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REG - Verici Dx PLC - Half-year Report

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RNS Number : 2976B  Verici Dx PLC  30 September 2025

Verici Dx plc

("Verici Dx" or the "Company")

 

Half-year report

 

Significant commercial progress with first revenues from Tutivia™ test sales

 

Verici Dx plc (AIM: VRCI), a developer of advanced clinical diagnostics for
organ transplant, announces its unaudited interim results for the six months
ended 30 June 2025 ("H1 2025"). The first half was a period of significant
commercial progress, with two products now fully validated and commercially
available, and the first revenues from lead product Tutivia™ recognised.

 

Post period end the Company raised £6.35m (gross) to support the scale up of
revenues, extending the expected cash runway into H2 2026.

 

Comparative unaudited data is for the six months ended 30 June 2024 ("H1
2024") unless stated otherwise.

 

Financial highlights

·    Revenue of $1.9m (H1 2024: $3.3m; FY 2024: $3.3m)

§ $1.16m from Tutivia™ testing revenues

§ $0.75m from Thermo Fisher licensing revenues

·    EBITDA loss of $2.8m (H1 2024: EBITDA loss of $1.1m; FY 2024: EBITDA
loss of $5.4m)

·    $0.5m cash balance as at 30 June 2025 (31 December 2024: $4.1m) with
cash balance as at 30 September of c.$5.3m

·    Net cash outflow from operating activities in H1 2025 was $3.5m (H1
2024: $3.2m outflow; FY 2024: $6.0m outflow)

 

Operational highlights

·    Two products now validated and commercially available

·    Lead product Tutivia™ attained Medicare coverage at $2,650 per
test, covering a national estimate of 68% of all US transplant tests and
commercial payor reimbursement applications are underway

·    Increasing test adoption: 591 Tutivia™ tests ordered in H1 2025
(334 for the whole of FY 2024)

·    In the period the Company reached a total of 21 transplant centres
onboarded - representing 10% of annual US transplant volume

·    Continued progress with the Thermo Fisher Pre-Transplant Risk
Assessment Test (PTRA) license

·    Well poised for growth: significant testing volume acceleration
expected in H2 2025 and beyond

·    Commercial team expanded post period with the addition of two sales
people in place and a director of clinical partnerships to join shortly

 

Commenting on Outlook, Sara Barrington, Chief Executive Officer of Verici Dx,
said:

"As a Board we have no doubt that we have an exciting opportunity to deliver
accelerated commercial growth in an approximate $900m addressable market. We
have significantly de-risked the business, achieving all the milestones to
enable two validated products to be commercialised. We have in place
commercial requirements to support the business: our laboratories and
logistical operations are set up, we have all the required regulatory
approvals, and we have reimbursement. We are already seeing successful growth
in the number of transplant centres onboarded and, funds are now in place to
support further growth in testing volumes. Whilst growth financing was secured
later in the year than hoped, we continue to target meeting market
expectations for the full year, and we are confident that we can capitalise on
the opportunity to address a significant unmet need."

 

Investor briefing

Sara Barrington, Chief Executive Officer, and David Anderson, Chief Financial
Officer, will provide a live presentation relating to the interim results via
the Investor Meet Company platform on 7 October at 10.00 am BST. This
presentation is open to all existing and potential shareholders. Questions can
be submitted at any time during the live presentation.

 

Investors can sign up to Investor Meet Company for free and add to meet VERICI
DX PLC via:

https://www.investormeetcompany.com/verici-dx-plc/register-investor
(https://www.investormeetcompany.com/verici-dx-plc/register-investor)

 

Investors who already follow Verici Dx on the Investor Meet Company platform
will automatically be invited.

 

A copy of the Company's interim results report will shortly be made available
on the Company's website.

 

Enquiries:

 

 Verici Dx plc                                 www.vericidx.com (https://vericidx.com/)

 Sara Barrington, CEO                          Via Walbrook PR
 Julian Baines, Chairman

 Singer Capital Markets (Nominated Adviser & Joint Broker)                      Tel: +44 (0)20 7496 3000
 Phil Davies / Sam Butcher

 Oberon Capital (Joint Broker)                 Tel: +44 (0)20 3179 0500
 Mike Seabrook / Adam Pollock / Jessica Cave

 Walbrook PR (Media & Investor Relations)      Tel: +44 (0)20 7933 8780 or vericidx@walbrookpr.com
                                               (mailto:vericidx@walbrookpr.com)
 Alice Woodings / Paul McManus                 Mob: +44 (0)7407 804 654 / +44 (0)7980 541 893

 

 

About Verici Dx plc www.vericidx.com (http://www.vericidx.com)

Verici is a developer of a complementary suite of leading-edge tests forming a
kidney transplant platform for personalised patient and organ response risk,
to assist clinicians in medical management for improved patient outcomes. The
underlying technology is based upon artificial intelligence assisted
transcriptomic analysis to provide RNA signatures focused upon the immune
response and other biological pathway signals critical for transplant
prognosis of risk of injury, rejection and graft failure, from pre-transplant
to late stage. The Company also has a mission to accelerate the pace of
innovation by research using the fully characterised] data from the underlying
technology, including through collaboration with medical device,
biopharmaceutical and data science partners.

 

The foundational research was driven by a deep understanding of cell-mediated
immunity and is enabled by access to expertly curated collaborative studies in
highly informative cohorts in kidney transplant.

 

 

Chief Executive Officer's Report

 

I am pleased to report that we made significant progress in H1 2025 as we
transitioned from being a purely research stage business to a commercially
focused enterprise with two products fully validated and commercially
available. We believe we have a unique growth opportunity generating revenues
both via license fees from our major strategic partner and through the rapid
scale up of testing revenues from our lead product Tutivia™, a test for
acute rejection post-transplant.

 

Post period end, we completed an equity fundraise of £6.35m (gross), with the
support of both existing and new institutional investors. These funds have
extended our cash runway into H2 2026 and will be used to support the
commercial scale-up of a suite of next generation blood-based tests and
improve patient outcomes for the 28,000 patients undergoing kidney transplants
in the US each year.

 

We believe we are now very well-placed to exploit a large and growing
commercial opportunity in circumstances where current testing technology may
not provide accurate results and are not utilised, as well as potentially
displace existing biomarker tests.

 

Our products

 

We have developed a suite of blood-based tests for kidney transplant patients
assessing the risk of rejection along the patient journey from pre-transplant
to long-term outcomes. Our technology is based upon RNA sequencing technology
to utilise the messaging system of the body to deliver early and precise
personalised information, comparable to an early warning system. By contrast,
the current dominant technology offered in the market measures evidence of
injury and is often referred to as a late biomarker.

 

§ Tutivia is a test for acute rejection post-transplant that reports the
patient's risk of all forms of acute rejection, including borderline, T
cell-mediated and antibody-mediated rejections. A single patient may require
multiple tests. This is now commercially available with growing test revenue
generation as we continue to work with the leading US transplant centres to
increase utilisation.

 

§ Pre-Transplant Risk Assessment test ("PTRA") (Clarava), is a test for
pre-transplant use to help define individual patient risk for acute rejection
post-transplant. This can help clinicians to determine the level of
immunosuppression for the patient in a more personalised manner. PTRA was
licensed to Thermo Fisher for use with deceased donor kidneys in Q4 2023.

 

§ Protega is a test for longer term outcomes. The results may help clinicians
determine the appropriate care pathways to delay or reduce progressive
fibrosis or tissue scarring. The final visits for trial subjects have now been
completed.

 

Tutivia - a unique commercial offering

 

Following the launch of Tutivia, and the successful fundraise to fund
commercial scale up, we are now in a strong position to deliver significant
acceleration in testing volumes in H2 2025 and beyond. In April we announced
Medicare coverage for Tutivia™, which is fully reimbursed at a price of
$2,650. Medicare is the largest payor in the US and provides coverage across
c. 68% of all US transplant tests. This comprehensive coverage, without
exclusions, will support the increased adoption of tests across the leading US
transplant hospitals, offering both ease of process and credibility and status
to our test.

 

A total of 591 Tutivia™ tests ordered were ordered in H1 2025, which
compares favourably to the 334 ordered in the whole of FY 2024, and from Q4
2025 onwards we expect to see further scale up of Tutivia™ revenues as we
invest our funds to accelerate commercial growth.

 

At the period we had 21 transplant centres onboarded, with these centres
representing approximately 10% of annual kidney transplants in the US, and we
are making good progress in on-boarding further centres. Through the
deployment of additional headcount, we will provide direct sales support for
the scale-up of Tutivia™ revenues, both in terms increasing test usage
within existing order centres and expansion into new ordering centres. We will
also fund additional direct sales support to raise awareness of Tutivia™,
focussing on increasing interactions with Key Opinion Leaders, attendance and
presentations at key industry conferences and events, and the production of
educational content for a targeted clinical audience. We have already hired
two new senior sales people and expect to see their impact in due course.

 

Tutivia - the addressable market and our strategy

 

We estimate that 28,000 kidney transplants take place each year in the US, and
this number is growing. Under current clinical protocols we estimate that a
weighted average of 12 testing points is used for each patient during their
treatment pathway, which at a reimbursement price of $2,650, suggests a total
addressable market of nearly $900m. Traditional biomarkers have been adopted
in current US clinical protocols, but cannot be used with well over one third
of the patient population, because these tests measure resulting kidney injury
after rejection and a clear result is masked in cases of delayed graft
function, BK nephropathy, belatacept conversion  or in cases where there has
been a prior kidney transplant or multiple organ transplants. In all of these
cases, Tutivia's RNA technology can be used for reliable, informative patient
testing where competitive biomarker technology cannot be used, and this is a
clear initial area of strong differentiation for our sales team to target. We
are also confident, as adoption increases, testing centres will see that
Tutivia can be used more comprehensively to replace a number of traditional
biomarker tests.

 

PTRA (Clarava) license with Thermo Fisher

 

We continue to make good commercial progress with Thermo Fisher following the
licensing of our PTRA test in Q4 2023. In 2024, we successfully completed the
transfer of the technology and supported Thermo Fisher as they moved towards
commercial launch in July last year. Thermo Fisher remains positive about the
prospects for the One Lambda™ Pre-Transplant Risk Assessment (PTRA) Assay,
investing in studies to support market adoption and raising awareness through
key publications and key opinion leaders. At the end of February 2025, Verici
Dx and Thermo Fisher jointly hosted an educational symposium at the Cutting
Edge of Transplantation conference on the use of RNA signatures in the clinic,
citing both PTRA and Tutivia.

 

Accordingly, we believe there remains significant potential from this strong
ongoing relationship and expect to recognise further milestone payments
related to sales volume, as well as ongoing royalty income.

 

Protega - a further unique competitive positioning opportunity.

 

The clinical validation study for Protega(TM), our test for longer term
outcomes to help clinicians determine the appropriate care pathways to delay
or reduce progressive fibrosis or tissue scarring, continues to progress
in-line with our expectations. We have now completed the 24-month follow-up
visits as part of the clinical validation study assessing long-term outcomes
for kidney transplant patients and expect the study data to be available in
the first half 2026.

 

Management and staff

At the end of June we were a team of 15, having taken steps to reduce
headcount ahead of the fundraising. Following the fundraising, concluded in
late July, we have successfully recruited two new sales people who have
already started, and hired a director of clinical partnerships who is expected
to join in mid-October.

 

Financials

We ended the period with a cash balance as of 30 June 2025 of $0.5m (31
December 2024: $4.1m), with the conclusion of the equity fundraise in July
2025 adding net $7.7m. Our cash balance as at 30 September 2025 is c.$5.3m.

 

In the period we recognised total revenues of $1.9m, being $0.75m from a
further milestone with Thermo Fisher and $1.16m from testing revenues. This
direct revenue is recognised at the point the test result is delivered to the
ordering clinician and is reimbursed from one of two core payor types:
Medicare and commercial payors. For Medicare patients we have a known and
agreed price for the test. For commercial payors there are a number of factors
which determine whether, and for how much, the test is reimbursed, which will
also change depending upon each commercial payor. This requires a significant
amount of judgement and estimation, particularly in this early period of
revenue growth as we gather the information to be able to assess a reasonable
average reimbursement from these commercial payors. While we consider that
current working assumptions are reasonably conservative, they are subject to
modification as further data emerges from payments for delivered test results.

 

Our largest item of expenditure remains employment costs, being $2.1m (H1
2024:  $1.9m). We began the year with 18 members of staff, we had one
resignation in the period, exited three others from the business and made an
additional hire into our bioinformatics team, ending the period with 15
members of staff.  As we have passed the peak of our clinical trial costs,
our spend on research and development continues to fall, with the cost in the
period of $0.65m (H1 2024: $1.0m) and we continue to manage costs carefully.

 

Cash outflow from operations was $3.5m (H1 2024 - $3.2m) leading to a cash
balance at the end of the period of $0.5m (31 December 2024 - $4.1m). In late
July we concluded an equity fundraise which generated net proceeds of $7.7m.

 

Outlook

 

As a Board we have no doubt that we have an exciting opportunity to deliver
accelerated commercial growth in an approximate $900m addressable market. We
have significantly de-risked the business, achieving all the milestones to
enable two validated products to be commercialised. We have in place
commercial requirements to support the business: our laboratories and
logistical operations are set up, we have all the required regulatory
approvals, and we have reimbursement. We are already seeing successful growth
in the number of transplant centres onboarded and funds are now in place to
support further growth in testing volumes. Whilst growth financing was secured
later in the year than hoped, we continue to target meeting market
expectations for the full year, and we are confident that we can maximise the
opportunity to displace existing tests and address a significant unmet need.

 

On behalf of the Company, I would like to thank our shareholders for their
ongoing support and look forward to providing further updates in due course.

 

Sara Barrington

Chief Executive Officer

30 September 2025

Consolidated condensed statement of profit or loss and other comprehensive
income

for the six months ended 30 June 2025

 

 

                                                                                      Six months to  Six months to  Year to
                                                                                      30 June        30 June        31 December
                                                                                Note  2025           2024           2024
                                                                                      US$'000        US$'000        US$'000
                                                                                      Unaudited      Unaudited      Audited

 Revenue                                                                        5     1,913          3,339          3,339

 Cost of sales                                                                        (352)          -              -
                                                                                      _________      _________      _________
                                                                                      1,561          3,339          3,339

 Administrative expenses                                                        6     (4,229)        (4,368)        (8,709)
 Depreciation and amortisation                                                  6     (300)          (388)          (701)
 Share-based payments                                                           6     (132)          (36)           (35)
                                                                                      _________      _________      _________

 Loss from operations                                                                 (3,100)        (1,453)        (6,106)

 Finance income                                                                       19             118            254
 Finance expense                                                                      (9)            (13)           (22)
                                                                                      _________      _________      _________

 Loss before tax                                                                      (3,090)        (1,348)        (5,874)

 Tax expense                                                                          -              -              -
                                                                                      _________      _________      _________

 Loss from continuing operations                                                      (3,090)        (1,348)        (5,874)

 Other comprehensive income:

 Exchange gains arising on translation of foreign operations                          175            102            33
                                                                                      _________      _________      _________
 Loss and total comprehensive income attributable to the owners of the Company        (2,915)        (1,246)        (5,841)
                                                                                      _________      _________      _________

 Earnings per share attributable to the

 ordinary equity holders of the parent

 Loss per share
 Basic and diluted (US$ cents)                                                  7     ($0.01)        ($0.006)       ($0.02)
                                                                                      _________      _________      _________

 

 

 

 

 

 

 

The results reflected above relate to continuing operations.

Consolidated statement of financial position

as at 30 June 2025

 

 

                                                    30 June    30 June    31 December
                                              Note  2025       2024       2024
                                                    US$'000    US$'000    US$'000
                                                    Unaudited  Unaudited  Audited
 Assets
 Current assets
 Trade and other receivables                  8     1,282      1,934      504
 Cash and cash equivalents                          467        7,015      4,061
                                                    _________  _________  _________

                                                    1,749      8,949      4,565
                                                    _________  _________  _________
 Non-current assets
 Property, plant and equipment                      652        1,073      858
 Intangible assets                                  2,144      2,084      2,069
                                                    _________  _________  _________

                                                    2,796      3,157      2,927
                                                    _________  _________  _________

 Total assets                                       4,545      12,106     7,492
                                                    _________  _________  _________
 Liabilities
 Current liabilities
 Trade and other payables                     9     (1,781)    (1,787)    (1,856)
 Lease liabilities                            10    (142)      (184)      (182)
 Non-current liabilities

 Lease liabilities                            10    (140)      (274)      (189)
                                                    _________  _________  _________

 NET ASSETS                                         2,482      9,861      5,265
                                                    _________  _________  _________
 Issued capital and reserves attributable to
 owners of the parent
 Share capital                                      310        310        310
 Share premium reserve                              40,368     40,368     40,368
 Share-based payments reserve                       4,473      4,342      4,341
 Foreign exchange reserve                           (499)      (605)      (674)
 Retained earnings                                  (42,170)   (34,554)   (39,080)
                                                    _________  _________  _________

 TOTAL EQUITY                                       2,482      9,861      5,265
                                                    _________  _________  _________

 

Consolidated statement of cash flows

for the six months ended 30 June 2025

 

                                                             Six months to  Six months to  Year to
                                                             30 June        30 June        31 December
                                                             2025           2024           2024
                                                             US$'000        US$'000        US$'000
                                                             Unaudited      Unaudited      Audited

 Cash flows from operating activities
 Loss for the period                                         (3,090)        (1,348)        (5,874)
 Adjustments for:
 Depreciation and amortisation                               300            388            701
 Finance income                                              (19)           (118)          (254)
 Finance expense                                             9              13             22
 Share-based payment expense                                 132            36             35
                                                             _________      _________      _________

                                                             (2,668)        (1,029)        (5,370)

 (Increase) / decrease in trade and other receivables        (778)          (590)          840
 Increase / (decrease) in trade and other payables           (74)           (1,558)        (1,490)
 Income taxes paid                                           -              -              -
                                                             _________      _________      _________

 Net cash outflow from operating activities                  (3,520)        (3,177)        (6,020)
                                                             _________      _________      _________
 Cash flows from investing activities
 Purchases of property, plant and equipment                  -              (14)           (17)
 Purchase of intangibles                                     (62)           (81)           (176)
 Interest received                                           19             118            254
                                                             _________      _________      _________

 Net cash used in investing activities                       (43)           23             (61)

 Cash flows from financing activities
 Issue of ordinary shares                                    -              8,196          8,196
 Expenses of share issue                                     -              (683)          (683)
 Interest paid                                               (9)            (13)           (22)
 Repayment of lease liabilities                              (89)           (82)           (169)
                                                             _________      _________      _________

 Net cash from / (used in) financing activities              (98)           7,418          7,322

 Net increase / (decrease) in cash and cash equivalents      (3,661)        4,264          1,363
 Cash and cash equivalents at beginning of period            4,061          2,645          2,645
 Exchange movement on cash and cash equivalents              67             106            53
                                                             _________      _________      _________

 Cash and cash equivalents at end of period                  467            7,015          4,061
                                                             _________      _________      _________

Consolidated statement of changes in equity

for the six months ended 30 June 2025

 

 
                                               Share      Share      Share-based  Foreign    Retained   Total          Total

                                               capital    premium    payment      exchange   earnings   attributable   equity

                                                                     reserve      reserve               to equity

                                                                                                        holders of

                                                                                                        parent
                                               US$'000    US$'000    US$'000      US$'000    US$'000    US$'000        US$'000

 1 January 2024                                219        32,946     4,306        (707)      (33,206)   3,558          3,558

 Comprehensive income for the period
 Loss for the period                           -          -          -            -          (1,348)    (1,348)        (1,348)
 Other comprehensive income                    -          -          -            102        -          102            102
 Contributions by and distributions to owners
 Issue of share capital                        91         8,105      -            -          -          8,196          8,196
 Costs of share issue                          -          (683)      -            -          -          (683)          (683)
 Share based payments charge                   -          -          36           -          -          36             36
                                               _________  _________  _________    _________  _________  _________      _________

 At 30 June 2024 - unaudited                   310        40,368     4,342        (605)      (34,554)   9,861          9,861
                                               _________  _________  _________    _________  _________  _________      _________

 At 1 July 2024                                310        40,368     4,342        (605)      (34,554)   9,861          9,861
 Comprehensive income
 Loss for the period                           -          -          -            -          (4,526)    (4,526)        (4,526)
 Other comprehensive income                    -          -          -            (69)       -          (69)           (69)
 Contributions by and distributions to owners
 Share-based payment                           -          -          (1)          -          -          (1)            (1)
                                               _________  _________  _________    _________  _________  _________      _________

 At 31 December 2024 - audited                 310        40,368     4,341        (674)      (39,080)   5,265          5,265
                                               _________  _________  _________    _________  _________  _________      _________

 

 

Consolidated statement of changes in equity

for the six months ended 30 June 2025

 

 
                                               Share      Share      Share-based  Foreign    Retained   Total          Total

                                               capital    premium    payment      exchange   earnings   attributable   equity

                                                                     reserve      reserve               to equity

                                                                                                        holders of

                                                                                                        parent
                                               US$'000    US$'000    US$'000      US$'000    US$'000    US$'000        US$'000

 1 January 2025                                310        40,368     4,341        (674)      (39,080)   5,265          5,265

 Comprehensive income for the period
 Loss for the period                           -          -          -            -          (3,090)    (3,090)        (3,090)
 Other comprehensive income                    -          -          -            175        -          175            175
 Contributions by and distributions to owners
 Share-based payment                           -          -          132          -          -          132            132
                                               _________  _________  _________    _________  _________  _________      _________

 At 30 June 2025 - unaudited                   310        40,368     4,473        (499)      (42,170)   2,482          2,482
                                               _________  _________  _________    _________  _________  _________      _________

 

Notes forming part of the consolidated financial statements

for the six months ended 30 June 2023

 

 

 1  General information

 

The principal activity of Verici Dx plc (the "Company") is the development of
prognostic and diagnostic tests for kidney transplant patients.

 

The Company is a public limited company incorporated in England and Wales and
domiciled in the UK. The address of the registered office is Avon House, 19
Stanwell Road, Penarth, Cardiff CF64 2EZ and the company number is 12567827.

 

The Company was incorporated as Verici Dx Limited on 22 April 2020 as a
private company and on 9 September 2020 the Company was re-registered as a
public company and changed its name to Verici Dx plc.

 

 

 2  Summary of significant accounting policies

 

The principal accounting policies adopted in the preparation of the financial
information of the Company, which have been applied consistently to the period
presented, are set out below:

 

Basis of preparation

 

The accounting policies adopted in the preparation of the interim consolidated
financial information are consistent with those of the preparation of the
Group's annual consolidated financial statements for the year ended 31
December 2024.  No new IFRS standards, amendments or interpretations became
effective in the six months to 30 June 2025.

 

Revenue

 

Revenue is recognised in accordance with the requirements of IFRS 15 'Revenue
from Contracts with Customers'.  The Company recognises revenue to depict the
transfer of promised goods and services to customers in an amount that
reflects the consideration to which the Group expects to be entitled in
exchange for those goods and services.

 

Testing revenues

 

Diagnostic test revenues are recognised in the amount expected to be received
in exchange for diagnostic tests when the diagnostic tests are delivered. The
Company conducts diagnostic tests and delivers the completed test results to
the prescribing physician or patient, as applicable.

 

The fees for diagnostic tests are billed either to a third party such as
Medicare, medical facilities, commercial insurance payers, or to the
patient.

 

The Company estimates the transaction price, which is the amount of
consideration it expects to be entitled to receive in exchange for providing
services based on its historical collection experience, and the probability of
being paid at the time of delivering the test result.

 

Other revenues

 

Where a right of use license is entered into revenue is recognised when the
license is granted, unless there are conditions attached. Where conditions are
attached the revenue will only be recognised when all the performance
obligations have been satisfied.

 

Where a sales-based license is entered into which is conditional on future
performance criteria, revenue is recognised once the performance obligation to
which some or all of the sales-based criteria has been allocated has been
satisfied.

 

 

Statement of compliance

 

This interim consolidated financial information for the six months ended 30
June 2025 has been prepared in accordance with IAS 34, 'Interim financial
reporting' and the AIM Rules for Companies. This interim consolidated
financial information is not the Group's statutory financial statements and
should be read in conjunction with the annual financial statements for the
year ended 31 December 2024 which have been prepared in accordance with UK
adopted International Accounting Standards (UK IFRS) and have been delivered
to the Registrar of Companies. The auditors have reported on those accounts;
their report was unqualified and did not contain statements under section
498(2) or (3) of the Companies Act 2006.

 

The interim consolidated financial information for the six months ended 30
June 2025 is unaudited. In the opinion of the Directors, the interim
consolidated financial information presents fairly the financial position, and
results from operations and cash flows for the period. Comparative numbers for
the six months ended 30 June 2025 are unaudited.

 

Measurement convention

 

The financial information has been prepared under the historical cost
convention. Historical cost is generally based on the fair value of the
consideration given in exchange for assets.

 

The preparation of the financial information in compliance with IFRS requires
the use of certain critical accounting estimates and management judgements in
applying the accounting policies. The significant estimates and judgements
that have been made and their effect is disclosed in note 3.

 

 

Basis of consolidation

 

The consolidated financial statements present the results of the company and
its subsidiaries ("the Group") as if they formed a single entity. Intercompany
transactions and balances between group companies are therefore eliminated in
full.

 

 

Taxation

 

Income tax expense represents the sum of the tax currently payable and
deferred tax.

 

 

 

 3  Judgements and key sources of estimation uncertainty

 

The preparation of the Company's historical financial information under IFRS
requires the Directors to make estimates and assumptions that affect the
reported amounts of assets and liabilities and the disclosure of contingent
assets and liabilities. 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 Directors consider that the following estimates and judgements are likely
to have the most significant effect on the amounts recognised in the financial
information.

 

Key judgements

 

Carrying value of intangible assets, property, plant and equipment

In determining whether there are indicators of impairment of the Company's
intangible assets, the Directors take into consideration various factors
including the economic viability and expected future financial performance of
the asset and when it relates to the intangible assets arising on a business
combination, the expected future performance of the business acquired.

 

Going concern

The preparation of cash flow forecasts for the Group requires estimates to be
made of the quantum and timing of cash receipts from future commercial
revenues and the timing of future expenditure, all of which are subject to
uncertainty.

 

Key source of estimation uncertainty

 

Reimbursement price

Revenue is reimbursed from two core payors: Medicare and commercial payors.
For Medicare patients we have a known and agreed price for the test.  For
commercial payors there are a number of factors which determine whether, and
for how much, the test is reimbursed, which will also change depending upon
each commercial payor.  This requires a significant amount of judgement and
estimation, particularly in this period as we gather the information to be
able to assess a reasonable average reimbursement from these commercial
payors.  This assessment is monitored monthly with revisions to be made based
on reimbursement price achieved and denial rates once known with reasonable
certainty.

 

 

 

 4  Segment information

 

The Group has one division being the development of prognostic and diagnostic
tests for kidney transplant patients.  The directors consider that all
activities relate to this segment.  All the non-current assets of the Group
are located in, or primarily relate to, the USA.

 

 5   Revenue
                               Six months to 30 June  Six months to 30 June  Year to 31 December
                               2025                   2024                   2024
                               US$'000                US$'000                US$'000
                               Unaudited              Unaudited              Audited

     Testing revenues          1,163                  2                      2
     Other revenues - License  750                    3,337                  3,337
                               _________              _________              _________

                               1,913                  3,339                  3,339
                               _________              _________              _________

 

 

 6   Expenses by nature
                                                    Six months to 30 June  Six months to 30 June  Year to 31 December
                                                    2025                   2024                   2024
                                                    US$'000                US$'000                US$'000
                                                    Unaudited              Unaudited              Audited

     Employee benefit expenses                      2,071                  1,944                  4,172
     Depreciation of property, plant and equipment  205                    303                    522
     Amortisation of intangible assets              95                     85                     179
     Research and development costs                 652                    1,002                  1,901
     Licenses and milestones                        100                    250                    250
     Professional costs                             270                    406                    807
     Share-based payment expense for non-employees  132                    3                      35
     Foreign exchange losses / (gains)              92                     28                     8
     Other Sales Support                            538                    297                    677
     Other costs                                    506                    474                    894
                                                    _________              _________              _________

                                                    4,661                  4,792                  9,445
                                                    _________              _________              _________

 

 

 

 

 7   Earnings per share

                                                                   Six months to  Six months to  Year to
                                                                   30 June        30 June        31 December
                                                                   2025           2024           2023
                                                                   US$            US$            US$
                                                                   Unaudited      Unaudited      Audited

     Numerator

     Loss for the period used in basic EPS                         (3,090,970)    (1,348,528)    (5,874,227)

     Denominator

     Weighted average number of ordinary shares used in basic EPS  242,541,476    222,590,577    232,648,012

     Resulting loss per share - US$ cents                          (0.01)          (0.006)         (0.02)

 

The Company has one category of dilutive 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.

 

 8   Trade and other receivables
                                  30 June    30 June    31 December
                                  2025       2024       2024
                                  US$'000    US$'000    US$'000
                                  Unaudited  Unaudited  Audited

     Accounts receivable          792        1,500      -
     Prepayments                  436        386        454
     Other debtors                54         48         50
                                  _________  _________  _________

                                  1,282      1,934      504
                                  _________  _________  _________

 

 

 

 9   Trade and other payables
                                     30 June    30 June    31 December
                                     2025       2024       2024
                                     US$'000    US$'000    US$'000
                                     Unaudited  Unaudited  Audited

     Trade payables                  971        661        658
     Other creditors                 7          7          43
     Accruals                        803        1,119      1,155
                                     _________  _________  _________

     Total trade and other payables  1,781      1,787      1,856
                                     _________  _________  _________

 

The carrying value of trade and other payables classified as financial
liabilities measured at amortised cost approximates fair value.

 

 10  Lease liabilities
                                         Land and        Plant and
     Group                                buildings      machinery     Total
                                         US$'000         US$'000       US$'000

     At 1 January 2024                   379             161           540
     Interest expense                    7               6             13
     Repayments                          (48)            (47)          (95)
                                         ________        ________      ________

     At 30 June 2024 - unaudited         338             120           458
                                         ________        ________      ________

     Repayments                          (51)            (44)          (95)
     Interest expense                    4               4             14
                                         ________        ________      ________

     At 31 December 2024 - audited       291             80            371
                                         ________        ________      ________

 

     At 1 January 2025                   291           80            371
     Interest expense                    4             3             7
     Repayments                          (50)          (46)          (96)
                                         ________      ________      ________

     At 30 June 2025 - unaudited         245           37            282
                                         ________      ________      ________

 

The Company acquired an asset under capital lease financing arrangements.

 

The  Company operates from one office which is rented under a lease agreement
ending on 1 November 2027 under which rent is payable monthly.

 

 

 11  Share-based payment

 

On 28 October 2020, the Board adopted the Share Option Plan to incentivise
certain of the Group's employees and Directors. The Share Option Plan provides
for the grant of both EMI Options and non-tax favoured options. Options
granted under the Share Option Plan are subject to exercise conditions as
summarised below.

 

The Share Option Plan has a non-employee sub-plan for the grant of Options to
the Company's advisors, consultants, non-executive directors, and entities
providing, through an individual, such advisory, consultancy, or office holder
services.  In addition there isa US sub-plan for the grant of Options to
eligible participants in the Share Option Plan and the Non-Employee Sub-Plan
who are US residents and US taxpayers.

 

With the exception of options over 10,631,086 shares, which vested immediately
on grant, the options vest equally over twelve quarters from the grant date.
If options remain unexercised after the date one day before the tenth
anniversary of grant such options expire. The Options are subject to exercise
conditions such that they shall, subject to certain exceptions, vest in equal
quarterly instalments over the three years immediately following the date of
grant, which vesting shall accelerate in full in the event of a change of
control of the Company.

         Weighted
         average
         exercise
         price (p)  Number

 

   Outstanding at 1 January 2024            23.86      6,828,066
   Granted during the period                           1,550,000
   Cancelled during the period                         (100,000)
                                            _________  _________

   Outstanding at 30 June 2024 - unaudited  13.90      8,278,066

 

   Cancelled during the period                           (810,000)
                                              _________  _________

   Outstanding at 31 December 2024 - audited  14.41      7,468,066

 

   Granted during the period                           300,000
   Cancelled during the period                         (150,000)
                                            _________  _________

   Outstanding at 30 June 2025 - unaudited  2.13       7,618,066
                                            _________  _________

 

The Group recognised total expenses of $132,000 (six months to 30 June 2024 -
$36,000) as administrative expenses relating to equity-settled share-based
payment transactions during the period to 30 June 2025.

 

 

 12  Events after the reporting date

 

On 21 July the Company announced the result of a placing and subscription of
1,183,087,396 shares at an issue price of 0.5 pence per share raising gross
proceeds of £5.92m ($7.96m).

 

On 29 July the Company announced the result of a retail offer for 86,286,792
shares at an issue price of 0.5 pence per share raising gross proceeds of
£0.43m.  In addition the Company issued 1,478,472 new shares at the issue
price of 0.5 pence per shares in lieu of fees in respect of the overall
fundraise.

 

 

 

 

 

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