REG - Trellus Health PLC - Final Results
10/05/2022 07:00
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RNS Number : 8582K Trellus Health PLC 10 May 2022
This announcement contains inside information
for the purposes of Article 7 of Regulation (EU) No 596/2014 as it forms part
of UK law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR")
Trellus Health plc
("Trellus Health", the "Company" or the "Group")
Final Results
LONDON, U.K. AND NEW YORK, U.S. (10 May 2022): Trellus Health Plc (AIM: TRLS),
which is commercialising a scientifically validated, resilience-based,
connected health solution for chronic condition management, announces its
inaugural audited final results for the year ended 31 December 2021, following
its admission to trading on AIM on 28 May 2021. Comparative data is provided
for the period ended 31 December 2020, unless otherwise indicated.
About Trellus Health
Trellus Health is the first digital health company focused on the
intersection of chronic physical conditions and mental health. Trellus
Health integrates its proprietary resilience-based methodology with the
technology, tools and team to deliver a whole-person technology-enhanced
experience that results in relieving disease burden and promoting individual
health behaviors that enable thriving in the face of a chronic condition.
Through its TrellusElevate™ connected care platform and companion App, the
Company addresses both clinical and behavioural health together, in context,
to improve outcomes and reduce healthcare costs for patients, employers, and
the healthcare system. The Company is initially focused on Inflammatory Bowel
Disease ("IBD"), which includes the chronic incurable conditions of Crohn's
Disease and ulcerative colitis, but considers its approach to have potential
utility and demand across many chronic conditions, including Irritable Bowel
Syndrome ("IBS").
Financial Highlights
· Successful admission to AIM with fundraising of gross proceeds of c.
$40.4m (£28.5m)
· Approximately $4.3m capital investment in technology platform
development to date
· Net cash of $32.0m (31 December 2020: $3.7m) - above market
expectations, reflecting effective cash management
· Adjusted EBITDA* loss of $5.7m, in line with expectations (FY 2020:
$0.8m loss)
* Earnings before interest, tax, depreciation and amortisation adjusted for
exceptional items
Key Accomplishments
· TrellusElevate(TM) platform launched, along with companion App
· Established organization, operations and licensed clinical team -
licensed in NY, NJ and CT and credentialed in Mount Sinai Clinical Integrated
Network
· First Business-to-Business ("B2B") demonstration contract with Mount
Sinai Health System
· Managed Services Organization agreement with Connected Health Medicine
PC, a Professional Corporation that provides multidisciplinary patient care
services via telehealth
· Evaluated condition expansion opportunities beyond IBD with targeted
expansion to address IBS - 30m US patients / $61bn annual healthcare spend
Post-period end
· Launch of Direct-to-Consumer ("DTC") offering
· Evolution to a new service delivery model utilizing an integrated
resilience team, to address certain regulatory challenges, costs and delays
associated with establishing licensed clinical care management operations.
This new delivery model will support the broader, more efficient and
profitable scaling of both DTC and BTB value propositions across all 50 US
states and will enable Trellus Health to move more rapidly into other chronic
conditions
Commenting on recent developments and outlook, Julian Baines, Non-executive
Chairman of Trellus, said:
"I am very proud that the team have delivered against our key milestones set
out at the time of our Admission to AIM, particularly during very challenging
market conditions, and to do so whilst maintaining tight control over cash.
The evolution of strategy, to offer a new service delivery model, gives us
much greater scope to scale the business more profitably over the longer term.
With improved digitization and automation, we not only expand our customer
base beyond B2B customers to individual patients directly via our DTC
offering, reaching more US states more quickly, but also accelerate our
expansion into other chronic diseases such as IBS, which impacts a much larger
healthcare population in the US.
"We expect our expanded B2B and DTC strategy to deliver a significant number
of patients added in Q4 2022, with further regional and national multi-year
contracts with payers, such as regional and national health plans, employers,
health systems, GI provider networks, and pharmaceutical companies, from 2023
onwards."
A copy of the investor presentation is available here:
https://trellushealth.com/investors/annual-interim-reports/
(https://trellushealth.com/investors/annual-interim-reports/)
The Company will also host a live online presentation at 5.30pm BST on 12 May
2022 through the digital platform Investor Meet Company. Investors can sign up
for free via:
https://www.investormeetcompany.com/trellus-health-plc/register-investor
(https://www.investormeetcompany.com/trellus-health-plc/register-investor)
A recording of the presentation and responses to the Q&A sessions will
also be available afterwards.
Trellus Health plc https://trellushealth.com/ (https://trellushealth.com/)
Julian Baines, Non-executive Chairman Tel: +44 (0) 29 2071 0570
Monique Fayad, CEO
Richard Evans, CFO
Singer Capital Markets (Nominated Adviser and Broker) Tel: 020 7496 3000
Aubrey Powell / Jennifer Boorer (Corporate Finance)
Walbrook PR Limited Tel: +44 (0) 20 7933 8780 or trellus (mailto:%20trellus@walbrookpr.com)
@walbrookpr.com (mailto:%20trellus@walbrookpr.com)
Paul McManus / Sam Allen Mob: +44 (0) 7980 541 893 / +44 (0)7502 558 258
About Trellus Health plc (www.trellushealth.com (http://www.trellushealth.com)
)
Trellus Health (LSE: TRLS) is the first digital health company focused on the
intersection of chronic physical conditions and mental health. Trellus
Health integrates its proprietary resilience-based methodology with the
technology, tools and team to deliver a whole-person technology-enhanced
experience that results in relieving disease burden and promoting individual
health behaviors that enable thriving in the face of a chronic condition.
Through its TrellusElevate™ connected care platform and companion App, the
company addresses both clinical and behavioral health together, in context, to
improve outcomes and reduce healthcare costs for patients, employers, and the
healthcare system.
The Company is initially focused on Inflammatory bowel disease ("IBD"), which
includes the chronic incurable conditions of Crohn's Disease and ulcerative
colitis, but considers its approach to have potential utility and demand
across many chronic conditions, including Irritable Bowel Syndrome ("IBS").
The TrellusElevate™ platform is the Company's proprietary connected health
platform that incorporates the GRITT™ methodology and learnings on
resilience from clinical research and practice conducted at the Mount Sinai
IBD Center for more than five years. This proprietary, resilience-driven
methodology has been scientifically validated to demonstrate meaningful
improvements in patient outcomes, 71% reduction in Emergency Department
(A&E) visits, and 94% reduction in unplanned hospitalisations, which the
directors of the Company believe indicates the potential for significant cost
savings for healthcare payers. IBD patients treated using the methodology also
experienced a 49% reduction in required opioid use and a 73% reduction in
corticosteroid use 12 months following program completion (source:
https://www.sciencedirect.com/science/article/pii/S1542356521012258
(https://www.sciencedirect.com/science/article/pii/S1542356521012258) ).
The Company was founded by Mount Sinai faculty members Dr. Marla C. Dubinsky,
MD and Dr. Laurie Keefer, PhD, both with decades of combined experience in IBD
and psychogastroenterology, respectively. Trellus Health's patent-pending
GRITT™ resilience assessment and personalized treatment methodology was
developed and validated at the Mount Sinai Health System to build resilience
and wellness for improved outcomes at lower cost.
Shares in Trellus Health were admitted to trading on AIM in May 2021, under
the ticker TRLS. For more information on Trellus Health, visit:
www.trellushealth.com (http://www.trellushealth.com)
Forward-Looking Statements
Certain statements made in this announcement are forward-looking statements.
These forward-looking statements are not historical facts but rather are based
on the Company's current expectations, estimates, and projections about its
industry; its beliefs; and assumptions. Words such as 'anticipates,'
'expects,' 'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' and similar
expressions are intended to identify forward-looking statements. These
statements are not guarantees of future performance and are subject to known
and unknown risks, uncertainties, and other factors, some of which are beyond
the Company's control, are difficult to predict, and could cause actual
results to differ materially from those expressed or forecasted in the
forward-looking statements. The Company cautions security holders and
prospective security holders not to place undue reliance on these
forward-looking statements, which reflect the view of the Company only as of
the date of this announcement. The forward-looking statements made in this
announcement relate only to events as of the date on which the statements are
made. The Company will not undertake any obligation to release publicly any
revisions or updates to these forward-looking statements to reflect events,
circumstances, or unanticipated events occurring after the date of this
announcement except as required by law or by any appropriate regulatory
authority.
CHAIRMAN'S STATEMENT
I am delighted to provide shareholders with our first full year report
following our successful admission to AIM in May 2021, which has provided the
ongoing funding necessary to invest in our technology platform development and
execute our commercialisation strategy.
Our aim is to commercialise digital chronic condition management solutions for
individual patients, employers and health plans, using our proprietary
technology platform, TrellusElevate™, in combination with a scientifically
validated, resilience-based methodology based on more than five years of
clinical research and practice conducted on hundreds of patients at the Mount
Sinai IBD Center, in New York. We believe our solution can be used across many
chronic conditions to deliver meaningfully improved healthcare outcomes as
well as reducing expensive, unplanned care, such as emergency department
visits and hospitalisations.
I am very pleased that during the last financial year we have expanded the
scope of our commercialization strategy beyond our original intentions when we
received material funding on admission to AIM. We believe this will allow us
to scale the business more quickly, accelerating customer acquisition and
revenue growth by combining our Business-to-Business ("B2B") approach and
newly launched Direct-to-Consumer ("DTC") offering, but also accelerating our
expansion into additional chronic diseases. It is particularly noteworthy that
this expansion has been done alongside very careful cash management, and
therefore delivered without increasing our cash burn forecasts. As a result,
we maintained a very healthy cash balance of $32m at the year end, providing
us with a significant cash runway as we move towards commercial success.
Board Changes
At the end of the year Niyum Gandhi stood down as Non-executive Director to
take on his new role as Chief Financial Officer and Treasurer at Mass General
Brigham (Boston, MA). We are incredibly grateful to Niyum Gandhi for his
contribution to the Company and the insights that he provided us during his
time as Chief Population Health Officer at the Mount Sinai Health System. We
are in the advanced stages of appointing an appropriate replacement as
Non-executive Director and will update shareholders in due course.
Post-period end we also announced the appointment of Richard Evans as Interim
Chief Financial Officer, replacing Salim Hamir who had been fulfilling the
role on a part-time basis and who continues as Company Secretary. As we
advance commercially, we expect to recruit a permanent Chief Financial
Officer.
Outlook
Our progress and achievements for the year, as well as more detail on our
expanded strategy, are covered in the Chief Executive Officer's Review below.
I am very proud that the team have delivered against our key milestones set
out at the time of our Admission to AIM, particularly during very challenging
market conditions, and to do so whilst maintaining tight control over cash.
The evolution of strategy gives us much greater scope to scale the business
more profitably over the longer term. With improved digitization and
automation, we expand our customer base beyond B2B customers to individual
patients directly via our DTC offering, reaching more patients, in more US
states, more quickly. In addition, it accelerates our expansion into other
chronic diseases such as IBS, which impacts a much larger healthcare
population in the US, around 30 million people.
We expect our expanded B2B and DTC strategy to deliver a significant number of
additional patients in Q4 2022, with further multi-year contracts with payers,
such as regional and national health plans, employers, health systems, GI
provider networks, and pharmaceutical companies, from 2023 onwards.
We look forward to updating our shareholders as we make further progress in
commercialization, and I thank you again for your continued support.
Julian Baines, MBE
Non-Executive Chairman
10 May 2022
CHIEF EXECUTIVE OFFICER'S REVIEW
2021 was an exciting and progressive year for Trellus Health which saw a
number of major milestones achieved for the business: we completed our
successful IPO on AIM in May; we launched our TrellusElevate™ Platform and
App; and we established our clinical operations with the vision of digitizing
and rapidly scaling the Trellus Method of Resilience Assessment, personalized
care management and remote patient monitoring for all patients living with
IBD.
We accomplished a tremendous amount over the financial year to December from
both a technology and operational perspective:
- We now have an established organization, operations and a clinical
team licensed in New York, New Jersey and Connecticut and credentialed in the
Mount Sinai Clinical Integrated Network;
- We secured out First B2B demonstration contract with Mount Sinai
Health System, one of the largest self-insured employers in New York State;
and
- We signed a Managed Services Organization agreement with Connected
Health Medicine PC, a Professional Corporation that provides multidisciplinary
patient care services via telehealth.
In addition, post the year end, we commenced implementation of a DTC business
model, allowing us to begin managing patients directly. Following the launch
of our DTC offering alongside our original B2B strategy, we have now evolved
to a more scalable service delivery model utilizing an integrated resilience
team. This is better suited to accelerating patient roll-out, enables swifter
expansion into other relevant conditions, and is expected to enhance
profitability by reducing significantly the amount of variable cost
(personnel) needed to support greater numbers of individuals using the Trellus
platform.
Furthermore, we have begun to enrol IBD patients and generate initial
revenues, and continue to build up important data whilst assessing the
feasibility, engagement and satisfaction of our digital chronic condition
management solution in real-life settings.
The evolution of a more scalable service delivery model in context
Our initial strategy was to deliver the Trellus Methodology via the
TrellusElevate™ platform with remote access to a licensed multidisciplinary
care team targeting B2B payers (i.e. regional and national health plans,
employers, health systems, GI provider networks, and pharmaceutical
companies).
As we announced in our December trading update, we experienced a protracted
B2B contracting process with longer lead times and processes to negotiate and
conclude than originally anticipated. We also met challenges due to the
complexity and timescales associated with the differing state-by-state
licensure requirements, and credentialing of licensed healthcare providers
(the process whereby a licensed care provider's qualifications and licensure
are verified as accurate and in good standing prior to being approved to
perform professional medical services for a health plan, hospital or health
system), especially with Medicare and Medicaid facing significant
credentialing backlogs due to COVID.
It was clear that, while the clinical need that we are addressing was not
going away, if anything it's only getting worse, the challenges associated
with licensing and credentialing of healthcare providers required an evolution
of our delivery model to accelerate customer acquisition.
It was within this context that we launched our DTC offering in Q1 2022,
allowing us to engage patients more proactively outside of B2B contracts, and
to gain valuable real-world evidence on the health and economic outcomes of
the Trellus Method. It has also allowed us to commence evaluation of
alternative service delivery models which avoid regulatory challenges, costs
and delays. The new service delivery model will underpin both our DTC and
BTB value propositions, and we still expect to convert B2B opportunities from
both our existing pipeline and other prospects in due course.
The benefits of the new Trellus Health Service Delivery Model
We have invested approximately $4.3m of capital in our technology platform
development to date and the evolution to a new service delivery model with
increasing automation addresses the challenges associated with establishing
our licensed clinical care management operation and expands our customer base
beyond B2B to patients directly. We believe this new delivery model positions
Trellus Health well for successful commercial roll-out and rapid upscaling of
the business, providing the following benefits:
- Avoids significant time delays associated with healthcare provider
licensing and credentialing
- Accelerates customer acquisition and delivery of revenue growth
- Accelerates geographic expansion across 50 US states
- Increases capacity through enhanced digitization and automation
- Improves profitability by reducing incrementally increasing personnel
costs
- Accelerates expansion into opportunities beyond IBD
Following the launch of DTC, we are already in advanced discussions with
numerous large pharmaceutical companies and patient advocacy groups to sponsor
patient access to Trellus. We are also in advanced discussions with a large US
gastroenterology association for distribution and promotion of Trellus to
thousands of US GI physicians. This organization values the scientific rigor
and reputation behind the Trellus Method, and also recognizes the significant
unmet need for access to psychosocial support and patient education that are
not delivered effectively in our traditional healthcare system.
Expansion beyond IBD - targeting IBS in H1 2023
In 2021, we initiated research into versioning TrellusElevate™ into IBS,
another chronic GI condition that has significant similarities with IBD from a
symptom burden and emotional perspective. The major difference from IBD is
that IBS has a much higher population prevalence, impacting c. 10% of the US
population (c. 30m patients for IBS compared to c. 3m for IBD). Whilst the
annual healthcare spend on IBS is higher at c. $61 bn (IBD c $25 bn), this is
significantly lower than IBD on a "per patient" basis. We expect to launch the
Trellus Method for IBS in H1 2023.
We expect this versioning research and increasing platform automation will
enable us to expand more easily into other high prevalence chronic conditions
with a high degree of mental health burden, including autoimmune diseases,
chronic kidney disease, heart disease and cancer to name a few.
Clinical Data Reinforce Economic and Health Outcomes of Resilience-Driven
methodology
Clinical research conducted by Trellus Health co-founders Laurie Keefer, PhD,
and Marla Dubinsky, MD, was published in November 2021 showing that the
GRITT(TM) methodology significantly reduced healthcare utilization and opioid
use in IBD patients. Results showed a 71% reduction in Emergency Department
visits (equivalent to A&E in the UK), and a 94% reduction in unplanned
hospitalizations. Participants in the study also showed a 49% decrease in
opioid use and a 73% reduction in corticosteroid use at 12 months following
the study.
(Source: https://www.sciencedirect.com/science/article/pii/S1542356521012258
(https://www.sciencedirect.com/science/article/pii/S1542356521012258) ).
Income Statement
As the Company is in development phase, the only revenue it has generated
through 31 December 2021 is from implementation services and has not yet
started generating revenues from its operating activities. The main components
of the Administrative expenses totalling US $5.7m (2020 - US $0.8m) were
employee related costs of US $4.3m (2020 - US $0.5m) (excluding the
share-based payment charge of US $0.14m (2020 - US $Nil), professional costs
of US $1.3m (2020 - US $0.2m), other operating expenses totalling US $0.4m
(2020 - US $0.04). Total depreciation and amortisation was US $0.03m.
Disclosed separately is the share-based payments charge of US $0.14m. The full
benefit will be spread over the vesting periods, which is a weighted average
of 2.3 years.
Statement of Financial Position and Cash Flow Statement
The principal asset of the Group is the exclusive licence acquired from Mount
Sinai for the GRITT(TM) technology and software development costs relating to
the TrellusElevate(TM) technology platform, purchased for US $0.5m and US
$3.8m, respectively, together with related equipment.
The net proceeds from the IPO were US $38.5m, after accounting for those IPO
costs charged to the Income Statement, from which the total spend on
operations and investing activities was US $8.5m (2020 - US £1.3m). Due to
the depreciation in the value of sterling against the US dollar in the time
from IPO to year end, and the substantial funds held in sterling at year end,
a foreign exchange loss of US $1.6m decreased the year end cash balance to US
$32m (2020 - US $3.7m).
Maintained strong cash position and effective cash management
Despite the licensing and credentialing process delays experienced under our
original B2B model, we have carefully managed cash within the business and
maintained a healthy net cash position of $32m, providing sufficient cash
resource for the business as we accelerate revenue generation. We have now
started to implement and enrol patients in the Mount Sinai Health System
programme and we expect to add a significant number of B2B and DTC patients by
the end of the current year.
Outlook
2021 proved to be another difficult year for many people across the world, and
I'm glad that against this background Trellus Health was able to build and
launch its TrellusElevate™ platform, business and clinical operation. The
remote-first structure of our business helped avoid problems with the pandemic
and enabled us to recruit geographically dispersed talent amidst a challenging
hiring environment.
If we've learned anything from the last three years of the COVID pandemic,
it's that everyone could benefit from a resilience-driven connected health
solution.
Our strategy for 2022 is to use our new service delivery model to offer the
Trellus Method at scale across the US for IBD and to begin to expand into IBS
and other chronic conditions that can benefit from a disease-agnostic approach
to assessing and building resilience. We look forward to servicing many new
patients, payers and industry partners in the years ahead.
Monique Fayad
Chief Executive Officer
10 May 2022
Consolidated Income Statement and Other Comprehensive Income
for the year ended 31 December 2021
2021 2020
Notes $'000 $'000
Revenue 25 -
Cost of Sales - -
Gross Profit 25 -
Administrative Expenses (5,927) (762)
Operating loss (5,902) (762)
Depreciation and amortization 32 1
Share-based payments 139 -
EBITDA before exceptional items and share-based payments (5,731) (761)
Finance Income - -
Finance Costs - -
Loss before Income Tax (5,902) (762)
Income Tax Charge 3 - -
Loss for the Year (5,902) (762)
Loss Per Share 4
Basic and Diluted ($) (0.04) (0.01)
The results reflected above relate to continuing operations. The comparative
period reflect from the period of incorporation on 15 July 2020 to 31 December
2020.
Consolidated Statement of Comprehensive Income
for the year ended 31 December 2021
2021 2020
Notes $'000 $'000
Loss for the year (5,902) (762)
Items that may be subsequently reclassified to profit and loss
Currency translation differences (1,725) -
Total comprehensive loss for the year (7,627) (762)
Consolidated Statement of Financial Position
as at 31 December 2021
2021 2020
Notes $'000 $'000
Assets
Non-Current Assets
Property, plant and equipment 5 82 11
Intangible Assets 6 4,280 662
Total Non-Current Assets 4,362 673
Current Assets
Trade receivables and prepaids 451 11
Cash and cash equivalents 31,982 3,684
Total Current Assets 32,433 3,695
Total Assets 36,795 4,368
Share Capital and Equity
Share Capital 7 137 12
Share Premium 43,387 4,996
Other Reserve 139 -
Foreign Currency Reserves (1,725) -
Retained Earnings (6,664) (762)
Total Equity 35,274 4,246
Liabilities
Current Liabilities
Trade and other payables 1,521 122
Total Liabilities 1,521 122
Total Equity and Liabilities 36,795 4,368
Consolidated Statement of Cash Flows
for the year ended 31 December 2021
2021 2020
Notes $'000 $'000
Cash Flow from Operating Activities
Loss for the period (5,902) (762)
Adjustments for:
Depreciation and amortisation 5 32 1
Share-based payment expense 139 -
(5,731) (761)
Increase in trade and other receivables (440) (11)
Increase in trade and other payables 1,401 122
Net cash outflow from operating activities (4,772) (650)
Cash Flow from Investing Activities
Purchases of plant, property and equipment 5 (81) (12)
Purchases of intangible assets 6 (3,640) (662)
Net cash outflow from investing activities (3,721) (674)
Cash Flow from Financing Activities
Net proceeds from Issue of ordinary shares 7 38,516 5,008
Net cash outflow from financing activities 38,516 5,008
Net Increase in Cash and Cash Equivalents 30,023 3,684
Cash and Equivalents - Beginning of the Year 3,684 -
Exchange loss on Cash and Cash Equivalents (1,725) -
Cash and Cash Equivalents - End of the Year 31,982 3,684
The comparative period reflect from the period of incorporation on 15 July
2020 to 31 December 2020.
Consolidated Statement of Changes in Equity
Notes Share Capital Share Premium Account Other Reserves Foreign Currency Reserve Retained Earnings Total
$'000 $'000 $'000 $'000 $'000 $'000
At 15 July 2020 - - - - - -
Comprehensive Income
Loss for the year - - - - (762) (762)
Total Comprehensive Loss for the Period - - - - (762) (762)
Issue of Share Capital 7 12 4,996 - - - 5,008
Balance at 31 December 2020 and At 1 January 2021 12 4,996 - - (762) 4,246
Comprehensive Income
Loss for the year - - - - (5,902) (5,902)
Currency translation differences - - - (1,725) - (1,725)
Total Comprehensive Loss for the Year - - - (1,725) (5,902) (7,627)
Issue of Share Capital 7 61 38,455 - - - 38,516
Share capital reconstruction 64 (64) - - - -
Share Based Payment Reserve Charge - - 139 - - 139
Balance at 31 December 2021 137 43,387 139 (1,725) (6,664) 35,274
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 31 December 2021
1. General information and basis of presentation
Trellus Health plc is a public limited company incorporated in the United
Kingdom (Registration Number 12743489), which is listed on the AIM market of
the London Stock Exchange. The address of the registered office is Avon House,
19 Stanwell Road, Penarth, CF64 2EZ. The Company was incorporated as Trellus
Health Limited on 15 July 2020 as a private company and on 28 May 2021 the
Company was re-registered as a public company and changed its name to Trellus
Health plc.
The principal activity of the Company is the delivery of resilience-driven
care for complex chronic conditions.
The financial information within this preliminary announcement is extracted
from the Group's consolidated financial statements for the year ended 31
December 2021, which were approved by the Board of Directors on 10 May 2022.
This financial information does not constitute statutory accounts within the
meaning of sections 434(3) and 435(3) of the Companies Act 2006 or contain
sufficient information to comply with the disclosure requirements of UK
adopted International Accounting Standards (IFRS).
The Group's consolidated financial statements for the year ended 31 December
2021 have been prepared in accordance with UK adopted International Accounting
Standards (IFRS) and with the requirements of the Companies Act 2006 as
applicable to companies reporting under those standards. The Company's
auditor, Crowe U.K. LLP, has given an unqualified report on the consolidated
financial statements for the year ended 31 December 2021. The auditor's report
did not include reference to any matters to which the auditor drew attention
without qualifying its report and did not contain any statement under section
498 of the Companies Act 2006. The consolidated financial statements will be
filed with the Registrar of Companies, subject to their approval by the
Company's shareholders at the Company's next Annual General Meeting in June
2022.
Statutory accounts for the year to 31 December 2020 have been delivered to the
Registrar of Companies.
Certain statements in this announcement constitute forward-looking statements.
Any statement in this announcement that is not a statement of historical fact
including, without limitation, those regarding the Company's future
expectations, operations, financial performance, financial condition and
business is a forward-looking statement. Such forward-looking statements are
subject to risks and uncertainties that may cause actual results to differ
materially. These risks and uncertainties include, amongst other factors,
changing economic, financial, business or other market conditions. These and
other factors could adversely affect the outcome and financial effects of the
plans and events described in this announcement and the Company undertakes no
obligation to update its view of such risks and uncertainties or to update the
forward-looking statements contained herein. Nothing in this announcement
should be construed as a profit forecast.
2. Significant accounting policies - Going concern
The Group is in the development phase of its business and has only generated
revenues related to implementation services totalling $25,000. At 31 December
2021 the Group had available cash resources of $32m following its listing on
AIM, a market operated by the London Stock Exchange on 28 May 2021.
The Board has considered the impact of the ongoing COVID-19 pandemic. There
has been minimal impact on the Company to date and the Board anticipates
minimal on-going impact, due to the nature of the business.
The Directors have prepared cash flow forecasts for the Group for a review
period of over 12 months from the date of approval of this historical
financial information. These forecasts reflect an assessment of current and
future market conditions and their impact on the Company's future cash flow
performance.
The forecasts have been sensitised for additional costs which may be incurred
in the review period. In the sensitised scenario, the forecasts indicate the
Company would still have sufficient cash to continue as a going concern.
Having considered the points above, the Directors remain confident in the
long-term future prospects for the Group, and their ability to continue as a
going concern for the foreseeable future. They therefore adopt the going
concern basis in preparing the historical financial information of the Group.
While the financial information included in this preliminary announcement has
been prepared in accordance with the recognition and measurement criteria of
IFRS, this announcement does not itself contain sufficient information to
comply with IFRSs. The Company will publish its full annual report containing
financial statements for the year ended 31 December 2021 before the end of May
2022, together with a notice to shareholders of the Company's Annual General
Meeting ("AGM") which will be available on the Company's website at
www.trellushealth.com (http://www.trellushealth.com) and at the Company's
registered office at Avon House, 19 Stanwell Road Penarth CF64 2EZ. The AGM
will be held in June 2022, with further information to be notified at the time
of the availability of the full annual report.
3. Tax expenses
2021 2020
$'000 $'000
Current tax:
Current tax on profit for the year - -
Adjustments for prior periods - -
Total current tax - -
Deferred tax
Origination and reversal of temporary differences - -
Total deferred tax - -
Income tax charge - -
The reasons for the difference between the actual tax charge for the year and
the standard rate of corporation tax in the United Kingdom applied to profits
for the year are as follows:
2021 2020
$'000 $'000
Loss for the period (5,902) (762)
Tax using the Company's domestic tax rate of 19% (1,121) (145)
Expenses not deductible for tax purposes 76 -
Depreciation and amortisation 6 -
Unrecognised deferred tax assets 1,039 145
Total tax expense - -
The Finance Act 2015 which was substantively enacted in 2015 included
legislation to reduce the main rate of UK corporation tax to 19% from 1 April
2017 and the Finance Act 2016 which was substantively enacted in 2016 included
legislation to reduce the main rate of UK corporation tax to 17% from 1 April
2020. On 18 November 2019, the government pledged to put the planned
corporation tax reduction from 19% to 17% on hold. This was substantively
enacted on 17 March 2020.
The unrecognised deferred tax relates to two elements: the unrecognised
deferred tax arising on share-based payments of US $139,000 and unrecognised
deferred tax on taxable losses of US $10 million, based on total taxable
losses carried forward of US $1.4 million. No deferred tax asset is recognised
for these losses due to early stage in the development of the Group's
activities. The losses do not expire but can only be used against trading
profits from the same trade
4. Loss per share
2021 2020
Numerator $'000 $'000
Loss for the period (5,902) (762)
Denominator Number Number
Weighted average # of shares 131,734,028 84,035,503
Resulting Loss per Share ($) (0.04) (0.01)
The Company has one category of potential ordinary share, being share options
. The potential shares were not dilutive in the period as the Group made a
loss per share in line with IAS 33.
5. Property, Plant and equipment
All assets are equipments
$'000
Cost
At 15 July 2020 -
Additions 12
At 31 December 2020 11
Depreciation
Charge of the year (1)
At 31 December 2020 (1)
Net Book Value at 31 December 2020 11
Cost
At 1 January 2021 12
Additions 81
At 31 December 2021 93
Depreciation
At 1 January 2021 (1)
Depreciation Charge (10)
At 31 December 2021 (11)
Net Book Value at 31 December 2021 82
6. Intangible assets
Group
Software Group Group
Development Licence Total
$'000 $'000 $'000
Cost
At 15 July 2020 - - -
Additions 662 - 662
At 31 December 2020 662 - 662
Depreciation
At 31 December 2020 - - -
Net Book Value at 31 December 2020 662 - 662
Cost
At 1 January 2021 662 - 662
Additions 3,140 500 3,640
At 31 December 2021 3,801 500 4,301
Depreciation
Charge of the year (22) - (22)
At 31 December 2021 (22) - (22)
Net Book Value at 31 December 2021 3,780 500 4,280
7. Share capital
2021 2021 2020
Number $'000 $'000
Ordinary Shares of £0.0006 each 161,508,333 137 12
The Company was incorporated with 62,000,000 ordinary shares of £0.0001 each
issued at nominal value. On 20 August 2020, a further 27,999,999 A Shares of
£0.0001 each and 1 Golden Share of £0.0001 were issued at $5m.
On 5 March 2021, 225,000 ordinary shares of £0.0001 each where issued at
nominal value.
In order for the Company to comply with the share capital requirements of the
Companies Act to re-register as a public limited company, the Directors and
the shareholders resolved on 6 May 2021 to approve the issue of bonus shares
to the holders of the ordinary shares, the A Shares and the Golden Share of
£0.0001 each, in each case on the basis of five additional shares for every
one share held by the shareholders on 6 May 2021 (the "Bonus Issue").
Following the Bonus Issue, the issued share capital of the Company consisted
of 541,350,000 shares, comprising 373,350,000 ordinary shares, 167,999,994 A
Shares, and 6 Golden Shares. As a result of the Bonus Issue, the Company's
share premium account increased by £45,112.50 which, when capitalised and
added to the existing share capital, gave a total nominal value of £54,135.
Following the Bonus Issue, the Company resolved to re-register as a plc on 6
May 2021. On 24 May 2021, the 6 Golden Shares and the 167,999,994 A Shares
were converted into ordinary shares, on a one-for-one basis, resulting in a
share capital of 541,350,000 ordinary shares of £0.0001 each ("Conversion").
The 541,350,000 ordinary shares of £0.0001 each were then consolidated into
90,225,000 ordinary shares of £0.0006 each ("Ordinary Shares") on 24 May
2021.
On 28 May 2021 pursuant to the Company's shares being admitted to AIM, a
market operated by the London Stock Exchange, 71,250,000 new Ordinary Shares
were issued at an issue price of £0.40 per share raising gross proceeds of
£28,500,000.
On 20 December 2021 33,333 Ordinary Shares were issued on exercise of options
at the exercise price of £0.15 per share.
8. Events after the reporting date
There have been no events subsequent to the period end that require disclosure
in these financial statements.
9. Dividends
There were no dividends paid or proposed by the Company in either year.
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