limited (Nominated Adviser)

 James Dance / James Bellman                020 7409 3494

 Oberon Capital (Broker)

 Mike Seabrook / Nick Lovering              020 3179 5300

 ICR Healthcare (Financial PR)

 Jessica Hodgson / Davide Salvi             020 3709 5700

 

About Sareum

Sareum (AIM: SAR) is a biotechnology company developing next generation kinase
inhibitors for autoimmune disease and cancer.

The Company is focused on developing next generation small molecules which
modify the activity of the JAK kinase family and have best-in-class potential.
Its lead candidate, SDC-1801, simultaneously inhibits TYK2 and JAK1. SDC-1801
is a potential treatment for a range of autoimmune diseases, with a planned
initial focus on psoriasis.

Sareum is also developing SDC-1802, a TYK2/JAK1 inhibitor with a potential
application for certain haematological cancers and has recently initiated a
preclinical programme to develop TYK2/JAK1 inhibitors for neuroinflammatory
diseases such as multiple sclerosis and Parkinson's disease

The Company has recently acquired the license for SRA737, a clinical-stage
Checkpoint kinase 1 inhibitor that targets cancer cell replication and DNA
damage repair mechanisms.

Sareum Holdings plc is based in Cambridge, UK, and is quoted on the AIM market
of the London Stock Exchange, trading under the ticker SAR. For further
information, please visit the Company's website at www.sareum.com
(about:blank)

EXECUTIVE CHAIRMAN'S STATEMENT

We are pleased with the progress achieved during the year on our lead
programme, SDC-1801. Positive topline data from the Phase 1 trial confirmed a
favourable safety and tolerability profile together with PK/PD findings
supportive of once-daily dosing. A 16-week GLP preclinical toxicology study
was discontinued following safety findings observed primarily in control-group
animals. These are considered unrelated to SDC-1801, and the study is expected
to restart as soon as possible. The Company is in discussions with several
CROs to undertake the study. Alongside the ongoing drug remanufacture and
formulation optimisation, this positions the programme well for its next stage
of development.

For SDC-1802, translational work has largely been completed, providing a
robust dataset. The Company is reviewing how best to progress SDC-1802 into
clinical development and notes that partnering may be the preferred route at
this stage.

We further strengthened our position in oncology in March 2025 by securing the
licence for SRA737 on substantially improved economic terms. This materially
increased our share of potential future revenues to 63.5%, from 27.5%
previously. The new agreement provides both enhanced economic upside and
greater control over the development strategy for the programme. SRA737
remains a highly differentiated checkpoint kinase one (Chk1) inhibitor with
potential across a range of tumour types, and we are assessing the most
effective routes to progress and create value, including potential
partnerships.

Post-period, we expanded our research into new disease areas through a
collaboration with Receptor.AI. This initiative applies advanced Artificial
Intelligence (AI) tools to accelerate the discovery of BBB-penetrant,
isoform-selective TYK2/JAK1 inhibitors for neuro-inflammatory indications. The
collaboration builds on Sareum's earlier SKIL work, which demonstrated the
feasibility of identifying TYK2/JAK1 molecules with blood-brain barrier
permeability. We believe this programme not only extends the relevance of our
science into CNS but also highlights our ability to leverage innovative
partnerships to broaden the impact of our pipeline.

Our intellectual property position has been strengthened with new allowances
in key territories, and we continued to manage resources prudently, including
additional funding during and after the period.

We enter the new financial year with a clear set of milestones: complete the
Phase 2-enabling package for SDC-1801 and prepare for the next stage of
clinical development, progress partnering for SDC-1802, define the optimal
path for SRA737, and advance the CNS discovery programme.

 

PROGRAMME UPDATES

SDC-1801

SDC-1801 is a selective TYK2/JAK1 inhibitor being developed as a potential new
therapeutic for a range of autoimmune diseases, with an initial focus on
psoriasis, an autoimmune condition affecting the skin. Psoriasis is a
dermatological condition affecting more than 60 million adults worldwide, with
a market size for potential treatments estimated to be worth more than US$30
billion. Sareum believes that TYK2/JAK1 inhibition offers potential for
increased efficacy in psoriasis, compared with existing approved therapies.

In July 2025, Sareum reported positive topline results from the Phase 1
clinical trial conducted in healthy volunteers in Australia. The study
included SAD and MAD cohorts designed to evaluate safety, tolerability,
pharmacokinetics (PK) and pharmacodynamic (PD) biomarker responses.

·      Safety and tolerability: SDC-1801 was generally well tolerated at
all doses tested, with no serious adverse events due to SDC-1801 reported. The
most frequently observed adverse events were mild and transient. No clinically
significant changes in laboratory parameters, ECGs or vital signs were noted.

·      Pharmacokinetics: PK analysis demonstrated a half-life of
approximately 17-20 hours, supporting once-daily oral dosing. Exposure
increased with dose and reached steady state within 5-7 days.

·      Pharmacodynamics: Biomarker analysis confirmed dose-dependent
reductions in relevant cytokine signalling pathways, consistent with selective
TYK2/JAK1 inhibition and sustained target engagement.

Together, these data provide confidence that SDC-1801 can be advanced into
patient studies. Psoriasis is expected to serve as the initial
proof-of-concept indication, providing a well-established clinical and
regulatory pathway while offering broader read-across to other autoimmune
conditions.

In October 2025, Sareum discontinued its 16-week GLP preclinical toxicology
study for SDC-1801 after unexpected safety findings were observed. The
findings occurred more frequently in control-group animals that received an
inactive dosing solution than in those treated with SDC-1801. Based on latest
assessments, these findings are considered   unrelated to SDC-1801. Sareum
is now working with consultants and alternative providers to determine the
cause and restart the study as soon as possible. Despite this setback, Sareum
expects to complete the full toxicology programme using its existing cash
resources. The Company is in discussions with several potential contract
research organisations (CROs) to undertake the study.

In parallel, CMC and formulation development activities are progressing to
ensure drug product supply suitable for further clinical studies. The combined
package will inform Phase 2 study design and regulatory submissions.

SDC-1802

SDC-1802 is a TYK2/JAK1 inhibitor being developed for cancer and cancer
immunotherapy applications. A number of translational studies have completed
and demonstrated the strongest validation in haematological cancers such as
T-ALL and B-cell lymphoma, areas of significant unmet need, but small and
highly competitive markets. Translational studies have generated a
comprehensive dataset that includes in vitro and in vivo evidence of
immune-modulating and anti-tumour activity. The programme has shown potential
both as a single agent and in combination with existing therapies,
highlighting the broad applicability of selective TYK2/JAK1 inhibition in
oncology.

Reflecting its portfolio priorities and the near-term opportunity represented
by SDC-1801, the Company is reviewing how best to progress SDC-1802 into
clinical development, with partnering potentially the preferred option.
Internal resources remain focused on advancing SDC-1801 and building value
across the broader portfolio, including SRA737 and the CNS discovery
collaboration.

SRA737

SRA737 is a clinical-stage oral, selective inhibitor of checkpoint kinase 1
(Chk1), that targets cancer cell replication and DNA damage repair mechanisms.
By targeting Chk1, SRA737 is designed to disrupt cancer cells' ability to
repair DNA damage, thereby enhancing sensitivity to DNA-damaging agents and
potentially improving therapeutic outcomes in a range of tumours.

During the period, Sareum successfully acquired the licence for SRA737
following the termination of a licensing agreement between CPF and a US-based
licensee in December 2024. The Company renegotiated significantly improved
economic terms, securing 63.5% of all future revenues compared to 27.5% under
the former agreement at no cost to the Company. The Company remains encouraged
by the potential to secure a promising development path for the compound,
given the data from the Phase 1/2 studies, where SRA737 was well tolerated as
a monotherapy. Additionally, in combination with low dose gemcitabine, SRA737
demonstrated promising activity in anogenital cancers, where there is
significant unmet medical need.

Preclinical data in disease models also demonstrate the potential for SRA737
to be effective in combinations with Wee1 or PARP targeted therapies in
ovarian cancers, and with low-dose gemcitabine and immunotherapy in lung and
colon cancers.

The Company continues to believe that, based on preclinical and early clinical
data, SRA737 holds strong promise for the treatment of cancer, particularly in
combination settings and are confident in the potential of this molecule.

TYK2 neuroscience (post-period)

Sareum has recently conducted targeted preclinical studies to evaluate the
potential of its TYK2/JAK1 compounds in central nervous system (CNS)
indications. This work reflects growing scientific and commercial interest in
the role of TYK2 inhibition in neuroinflammatory diseases such as multiple
sclerosis, Parkinson's disease, and Alzheimer's disease - all areas with
significant unmet medical need.

This programme is being conducted in collaboration with Receptor.AI, an
Artificial Intelligence (AI) and technology-driven drug discovery company and
is focused on accelerating the discovery and optimisation of blood-brain
barrier (BBB)-permeable, isoform-selective TYK2/JAK1 inhibitors, with the goal
of generating high-quality candidates suitable for preclinical development in
these neuroinflammatory indications.

FINANCIAL REVIEW

The loss on ordinary activities after taxation for the year ended 30 June 2025
was £3.0 million (2024: loss of £3.4 million). Sareum ended the year to 30
June 2025 with cash at bank of £3.5 million (30 June 2024: £1.4 million).
The Group received R&D tax credits of £1.2 million in the year (2024:
£0.8 million).

During the year Sareum raised £4.5m before expenses from fund raises
reflecting the positive views of the Group's progress and future prospects.
These funds will support further development of SDC-1801, including completion
of the Phase 2-enabling toxicology studies, which are expected to restart as
soon as possible, to prepare the asset for Phase 2 clinical trials thereby
enhancing its potential value.

OUTLOOK

Sareum expects continued progress in the year ahead as it completes the Phase
2-enabling package for SDC-1801 and prepares for the start of patient trials.
Positive Phase 1 data remains supportive of once-daily dosing, and toxicology
studies are expected to restart as soon as possible as we work towards
positioning the programme to move into the next stage of development. Recent
additional data restores our confidence that the control group were not dosed
with SDC-1801, and the findings are therefore considered unrelated to
SDC-1801.

In parallel, the Company intends to progress the broader portfolio through
targeted business development and partnerships. The Company is reviewing
options for further development of SDC-1802, which we believe has attractive
potential against certain haematological cancers. For SRA737, the new licence
terms provide a significantly improved economic platform from which to
determine the most effective routes to value creation. Post-period, the new
TYK2 Neuroscience collaboration extended the relevance of Sareum's science
into neuro-inflammatory disease, adding long-term optionality to the
portfolio.

With strengthened intellectual property, a healthy balance sheet, prudent
financial management and clear milestones ahead, the Company is confident of
delivering further progress in the year to come.

 

Consolidated Statement of Comprehensive Income for the year ended 30 June 2025

                                                                       Notes               2025            2024

                                                                                           £'000           £'000
 CONTINUING OPERATIONS
 Revenue                                                                                   -               -

 Administrative expenses                                                                   (3,382)         (4,596)
 Share of profit/(loss) of associate                                                       2               (60)
 Other operating income                                                                    240             22
                                                                                           --------------  -----------
 OPERATING LOSS                                                                            (3,140)         (4,634)

 Finance income                                                                            77              32

 LOSS BEFORE TAXATION                                                                      (3,063)         (4,602)

 Taxation                                                                                  99              1,182

 LOSS FOR THE YEAR                                                                         (2,964)         (3,420)

 TOTAL COMPREHENSIVE EXPENSE FOR THE YEAR                                                  (2,964)         (3,420)

 Loss attributable to owners of the parent                                                 (2,964)         (3,420)
                                                                                           ========        ========
 Total comprehensive income attributable to owners of the parent                           (2,964)         (3,420)

 Basic and diluted loss per share expressed in pence per share                             (2.4)           (4.2)

Consolidated Balance Sheet as at 30 June 2025

                                   Note          2025       2024

                                                 £'000      £'000
 ASSETS
 NON-CURRENT ASSETS
 Property, plant and equipment                   -          -
 Investment in associate                         -          9
                                                 -          9

 CURRENT ASSETS
 Trade and other receivables                     557        1,299
 Cash and cash equivalents                       3,546      1,459

                                                 4,103      2,758
 LIABILITIES
 CURRENT LIABILITIES
 Trade and other payables                        (352)      (653)

 NET CURRENT ASSETS                              3,751      2,105

 NET ASSETS                                      3,751      2,114

 SHAREHOLDERS' EQUITY
 Called up share capital                         1,680      1,349
 Share premium                                   29,020     24,802
 Share-based compensation reserve                413        312
 Foreign exchange reserve                        (50)       20
 Retained earnings                               (27,312)   (24,369)

 TOTAL EQUITY                                    3,751      2,114

Company balance sheet 30 June 2025

                                   Note          2025      2024

                                                 £'000     £'000
 ASSETS NON-CURRENT ASSETS
 Investments                                     669       339

 NET ASSETS                                      669       339

 SHAREHOLDERS' EQUITY
 Called up share capital                         1,680     1,349
 Share premium                                   29,020    24,802
 Share-based compensation reserve                413       312
 Retained earnings                               (30,444)  (26,124)

 TOTAL EQUITY                                    669       339

Consolidated statement of changes in equity for the year ended 30 June 2025

                                           Called up share capital  Share premium  Share-based compensation reserve

                                           £'000                    £'000          £'000
 Balance at 1 July 2023                    851                      20,925         325

 Issue of share capital                    498                      3,877          -
 Transfer for options exercised / expired  -                        -              (13)
 Total comprehensive income                -                        -              -

 Balance at 30 June 2024                   1,349                    24,802         312

 Issue of share capital                    331                      4,218          -
 Total comprehensive income                -                        -              -
 Charge for year for options granted       -                        -              122
 Transfer for options exercised / expired  -                        -              (21)

 Balance at 30 June 2025                   1,680                    29,020         639

 

                                           Foreign exchange reserve  Retained earnings  Total equity

                                           £'000                     £'000              £'000
 Balance at 1 July 2023                    14                        (20,962)           1,153

 Issue of share capital                    -                         -                  4,375
 Transfer for options exercised / expired  -                         13                 -
 Arising on consolidation                  6                         -                  6
 Total comprehensive income                -                         (3,420)            (3,420)

 Balance at 30 June 2024                   20                        (24,369)           2,114

 Issue of share capital                    -                         -                  4,549
 Charge for year for options granted       -                         -                  122
 Transfer for options exercised / expired  -                         22                 -
 Arising on consolidation                  (70)                      -                  (70)
 Total comprehensive income                -                         (2,964)            (2,964)

 Balance at 30 June 2025                   (50)                      (27,312)           3,751

Company statement of changes in equity for the year ended 30 June 2025

                                           Called up share capital  Share premium  Share-based compensation reserve

                                           £'000                    £'000          £'000
 Balance at 1 July 2023                    851                      20,925         325

 Issue of share capital                    498                      3,877          (13)
 Transfer for options exercised / expired  -                        -              -
 Total comprehensive income                -                        -              -

 Balance at 30 June 2024                   1,349                    24,802         312

 Issue of share capital                    331                      4,218          -
 Transfer for options exercised / expired  -                        -              (21)
 Charge for year for options granted                                               122
 Total comprehensive income                -                        -              -

 Balance at 30 June 2025                   1,680                    29,020         413

 

 Balance at 1 July 2023                    (21,762)    339

 Issue of share capital                    -           4,375
 Transfer for options exercised / expired  13          -
 Total comprehensive income                (4,375)     (4,375)

 Balance at 30 June 2024                   (26,124)    339

 Issue of share capital                    -           4,549
 Transfer for options exercised/expired    21          -
 Charge for year for options granted       -           122
 Total comprehensive income                (4,341)     (4,341)

 Balance at 30 June 2025                   (30,670)    669
                                           ==========  ==========

 

Consolidated cash flow statement for the year ended 30 June 2025

                                                       Note      2025           2024
                                                                 £'000          £'000
 Cash flows from operating activities
 Cash used in operations                                         -3,734         -4,739
 Tax received                                                    1,183          820

 Net cash outflow from operating activities                      -2,551         -3,919

 Cash flows from investing activities
 Purchase of tangible fixed assets                               -              -
 Investment from/(in) associate                                  12             -23
 Interest received                                               77             32

 Net cash inflow from investing activities                       89             9

 Cash flows from financing activities
 Share issue                                                     4,549          4,375
 Net cash inflow from financing activities                       4,549          4,375
                                                                 -------------  -------------
 Increase/(decrease) in cash and cash equivalents                2,087          465
 Cash and cash equivalents at beginning of year                  1,459          994
                                                                 ------------   ------------
 Cash and cash equivalents at end of year                        3,546          1,459
                                                                 =======        =======

 

Company cash flow statement for the year ended 30 June 2025

                                                          Note      2025          2024

                                                                    £'000         £'000
 Cash flows from operating activities
 Cash used in operations                                            (440)         (408)

 Net cash outflow from operating activities                         (440)         (408)

 Cash flows from investing activities
 Investment in subsidiary                                           -             -
 (Advanced to)/received from subsidiary                             (4,109)       (3,967)
                                                                    ------------  ------------
 Net cash (outflow)/inflow from investing activities                (4,109)       (3,967)
                                                                    -----------   -----------
 Cash flows from financing activities
 Share issue                                                        4,549         4,375

 Net cash inflow from financing activities                          4,549         4,375

 Increase/(decrease) in cash and cash equivalents                   -             -

 Cash and cash equivalents at beginning of year                     -             -
                                                                    ------------  ------------
 Cash and cash equivalents at end of year                           -             -
                                                                    =======       =======

 

Notes to the results for the year ended 30 June 2025

1.            BASIS OF PREPARATION

The financial statements of Sareum Holdings plc (the "Company") have been
prepared in accordance with UK-adopted international accounting standards, and
in accordance with international accounting standards in conformity with the
requirements of the Companies Act 2006, with IFRIC interpretations.

The financial statements have been prepared under the historical cost
convention.

Going concern

The Company made a loss after tax of £4.3 million (2024: loss of £4.4
million) and the Group made a loss after tax of £3.0 million (2024: loss of
£3.4 million), as they continued to progress their research and development
activities. These activities, and the related expenditure, are in line with
the budgets previously set and are funded by regular cash investments.

The Directors consider that the cash held at the year-end, together with that
received after the year end and projected to be received, will be sufficient
for the Company and Group to meet its forecast expenditure for at least one
year from the date of signing the financial statements. If there is a
shortfall the Directors will implement cost savings to ensure that the cash
resources last for this period of time.

For these reasons the financial statements have been prepared on a going
concern basis.

Basis of consolidation

The consolidated financial statements incorporate the financial statements of
the Company and entities controlled by the Company (its subsidiaries and an
associate, together, the "Group") made up to 30 June each year. Control is
achieved where the Company has the power to govern the financial and operating
policies of another entity or business, so as to obtain benefits from its
activities. The consolidated financial statements present the results of the
Company and its subsidiary as if they formed a single entity. Inter-company
transactions and balances between group companies are eliminated on
consolidation.

2.            STATUTORY INFORMATION

Sareum Holdings plc is a public limited company, registered in England and
Wales. The Company's registered number, registered office address and
principal place of business, can be found on the Company Information on page
3.

3.            ACCOUNTING POLICIES

The principal accounting policies applied are set out below.

Property, plant and equipment

Depreciation is provided on a straight-line basis over three years in order to
write off each asset over its estimated useful life.

Financial instruments

Financial instruments are classified and accounted for, according to the
substance of the contractual arrangement, as either financial assets,
financial liabilities or equity instruments. An equity instrument is any
contract that evidences a residual interest in the assets of the Company after
deducting all of its liabilities.

Cash and cash equivalents

Cash and cash equivalents comprise cash in hand and demand deposits and other
short term highly liquid investments that are readily convertible to a known
amount of cash and are subject to insignificant risk of change in value.

Pension contributions

The Group does not operate a pension scheme for the benefit of its employees
but instead makes contributions to their personal pension plans.  The
contributions due for the period are charged to the profit and loss account.

3.            ACCOUNTING POLICIES (CONTINUED)

Employee share schemes

The Group has in place a share option scheme for employees, which allows them
to acquire shares in the Company. Equity settled share-based payments are
measured at fair value at the date of grant. The fair value of options granted
is recognised as an expense spread over the estimated vesting period of the
options granted. Fair value is measured using the Black-Scholes model, taking
into account the terms and conditions upon which the options were granted.

Research and development

Expenditure on research and development is written off in the year in which it
is incurred.

Research expenditure is written off in the period in which it is incurred.
Development expenditure incurred is capitalised as an intangible asset only
when all of the following criteria are met:

-     It is technically feasible to complete the intangible asset so that
it will be available for use or sale;

-     There is the intention to complete the intangible asset and use or
sell it;

-     There is the ability to use or sell the intangible asset;

-     The use or sale of the intangible asset will generate probable
future economic benefits;

-     There are adequate technical, financial and other resources
available to complete the development and to use or sell the intangible asset;
and

-     The expenditure attributable to the intangible asset during its
development can be measured reliably.

Expenditure that does not meet the above criteria is expensed as incurred.

Taxation

Current taxes are based on the results shown in the financial statements and
are calculated according to local tax rules, using tax rates enacted or
substantially enacted by the balance sheet date.

Deferred tax is recognised in respect of all timing differences that have
originated but not reversed at the balance sheet date where transactions or
events have occurred at that date that will result in an obligation to pay
more, or a right to pay less or to receive more tax, with the following
exception:

Deferred tax is measured on an undiscounted basis at the tax rates that are
expected to apply in the periods in which timing differences reverse, based on
the tax rates and laws enacted or substantively enacted at the balance sheet
date.  Deferred tax assets are recognised only to the extent that the
Directors consider that it is more likely than not that there will be suitable
taxable profits from which the future reversal of the underlying timing
differences can be deducted.

Revenue recognition

Revenue is measured as the fair value of the consideration received or
receivable in the normal course of business, net of discounts, VAT and other
sales related taxes and is recognised to the extent that it is probable that
the economic benefits associated with the transaction will flow to the Group.
Revenues from licensing agreements are recognised in line with the performance
obligations being met, as outlined in the terms of the agreement. Grant income
is recognised as earned based on contractual conditions, generally as expenses
are incurred. Such income is recognised as Other Operating Income.

Critical accounting estimates and areas of judgement

Estimates and judgements are continually evaluated and are based on historical
experience and other factors, including expectations of future events that are
believed to be reasonable under the circumstances.  Actual results may differ
from these estimates.  The estimates and assumptions that have the most
significant effects on the carrying amounts of the assets and liabilities in
the financial information are considered to be research and development costs
and equity settled share-based payments.

Investment in associates

An associate is an entity over which the Company has significant influence.
Significant influence is the power to participate in the financial and
operating policy decisions of the Investee but is not control or joint control
over those policies. Investments in associates are accounted for using the
equity method, whereby the investment is initially recognised at cost and
adjusted thereafter for the post-acquisition change in the associate's net
assets with recognition in the profit and loss of the share of the associate's
profit or loss.

3.            ACCOUNTING POLICIES (CONTINUED)

Impairment of assets

At the date of the statement of financial position, the Group reviews the
carrying amounts of its non-current assets to determine whether there is any
indication that those assets have suffered an impairment loss. If any such
indication exists, the recoverable amount of the asset is estimated in order
to determine the extent of the impairment loss (if any).

Recoverable amount is the higher of fair value less cost 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.
If the recoverable amount of an asset is estimated to be less than its
carrying amount, the carrying amount of the asset is reduced to its
recoverable amount. An impairment loss is recognised as an expense
immediately, unless the relevant asset is carried at a revalued amount, in
which case the impairment loss is treated as a revaluation decrease.

New or revised accounting standards

Certain new accounting standards and interpretations have been published that
are not mandatory for 30 June 2025 reporting periods and have not been early
adopted by the Company or the Group. These standards are not expected to have
a material impact on the entity in the current or future reporting periods and
on foreseeable future transactions.

                                   Note          2025       2024

                                                 £'000      £'000
 ASSETS
 NON-CURRENT ASSETS
 Property, plant and equipment     10            -          -
 Investment in associate           11            -          9
                                                 -          9

 CURRENT ASSETS
 Trade and other receivables       12            557        1,299
 Cash and cash equivalents         13            3,546      1,459

                                                 4,103      2,758
 LIABILITIES
 CURRENT LIABILITIES
 Trade and other payables          14            (352)      (653)

 NET CURRENT ASSETS                              3,751      2,105

 NET ASSETS                                      3,751      2,114

 SHAREHOLDERS' EQUITY
 Called up share capital           17            1,680      1,349
 Share premium                     18            29,020     24,802
 Share-based compensation reserve  18            639        312
 Foreign exchange reserve          18            (50)       20
 Retained earnings                 18            (27,538)   (24,369)

 TOTAL EQUITY                                    3,751      2,114

 

Company balance sheet 30 June 2025

                                   Note          2025      2024

                                                 £'000     £'000
 ASSETS

 NON-CURRENT ASSETS
 Investments                       11            669       339

 NET ASSETS                                      669       339

 SHAREHOLDERS' EQUITY
 Called up share capital           17            1,680     1,349
 Share premium                     18            29,020    24,802
 Share-based compensation reserve  18            639       312
 Retained earnings                 18            (30,670)  (26,124)

 TOTAL EQUITY                                    669       339

 

Consolidated statement of changes in equity for the year ended 30 June 2025

                                           Called up share capital  Share premium  Share-based compensation reserve

                                           £'000                    £'000          £'000

 Balance at 1 July 2023                    851                      20,925         325

 Issue of share capital                    498                      3,877          -
 Transfer for options exercised / expired  -                        -              (13)
 Total comprehensive income                -                        -              -

 Balance at 30 June 2024                   1,349                    24,802         312

 Issue of share capital                    331                      4,218          -
 Total comprehensive income                -                        -              -
 Transfer for options granted              -                        -              349
 Transfer for options exercised / expired  -                        -              (22)

 Balance at 30 June 2025                   1,680                    29,020         639

 

                                           Foreign exchange reserve  Retained earnings  Total equity

                                           £'000                     £'000              £'000
 Balance at 1 July 2023                    14                        (20,962)           1,153

 Issue of share capital                    -                         -                  4,375
 Transfer for options exercised / expired  -                         13                 -
 Arising on consolidation                  6                         -                  6
 Total comprehensive income                -                         (3,420)            (3,420)

 Balance at 30 June 2024                   20                        (24,369)           2,114

 Issue of share capital                    -                         -                  4,549
 Transfer for options granted              -                         (349)              -
 Transfer for options exercised / expired  -                         22                 -
 Arising on consolidation                  (70)                      -                  (70)
 Total comprehensive income                -                         (2,842)            (2,842)

 Balance at 30 June 2025                   (50)                      (27,538)           3,751

 

Company statement of changes in equity for the year ended 30 June 2025

                                           Called up share capital  Share premium  Share-based compensation reserve

                                           £'000                    £'000          £'000
 Balance at 1 July 2023                    851                      20,925         325

 Issue of share capital                    498                      3,877          (13)
 Transfer for options exercised / expired  -                        -              -
 Total comprehensive income                -                        -              -

 Balance at 30 June 2024                   1,349                    24,802         312

 Issue of share capital                    331                      4,218          -
 Transfer for options exercised / expired  -                        -              (22)
 Transfer for options granted                                                      349
 Total comprehensive income                -                        -              -

 Balance at 30 June 2025                   1,680                    29,020         639

 

 Balance at 1 July 2023                    (21,762)    339

 Issue of share capital                    -           4,375
 Transfer for options exercised / expired  13          -
 Total comprehensive income                (4,375)     (4,375)

 Balance at 30 June 2024                   (26,124)    339

 Issue of share capital                    -           4,549
 Transfer for options exercised/expired    22          -
 Transfer for options granted              (349)       -
 Total comprehensive income                (4,219)     (4,219)

 Balance at 30 June 2025                   (30,670)    669
                                           ==========  ==========

Consolidated cash flow statement for the year ended 30 June 2025

 

                                                       Note      2025           2024

                                                                 £'000          £'000

 Cash flows from operating activities
 Cash used in operations                               25        (3,734)        (4,739)
 Tax received                                                    1,183          820

 Net cash outflow from operating activities                      (2,551)        (3,919)

 Cash flows from investing activities
 Purchase of tangible fixed assets                               -              -
 Investment from/(in) associate                                  12             (23)
 Interest received                                               77             32

 Net cash inflow from investing activities                       89             9

 Cash flows from financing activities
 Share issue                                                     4,549          4,375

 Net cash inflow from financing activities                       4,549          4,375
                                                                 -------------  -------------
 Increase/(decrease) in cash and cash equivalents                2,087          465
 Cash and cash equivalents at beginning of year                  1,459          994
                                                                 ------------   ------------
 Cash and cash equivalents at end of year                        3,546          1,459
                                                                 =======        =======

 

 

Company cash flow statement for the year ended 30 June 2025

 

                                                          Note      2025          2024

                                                                    £'000         £'000
 Cash flows from operating activities
 Cash used in operations                                  25        (440)         (408)

 Net cash outflow from operating activities                         (440)         (408)

 Cash flows from investing activities
 Investment in subsidiary                                           -             -
 (Advanced to)/received from subsidiary                             (4,109)       (3,967)
                                                                    ------------  ------------
 Net cash (outflow)/inflow from investing activities                (4,109)       (3,967)
                                                                    -----------   -----------
 Cash flows from financing activities
 Share issue                                                        4,549         4,375

 Net cash inflow from financing activities                          4,549         4,375

 Increase/(decrease) in cash and cash equivalents                   -             -

 Cash and cash equivalents at beginning of year                     -             -
                                                                    ------------  ------------
 Cash and cash equivalents at end of year                           -             -
                                                                    =======       =======

Notes to the results for the year ended 30 June 2025

1.            BASIS OF PREPARATION

The financial statements of Sareum Holdings plc (the "Company") have been
prepared in accordance with UK-adopted international accounting standards, and
in accordance with international accounting standards in conformity with the
requirements of the Companies Act 2006, with IFRIC interpretations.

The financial statements have been prepared under the historical cost
convention.

Going concern

The Company made a loss after tax of £4.2 million (2024: loss of £4.4
million) and the Group made a loss after tax of £2.8 million (2024: loss of
£3.4 million), as they continued to progress their research and development
activities. These activities, and the related expenditure, are in line with
the budgets previously set and are funded by regular cash investments.

The Directors consider that the cash held at the year-end, together with that
received after the year end and projected to be received, will be sufficient
for the Company and Group to meet its forecast expenditure for at least one
year from the date of signing the financial statements. If there is a
shortfall the Directors will implement cost savings to ensure that the cash
resources last for this period of time.

For these reasons the financial statements have been prepared on a going
concern basis.

Basis of consolidation

The consolidated financial statements incorporate the financial statements of
the Company and entities controlled by the Company (its subsidiaries and an
associate, together, the "Group") made up to 30 June each year. Control is
achieved where the Company has the power to govern the financial and operating
policies of another entity or business, so as to obtain benefits from its
activities. The consolidated financial statements present the results of the
Company and its subsidiary as if they formed a single entity. Inter-company
transactions and balances between group companies are eliminated on
consolidation.

2.            STATUTORY INFORMATION

Sareum Holdings plc is a public limited company, registered in England and
Wales. The Company's registered number, registered office address and
principal place of business, can be found on the Company Information on page
3.

3.            ACCOUNTING POLICIES

The principal accounting policies applied are set out below.

Property, plant and equipment

Depreciation is provided on a straight-line basis over three years in order to
write off each asset over its estimated useful life.

Financial instruments

Financial instruments are classified and accounted for, according to the
substance of the contractual arrangement, as either financial assets,
financial liabilities or equity instruments. An equity instrument is any
contract that evidences a residual interest in the assets of the Company after
deducting all of its liabilities.

Cash and cash equivalents

Cash and cash equivalents comprise cash in hand and demand deposits and other
short term highly liquid investments that are readily convertible to a known
amount of cash and are subject to insignificant risk of change in value.

Pension contributions

The Group does not operate a pension scheme for the benefit of its employees
but instead makes contributions to their personal pension plans.  The
contributions due for the period are charged to the profit and loss account.

3.            ACCOUNTING POLICIES (CONTINUED)

Employee share schemes

The Group has in place a share option scheme for employees, which allows them
to acquire shares in the Company. Equity settled share-based payments are
measured at fair value at the date of grant. The fair value of options granted
is recognised as an expense spread over the estimated vesting period of the
options granted. Fair value is measured using the Black-Scholes model, taking
into account the terms and conditions upon which the options were granted.

Research and development

Expenditure on research and development is written off in the year in which it
is incurred.

Research expenditure is written off in the period in which it is incurred.
Development expenditure incurred is capitalised as an intangible asset only
when all of the following criteria are met:

-     It is technically feasible to complete the intangible asset so that
it will be available for use or sale;

-     There is the intention to complete the intangible asset and use or
sell it;

-     There is the ability to use or sell the intangible asset;

-     The use or sale of the intangible asset will generate probable
future economic benefits;

-     There are adequate technical, financial and other resources
available to complete the development and to use or sell the intangible asset;
and

-     The expenditure attributable to the intangible asset during its
development can be measured reliably.

Expenditure that does not meet the above criteria is expensed as incurred.

Taxation

Current taxes are based on the results shown in the financial statements and
are calculated according to local tax rules, using tax rates enacted or
substantially enacted by the balance sheet date.

Deferred tax is recognised in respect of all timing differences that have
originated but not reversed at the balance sheet date where transactions or
events have occurred at that date that will result in an obligation to pay
more, or a right to pay less or to receive more tax, with the following
exception:

Deferred tax is measured on an undiscounted basis at the tax rates that are
expected to apply in the periods in which timing differences reverse, based on
the tax rates and laws enacted or substantively enacted at the balance sheet
date.  Deferred tax assets are recognised only to the extent that the
Directors consider that it is more likely than not that there will be suitable
taxable profits from which the future reversal of the underlying timing
differences can be deducted.

Revenue recognition

Revenue is measured as the fair value of the consideration received or
receivable in the normal course of business, net of discounts, VAT and other
sales related taxes and is recognised to the extent that it is probable that
the economic benefits associated with the transaction will flow to the Group.
Revenues from licensing agreements are recognised in line with the performance
obligations being met, as outlined in the terms of the agreement. Grant income
is recognised as earned based on contractual conditions, generally as expenses
are incurred. Such income is recognised as Other Operating Income.

Critical accounting estimates and areas of judgement

Estimates and judgements are continually evaluated and are based on historical
experience and other factors, including expectations of future events that are
believed to be reasonable under the circumstances.  Actual results may differ
from these estimates.  The estimates and assumptions that have the most
significant effects on the carrying amounts of the assets and liabilities in
the financial information are considered to be research and development costs
and equity settled share-based payments.

Investment in associates

An associate is an entity over which the Company has significant influence.
Significant influence is the power to participate in the financial and
operating policy decisions of the Investee but is not control or joint control
over those policies. Investments in associates are accounted for using the
equity method, whereby the investment is initially recognised at cost and
adjusted thereafter for the post-acquisition change in the associate's net
assets with recognition in the profit and loss of the share of the associate's
profit or loss.

3.            ACCOUNTING POLICIES (CONTINUED)

Impairment of assets

At the date of the statement of financial position, the Group reviews the
carrying amounts of its non-current assets to determine whether there is any
indication that those assets have suffered an impairment loss. If any such
indication exists, the recoverable amount of the asset is estimated in order
to determine the extent of the impairment loss (if any).

Recoverable amount is the higher of fair value less cost 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.
If the recoverable amount of an asset is estimated to be less than its
carrying amount, the carrying amount of the asset is reduced to its
recoverable amount. An impairment loss is recognised as an expense
immediately, unless the relevant asset is carried at a revalued amount, in
which case the impairment loss is treated as a revaluation decrease.

New or revised accounting standards

Certain new accounting standards and interpretations have been published that
are not mandatory for 30 June 2025 reporting periods and have not been early
adopted by the Company or the Group. These standards are not expected to have
a material impact on the entity in the current or future reporting periods and
on foreseeable future transactions.

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.

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.   END  FR DDBDGSUDDGUD



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