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General Information The principal activity of Genflow Biosciences Plc (\u201cthe Company\u201d) and its subsidiaries (together \u201cthe Group\u201d) is the research and development of gene therapy targeting the upstream biology of aging. The Company is incorporated and domiciled in the United Kingdom. The Company was incorporated on 18 January 2021 and commenced trading on this date. The address of its registered office is 6 Heddon Street, London, W1B 4BT. 2. Summary of Significant Accounting Policies The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated. 2.1 Basis of Preparation of Financial Statements The financial statements of the Company are prepared in accordance with Part 15 of the Companies Act 2006, which applies to companies generally. The Group and Company financial statements have been prepared in accordance with UK-adopted international accounting standards and the Companies Act 2006. The Group financial statements have been prepared under the historical cost convention. The financial statements are presented in UK Pounds Sterling rounded to the nearest pound. The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group\u2019s Accounting Policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in Note 4. 2.2 Changes in accounting policy and disclosures (a) New and amended standards mandatory for the first time for the financial periods beginning on or after 1 January 2025 The International Accounting Standards Board (IASB) issued various amendments and revisions to International Financial Reporting Standards and IFRIC interpretations. The amendments and revisions were applicable for the year ended 31 December 2025 but did not result in any material changes to the financial statements of the Group or Company. b) New standards, amendments and interpretations in issue but not yet effective or not yet endorsed and not early adopted Standards, amendments and interpretations that are not yet effective and have not been early adopted are as follows:
Standard\u202f\u202f
Impact on initial application
Effective date
IFRS 10 (Amendments)
Consolidated Financial Statements
1 January 2026
IAS 7 (Amendments)
Statement of Cash Flows
1 January 2026
IFRS 7
Financial Instruments: Disclosures and its
1 January 2026
accompanying Guidance on implementing IFRS 7
IFRS 9
Financial Instruments
1 January 2026
The Group is evaluating the impact of the new and amended standards above which are not expected to have a material impact on future Group financial statements. ", "dimensions": { "concept": "ifrs-full:DisclosureOfChangesInAccountingPoliciesExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-201": { "value": "1. General Information The principal activity of Genflow Biosciences Plc (\u201cthe Company\u201d) and its subsidiaries (together \u201cthe Group\u201d) is the research and development of gene therapy targeting the upstream biology of aging. The Company is incorporated and domiciled in the United Kingdom. The Company was incorporated on 18 January 2021 and commenced trading on this date. The address of its registered office is 6 Heddon Street, London, W1B 4BT. ", "dimensions": { "concept": "ifrs-full:DisclosureOfGeneralInformationAboutFinancialStatementsExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-178": { "value": "Plc", "dimensions": { "concept": "ifrs-full:LegalFormOfEntity", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-175": { "value": "United Kingdom", "dimensions": { "concept": "ifrs-full:DomicileOfEntity", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-179": { "value": "United Kingdom", "dimensions": { "concept": "ifrs-full:CountryOfIncorporation", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-176": { "value": "6 Heddon Street, London, W1B 4BT", "dimensions": { "concept": "ifrs-full:AddressOfRegisteredOfficeOfEntity", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-180": { "value": "London", "dimensions": { "concept": "ifrs-full:PrincipalPlaceOfBusiness", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-200": { "value": "2. Summary of Significant Accounting Policies The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated. 2.1 Basis of Preparation of Financial Statements The financial statements of the Company are prepared in accordance with Part 15 of the Companies Act 2006, which applies to companies generally. The Group and Company financial statements have been prepared in accordance with UK-adopted international accounting standards and the Companies Act 2006. The Group financial statements have been prepared under the historical cost convention. The financial statements are presented in UK Pounds Sterling rounded to the nearest pound. The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group\u2019s Accounting Policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in Note 4. 2.2 Changes in accounting policy and disclosures (a) New and amended standards mandatory for the first time for the financial periods beginning on or after 1 January 2025 The International Accounting Standards Board (IASB) issued various amendments and revisions to International Financial Reporting Standards and IFRIC interpretations. The amendments and revisions were applicable for the year ended 31 December 2025 but did not result in any material changes to the financial statements of the Group or Company. b) New standards, amendments and interpretations in issue but not yet effective or not yet endorsed and not early adopted Standards, amendments and interpretations that are not yet effective and have not been early adopted are as follows:
Standard\u202f\u202f
Impact on initial application
Effective date
IFRS 10 (Amendments)
Consolidated Financial Statements
1 January 2026
IAS 7 (Amendments)
Statement of Cash Flows
1 January 2026
IFRS 7
Financial Instruments: Disclosures and its
1 January 2026
accompanying Guidance on implementing IFRS 7
IFRS 9
Financial Instruments
1 January 2026
The Group is evaluating the impact of the new and amended standards above which are not expected to have a material impact on future Group financial statements. 2.3 Basis of Consolidation The Group financial statements consolidate the financial statements of Genflow Biosciences Plc and the financial statements of all of its subsidiary undertakings made up to 31 December 2025. Subsidiaries are entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Where an entity does not have returns, the Group\u2019s power over the investee is assessed as to whether control is held. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.
The Group applies merger accounting to account for the acquisition of subsidiaries under common control. The consideration
transferred for the acquisition of a subsidiary is equal to the assets transferred without any restatement to fair value, the
liabilities incurred to the former owners of the acquiree and the equity interests issued by the Group. The difference that arises
on consolidation is deducted from, or added to, reserves.
Acquisition-related costs are expensed as incurred unless they result from the issuance of shares, in which case they are
offset against the premium on those shares within equity.
Investments in subsidiaries are accounted for at cost less impairment.
Inter-company transactions, balances, income and expenses on transactions between group companies are eliminated on
consolidation. Profits and losses resulting from intercompany transactions that are recognised in assets are also eliminated.
Where considered appropriate, adjustments are made to the financial information of subsidiaries to bring the accounting
policies used into line with those used by other members of the Group. All intercompany transactions and balances between
Group enterprises are eliminated on consolidation.
2.4 Going Concern
The preparation of financial statements requires an assessment on the validity of the going concern assumption. The
Company successfully raised \u00a31.3 million (before expenses) through the allotment and issue of new ordinary shares during
the year ended 31 December 2025, and a further \u00a30.8m in early 2026. Further funding will be required by the Company in
order to execute the Group\u2019s research and development strategy and to continue to meet its financial commitments. The
Company has various funding options currently available to it and is assessing their terms in order to select the option which
is most favourable to the Company and its shareholders. At 31 December 2025, the Group is in a net liability position totalling
\u00a3283,195.
The Directors are of the opinion that the Company has adequate working capital to execute its operations for the present time
and expected to cover working capital for a period which will allow for further fundraising. It is confident in its ability to access
additional financing over the next 12 months. The Directors, therefore, have made an informed judgement, at the time of
approving these financial statements, that there is a reasonable expectation that the Company has adequate resources to
continue in operational existence for the foreseeable future. As a result, the Directors have continued to adopt the going
concern basis of accounting in preparing the annual financial statements, however, notes that, due to the timing of securing
additional funding, a material uncertainty related to going concern exists. This is not uncommon with companies in the biotech
sector in a similar stage of its development to the Company.
2.5 Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-
maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the
operating segments, has been identified as the Board of Directors that makes strategic decisions.
Segment results, include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.
2.6 Foreign Currencies
(a) Functional and presentation currency
Items included in the financial statements of the Group\u2019s entities are measured using the currency of the primary economic
environment in which the entity operates (the \u2018functional currency\u2019). The functional currency of the Company is Sterling, the
functional currency of the US subsidiary is US Dollars and the functional currency of the Belgian subsidiary is Euros. The
financial statements are presented in Pounds Sterling, rounded to the nearest pound.
(b) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of
the transactions or valuation where such items are re-measured. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities
denominated in foreign currencies are recognised in the Income Statement.
(c) Group companies
The results and financial position of all the Group\u2019s entities (none of which has the currency of a hyperinflationary economy)
that have a functional currency different from the presentation currency are translated into the presentation currency as
follows:
\u2022 assets and liabilities for each statement of financial position presented are translated at the closing rate at the date
of that statement of financial position;
\u2022 income and expenses for each statement of comprehensive income presented are translated at average exchange
rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the
transaction dates, in which case income and expenses are translated at the dates of the transactions); and
\u2022 all resulting exchange differences are recognised in other comprehensive income where material.
On consolidation, exchange differences arising from the translation of the net investment in foreign entities, and of monetary
items receivable from foreign subsidiaries for which settlement is neither planned nor likely to occur in the foreseeable future,
are taken to other comprehensive income. When a foreign operation is sold, such exchange differences are recognised in the
income statement as part of the gain or loss on sale.
2.7 Grant income recognition
Grant income is recognised within other operating income. Grants are recognised as due to the Group when there is
reasonable assurance that:
\u2022 the Group will comply with the conditions attached to the payments; and
\u2022 the grants or contributions will be received.
Amounts recognised as due to the Group are credited to the Statement of Comprehensive Income if the conditions attaching
to the grant have been met. Monies advanced as grants for which conditions have not been satisfied are carried in the
Balance Sheet as a creditor. Where the conditions to the grant have been met but the grant income is yet to be received, a
debtor will be recognised equal to the submission made, accruing evenly over the period in which the submission relates.
2.8 Research and development
Expenditure on research activities undertaken with the prospect of gaining new scientific or technical knowledge and
understanding is recognised in the income statement as an expense as incurred. Development costs that are directly
attributable to the design and testing of identifiable and unique products controlled by the Group are recognised as intangible
assets where the following criteria are met:
o It is technically feasible to complete the asset so that it will be available for use;
o Management intends to complete the asset and use or sell it;
o There is an ability to use or sell the asset;
o It can be demonstrated how the asset will generate probable future economic benefits;
o Adequate technical, financial and other resources to complete the development and to use or sell the asset are
available; and
o The expenditure attributable to the asset during its development can be reliably measured.
Directly attributable costs that are capitalised as part of the asset include the product development employee costs and an
appropriate portion of relevant overheads. Other development expenditures that do not meet these criteria are recognised as
an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a
subsequent period.
2.9 Financial Assets
(a) Classification
The Group classifies its financial assets in the following categories: at amortised cost including trade receivables and other
financial assets at amortised cost, at fair value through other comprehensive income and at fair value through profit or loss,
loans and receivables, and available-for-sale. The classification depends on the purpose for which the financial assets were
acquired. Management determines the classification of its financial assets at initial recognition.
(b) Recognition and measurement
Amortised cost
Trade and other receivables are recognised initially at the amount of consideration that is unconditional, unless they contain
significant financing components, in which case they are recognised at fair value. The group holds the trade and other
receivables with the objective of collecting the contractual cash flows, and so it measures them subsequently at amortised
cost using the effective interest method.
The group classifies its financial assets as at amortised cost only if both of the following criteria are met:
\u2022 the asset is held within a business model whose objective is to collect the contractual cash flows; and
\u2022 the contractual terms give rise to cash flows that are solely payments of principle and interest.
(c) Impairment of financial assets
The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through
profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and
all the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest rate. The
expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to
the contractual terms.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk
since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next
12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since
initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective
of the timing of the default (a lifetime ECL).
For trade receivables (not subject to provisional pricing) and other receivables due in less than 12 months, the Group applies
the simplified approach in calculating ECLs, as permitted by IFRS 9. Therefore, the Group does not track changes in credit
risk, but instead, recognises a loss allowance based on the financial asset\u2019s lifetime ECL at each reporting date.
The Group considers a financial asset in default when contractual payments are 90 days past due. However, in certain cases,
the Group may also consider a financial asset to be in default when internal or external information indicates that the Group
is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by
the Group. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows
and usually occurs when past due for more than one year and not subject to enforcement activity.
At each reporting date, the Group assesses whether financial assets carried at amortised cost are credit impaired. A financial
asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of the
financial asset have occurred.
(d) Derecognition
The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it
transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity.
On derecognition of a financial asset measured at amortised cost, the difference between the asset\u2019s carrying amount and
the sum of the consideration received and receivable is recognised in profit or loss. This is the same treatment for a financial
asset measured at fair value through profit and loss.
2.10 Financial Liabilities
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and
borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All financial
liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable
transaction costs. The Group\u2019s financial liabilities include trade and other payables.
Subsequent measurement
The measurement of financial liabilities depends on their classification, as described below:
Trade and other payables
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from
suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are
presented as non-current liabilities.
Trade payables are recognised initially at fair value, and subsequently measured at amortised cost using the effective interest
method.
Derecognition
A financial liability is derecognised when the associated obligation is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms
of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the
original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in profit
or loss and other comprehensive income.
2.11 Cash and Cash Equivalents
Cash and cash equivalents comprise cash at bank and in hand and are subject to an insignificant risk of changes in value.
2.12 Taxation
Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive
income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity,
respectively.
Deferred income tax is recognised, using the liability method, on temporary differences arising between the tax bases of
assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred income tax is determined
using tax rates (and laws) that have been enacted, or substantially enacted, by the end of the reporting year and are expected
to apply when the related deferred income tax asset is realised, or the deferred income tax liability is settled.
Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available
against which the temporary differences can be utilised.
Deferred income tax assets are recognised on deductible temporary differences arising from investments in subsidiaries,
associates and joint arrangements only to the extent that it is probable the temporary difference will reverse in the future and
there is sufficient taxable profit available against which the temporary difference can be utilised.
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets
against current tax liabilities, and when the deferred income tax assets and liabilities relate to income taxes levied by the
same taxation authority on either the taxable entity or different taxable entities where there is an intention to settle the balances
on a net basis.
There has been no tax credit or expense for the period relating to current or deferred tax.
2.13 Share Capital and reserves
Ordinary shares are classified as equity.
Share Premium \u2013 the reserve for shares issued above the nominal value. This also includes the cost of share issues that
occurred.
Retained Earnings \u2013 the retained earnings reserve includes all current and prior periods retained profit and losses.
Other Reserves \u2013 consists of the following;
- Merger Reserve \u2013 represents the difference between the value of shares issued by the Company in exchange for
the value of shares acquired in respect of the acquisition of subsidiaries.
- Foreign Currency Translation Reserve - represents the translation differences arising from translating the financial
statement items from functional currency to presentational currency.
2.14 Earnings per share
Basic earnings per share is calculated by dividing:
- the profit attributable to owners of the company, excluding any costs of servicing equity other than ordinary shares;
- by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus
elements in ordinary shares issued during the year and excluding treasury shares (Note 18).
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account:
- the after-income tax effect of interest and other financing costs associated with dilutive potential ordinary shares; and - the weighted average number of additional ordinary shares that would have been outstanding, assuming the conversion of all dilutive potential ordinary shares. 2.15 Share based payments The Company has issued a number of warrants over its shares in exchange for services from third-party suppliers and to investors who have participated in equity placings. The fair value of the third-party suppliers\u2019 services received in exchange for the grant of the warrants is recognised as an expense in the Statement of Comprehensive Income or charged to equity depending on the nature of the service provided. The fair value of the share warrants are determined using the Black Scholes valuation model. Non-market vesting conditions are included in assumptions about the number of warrants that are expected to vest. The total expense or charge is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At the end of each reporting period, the entity revises its estimates of the number of warrants that are expected to vest based on the non-market vesting conditions. It recognises the impact of the revision to original estimates, if any, in the Statement of Comprehensive Income or equity as appropriate, with a corresponding adjustment to a separate reserve in equity. When the warrants are exercised, the Group issues new shares. The proceeds received, net of any directly attributable transaction costs, are credited to share capital (nominal value) and share premium when the options are exercised. ", "dimensions": { "concept": "ifrs-full:DisclosureOfMaterialAccountingPolicyInformationExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-177": { "value": "The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated. ", "dimensions": { "concept": "ifrs-full:DescriptionOfNatureOfEntitysOperationsAndPrincipalActivities", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-181": { "value": "2.1 Basis of Preparation of Financial Statements The financial statements of the Company are prepared in accordance with Part 15 of the Companies Act 2006, which applies to companies generally. The Group and Company financial statements have been prepared in accordance with UK-adopted international accounting standards and the Companies Act 2006. The Group financial statements have been prepared under the historical cost convention. The financial statements are presented in UK Pounds Sterling rounded to the nearest pound. The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group\u2019s Accounting Policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in Note 4. ", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfPreparationOfFinancialStatementsExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-182": { "value": "2.3 Basis of Consolidation The Group financial statements consolidate the financial statements of Genflow Biosciences Plc and the financial statements of all of its subsidiary undertakings made up to 31 December 2025. Subsidiaries are entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Where an entity does not have returns, the Group\u2019s power over the investee is assessed as to whether control is held. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases. The Group applies merger accounting to account for the acquisition of subsidiaries under common control. The consideration transferred for the acquisition of a subsidiary is equal to the assets transferred without any restatement to fair value, the liabilities incurred to the former owners of the acquiree and the equity interests issued by the Group. The difference that arises on consolidation is deducted from, or added to, reserves. Acquisition-related costs are expensed as incurred unless they result from the issuance of shares, in which case they are offset against the premium on those shares within equity. Investments in subsidiaries are accounted for at cost less impairment. Inter-company transactions, balances, income and expenses on transactions between group companies are eliminated on consolidation. Profits and losses resulting from intercompany transactions that are recognised in assets are also eliminated. Where considered appropriate, adjustments are made to the financial information of subsidiaries to bring the accounting policies used into line with those used by other members of the Group. All intercompany transactions and balances between Group enterprises are eliminated on consolidation. ", "dimensions": { "concept": "ifrs-full:DisclosureOfBasisOfConsolidationExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-183": { "value": "2.4 Going Concern The preparation of financial statements requires an assessment on the validity of the going concern assumption. The Company successfully raised \u00a31.3 million (before expenses) through the allotment and issue of new ordinary shares during the year ended 31 December 2025, and a further \u00a30.8m in early 2026. Further funding will be required by the Company in order to execute the Group\u2019s research and development strategy and to continue to meet its financial commitments. The Company has various funding options currently available to it and is assessing their terms in order to select the option which is most favourable to the Company and its shareholders. At 31 December 2025, the Group is in a net liability position totalling \u00a3283,195. The Directors are of the opinion that the Company has adequate working capital to execute its operations for the present time and expected to cover working capital for a period which will allow for further fundraising. It is confident in its ability to access additional financing over the next 12 months. The Directors, therefore, have made an informed judgement, at the time of approving these financial statements, that there is a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. As a result, the Directors have continued to adopt the going concern basis of accounting in preparing the annual financial statements, however, notes that, due to the timing of securing additional funding, a material uncertainty related to going concern exists. This is not uncommon with companies in the biotech sector in a similar stage of its development to the Company. ", "dimensions": { "concept": "ifrs-full:DisclosureOfGoingConcernExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-184": { "value": "2.5 Segment Reporting Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision- maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors that makes strategic decisions. Segment results, include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSegmentReportingExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-185": { "value": "2.6 Foreign Currencies (a) Functional and presentation currency Items included in the financial statements of the Group\u2019s entities are measured using the currency of the primary economic environment in which the entity operates (the \u2018functional currency\u2019). The functional currency of the Company is Sterling, the functional currency of the US subsidiary is US Dollars and the functional currency of the Belgian subsidiary is Euros. The financial statements are presented in Pounds Sterling, rounded to the nearest pound. (b) Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where such items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Income Statement. (c) Group companies The results and financial position of all the Group\u2019s entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows: \u2022 assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that statement of financial position; \u2022 income and expenses for each statement of comprehensive income presented are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions); and \u2022 all resulting exchange differences are recognised in other comprehensive income where material. On consolidation, exchange differences arising from the translation of the net investment in foreign entities, and of monetary items receivable from foreign subsidiaries for which settlement is neither planned nor likely to occur in the foreseeable future, are taken to other comprehensive income. When a foreign operation is sold, such exchange differences are recognised in the income statement as part of the gain or loss on sale. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForForeignCurrencyTranslationExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-196": { "value": "(a) Functional and presentation currency Items included in the financial statements of the Group\u2019s entities are measured using the currency of the primary economic environment in which the entity operates (the \u2018functional currency\u2019). The functional currency of the Company is Sterling, the functional currency of the US subsidiary is US Dollars and the functional currency of the Belgian subsidiary is Euros. The financial statements are presented in Pounds Sterling, rounded to the nearest pound. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFunctionalCurrencyExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-186": { "value": "2.7 Grant income recognition Grant income is recognised within other operating income. Grants are recognised as due to the Group when there is reasonable assurance that: \u2022 the Group will comply with the conditions attached to the payments; and \u2022 the grants or contributions will be received. Amounts recognised as due to the Group are credited to the Statement of Comprehensive Income if the conditions attaching to the grant have been met. Monies advanced as grants for which conditions have not been satisfied are carried in the Balance Sheet as a creditor. Where the conditions to the grant have been met but the grant income is yet to be received, a debtor will be recognised equal to the submission made, accruing evenly over the period in which the submission relates. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForGovernmentGrants", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-187": { "value": "2.8 Research and development Expenditure on research activities undertaken with the prospect of gaining new scientific or technical knowledge and understanding is recognised in the income statement as an expense as incurred. Development costs that are directly attributable to the design and testing of identifiable and unique products controlled by the Group are recognised as intangible assets where the following criteria are met: o It is technically feasible to complete the asset so that it will be available for use; o Management intends to complete the asset and use or sell it; o There is an ability to use or sell the asset; o It can be demonstrated how the asset will generate probable future economic benefits; o Adequate technical, financial and other resources to complete the development and to use or sell the asset are available; and o The expenditure attributable to the asset during its development can be reliably measured. Directly attributable costs that are capitalised as part of the asset include the product development employee costs and an appropriate portion of relevant overheads. Other development expenditures that do not meet these criteria are recognised as an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForResearchAndDevelopmentExpenseExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-188": { "value": "2.9 Financial Assets (a) Classification The Group classifies its financial assets in the following categories: at amortised cost including trade receivables and other financial assets at amortised cost, at fair value through other comprehensive income and at fair value through profit or loss, loans and receivables, and available-for-sale. The classification depends on the purpose for which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition. (b) Recognition and measurement Amortised cost Trade and other receivables are recognised initially at the amount of consideration that is unconditional, unless they contain significant financing components, in which case they are recognised at fair value. The group holds the trade and other receivables with the objective of collecting the contractual cash flows, and so it measures them subsequently at amortised cost using the effective interest method. The group classifies its financial assets as at amortised cost only if both of the following criteria are met: \u2022 the asset is held within a business model whose objective is to collect the contractual cash flows; and \u2022 the contractual terms give rise to cash flows that are solely payments of principle and interest. (c) Impairment of financial assets The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms. ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL). For trade receivables (not subject to provisional pricing) and other receivables due in less than 12 months, the Group applies the simplified approach in calculating ECLs, as permitted by IFRS 9. Therefore, the Group does not track changes in credit risk, but instead, recognises a loss allowance based on the financial asset\u2019s lifetime ECL at each reporting date. The Group considers a financial asset in default when contractual payments are 90 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Group. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows and usually occurs when past due for more than one year and not subject to enforcement activity. At each reporting date, the Group assesses whether financial assets carried at amortised cost are credit impaired. A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. (d) Derecognition The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. On derecognition of a financial asset measured at amortised cost, the difference between the asset\u2019s carrying amount and the sum of the consideration received and receivable is recognised in profit or loss. This is the same treatment for a financial asset measured at fair value through profit and loss. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialAssetsExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-197": { "value": "(b) Recognition and measurement Amortised cost Trade and other receivables are recognised initially at the amount of consideration that is unconditional, unless they contain significant financing components, in which case they are recognised at fair value. The group holds the trade and other receivables with the objective of collecting the contractual cash flows, and so it measures them subsequently at amortised cost using the effective interest method. The group classifies its financial assets as at amortised cost only if both of the following criteria are met: \u2022 the asset is held within a business model whose objective is to collect the contractual cash flows; and \u2022 the contractual terms give rise to cash flows that are solely payments of principle and interest. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFairValueMeasurementExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-198": { "value": "(d) Derecognition The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. On derecognition of a financial asset measured at amortised cost, the difference between the asset\u2019s carrying amount and the sum of the consideration received and receivable is recognised in profit or loss. This is the same treatment for a financial asset measured at fair value through profit and loss. Derecognition A financial liability is derecognised when the associated obligation is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in profit or loss and other comprehensive income. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForDerecognitionOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-189": { "value": "2.10 Financial Liabilities Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs. The Group\u2019s financial liabilities include trade and other payables. Subsequent measurement The measurement of financial liabilities depends on their classification, as described below: Trade and other payables Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at fair value, and subsequently measured at amortised cost using the effective interest method. Derecognition A financial liability is derecognised when the associated obligation is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in profit or loss and other comprehensive income. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForFinancialLiabilitiesExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-190": { "value": "2.11 Cash and Cash Equivalents Cash and cash equivalents comprise cash at bank and in hand and are subject to an insignificant risk of changes in value. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyToDetermineComponentsOfCashAndCashEquivalents", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-191": { "value": "2.12 Taxation Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively. Deferred income tax is recognised, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred income tax is determined using tax rates (and laws) that have been enacted, or substantially enacted, by the end of the reporting year and are expected to apply when the related deferred income tax asset is realised, or the deferred income tax liability is settled. Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. Deferred income tax assets are recognised on deductible temporary differences arising from investments in subsidiaries, associates and joint arrangements only to the extent that it is probable the temporary difference will reverse in the future and there is sufficient taxable profit available against which the temporary difference can be utilised. Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities, and when the deferred income tax assets and liabilities relate to income taxes levied by the same taxation authority on either the taxable entity or different taxable entities where there is an intention to settle the balances on a net basis. There has been no tax credit or expense for the period relating to current or deferred tax. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIncomeTaxExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-192": { "value": "2.13 Share Capital and reserves Ordinary shares are classified as equity. Share Premium \u2013 the reserve for shares issued above the nominal value. This also includes the cost of share issues that occurred. Retained Earnings \u2013 the retained earnings reserve includes all current and prior periods retained profit and losses. Other Reserves \u2013 consists of the following; - Merger Reserve \u2013 represents the difference between the value of shares issued by the Company in exchange for the value of shares acquired in respect of the acquisition of subsidiaries. - Foreign Currency Translation Reserve - represents the translation differences arising from translating the financial statement items from functional currency to presentational currency. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForIssuedCapitalExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-199": { "value": "Other Reserves \u2013 consists of the following; - Merger Reserve \u2013 represents the difference between the value of shares issued by the Company in exchange for the value of shares acquired in respect of the acquisition of subsidiaries. - Foreign Currency Translation Reserve - represents the translation differences arising from translating the financial statement items from functional currency to presentational currency. ", "dimensions": { "concept": "genf:DescriptionOfAccountingPolicyReserves", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-193": { "value": "2.14 Earnings per share Basic earnings per share is calculated by dividing: - the profit attributable to owners of the company, excluding any costs of servicing equity other than ordinary shares; - by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the year and excluding treasury shares (Note 18). Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account: - the after-income tax effect of interest and other financing costs associated with dilutive potential ordinary shares; and - the weighted average number of additional ordinary shares that would have been outstanding, assuming the conversion of all dilutive potential ordinary shares. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForEarningsPerShareExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-194": { "value": "2.15 Share based payments The Company has issued a number of warrants over its shares in exchange for services from third-party suppliers and to investors who have participated in equity placings. The fair value of the third-party suppliers\u2019 services received in exchange for the grant of the warrants is recognised as an expense in the Statement of Comprehensive Income or charged to equity depending on the nature of the service provided. The fair value of the share warrants are determined using the Black Scholes valuation model. Non-market vesting conditions are included in assumptions about the number of warrants that are expected to vest. The total expense or charge is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At the end of each reporting period, the entity revises its estimates of the number of warrants that are expected to vest based on the non-market vesting conditions. It recognises the impact of the revision to original estimates, if any, in the Statement of Comprehensive Income or equity as appropriate, with a corresponding adjustment to a separate reserve in equity. When the warrants are exercised, the Group issues new shares. The proceeds received, net of any directly attributable transaction costs, are credited to share capital (nominal value) and share premium when the options are exercised. ", "dimensions": { "concept": "ifrs-full:DescriptionOfAccountingPolicyForSharebasedPaymentTransactionsExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-202": { "value": "3. Financial Risk Management 3.1 Financial Risk Factors The Group\u2019s activities expose it to a variety of financial risks being market risk (including, interest rate risk and currency risk), credit risk and liquidity risk. The Group\u2019s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Group\u2019s financial performance. Market Risk (a) Foreign currency risks The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the Euro against the UK pound. Foreign exchange risk arises from future commercial transactions, recognised assets and liabilities and net investments in foreign operations. The Parent Company sends funds to the operating subsidiary to fund research and development and is at risk of being exposed to unfavourable exchange rates. The Company mitigates this risk by buying Euros when exchange rates are favourable and holding them in a designated foreign currency account. The Company only issues loan funding to the subsidiary in Euros. The Group negotiates all material contracts for activities in relation to its subsidiary in Euros. The Directors will continue to assess the effect of movements in exchange rates on the Group\u2019s financial operations and initiate suitable risk management measures where necessary. An analysis of the Group\u2019s net monetary assets by functional currency of the underlying companies at the year-end is as follows:
Currency
Total
GBP
EUR
USD
2025
2025
2025
2025
Currency of net monetary assets
\u00a3
\u00a3
\u00a3
\u00a3
Pound Sterling
85,354
-
-
85,354
Euro
33
23,611
-
23,644
US Dollar
2,794
-
-
2,794
At 31 December 2025
88,181
23,611
-
111,792
Currency
Total
GBP
EUR
USD
2024
2024
2024
2024
Currency of net monetary assets
\u00a3
\u00a3
\u00a3
\u00a3
Pound Sterling
92,501
-
-
92,501
Euro
1,848
179,959
-
181,807
US Dollar
3,389
985
-
4,374
At 31 December 2024
97,738
180,944
-
278,682
The table above indicates that the Company\u2019s primary exposure is to exchange rate movements between UK Pound Sterling and the Euro. The table below shows the impact of changes in exchange rates on the result and financial position of the Company.
2025
2024
\u00a3
\u00a3
Pound Sterling 10% weakening against Euro
(2,364)
(18,181)
Pound Sterling 10% strengthening against Euro
2,364
18,181
Pound Sterling 20% weakening against Euro
(4,729)
(36,361)
Pound Sterling 20% strengthening against Euro
4,729
36,361
(b) Interest rate risk As the Group has no borrowings, it is not exposed to interest rate risk on financial liabilities. The Group\u2019s interest rate risk arises from its cash held on short-term deposit, which is not significant. Credit Risk Credit risk arises from cash and cash equivalents as well as outstanding receivables. The Group does not currently generate sales and any receivable balances are granted after careful assessment by Management to ensure there is a high chance of recoverability. Management does not expect any losses from non-performance of these receivables. The Group considers the credit ratings of banks in which it holds funds in order to reduce exposure to credit risk. Liquidity Risk The Group\u2019s continued future operations depend on the ability to raise sufficient working capital through the issue of equity share capital or debt. The Directors are reasonably confident that adequate funding will be forthcoming with which to finance operations. Controls over expenditure are carefully managed. See note 2.4 for further details on going concern and liquidity. 3.2 Capital Risk Management The Group\u2019s objectives when managing capital are to safeguard the Group\u2019s ability to continue as a going concern, in order to provide returns for shareholders and to enable the Group to continue its research and development activities. The Group has no debt at 31 December 2025 and defines capital based on the total equity of the Company. The Group monitors its level of cash resources available against future planned operational activities and the Company may issue new shares in order to raise further funds from time to time. ", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialRiskManagementExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-221": { "value": "Market Risk (a) Foreign currency risks The Group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the Euro against the UK pound. Foreign exchange risk arises from future commercial transactions, recognised assets and liabilities and net investments in foreign operations. The Parent Company sends funds to the operating subsidiary to fund research and development and is at risk of being exposed to unfavourable exchange rates. The Company mitigates this risk by buying Euros when exchange rates are favourable and holding them in a designated foreign currency account. The Company only issues loan funding to the subsidiary in Euros. The Group negotiates all material contracts for activities in relation to its subsidiary in Euros. The Directors will continue to assess the effect of movements in exchange rates on the Group\u2019s financial operations and initiate suitable risk management measures where necessary. An analysis of the Group\u2019s net monetary assets by functional currency of the underlying companies at the year-end is as follows:
Currency
Total
GBP
EUR
USD
2025
2025
2025
2025
Currency of net monetary assets
\u00a3
\u00a3
\u00a3
\u00a3
Pound Sterling
85,354
-
-
85,354
Euro
33
23,611
-
23,644
US Dollar
2,794
-
-
2,794
At 31 December 2025
88,181
23,611
-
111,792
Currency
Total
GBP
EUR
USD
2024
2024
2024
2024
Currency of net monetary assets
\u00a3
\u00a3
\u00a3
\u00a3
Pound Sterling
92,501
-
-
92,501
Euro
1,848
179,959
-
181,807
US Dollar
3,389
985
-
4,374
At 31 December 2024
97,738
180,944
-
278,682
The table above indicates that the Company\u2019s primary exposure is to exchange rate movements between UK Pound Sterling and the Euro. The table below shows the impact of changes in exchange rates on the result and financial position of the Company.
2025
2024
\u00a3
\u00a3
Pound Sterling 10% weakening against Euro
(2,364)
(18,181)
Pound Sterling 10% strengthening against Euro
2,364
18,181
Pound Sterling 20% weakening against Euro
(4,729)
(36,361)
Pound Sterling 20% strengthening against Euro
4,729
36,361
(b) Interest rate risk As the Group has no borrowings, it is not exposed to interest rate risk on financial liabilities. The Group\u2019s interest rate risk arises from its cash held on short-term deposit, which is not significant. ", "dimensions": { "concept": "ifrs-full:DisclosureOfMarketRiskExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-222": { "value": "Credit Risk Credit risk arises from cash and cash equivalents as well as outstanding receivables. The Group does not currently generate sales and any receivable balances are granted after careful assessment by Management to ensure there is a high chance of recoverability. Management does not expect any losses from non-performance of these receivables. The Group considers the credit ratings of banks in which it holds funds in order to reduce exposure to credit risk. ", "dimensions": { "concept": "ifrs-full:DisclosureOfCreditRiskExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-223": { "value": "Liquidity Risk The Group\u2019s continued future operations depend on the ability to raise sufficient working capital through the issue of equity share capital or debt. The Directors are reasonably confident that adequate funding will be forthcoming with which to finance operations. Controls over expenditure are carefully managed. See note 2.4 for further details on going concern and liquidity. ", "dimensions": { "concept": "ifrs-full:DisclosureOfLiquidityRiskExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-203": { "value": "4. Critical Accounting Estimates and Judgements The preparation of the Group financial statements in conformity with IFRSs requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of expenses during the year. Actual results may vary from the estimates used to produce these financial statements. 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. The significant items subject to such estimates and assumptions are as follows; Research and development IAS 38 Intangible Assets requires management to differentiate between research and the development phase of R&D activities and their related costs. In accordance with IAS 38, an intangible asset arising from development shall be recognised if, and only, if, an entity can demonstrate certain criteria. The Board continually monitor its activities against the prescribed criteria to determine the point in which the Group would enter the development phase of its activities. The entity is currently in the phases of formulation, design and evaluation of its product and therefore management are confident that the entity is in the research phase. As a result, any expenditure arising from R&D activities are expensed in the Statement of Comprehensive Income. Intercompany loans In the prior year management assessed the recovery profile of the Parent Company loans granted to subsidiaries and noted the research and development timetable would mean that repayment of the amounts loaned would not commence in the short to medium term and accordingly the loans were considered to not be repayable and have been classified as an investment in subsidiary. The determination of the assumptions is subjective and requires the exercise of considerable judgement about the outcome of research and development activity, probability of technical and regulatory success, amount and timing of projected future cash flow or changes in market conditions. Any changes in key assumptions could materially affect whether an impairment exists. Several factors such as Genflow BE receiving positive feedback from regulatory agencies and successful patent applications give management comfort that no impairment indicators exist. These assumptions have been described in more detail in Note 10. ", "dimensions": { "concept": "ifrs-full:DisclosureOfAccountingJudgementsAndEstimatesExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-204": { "value": "5. Segmental Information The results reported for the Group have been derived from the results of the Group\u2019s operating three geographical areas, the UK, Belgium and the US, less any inter-company transactions. In 2025, the total value of inter-company transactions in the period were \u00a333,119 (2024: \u00a397,292). The Parent Company operates in one geographical area, the UK. Activities in the UK are mainly administrative in nature whilst activities in Belgium relate to research and development. The US entity is dormant. The reports used by the chief operating decision maker are based on these geographical segments.
Belgium
UK
US
Total
2025
\u00a3
\u00a3
\u00a3
\u00a3
Other operating income
585,607
-
-
585,607
Administrative expenses
(1,210,623)
(784,792)
(7,756)
(2,003,171)
Loss from operations per reportable
(625,016)
(784,792)
(7,756)
(1,417,564)
segment
Reportable segment assets
310,012
141,485
889
452,386
Reportable segment liabilities
542,547
460,624
-
1,003,171
Belgium
UK
US
Total
2024
\u00a3
\u00a3
\u00a3
\u00a3
Other operating income
320,471
-
-
320,471
Administrative expenses
(1,254,901)
(649,844)
(2,961)
(1,907,706)
Loss from operations per reportable
(934,430)
(649,844)
(2,961)
(1,587,235)
segment
Reportable segment assets
218,086
166,867
955
385,908
Reportable segment liabilities
716,609
72,307
-
788,916
", "dimensions": { "concept": "ifrs-full:DisclosureOfEntitysReportableSegmentsExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-205": { "value": "6. Other Operating Income
Group
31 December
31 December
2025
2024
\u00a3
\u00a3
Grant income
585,607
320,471
585,607
320,471
Other operating income comprises of R&D grant\u2019s awards to Genflow Biosciences SRL. In 2025, the Company currently has three active grants, EXO Biologics, Revatis SA and NASH recognising \u00a3164,538, \u00a3195,062 and \u00a3226,008 of other operating income accordingly. ", "dimensions": { "concept": "ifrs-full:DisclosureOfOtherOperatingIncomeExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-206": { "value": "7. Expenses by Nature
Group
31 December
31 December
2025
2024
\u00a3
\u00a3
Directors\u2019 fees
363,995
325,793
Directors\u2019 pensions
-
1,306
Directors\u2019 social security contributions
29,967
19,653
Fees payable to the Company\u2019s auditors for the audit of the Parent Company and
group financial statements
55,000
57,500
Professional, legal and consulting fees
298,479
188,522
PR and marketing
92,891
97,049
Accounting related services
16,654
6,551
Insurance
21,713
22,347
Office and administrative expenses
7,172
16,310
IT and software services
8,447
7,893
Travel and entertainment
6,336
6,403
Research and development costs
1,110,486
1,151,461
Other expenses
(9,062)
5,714
Depreciation
1,093
1,204
Total administrative expenses
2,003,171
1,907,706
", "dimensions": { "concept": "ifrs-full:DisclosureOfExpensesByNatureExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-207": { "value": "8. Employees The average monthly number of employees, including Directors, during the year was 5 (2024: 5). There were no employees during the year other than the Directors. See the Remuneration and Nomination Committee Report on page 26 for details of remuneration paid to Directors serving during the year. ", "dimensions": { "concept": "ifrs-full:DisclosureOfEmployeeBenefitsExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-208": { "value": "9. Taxation
Group
Company
Tax recognised in profit or loss
2025
2024
2025
2024
\u00a3
\u00a3
\u00a3
\u00a3
Current tax
-
-
-
-
Deferred tax
-
-
-
-
Total
tax
charge
in
the
Statement
Of
Comprehensive Income
-
-
-
-
The tax on the Group\u2019s loss differs from the theoretical amount that would arise using the weighted average tax rate applicable to the losses of the consolidated entities as follows:
Group
2025
2024
\u00a3
\u00a3
Loss before tax
(1,417,564)
(1,587,235)
Tax at the weighted average rate of 23.7% (Company: 25%)
(335,490)
(375,646)
Expenditure not deductible for tax purposes
273
301
Net tax effect of losses carried forward on which no deferred tax asset is
recognised
335,217
375,345
Income tax for the year
-
-
The weighted average applicable tax rate of 23.7% used is a combination of the standard rate of corporation tax in the 25% of UK corporation tax, 21% US corporation tax and 25% Belgian corporation tax. The Group has accumulated tax losses of approximately \u00a34,286,595 (2024: \u00a33,951,378) and the Company had accumulated tax losses of approximately \u00a32,740,376 (2024: \u00a32,552,458) available to carry forward against future taxable profits. A deferred tax asset has not been recognised because of uncertainty over future taxable profits against which the losses may be utilised. ", "dimensions": { "concept": "ifrs-full:DisclosureOfIncomeTaxExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-209": { "value": "10. Investment in Subsidiary Undertakings
Company
2025
2024
\u00a3
\u00a3
Shares in subsidiary undertakings
At beginning of the period
869,370
770,187
Additions to investments
-
-
Additions to loans
954,897
99,183
Loan reassignment
-
-
Loans receivable
-
-
At period end
1,824,267
869,370
During the year, \u00a3947,083 (2024: \u00a396,251) was loaned by the Company to Genflow Biosciences Srl and \u00a3Nil (2024: \u00a3Nil) was repaid. Also during the year, \u00a37,814 (2024: \u00a32,932) was loaned by the Company to Genflow Biosciences Inc. Investments in Group undertakings are stated at cost less impairment. Details of subsidiaries at 31 December 2025 are as follows:
Share capital
Country of
Share capital
held by
Principal
Registered office address
Name of subsidiary
incorporation
held by Group
Company
activities
Genflow
United
Holding
Harvard Square, One
Biosciences Inc.
States
\u00a320,383
100%
company
Miffin Place #400, Cambr
idge, MA 02138
Genflow
Belgium
\u00a3684,183
100%
Research and
Rue Auguste Piccard 48
Biosciences SRL
development
6041
Gosselies
", "dimensions": { "concept": "ifrs-full:DisclosureOfSignificantInvestmentsInSubsidiariesExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-210": { "value": "11. Trade and Other Receivables
Group
Company
2025
2024
2025
2024
\u00a3
\u00a3
\u00a3
\u00a3
VAT receivable
28,107
31,757
10,859
195
Prepayments
44,096
68,653
40,361
66,850
Other receivables
267,325
4,749
2,084
2,084
Amounts owed by Group companies
-
-
207,995
192,168
339,528
105,159
261,299
261,297
Included in the 2025 other receivables is accrued income totalling \u00a334,365 (2024: \u00a3Nil) and \u00a3229,987 (2024: \u00a3Nil) due in respect of an R&D grant\u2019s awarded to Genflow Biosciences SRL. Trade and other receivables are all due within one year. The fair value of all receivables is the same as their carrying values stated above. These assets, excluding prepayments, are the only form of financial asset within the Group, together with cash and cash equivalents. There are no trade receivables therefore an ageing analysis has not been provided. Within Company, there is \u00a3207,995 (2024: \u00a3192,168) relating to inter-group receivables. No interest is being charged. The carrying amounts of the Group\u2018s trade and other receivables are denominated in the following currencies:
Group
Company
2025
2024
2025
2024
\u00a3
\u00a3
\u00a3
\u00a3
UK Pounds
53,304
69,129
261,299
261,297
Euros
285,335
35,075
-
-
US Dollars
889
955
-
-
Current receivables
339,528
105,159
261,299
261,297
The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable mentioned above. The Group does not hold any collateral as security. All trade and other receivables are considered fully recoverable and performing. ", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherReceivablesExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-211": { "value": "12. Cash and Cash Equivalents Group Company 2025 2024 2025 2024 \u00a3 \u00a3 \u00a3 \u00a3 Cash at bank and in hand 111,792 278,682 88,181 97,738 The Group\u2019s cash is held with facilities with credit ratings between AA and BBB. The carrying amounts of the Group and Company\u2019s cash and cash equivalents are denominated in the following currencies:
Group
Company
2025
2024
2025
2024
\u00a3
\u00a3
\u00a3
\u00a3
UK Pounds
85,354
92,501
85,354
92,501
Euros
23,644
182,792
33
1,848
US Dollars
2,794
3,389
2,794
3,389
Cash at bank and in hand
111,792
278,682
88,181
97,738
", "dimensions": { "concept": "ifrs-full:DisclosureOfCashAndCashEquivalentsExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-212": { "value": "
13. Trade and Other Payables
Group
Company
2025
2024
2025
2024
\u00a3
\u00a3
\u00a3
\u00a3
Trade payables
646,660
368,897
134,152
16,610
Other payables
17,299
17,243
3,305
3,197
Deferred income
16,045
330,474
-
-
Accrued expenses
323,167
72,302
323,167
52,500
1,003,171
788,916
460,624
72,307
Included in deferred income as at 31 December 2025 is \u00a316,045 (2024: \u00a3330,474) in relation to grant income received in
advance, which does not yet meet the Group\u2019s grant income recognition criteria.
All trade and other payables are due for payment within twelve months of the year end. Trade payables are settled within
normal commercial terms, usually between 30-60 days.
The carrying amounts of the Group and Company\u2019s trade and other payables are denominated in the following currencies:
Group
Company
2025
2024
2025
2024
\u00a3
\u00a3
\u00a3
\u00a3
UK Pounds
460,624
72,307
460,624
72,307
Euros
542,547
716,609
-
-
Current payables
1,003,171
788,916
460,624
72,307
", "dimensions": { "concept": "ifrs-full:DisclosureOfTradeAndOtherPayablesExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-213": { "value": "
14. Financial Instruments by Category
31 December 2025
31 December 2024
Group
At amortised
At amortised
Assets per Statement of Financial Position
cost
Total
cost
Total
Trade and other receivables (excluding
295,432
295,432
36,506
36,506
prepayments)
Cash and cash equivalents
111,792
111,792
278,682
278,682
Total
407,224
407,224
315,188
315,188
Liabilities per Statement of Financial Position
Trade and other payables
1,003,171
1,003,171
778,916
778,916
Total
1,003,171
1,003,171
778,916
778,916
31 December 2025
31 December 2024
Company
At amortised
At amortised
Assets per Statement of Financial Position
cost
Total
cost
Total
Trade and other receivables (excluding
220,938
220,938
194,447
194,447
prepayments)
Cash and cash equivalents
88,181
88,181
97,738
97,738
Total
309,119
309,119
292,185
292,185
Liabilities per Statement of Financial Position
Trade and other payables
460,624
460,624
72,307
72,307
Total
460,624
460,624
72,307
72,307
", "dimensions": { "concept": "ifrs-full:DisclosureOfFinancialInstrumentsExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-214": { "value": "
15. Share Capital and Share Premium
Issued share capital
Company
Number of shares
Ordinary
Share
Total
shares
premium
\u00a3
\u00a3
\u00a3
At 1 January 2024
292,506,618
87,752
4,190,900
4,278,652
Issue of new shares \u2013 9 April 2024
57,200,000
17,160
697,840
715,000
Cost of Capital \u2013 9 April 2024
-
-
(58,365)
(58,365)
At 31 December 2024
349,706,618
104,912
4,830,375
4,935,287
At 1 January 2025
349,706,618
104,912
4,830,375
4,935,287
Issue of new shares \u2013 10 April 2025
41,341,324
12,402
421,682
434,084
Issue of new shares \u2013 9 May 2025
62,500,000
18,750
481,250
500,000
Issue of new shares \u2013 1 October 2025
40,000,000
12,000
428,000
440,000
Cost of Capital
(65,386)
(65,386)
At 31 December 2025
493,547,942
148,064
6,095,921
6,243,985
On 10 April 2025, the Company issued and allotted 41,341,324 new Ordinary Shares at a price of 1.05 pence per share, for
gross proceeds of \u00a3434,084.
On 9 May 2025, the Company issued and allotted 62,500,000 new Ordinary Shares at a price of 0.80 pence per share, for
gross proceeds of \u00a3500,000.
On 1 October 2025, the Company issued and allotted 40,000,000 new Ordinary Shares at a price of 1.10 pence per share, for gross proceeds of \u00a3440,000. ", "dimensions": { "concept": "ifrs-full:DisclosureOfShareCapitalReservesAndOtherEquityInterestExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-215": { "value": "16. Other reserves
Foreign currency
translation
Merger reserve
Share option
Group
differences
reserve
Total
\u00a3
\u00a3
\u00a3
\u00a3
At 31 December 2023
49,240
170,248
-
219,488
Currency translation differences
5,418
-
-
5,418
As at 31 December 2023 - Restated
54,658
170,248
-
224,906
Currency translation differences
20,934
-
-
20,934
Options granted
-
-
6,965
6,965
As at 31 December 2024
75,592
170,248
6,965
252,805
Currency translation differences
(38,911)
-
-
(38,911)
As at 31 December 2025
36,681
170,248
6,965
213,894
", "dimensions": { "concept": "genf:DisclosureOfOtherReserves", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-216": { "value": "
17. Share based payments
Share warrants
Share warrants outstanding and exercisable at the end of the period have the following expiry dates and exercise prices:
Warrants
Grant Date
Expiry Date
Exercise price in \u00a3 per
31 December
31 December
share
2025
2024
4 April 2024
4 April 2027
0.02
27,860,000
27,860,000
8 May 2025
8 May 2028
0.015
62,500,000
-
9 October 2025
9 October 2027
0.012
40,000,000
-
130,360,000
27,860,000
The Company and Group have no legal or constructive obligation to settle or repurchase the options or warrants in cash.
The fair value of the share warrants was determined using the Black Scholes valuation model. The parameters used are
detailed below:
2024
Warrants
Granted on:
04/04/2024
Life (years)
3 years
Exercise price (pence per share)
2p
Risk free rate
3.99%
Expected volatility
34.16%
Expected dividend yield
-
Marketability discount
20%
Total fair value (\u00a3000)
7
The expected volatility of the 2024 warrants has been calculated based on volatility for the six months of trading before issue.
The risk-free rate of return is based on zero yield government bonds for a term consistent with the warrant life.
Only those warrants issued to third-party suppliers in lieu of services have been valued.
A reconciliation of warrants granted over the year to 31 December 2025 is shown below:
2025
2024
Weighted
Weighted
Number
average
Number
average
exercise
exercise price
price (\u00a3)
(\u00a3)
Outstanding at beginning of period
27,860,000
0.02
-
-
Granted
102,500,000
0.013
27,860,000
0.02
Outstanding as at period end
130,360,000
0.015
27,860,000
0.02
Exercisable at period end
130,360,000
0.015
27,860,000
0.02
2025
2024
Weighted
Weighted
Weighted
Weighted
Range of
Weighted
average
average
Weighted
average
average
exercise
average
Number of
remaining
remaining
average
Number of
remaining
remainin
prices (\u00a3)
exercise
shares
life
life
exercise
shares
life
g life
price (\u00a3)
expected
contracted
price (\u00a3)
expected
contracte
(years)
(years)
(years)
d (years)
0 \u2013 0.05
0.015
130,360,000
2
2
0.02
27,860,000
2.66
2.66
During the period there was a charge of \u00a3nil (2024: \u00a3nil) in respect of share warrants to the profit and loss. ", "dimensions": { "concept": "ifrs-full:DisclosureOfSharebasedPaymentArrangementsExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-217": { "value": "18. Earnings per Share The calculation of the total basic loss per share of 0.332 pence (2024: 0.475 pence) is based on the loss attributable to equity owners of the group of \u00a31,417,564 (2024: \u00a31,587,235) and on the weighted average number of ordinary shares of 426,711,928 (2024: 334,460,024) in issue during the year. In accordance with IAS 33, basic and diluted earnings per share are identical as the effect of the exercise of share options or warrants would be to decrease the loss per share. ", "dimensions": { "concept": "ifrs-full:DisclosureOfEarningsPerShareExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-218": { "value": "19. Commitments As at 31 December 2025, the Company had no commitments. ", "dimensions": { "concept": "ifrs-full:DisclosureOfCommitmentsExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-219": { "value": "20. Related Party Transactions Company During the year, \u00a3947,083 (2024: \u00a396,251) was loaned by the Company to Genflow Biosciences Srl and \u00a3Nil (2024: \u00a3Nil) was repaid. Also during the year, \u00a37,814 (2024: \u00a32,932) was loaned by the Company to Genflow Biosciences Inc. During the period, the Company charged Genflow Biosciences Srl management fees totalling \u00a331,119 (2024: \u00a397,292) in respect of administration costs and salaries. 21. Ultimate Controlling Party The Directors believe there to be no ultimate controlling party. ", "dimensions": { "concept": "ifrs-full:DisclosureOfRelatedPartyExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } }, "fact-220": { "value": "22. Events after the Reporting Date On 11 March 2026, the Company raised \u00a3800,000 (before expenses) by issuing 42,105,263 Ordinary Shares of \u00a30.0003 each at a price of 1.9p. After the year-end, Genflow BE received the first instalment of \u20ac336,467 in relation to the three-year development programme for the Company\u2019s existing roadmap for GF-1002 in MASH. ", "dimensions": { "concept": "ifrs-full:DisclosureOfEventsAfterReportingPeriodExplanatory", "language": "en", "entity": "scheme:213800HVOFXRXVEGDN62", "period": "2025-01-01T00:00:00/2026-01-01T00:00:00" } } } }