t
Futura Medical plc announced its unaudited results for the year ended 31 December 2025 on 29 April 2026, reporting revenue of £1.7 million and an operating loss of £9.1 million. The Group's cash and cash equivalents were £3.4 million as of 31 December 2025, following a £2.75 million fundraise in December 2025, and £2.35 million at the end of March 2026. Eroxon® is now launched in 27 countries with US and China patents granted until 2040, and a US$2.5 million patent milestone payment is expected from Haleon.
| Date | 29 Apr 2026 |
| Time | 07:00:09 |
| Category | Results |
| ID | 3000C |
29 April 2026
Futura Medical plc
("Futura" or the "Group")
Unaudited Results for the Year Ended 31 December 2025
Futura Medical (AIM: FUM), the consumer healthcare Group behind Eroxon® and that specialises in the development and global commercialisation of innovative and clinically proven sexual health products, announces its unaudited results for the year ended 31 December 2025 ("FY25").
Operational and strategic overview:
|
· |
Further market launches, with Eroxon® now launched in 27 countries, but challenges around usage, positioning and marketing communication have continued into FY26 |
|
· |
Two new development projects, Eroxon® Intense and the WSD4000 female sexual health portfolio, have a clear market opportunity and development plans have progressed |
|
· |
Board commenced a full review of the business, its priorities and its strategic options with actionable priorities now being delivered |
Financial overview:
|
· |
Revenue of £1.7 million (FY24: £13.9 million) slightly ahead of revised management expectations announced on 15 September 2025* |
|
· |
Operating loss of £9.1 million (FY24: operating profit £1.2 million) |
|
· |
Adjusted operating loss1 before share-based payments £8.6 million (FY24: profit £3.3 million) |
|
· |
Underlying operating loss2 (before share-based payments and exceptional items) £4.5 million (FY24: profit £3.3 million) |
|
· |
Cash and cash equivalents as at 31 December 2025 £3.4 million (FY24: £6.6 million) following the fundraise completed in December 2025 raising gross proceeds of £2.75 million |
Post-period end and outlook:
|
· |
Progress has been made against the objectives set at the time of the December 2025 fundraise: |
|
|
|
o |
Granted patents in both the US and China until 2040 for Eroxon® |
|
|
o |
Positive results of the WSD4000 Early Feasibility Study ("EFS") with the results showing clear and positive trends, demonstrating that the product can deliver a significant improvement in symptoms for women |
|
|
o |
Home User Test ("HUT") on the current Eroxon® product and new product Eroxon® "Intense" delivered positive results which give us confidence in our revised strategy to target men under 60 years of age with mild to moderate ED and our repositioning work for the portfolio
|
|
· |
Comprehensive strategic review to assess the Group's positioning, operating model and future value creation opportunities now complete: |
|
|
|
o |
New refined vision and strategy, details of which are set out in this announcement |
|
|
o |
Evolution of commercial model - moving from a model focused on R&D and full out-licensing, to a hybrid R&D and commercial model |
|
|
o |
Reassessment and progression of the two development projects, Eroxon® Intense and the WSD4000 female sexual health platform
|
|
· |
Cash and cash equivalents stood at £2.35 million at the end of March 2026 which, subject to a number of potential variables (including receipt of US patent milestone), is expected to provide working capital into December 2026 o The Directors continue to believe that the conditions associated with the US patent milestone have been satisfied and are engaged in constructive discussions with Haleon regarding its receipt in line with the terms of the license agreement. Based on the Group's current forecasts and excluding receipt of this milestone, existing cash resources are expected to provide runway into June 2026 o The Board is actively considering a number of dilutive and non-dilutive funding and strategic initiatives to extend the Group's cash runway beyond June 2026 if the receipt of the US patent milestone from Haleon were to be delayed. Whilst active discussions are ongoing and the Board is confident , there can be no certainty of the outcome of these discussions |
|
Alex Duggan, CEO of Futura, commented:
"2025 was a challenging year for Futura, with the initial in‑market performance of Eroxon® falling short of our expectations. While the year's financial performance was disappointing, we now have much greater clarity around the drivers and inhibitors behind the performance of Eroxon® and we are actively addressing these through improved targeting, clearer consumer communication and enhancements to the product offering. Importantly, the Group's development pipeline has continued to advance, with encouraging clinical and home user test results for both Eroxon® Intense and the WSD4000 female sexual health portfolio.
The fundraise completed in December 2025 strengthened our balance sheet and enabled us to implement a refined strategy, evolve our commercial model and maintain momentum across our priority development programmes. With patents secured in key markets, a clearer strategic focus and reset priorities, we believe Futura is now better positioned to unlock the long‑term value of its portfolio and deliver returns for shareholders."
*On 19 September 2025, the Group disclosed that it expected to deliver revenue between £1.3 million and £1.4 million for FY25.
Alternative performance measures ("APMs") are used by the Group to provide additional insight into the underlying financial performance of the business. These measures are not defined under IFRS and may not be comparable with similarly titled measures used by other companies. They are not intended to be a substitute for, or superior to, statutory measures.
1 Adjusted operating (loss)/profit represents reported operating (loss)/profit excluding non-cash share-based payment charges.
2 Underlying operating (loss)/profit represents adjusted operating (loss)/profit further excluding items classified as exceptional, being those items which the Board considers not to be representative of the Group's underlying trading performance. In 2025, such items comprised impairment of property, plant and equipment, inventory provisions and other one-off costs.
Contacts:
|
Futura Medical plc
|
Alex Duggan Chief Executive Officer Angela Hildreth Finance Director and COO
|
+44 (0)1483 685 670
|
|
Panmure Liberum Nominated Adviser and Broker |
Emma Earl, Will Goode, Mark Rogers (Corporate Finance)
|
+44 (0)20 3100 2000
|
|
|
|
|
|
Turner Pope Investments (TPI) Ltd - Broker |
Guy McDougall, Andrew Thacker |
+44 (0) 20 3657 0050 |
|
|
|
|
|
Alma Strategic Communications |
Rebecca Sanders-Hewett, Sam Modlin, Sarah Peters |
+44 (0)20 3405 0205 |
|
|
|
|
Notes to Editors:
Futura Medical plc (AIM: FUM) is the developer of innovative, consumer-focused, sexual health products, including lead product Eroxon® and development projects WSD4000 and Eroxon® Intense. Our core strength lies in our research, development, regulatory and business development expertise in developing innovative, clinically proven, insight-led and effective products to support our customers in the growing sexual health market.
Sexual health issues are prevalent globally in both men and women. Erectile Dysfunction ("ED") impacts 1 in 5 men globally across all adult age brackets, with approximately half of all men over 40 experiencing ED and 25% of all new diagnoses being in men under 40. 60% of women experience at least one symptom of impaired sexual response or function in a twelve months period, with only one in four women seeking professional help and remaining chronically underserved.
Eroxon®, Futura's clinically proven lead product, has been developed for the treatment of ED. The highly differentiated product, which is the only topical gel treatment for ED available over the counter and helps men get an erection fast, addresses significant unmet needs in the ED market. Multiple license or distribution partnerships are in place for Eroxon®, across major consumer markets.
WSD4000 is a project name for our development female sexual health portfolio, starting with the creation of a range of topical gels under our unique platform technology, specifically designed to treat symptoms of sexual dysfunction in women. There is currently no known regulatory approved OTC treatment available for impaired sexual response and function in women. WSD4000 has the potential to be an effective, breakthrough treatment for the common symptoms associated with impaired sexual response and function, such as lack of desire, arousal, lubrication and ability to orgasm.
Chairman's Statement
There is no doubt that FY25 was a difficult year for Futura. A year that has challenged us internally to assess our progress, our position in the market and our vision for the future. This has been a period of disruption for our colleagues across the Group, and I would like to take this opportunity to thank them for their tireless efforts and commitment.
FY25 financial performance was impacted by the slower than anticipated in-market sales of Eroxon®, as previously disclosed. It has since become clear that the low level of consumer repeat purchases of Eroxon® has been due to numerous factors. As a new product in a new category, we were constantly learning with each launch that took place. The Board is now clear on the challenges and issues in relation to the commercialisation of Eroxon®, with plans developed to manage or mitigate these going forwards as well as a realignment of focus.
Notwithstanding the challenges that the product has faced during its initial launch, we continue to believe that there is an unmet need and a market opportunity for Eroxon®. Markets of this nature often take time to develop, and we remain confident there is meaningful global demand for a well-positioned topical product to support male sexual intimacy.
As part of our realignment, Jeff Needham and James Barder stepped down from the Board as Non-Executive Chair and Chief Executive Officer respectively. I would like to thank both of them for their significant efforts and achievements. Additionally, Harmesh Suniara stepped down from his role as Non-Executive Director.
In August, Alexander ("Alex") Duggan was appointed as Interim Chief Executive Officer and to the Board of Directors. He was subsequently appointed as Chief Executive Officer in November. Alex brings 30 years of experience in Consumer Healthcare and Prescription (Rx) sectors, having successfully scaled global businesses across Europe, Asia, North America, and Latin America. The impact Alex has made already has been substantial, shifting the focus of the business towards business development and a commercially driven mindset.
To ensure that we are positioned to maximise shareholder value, the Board tasked Alex with a comprehensive review of the business in August 2025. This review encompassed an in-depth evaluation of our current operations, a re-examination of our key priorities, and a careful consideration of the strategic options available to the Group. The process has now been completed, and the findings and outcomes are discussed in detail within the CEO Review section. We now have a clear path on the key deliverables that will in turn provide shareholders with sustainable growth and long‑term value creation.
In December 2025, we completed a fundraise raising gross proceeds of £2.75 million, by way of an oversubscribed firm placing, conditional placing and subscription. This enabled us to utilise the strength and experience of our R&D team in order to progress the development of Eroxon® Intense and WSD4000, our two projects in development which we believe represent significant value opportunities. The pace and scope of certain development activities will be dependent on the availability of appropriate funding. This position also provides the Board with the opportunity to consider strategic options and explore ways to maximise shareholder value in 2026. The Board remains grateful for the continued support of our investors.
We remain focused on realising the value of our assets, Eroxon®, Eroxon® Intense and WSD4000, and executing a clear strategy that maximises benefits for shareholders, commercial partners, and employees.
Andrew Unitt
Non-Executive Chairman
Chief Executive Officer's Review and Strategic Review Update
2025 was a year defined by both challenge and renewal for Futura Medical. Since my appointment in August 2025, I have worked closely with the Board and the wider team to carefully review the business, its priorities and its strategic options. As a result of this review, we have acted quickly and have actionable priorities that are now being delivered.
We cannot shy away from the fact that the Group's financial performance and the underlying in-market sales of Eroxon® has been disappointing and this performance frames our reflection on FY25.
Notwithstanding this, our two new development projects, Eroxon® Intense and WSD4000 (the female sexual health platform) have a clear market opportunity and development plans have progressed throughout the year. In December, we raised £2.75 million (before fees) which provided the Group with additional working capital and funding to continue to progress the development of Eroxon® Intense and WSD4000.
I would like to take this opportunity to thank the full Futura team, whose hard work and commitment is greatly appreciated. Undertaking any business review can be difficult and distracting but our team has shown great resilience. I would also like to thank our shareholders and our valued external partners for their support throughout this review process.
Eroxon® sales impacting financial performance
Group performance during the period did not meet initial management expectations set out at the beginning of 2025, due largely to Eroxon® early in-market results showing slower than hoped for consumer uptake and repeat sales.
Revenue for the period was £1.7 million, slightly ahead of the previously announced revised management expectations. Additionally, cash and cash equivalents at year end was £3.4 million following the £2.75 million fundraise in December 2025.
Eroxon® in-market challenges understood; development progress on Eroxon® Intense and WSD4000
Eroxon®
At the close of the year, Eroxon® has been launched and is now available in 27 countries, up from 18 at the end of 2024. Of the nine new market launches during the period, six were in the EU, two in Central America and one in the Middle East.
However, Eroxon® experienced lower than expected sales across all currently launched markets, with clear reasons for this performance now understood and being addressed.
In the EU and UK there was a decline in in-market performance driven by comparison with a strong H2 2024 (in particular, investment in France, Spain and Portugal led to high sell-in). The drop in sales was steeper than expected and consumer repeat sales are not yet at the level originally targeted by the EU/UK licensee Cooper Consumer Health.
In the Middle East, sell-in has declined compared with the trend from the 2024 launch period when strong sell-in activity from the local sales force in Saudi Arabia drove strong volumes. Our commercial partner in the region, Labatec, has remained engaged and further expanded distribution of Eroxon® into Kuwait in May 2025.
In the US, following a high impact launch in October 2024 with high levels of investment from Haleon, sales progress has been slower than expected. While distribution levels remain strong, in-market performance has not yet met initial Haleon or Group expectations due to lower repeat sales levels across online and physical stockists compared to Haleon's initial forecasts.
Following launch in August 2024 in Mexico by M8 Pharmaceuticals ("M8") (the Group's commercial partner in the region), H1 2025 saw continued growth in retail distribution and a significant expansion of M8's digital campaign, albeit with consumer sales results below M8's forecast. A detailed analysis of our LATAM strategy is underway to ensure we achieve the significant opportunity the Eroxon® portfolio represents, especially with regards to a potential launch in Brazil.
Clearly the FY25 results were disappointing. We do however now have a clearer picture of the reasons for the lower than expected level of consumer repeat purchases. These include (i) a potential over-expectation from customers of Eroxon®'s benefits due to the erroneous direct comparison of Eroxon® performance to that of a PDE5 Inhibitor; (ii) an imperfect consumer understanding of how/when to use the product correctly; (iii) the fact that efficacy is binary i.e. for many men the product either works or it doesn't; (iv) the fact that no prescription or health care professional ("HCP") is required and therefore the product is widely available without HCP interaction or advice, which could result in use by the wrong target consumer or unrealistic expectations; and (v) sub-optimal targeting of consumers including those unlikely to respond to the Eroxon® product, especially older men with severe ED.
Alongside our commercial partners we believe a number of steps can be taken to address these issues:
|
1. |
Targeting: to help the product reach men who will benefit most from Eroxon®, especially those aged under 60 with mild to moderate ED |
|
2. |
Education: to help men achieve best results from using Eroxon®, especially as part of foreplay with a partner |
|
3. |
Expectation management: to help men anticipate the Eroxon® experience, which is different from taking oral PDE5 inhibitors. |
Eroxon® Intense
Eroxon® Intense is a new formulation of Eroxon® which is designed to have a faster and stronger sensorial action. Marketing feedback with Eroxon® has shown that whilst many men are satisfied with the current sensorial effect of the product, a faster and stronger sensation emphasising a stronger onset of action would be beneficial.
Initial studies on Eroxon® Intense undertaken by Futura in 2024 and 2025 reported 67% of men experience greater sensorial sensitivity compared to Eroxon® and significantly stronger sensations within 15 seconds of application. A further comparative Home User Test in 223 subjects completed in March 2026 has confirmed that the Eroxon® Intense formulation has a faster onset of sensorial effects than Eroxon®, with the majority of men describing these effects as moderate or strong.
WSD4000
WSD4000 is the project name for our development female sexual health portfolio, starting with the creation of a range of topical gels under our unique platform technology designed to treat impaired sexual response or function (sexual dysfunction) in women. Currently, no known regulatory approved topical treatments for sexual dysfunction in women are available over the counter in any major market. WSD4000 has the potential to create effective, breakthrough treatments for the common symptoms associated with sexual dysfunction, such as impaired arousal, lubrication and desire in various groups such as pre- and post-menopausal women.
In 2024, the Group commissioned IPSOS to undertake market research in the US in 1,000 women and this showed that around 60% have suffered from at least one symptom of sexual dysfunction in the last twelve months[1]. In addition, only one in four women seeks professional help and only 13% of women with symptoms experience an improvement over time while 37% experience a worsening of symptoms over time1.
In January 2025, we completed a successful proof of concept study in 67 women followed by positive pre-submission meetings with the FDA.
Fundraise
In December 2025, we were thankful for the support shown by investors as we raised £2.75 million (before fees). The additional capital from the fundraise enabled us to conclude the outcome of the strategic review and provided working capital to utilise the strength and experience of our R&D team as we progress the development of both Eroxon® Intense and the WSD4000 platform. I remain of the belief that these two products have strong commercial potential.
Post-year progress in line with objectives set
At the time of the December 2025 fundraise, we set out clear objectives that we were hoping to achieve in 2026, and I'm pleased to say that we have already delivered on a number of these.
The objectives were:
1) In relation to Eroxon®:
|
Objective |
Status |
|
China patent to be granted |
Completed |
|
US continuation patent to be granted |
Completed |
|
US patent milestone payment to be received from Haleon |
Expected Q2 2026 |
|
Appointment of APAC partner |
Expected Q3 2026 |
In relation to Eroxon®, we have now been granted patents in both the USA and China until 2040. This provides incremental patent coverage to patents granted in Europe, Hong Kong and Taiwan. Other patents remain pending.
The new US continuation patent granted on 17 March 2026 contains claims whereby we are confident that this has triggered a US patent milestone receipt of US$2.5 million under the terms of the Group's existing license agreement with Haleon. we are engaged with Haleon regarding the interpretation and timing of this milestone under the terms of the agreement. This grant was a key Group objective and given that the United States is the largest global market for erectile dysfunction, it will provide an enhanced competitive position for both current and potential new formulations of Eroxon®. Additionally, the receipt of the milestone payment will extend the cash runway to December 2026, in line with previous expectations, supporting current development opportunities.
The grant of the patent in China in January 2026 marks an important milestone for Futura in one of the largest erectile dysfunction markets globally. We now have an enhanced competitive position which supports our commercial strategy as we actively seek a long-term partner in this market. To support our intellectual property position further, we have filed an additional divisional patent in China with broader claims (as per our patent strategy in the US).
2) In relation to Eroxon® Intense:
|
Objective |
Status |
|
HUT results received, supporting commercial decision to launch |
Completed - results confirm enhanced sensorial performance of new product |
|
FDA and EU market launch clearance |
EU market launch clearance expected June 2026. US FDA clearance expected in July 2026 |
In March 2026 we were pleased to report the results of the Home User Test ("HUT") conducted on the current Eroxon® product and new product Eroxon® Intense, amongst 223 men under 60 years of age with mostly mild to moderate ED. The results of the HUT were positive with both Eroxon® and Eroxon® Intense shown to have high efficacy rates with an overall improvement over the original Phase 3 study for Eroxon® (which had included men up to 70 years of age and a number of severe ED sufferers). Subjects in this HUT stated that they were satisfied with the hardness of their erection in 70% and 71% of their sexual encounters using Eroxon® or Eroxon® Intense, respectively, and also recorded that their erections lasted long enough to have sexual intercourse in 84% and 85% of encounters, respectively, with efficacy increasing when the product is applied by the partner. The study confirmed the sensorial enhancement of Eroxon® Intense over Eroxon® with statistically significant greater intensity during the first two minutes after application. Both formulations received favourable 4-star or 5-star ratings in 49% and 53% of subjects for Eroxon® and the Eroxon® Intense formulation respectively. Over 50% of study participants said they would be somewhat or very likely to purchase either product.
The results give us confidence in our revised strategy to target men under 60 years of age with mild to moderate ED and our repositioning work for the portfolio. We are progressing Eroxon® Intense through regulatory authorisation and building an optimal brand position with first market launches expected in early 2027.
3) In relation to WSD4000:
|
Objective |
Status |
|
Early Feasibility Study ("EFS") results |
Completed - results give us confidence in the efficacy of the product and support progressing to Phase 3 clinical trial design |
|
HUT results with the potential to support a Phase 3 trial and potential launch decision |
Expected June 2026 |
|
Phase 3 first patient visit |
Expected Q4 2026 - subject to positive HUT results and securing necessary funding |
|
USA, APAC, EMEA and LATAM commercial partners: expressions of interest |
Expected Q4 2026 - multiple discussions already underway |
In January 2026 we were delighted to report positive results of the WSD4000 EFS which comprised 12 women suffering from some degree of sexual dysfunction. The results show clear and positive trends, demonstrating that the product can deliver a significant improvement. We believe we can successfully build on these results and provide a range of treatments for a condition that affects a significant number of women worldwide.
The next steps for WSD4000 include receiving the results of the placebo and home user tests by the end of Q2 2026, as a precursor to launching a Phase 3 clinical study subject to additional funding, as well as preparation of product positioning, packaging and the launch strategy.
Conclusion of Strategic Review
Following my appointment as CEO, I have undertaken for the Board and now completed a comprehensive strategic review to assess the Group's positioning, operating model and future value creation opportunities. This review marks a pivotal reset and aims to maximise long‑term shareholder value through sharper strategic focus, improved commercial execution and disciplined capital allocation.
I split the review into four distinct stages, with three completed so far:
(i) Assess - August 2025. Rapid assessment of the business to understand potential value drivers and inhibitors. Understanding views of end consumers, our commercial partner relationships, our supply partner relationships, our shareholders and our internal resource capability. Full assessment of short and mid-term P&L and cashflow position.
(ii) Secure & stabilise - September-December 2025. Following a rapid review into the cashflow position and requirement of the business, raising £2.75 million (before fees) and developing a cost cutting plan to extend the cash runway until the end of 2026 (which includes the receipt of the $2.5 million US patent milestone payment from Haleon).
(iii) Adapt - January-March 2026. Applying cost cutting measures, updating Group positioning and strategy, setting new business priorities, adapting commercial partnership model, updating brand positioning & targeting, optimising our supply base, focusing & accelerating R&D projects, adjusting internal resource to be fit for the Group's next stage of development.
(iv) Grow - April 2026 onwards. Now that the Company has a clearer strategy in place and clarity over its NPD pipeline, the focus of the team is sustainable growth of the underlying business by increasing commercial opportunity through enhanced in-market performance of Eroxon® and a high pace approach to insight-led NPD projects such as the WSD4000 platform. Outcomes from commercial growth prospects will be supported by a focus on supply efficiency to ensure both quality of service to our customer base and margin enhancement.
Refreshed Vision and Strategy
As a result of the review, we now have a refined vision: to be recognised as a global leader in the development of clinically proven, innovative, consumer‑focused sexual health products. Futura will leverage its established expertise in formulation science, regulatory approval and clinical development to address significant unmet needs in growing global sexual health markets.
Futura's strategy will be centred on:
|
· |
Developing an insight‑led, clinically proven portfolio of consumer‑focused sexual health products |
|
· |
Partnering with leading consumer healthcare companies to support sustainable global market growth |
|
· |
Delivering optimum long‑term returns for shareholders while operating with integrity and high governance standards. |
Evolution of Commercial Model
The strategic review has concluded that Futura will move from a 'launch and step back' model focused on R&D and full out‑licensing, to an 'actively manage and optimise' model focused on a hybrid R&D and commercial approach which will provide greater flexibility, insight development and sharing and improved economic participation across markets.
Under this approach:
|
· |
Commercial structures with partners may vary and will be selected on a market‑by‑market basis |
|
· |
The Group will have increased strategic input and the ability to share best commercial practice with all partners |
|
· |
Knowledge and learnings can be shared more effectively across territories |
|
· |
The Group can benefit more directly from commercial success, with higher net margins per selling unit |
|
· |
The Group will aim to reduce cost of goods through a shared global supply resource, benefiting both the Group and its partners. |
To support this improvement to our commercial model, we have:
|
· |
Strengthened our marketing capability, with a clear focus on driving in-market performance |
|
· |
Initiated a comprehensive review of global brand identity and positioning, to ensure clarity and consistency across markets |
|
· |
Undertaken targeted consumer research to inform portfolio development, pricing strategy and consumer communication. |
Product Development
Eroxon®
Despite in-market challenges encountered during the initial launch phase, we remain confident in the long-term value of Eroxon® as a clinically proven topical treatment for erectile dysfunction which fills an unmet need in the market.
Management priorities are:
|
· |
Securing appropriately aligned commercial partners in key global markets |
|
· |
Introducing Eroxon® Intense, coupled with updated consumer messaging to achieve a more targeted approach to customers |
|
· |
Improving margins through cost of goods optimisation |
|
· |
Enhancing global branding and collaboration with commercial partners. |
WSD4000 - Priority Development Programme
The Board sees WSD4000 as a priority development asset and a potential transformational opportunity. The platform technology underpinning the range of products being currently developed under the WSD4000 project name has the potential to address multiple aspects of female sexual health with a unique range of clinically proven products available over‑the‑counter.
Key next steps include:
|
· |
A structured development programme including home‑use testing ("HUT") (currently underway with results expected in June) and following the HUT results, progressing a full phase 3 clinical study (subject to new funding) |
|
· |
Building the plans for a targeted market launch in Q1 2028 under the new commercial model, gaining early expressions of interest from potential commercial partners following the EFS, HUT study results and other consumer research currently underway. |
The potential for Eroxon® and WSD4000 is significant, offering products with strong clinical evidence to support claims and endorsed by regulatory authorities and Key Opinion Leaders. With focused product positioning we plan to offer clear differentiation from other unregulated products which have weaker, narrower claims and inadequate claim support.
Closing remarks and outlook
As highlighted above, my thorough review of the business was split into four stages. With the first three complete, as we look ahead we are focused on growing the underlying business and increasing commercial opportunity through enhanced in-market performance of Eroxon® and a high pace approach to insight-led NPD projects such as the WSD4000 platform. Outcomes from growth prospects will be supported by a focus on supply efficiency to ensure both quality of service to our customer base and margin enhancement.
At all times and as a fundamental aspect of any significant Group decision, my question remains 'what will provide the best outcome and return for our shareholders?'. Whilst 2025 presented a number of challenges for the Group which understandably tested the patience of long-standing supportive shareholders, it is clear that Futura still has strong assets in Eroxon®, Eroxon® Intense and the WSD4000 female sexual health portfolio and that these assets are supported by a well-regarded, experienced R&D team.
I believe that the conclusion of the strategic review, alongside the promising new product development underway, means Futura is now positioned to unlock the value of its portfolio, with a clearer path to sustainable growth and long‑term shareholder value creation. The Board remains focused on ensuring the Group is appropriately funded to deliver against its strategic priorities and continues to make progress in advancing initiatives to support this.
Alex Duggan
Chief Executive Officer
1. Ipsos research carried out on behalf of Futura Medical in the USA amongst 1,003 women, 2024.
Finance Review
Financial highlights
|
· |
Group revenue £1.7 million (FY24: £13.9 million) |
|
· |
Operating loss £9.1 million (FY24: operating profit £1.2 million) |
|
· |
Adjusted operating loss1 before share-based payments £8.6 million (FY24: profit £3.3 million) |
|
· |
Underlying operating loss2 (before share-based payments and exceptional items) £4.5 million (FY24: profit £3.3 million) |
|
· |
Cash and cash equivalents as at 31 December 2025 £3.4 million (FY24: £6.6 million) following the fundraise completed in December 2025 raising £2.75 million (before fees) |
As stated in the Chairman's Statement and Chief Executive's Review, 2025 was a year of commercial reassessment and financial realignment for the Group. Revenue performance was below initial management expectations and reflected the transition from launch-phase stocking to demand-led replenishment.
In response, we have implemented measures to align the cost base alongside revised revenue assumptions, enhanced commercial oversight and reassessed the recoverability of certain assets. These actions included operational asset impairments that were recognised in the first half of 2025.
While commercial performance during the year was below initial management expectations, the Group has updated its internal forecasts and underlying commercial assumptions, including expected sales volumes and timing of cash flows. This has resulted in a reassessment of asset carrying values, ensuring they are aligned with current expectations as the Group focuses on stabilisation and long-term value creation.
In December 2025, the Group completed an equity raise to strengthen the balance sheet and provide additional working capital flexibility.
Revenue
Group revenue for the year was £1.7 million (FY24: £13.9 million). The prior year benefited from non-recurring regulatory milestone payments and initial channel stocking following launch in key territories. No comparable milestone income was recognised in 2025. During the year, commercial partners continued to work through launch inventory and consumer adoption progressed more gradually than originally anticipated, resulting in lower replenishment orders.
Gross profit
Gross profit for the year was £1.2 million (FY24: £9.7 million) representing a gross margin of approximately 73%. The £0.5 million inventory provision recognised during the year was classified as an exceptional item and excluded from underlying performance measures. Accordingly, reported gross profit reflects underlying trading performance.
Analysis of reported to adjusted operating performance
|
|
FY25 |
FY24 |
|
|
£ million |
£ million |
|
Reported operating (loss)/profit |
(9.1) |
1.2 |
|
Add back: Share-based payments ("SBP") |
0.5 |
2.0 |
|
Adjusted operating (loss)/profit (before SBP)1 |
(8.6) |
3.3 |
|
Add back: Exceptional items |
4.1 |
- |
|
Underlying operating (loss)/profit2 |
(4.5) |
3.3 |
Alternative performance measures ("APMs") are used by the Group to provide additional insight into the underlying financial performance of the business. These measures are not defined under IFRS and may not be comparable with similarly titled measures used by other companies. They are not intended to be a substitute for, or superior to, statutory measures.
1 Adjusted operating (loss)/profit represents reported operating (loss)/profit excluding non-cash share-based payment charges.
2 Underlying operating (loss)/profit represents adjusted operating (loss)/profit further excluding items classified as exceptional, being those items which the Board considers not to be representative of the Group's underlying trading performance. In 2025, such items comprised impairment of property, plant and equipment, inventory provisions and other one-off costs.
A reconciliation to reported operating (loss)/profit is presented in the table above.
Exceptional items recognised in 2025 totalled £4.05 million and comprised a £3.22 million impairment of plant and equipment, with £0.34 million relating to the recognition of a final contractual payment liability in respect of an asset acquisition (which was subsequently impaired) and a £0.49 million inventory provision. These items were disclosed in the Interim Results announced in September 2025.
Research and development
Expanding the Group's product portfolio and extending product ranges, while maintaining disciplined capital allocation, remains a core pillar of the Group's growth strategy. Research and Development ("R&D") costs for the year ended 31 December 2025 were £1.87 million (FY24: £1.74 million).
R&D activity during the year was focused on supporting lifecycle management initiatives for Eroxon® (including further product optimisation and range extension opportunities with Eroxon® Intense) and progression of WSD4000, our in-development portfolio for female sexual health which currently focuses on a range of topical gels specifically designed to treat symptoms of sexual dysfunction in women.
In light of revised commercial assumptions and the Group's focus on cash management, R&D expenditure during 2025 was carefully prioritised to ensure capital-efficient deployment of resources. The Board continues to evaluate the optimal pathway for WSD4000, including potential strategic partnerships to share development risk and funding requirements.
Administrative expenses
Administrative expenses for the year ended 31 December 2025 were £4.68 million (FY24: £6.83 million). Included within administrative expenses is a non-cash share-based payment charge of £0.53 million (FY24: £2.0 million), predominantly relating to LTIP awards granted in 2023 which vest annually through to 2027. Excluding share-based payment charges, underlying administrative expenses reduced year-on-year, reflecting cost reduction measures implemented during the second half of the year.
Earnings per share
In 2025 the basic loss per share was 2.78 pence compared to basic profit per share in 2024 of 0.43 pence. Details of the profit/loss per share calculations are provided in Note 10 of the consolidated financial information.
Balance sheet
The Group's financial position at 31 December 2025 reflects the operational reset undertaken during the year and continued focus on cash management and working capital discipline. Cash and cash equivalents as at 31 December 2025 was £3.4 million (FY24: £6.6 million). The reduction year-on-year reflects operating cash outflows during a year with lower revenue, partially offset by the equity raise completed in December 2025. The Board continues to actively manage cash deployment and cost control.
Trade and other payables reduced significantly to £1.66 million at 31 December 2025 (FY24: £3.56 million). The decrease reflects settlement of prior period obligations and improved working capital management.
Trade and other receivables decreased to £0.8 million at 31 December 2025 (FY24: £2.45 million). The movement primarily reflects lower year-end invoicing levels compared to 2024 and timing of royalty receipts and product shipments.
Overall, the balance sheet at year-end reflects a streamlined operating structure following asset impairments, working capital normalisation and tighter cost discipline implemented during the year.
Cash runway
At the time of the December 2025 fundraise, the Group stated that together with receipt of the US$2.5 million patent milestone receipt, its cash resources were expected to provide runway through to December 2026.
The Directors continue to believe that the conditions associated with the US patent milestone have been satisfied and are engaged in constructive discussions with Haleon regarding its receipt in line with the terms of the agreement. Based on the Group's current management forecasts and excluding receipt of this US patent milestone, existing cash resources of £2.35 million as at 31 March 2026 are expected to provide runway into June 2026.
The Board is actively considering a number of dilutive and non-dilutive funding and strategic initiatives (including but not limited to additional or alternative partnering/licensing and distribution arrangements for Eroxon® alongside Eroxon® Intense and WSD4000) and is confident that these would provide additional working capital and would be expected to extend the Group's cash runway beyond June 2026 if the milestone payment from Haleon were to be delayed. The Board however cautions that whilst active discussions are ongoing, there can be no certainty of the outcome of these discussions.
The Board is confident in the Group's ability to secure the funding required to support its ongoing operations and development activities. Further announcements will be made as and when appropriate.
Going concern
The Directors believe that it remains appropriate to prepare the financial information on a going concern basis. However, they acknowledge that material uncertainties exist that may cast doubt on the Group's ability to generate sufficient net revenues and resulting cash inflows and raise sufficient finance to discharge its liabilities in the normal course of business. The financial information does not include any adjustments that would result from the basis of preparation being inappropriate.
Further information in relation to going concern can be found in Note 2.2 of the unaudited consolidated financial information.
Angela Hildreth
Finance Director and Chief Operating Officer
UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 December 2025
|
|
|
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
|
Notes |
£ |
£ |
|
Revenue |
5 |
1,696,660 |
13,926,122 |
|
Cost of sales |
|
(456,707) |
(4,236,788) |
|
Gross profit |
|
1,239,953 |
9,689,334 |
|
Research and development costs |
|
(1,868,014) |
(1,742,274) |
|
Administrative expenses - Pre-exceptional costs |
|
(4,682,827) |
(6,830,765) |
|
Administrative expenses - Exceptional costs |
24 |
(4,053,000) |
- |
|
Total administrative expenses |
|
(8,735,827) |
(6,830,765) |
|
Other operating income |
21 |
255,000 |
127,611 |
|
Operating (loss)/profit |
6 |
(9,108,888) |
1,243,906 |
|
Finance income |
|
38,190 |
46,939 |
|
(Loss)/profit before tax |
|
(9,070,698) |
1,290,845 |
|
Taxation |
9 |
- |
2,165 |
|
(Loss)/profit for the year being total comprehensive (loss)/profit attributable to owners of the Parent Company |
|
(9,070,698) |
1,293,010 |
|
|
|
|
|
|
Basic (loss)/profit per share (pence) |
10 |
(2.78) |
0.43 |
|
Diluted (loss)/profit per share (pence) |
10 |
(2.78) |
0.41 |
All amounts relate to continuing activities.
UNAUDITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 31 December 2025
|
|
|
As at 31 December 2025 |
As at 31 December 2024 |
|
|
Notes |
£ |
£ |
|
Assets |
|
|
|
|
Non-current assets |
|
|
|
|
Property, plant and equipment |
11 |
747,528 |
4,089,607 |
|
Total non-current assets |
|
747,528 |
4,089,607 |
|
|
|
|
|
|
Current assets |
|
|
|
|
Inventories |
|
260 |
455,906 |
|
Trade and other receivables |
14 |
814,608 |
2,448,465 |
|
Current tax asset |
9 |
255,000 |
- |
|
Cash and cash equivalents |
|
3,401,631 |
6,596,201 |
|
Total current assets |
|
4,471,499 |
9,500,572 |
|
|
|
|
|
|
Liabilities |
|
|
|
|
Current liabilities |
|
|
|
|
Trade and other payables |
15 |
(1,659,939) |
(3,557,813) |
|
Provisions |
17 |
(509,038) |
(286,948) |
|
Total current liabilities |
|
(2,168,977) |
(3,844,761) |
|
Net current assets |
|
2,302,522 |
5,655,811 |
|
Non-current liabilities |
|
|
|
|
Contract liabilities (long-term) |
16 |
(244,851) |
(342,587) |
|
Provisions |
17 |
- |
(440,000) |
|
Total non-current liabilities |
|
(244,851) |
(782,587) |
|
Total liabilities |
|
(2,413,828) |
(4,627,348) |
|
Net assets |
|
2,805,199 |
8,962,831 |
|
|
|
|
|
|
Capital and reserves attributable to owners of the Parent Company |
|
|
|
|
Share capital |
18 |
1,162,655 |
607,407 |
|
Share premium |
|
72,845,717 |
71,235,261 |
|
Merger reserve |
|
1,152,165 |
1,152,165 |
|
Warrant reserve |
|
216,563 |
- |
|
Retained losses |
|
(72,571,901) |
(64,032,002) |
|
Total equity |
|
2,805,199 |
8,962,831 |
UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 31 December 2025
|
|
|
Share Capital |
Share Premium |
Merger Reserve |
Warrant Reserve |
Retained Losses |
Total Equity |
|
|
Notes |
£ |
£ |
£ |
£ |
£ |
£ |
|
At 1 January 2024 |
|
602,812 |
71,068,945 |
1,152,165 |
- |
(67,347,103) |
5,476,819 |
|
Total comprehensive profit for the year |
|
- |
- |
- |
- |
1,293,010 |
1,293,010 |
|
Share-based payment |
19 |
- |
- |
- |
- |
2,022,091 |
2,022,091 |
|
Shares issued during the year |
18 |
4,595 |
166,316 |
- |
- |
- |
170,911 |
|
Transactions with owners |
|
4,595 |
166,316 |
- |
- |
2,022,091 |
2,193,002 |
|
At 31 December 2024 |
|
607,407 |
71,235,261 |
1,152,165 |
- |
(64,032,002) |
8,962,831 |
|
Total comprehensive loss for the year |
|
- |
- |
- |
- |
(9,070,698) |
(9,070,698) |
|
Share-based payment |
19 |
- |
- |
- |
- |
530,799 |
530,799 |
|
Shares issued during the year |
18 |
555,248 |
1,610,456 |
- |
- |
- |
2,165,704 |
|
Warrants issued |
20 |
- |
- |
- |
216,563 |
- |
216,563 |
|
Transactions with owners |
|
555,248 |
1,610,456 |
- |
216,563 |
530,799 |
2,913,066 |
|
At 31 December 2025 |
|
1,162,655 |
72,845,717 |
1,152,165 |
216,563 |
(72,571,901) |
2,805,199 |
The Merger reserve represents the reserve arising on the acquisition of Futura Medical Developments Limited in 2001 via a share for share exchange accounted for as a group reconstruction previously using merger accounting under UK GAAP.
Retained losses represent all other net gains and losses not recognised elsewhere.
Share premium represents amounts subscribed for share capital in excess of nominal value, less the related costs of share issues.
Warrant reserve represents the fair value of warrants issued to brokers in connection with the Group's fundraising activities. The warrants are equity settled and the reserve will be transferred to share capital and share premium upon exercise, or remain within equity on expiry.
UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended 31 December 2025
|
|
Notes |
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
|
|
|
£ |
£ |
|
|
Cash flows from operating activities |
|
|
|
|
|
(Loss)/profit before tax |
|
(9,070,697) |
1,290,844 |
|
|
Adjustments for: |
|
|
|
|
|
Depreciation |
11 |
121,991 |
121,832 |
|
|
Profit on disposal of fixed assets |
11 |
88 |
612 |
|
|
Finance income |
|
(38,190) |
(46,939) |
|
|
Foreign exchange differences |
|
- |
- |
|
|
Provisions - Inventory write down |
13 |
490,000 |
- |
|
|
Impairment losses |
11 |
3,220,000 |
- |
|
|
Taxation credit |
9 |
(255,000) |
- |
|
|
Share-based payment charge |
19 |
530,799 |
2,022,091 |
|
|
Cash flows generated by/(used in) operating activities before changes in working capital |
|
(5,001,010) |
3,388,440 |
|
|
Increase in inventories |
13 |
(34,355) |
(455,567) |
|
|
Decrease/(increase) in trade and other receivables |
14 |
1,633,857 |
(1,208,290) |
|
|
Decrease in trade and other payables |
15 |
(2,213,520) |
(1,712,186) |
|
|
Cash generated by/(used in) operations |
|
(5,615,027) |
12,397 |
|
|
|
|
|
|
|
|
Income tax received |
|
- |
379,075 |
|
|
Cash generated by/(used in) operating activities |
|
(5,615,027) |
391,472 |
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
Purchase of property, plant and equipment |
11 |
- |
(1,726,965) |
|
|
Interest received |
|
38,190 |
46,939 |
|
|
Cash used in investing activities |
|
38,190 |
(1,680,026) |
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
Issue of ordinary shares |
18 |
2,789,174 |
170,911 |
|
|
Expenses paid in connection with share issues |
|
(406,906) |
- |
|
|
Cash generated by financing activities |
|
2,382,268 |
170,911 |
|
|
|
|
|
|
|
|
(Decrease)/increase in cash and cash equivalents |
|
(3,194,570) |
(1,117,643) |
|
|
Cash and cash equivalents at beginning of year |
|
6,596,201 |
7,714,183 |
|
|
Net foreign exchange differences |
|
- |
(339) |
|
|
Cash and cash equivalents at end of year |
|
3,401,631 |
6,596,201 |
|
There were no cash flows relating to exceptional items during the year.
NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL INFORMATION
For the year ended 31 December 2025
1. Corporate Information
Futura Medical plc (the "Company") is a public limited company incorporated and domiciled in England and Wales and whose shares are publicly traded on the AIM Market of the London Stock Exchange. The registered office is located at Surrey Technology Centre, 40 Occam Road, Guildford, Surrey, GU2 7YG.
This unaudited consolidated financial information consolidates these of the Company and its subsidiaries (together referred to as "the Group" and individually as "Group entities") for the year ended 31 December 2025.
The unaudited financial information for the years ended 31 December 2025 and 31 December 2024 set out in the announcement does not constitute full accounts within the meaning of section 434 of the Companies Act 2006.
The financial information for the year ended 31 December 2024 is derived from the statutory accounts for that year, which have been delivered to the Registrar of Companies. The auditor reported on those accounts; their report was unqualified, did not draw attention to any matters by way of emphasis without qualifying their report and did not contain a statement under s498 (2) or (3) Companies Act 2006. The audit of the statutory accounts for the year ended 31 December 2025 is not yet complete. These accounts will be finalised on the basis of the financial information presented by the Directors in this preliminary announcement and will be delivered to the Registrar of Companies following the Group's annual general meeting.
While the financial information included in this results announcement has been prepared in accordance with the recognition and measurement criteria of UK adopted international accounting standards (IFRS), this announcement does not in itself contain sufficient information to comply with IFRS.
The Group is principally engaged in the development and sale of consumer healthcare products.
2. Accounting policies
2.1 Basis of preparation
The unaudited consolidated financial information has been prepared on a going concern basis and under the historical cost convention and have been prepared and approved by the Directors in accordance with UK-adopted International accounting standards ("IFRS"). The principal accounting policies applied in the preparation of the consolidated financial information are set out below. These policies have been consistently applied to all years presented, unless otherwise stated.
Monetary amounts in this financial information are rounded to the nearest pound sterling (£), unless otherwise stated, which is also the functional currency of the Company.
2.2 Going concern
The Board has considered the applicability of the going concern basis in the preparation of the financial information. The Group generated a loss of £9.07 million in 2025. The Board considers that, based on the assessment described below, the preparation of the Group's and Parent Company's financial information on a going concern basis remains appropriate.
In assessing the appropriateness of adopting the going concern basis, the Directors have considered the Group's current financial position, cash resources and expected cash flows, based on internal projections for a period to 30 June 2027.
These projections ("base case") indicate that the Group's ability to continue as a going concern is dependent on, the receipt of milestone payments relating to the granting of the US patent, the realisation of other potential cash inflows, including amounts subject to commercial negotiation, and the completion of additional financing. Whilst the Directors have a reasonable expectation that these inflows can be achieved, they are not wholly within the Group's control and are subject to inherent uncertainty, including the timing and level of receipts.
The Directors have also considered a downside scenario in which revenues are lower than expected and/or the timing of receipts is delayed. In such circumstances, notwithstanding the implementation of mitigating actions within management's control, including the reduction or deferral of discretionary expenditure, including the deferral of costs associated with the development of WSD4000, the Group would continue to require additional funding and such funding being required earlier than assumed in the base case.
As the receipt of the US patent milestone, other revenue inflows and the completion of additional financing are not secured at the date of approval of this financial information, there are material uncertainties that may cast significant doubt on the Group's and Parent Company's ability to continue as a going concern. The Group and Parent Company may therefore be unable to realise their assets and discharge their liabilities in the normal course of business.
Notwithstanding the material uncertainties described above, the Directors have a reasonable expectation that the Group and Parent Company will have access to sufficient resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial information.
2.3 Standards, amendments and interpretation to existing standards
The Group applied the accounting standards and amendments listed below for the first time in this financial information. Unless noted, the standards or amendments had no material impact on the financial information.
· Amendments to IAS 21 - Lack of exchangeability (effective date: 1 January 2025)
Applicable accounting standards and interpretations issued but not yet adopted
At the date of authorisation of the financial information, the following Standards and Amendments which have been issued and endorsed by the UK, have not been applied by the Group and Parent Company in preparing the financial information:
· Amendments to IFRS 9 and IFRS 7 - Classification and measurement of financial instruments (effective date: 1 January 2026)
· IFRS 18 - Presentation of financial statements (effective date: 1 January 2027)
· IFRS 19 - Subsidiaries without public accountability disclosures (effective date: 1 January 2027).
New accounting policies
During the period, the Group introduced new accounting policies in accordance with IFRS to enhance the presentation of exceptional items.
The Group separately presents exceptional items, being material income or expenses arising from events or transactions that are unusual in nature or infrequent in occurrence. These items are recognised in accordance with IFRS and disclosed to provide users with a clearer understanding of the underlying operating performance. The adoption of this presentation has no impact on comparative figures.
2.4 Basis of consolidation
The Financial information of the Group consolidate the Financial Information of Futura Medical Plc and its subsidiary undertakings (together referred to as the "Group") up to 31 December each year. All subsidiaries have a reporting date of 31 December.
Subsidiaries are entities controlled by the Group. Control exists when the Group has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, potential voting rights that are currently exercisable or convertible are taken into account. All subsidiaries are 100% owned.
The Financial Information of subsidiaries are included in the consolidated financial information from the date that control commences until the date that control ceases, in accordance with IFRS 10. Intra-group transactions and balances, and any unrealised gains or losses arising from intra group transactions, are eliminated in preparing the consolidated financial information.
2.5 Segment reporting
An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenue and expenses that relate to transactions with any of the Group's other components. The Board of Directors consider that it is appropriate to report results as one single business segment. This is consistent with management accounting information reported regularly to the Board. The Group's Chief Operating Decision Maker ("CODM") is considered to be the Board. The Group's non-current assets are primarily located in the United Kingdom, with non-current assets of approximately £0.75 million located in Belgium.
2.6 Revenue
To determine whether to recognise revenue, the Group follows a five-step process:
1. Identifying the contract with a customer
2. Identifying the performance obligations
3. Determining the transaction price
4. Allocating the transaction price to the performance obligations
5. Recognising revenue when/as performance obligation(s) are satisfied.
Product revenue
The Group enters into contracts for supply of goods to external customers against orders received. The majority of contracts that the Company enters into relate to sales orders containing single performance obligation for the delivery of consumer healthcare products. Revenue is recognised when control of the goods is passed to the customer. The point at which control passes is determined by each customer arrangement, but generally occurs when title passes to the customer, on receipt of the goods on an ex-works basis.
Product revenue represents net invoice less estimated volume discounts, which are considered to be variable consideration and include significant estimates. Other variable considerations such as milestone receipts and royalties are not recognised in full until it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur. In Management's opinion, that will be when the Group's customer confirms that the milestone has been met or that a royalty is due. Estimates associated with variable consideration are revisited at each reporting date or when the related uncertainty is resolved and revenue is adjusted accordingly. At the reporting date, Management has concluded that no constraint on variable consideration is required.
Contracts with customers carry no obligations relating to returns or refunds of the product. As such, no provision has been made in respect of returns or refunds.
Commercialisation and licensing revenue
The Group entered into commercialisation agreements to license the Group's products to other parties. These contracts give rise to fixed and variable consideration from upfront payments, development milestones, sales-based milestones and royalties.
The licenses that the Group grant are typically rights to use intellectual property which do not change significantly during the period of the license and therefore related non-conditional licensing revenue is recognised at the point where the license is granted and variable consideration as soon as recognition criteria are met. Where control of a right to use license passes at the outset of a contract, revenue is recognised at the point in time when control is transferred.
Income dependent on the achievement of a development milestone is recognised when it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur, which is usually when the related event occurs. In general, when triggering of a milestone is subject to the decisions of third parties (e.g. the acceptance or approval of a filing by a regulatory authority), the Group does not consider that the threshold for recognition is met until that decision is made.
Sales-based milestone income is recognised when it is highly probable that the sales threshold will be reached. Sales-based royalties on a license of intellectual property are not recognised until the relevant product sale occurs.
Upfront milestone receipts
In accordance with IFRS 15, revenue is calculated based on the consideration to which the Group expects to be entitled and is recognised over the length of services provided under the contract and once performance obligations have been met. The transaction fee is allocated over the length of the service being provided in accordance with the project plan. It is recognised as a contract liability at the time of the initial transaction and is recognised on a straight-line basis over the lifetime of the contracts. The progress is re-evaluated by Management at each reporting date and the revenue recognised is re-measured accordingly.
2.7 Leased assets
For any new contracts entered into, the Group considers whether a contract is, or contains a lease. A lease is defined as a contract, or part of a contract, that conveys the right to use an asset (the underlying asset) for a period of time in exchange for consideration. To apply this definition, the Group assesses whether the contract meets three key evaluations which are whether:
|
· |
The contract contains an identified asset, which is either explicitly in the contract or implicitly specified by being identified at the time the asset is made available to the Group. |
|
· |
The Group has the right to obtain substantially all of the economic benefits from the use of the identified asset throughout the period of use, considering its rights within the defined scope of the contract. |
|
· |
The Group has the right to direct the use of the identified asset throughout the period of use. The Group assesses whether it has the right to direct "how and for what purpose" the asset is used throughout the period of use. |
The Group makes use of leasing arrangements principally for the provision of the main office space and IT equipment. The rental contracts for offices are typically negotiated on a short-term rolling basis with one month's notice. Lease terms for IT equipment have lease terms of three years without any extension terms. The Group does not enter into sale and leaseback arrangements. All the leases are negotiated on an individual basis and contain a wide variety of different terms and conditions such as purchase options and escalation clauses.
The Group has elected to account for short-term leases and leases of low-value assets using the practical expedients. These leases relate to items of certain low value IT equipment and short-term office leases. Instead of recognising a right-of-use asset and lease liability, the payments in relation to these are recognised as an expense in profit or loss on a straight-line basis over the lease term.
2.8 Intangible assets
Research and development ("R&D")
Expenditure incurred on the development of internally generated products is capitalised if it can be demonstrated that:
● it is technically feasible to develop the product for it to be sold;
● adequate resources are available to complete the development;
● there is an intention to complete and sell the product;
● the Group is able to out-license or sell the product;
● sale of the product will generate future economic benefits; and
● expenditure on the project can be measured reliably.
Where the criteria for capitalisation are met, development costs are capitalised until the product is available for use. Once available for use, these costs are amortised over the period in which the Group expects to benefit from sales of the related products.
Capitalised development costs, including patents and trademarks, are amortised over their estimated useful lives. The amortisation expense is recognised within research and development costs in the Consolidated Statement of Comprehensive Income.
The useful lives and carrying value of capitalised development costs are reviewed at least annually for indicators of impairment. Where impairment is identified, the carrying value is written down immediately to its recoverable amount and the remaining balance amortised over the revised useful life.
As Eroxon® has now been launched in major markets, the development phase has been completed, and as such, development expenditure is no longer applicable for this product.
The Directors consider that the criteria for capitalising development expenditure are not yet met for any of its other products under development.
Development expenditure, not satisfying the above criteria, and expenditure on the research phase of internal projects are included in R&D costs recognised in the Consolidated Statement of Comprehensive Income as incurred.
2.9 Property, plant and equipment
Plant and equipment is initially recognised at cost, and subsequently at cost less accumulated depreciation and any accumulated impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the items. Depreciation is charged to the Consolidated Statement of Comprehensive Income at rates calculated to write off the cost, less estimated residual value, of each asset on a straight-line basis over their estimated useful lives with depreciation commencing when the asset is available for use. Plant and equipment are reviewed for indicators of impairment in accordance with the Group's accounting policy on impairment of non-financial assets (Note 2.10).
Plant and equipment 2 - 5 years straight-line
Furniture and fittings 3 - 10 years straight-line
The assets' residual values and useful lives are determined by the Directors and reviewed and adjusted, if appropriate, at each reporting date.
2.10 Impairment of non-financial assets
At each reporting date, the Group reviews the carrying amounts of non-financial assets to determine whether there is any indication that an asset may be impaired. If any such indication exists, the recoverable amount of the asset is estimated. The recoverable amount is the higher of fair value less costs of disposal and value in use. Value in use is determined based on the present value of the expected future cash flows generated by the asset or, where appropriate, the cash-generating unit ("CGU") to which the asset belongs.
Assets that do not generate independent cash inflows are grouped at the lowest level for which there are separately identifiable cash flows. Impairment losses are recognised in profit or loss whenever the carrying amount of an asset or CGU exceeds its recoverable amount.
2.11 Classification of financial instruments issued by the Group
In accordance with the requirements of IAS 32, financial instruments issued by the Group are treated as equity only to the extent that they meet the following two conditions:
|
· |
they include no contractual obligations upon the Company to deliver cash or other financial assets or to exchange financial assets or financial liabilities with another party under conditions that are potentially unfavourable to the Company; and |
|
· |
where the instrument will or may be settled in the Company's own equity instruments, it is either a non-derivative that includes no obligation to deliver a variable number of the Company's own equity instruments or is a derivative that will be settled by the Company's exchanging a fixed amount of cash or other financial assets for a fixed number of its own equity instruments. |
2.12 Financial instruments
i) Recognition and initial measurement
At the year-end, the Group had no financial assets or liabilities designated at fair value through the profit and loss (2024: £nil). Trade receivables are initially recognised when they are originated. All other financial assets and liabilities are initially recognised when the Group becomes a party to the contractual provisions in the instrument. A financial asset (unless it is a trade receivable without a significant financing component) or a financial liability is initially measured at fair value plus, for items not measured at fair value through profit and loss ("FVTPL"), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is measured at the transaction price.
ii) Classification and subsequent measurement
Financial assets
On initial recognition a financial instrument is classified as measured at amortised cost, fair value through other comprehensive income ("FVOCI") or FVTPL. Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its business model for managing financial assets.
A financial asset is measured at amortised cost if it meets both the following conditions and is not designated as FVTPL:
|
· |
it is held within a business model whose objective is to hold assets to collect contractual cash flows; and |
|
· |
its contractual terms give rise on a specified date to cash flows that are solely the payment of principal and interest on the principal outstanding. |
Financial liabilities
Financial liabilities are classified as measured at amortised cost or FVTPL. A financial liability is classified as FVTPL if it is held for trading, it is a derivative or it is designated as such on initial recognition. Other financial liabilities are subsequently measured at amortised cost using the effective interest method. Interest expense is recognised in profit or loss. At the year-end, the Group had no financial assets or liabilities designated at FVOCI (2024: £nil).
iii) Derecognition
Financial assets
The Group derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred or in which the Group neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.
An impairment loss is recognised for the expected credit losses on financial assets when there is an increased probability that the counterparty will be unable to settle an instrument's contractual cash flows on the contractual due dates, a reduction in the amounts expected to be recovered, or both.
The Group applies a simplified approach in calculating expected credit losses. The probability of default and expected amounts recoverable are assessed using reasonable and supportable past and forward-looking information that is available without undue cost or effort. In calculating, the Group uses its historical experience, external indicators and forward-looking information to calculate the expected credit losses on a customer by customer basis.
Financial liabilities
The Group derecognises a financial liability when the contractual obligations are discharged, cancelled or expire. The Group also derecognises a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognised at fair value. On derecognition of a financial liability, the difference between the carrying amount extinguished and the consideration paid is recognised in profit or loss.
2.13 Taxation
Income tax is recognised or provided at amounts expected to be recovered or to be paid using the tax rates and tax laws that have been enacted or substantively enacted at the Consolidated Statement of Financial Position date. R&D tax credits are recognised on an accruals basis and are included as an income tax credit under current assets.
Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability on the Consolidated Statement of Financial Position date differs from its tax base, except for differences arising on:
|
· |
the initial recognition of an asset or liability in a transaction which is not a business combination and which at the time of the transaction affects neither accounting profit nor taxable profit; and |
|
· |
investments in subsidiaries and jointly controlled entities where the Group is able to control the timing of the reversal of the difference and it is probable that the difference will not reverse in the foreseeable future. |
Recognition of deferred tax assets is restricted to those instances where it is probable that taxable profits will be available against which the difference can be utilised.
The amount of the asset or liability is determined using tax rates that have been enacted or substantively enacted by the Consolidated Statement of Financial Position date and are expected to apply when the deferred tax liabilities/(assets) are settled/(recovered). Deferred tax balances are not discounted.
Deferred tax assets and liabilities are offset when the Group has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority on either:
|
· |
the same taxable group company; or |
|
· |
different group entities which intend to settle current tax assets and liabilities on a net basis, or to realise the assets and settle the liabilities simultaneously, on each future period in which significant amounts of deferred tax assets or liabilities are expected to be settled or recovered. |
2.14 Foreign currency translation
Foreign currency transactions are translated into the functional currency at the exchange rates prevailing on the transaction dates. For the purpose of profit and loss, foreign exchange gains and losses are translated using the average exchange rate from the preceding month. Foreign exchange gains and losses arising from the settlement of these transactions, as well as from the translation of monetary assets and liabilities denominated in foreign currencies at period-end exchange rates, are recognised in the Consolidated Statement of Comprehensive Income in the period in which they occur.
2.15 Employee benefits
Defined contribution plans
The Group provides retirement benefits to all employees who wish to participate in defined contribution pension schemes. The assets of these schemes are held separately from those of the Group in independently administered funds. Contributions made by the Group are charged to the Consolidated Statement of Comprehensive Income in the period in which they become payable.
Accrued holiday pay
A liability is recorded at each reporting date for holidays accrued but not taken, at applicable rates of salary. The expected cost of compensated short-term absence (holidays) is charged to the Consolidated Statement of Comprehensive Income on an accruals basis.
Share-based payment transactions
The Group operates an annual equity-settled share-based compensation plan. For all share options awarded to employees, and others providing similar services, the fair value of the share options at the date of grant is charged to the Consolidated Statement of Comprehensive Income over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each Consolidated Statement of Financial Position date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of share options that eventually vest. There are no market-based vesting conditions. If the terms and conditions of share options are modified before they vest, any incremental increase in the fair value of the share options, measured immediately before and after the modification, is also charged to the Consolidated Statement of Comprehensive Income over the remaining vesting period. The proceeds received when share options are exercised, net of any directly attributable transaction costs, are credited to share capital (nominal value) and the remaining balance to share premium. All employee share option holders enter into an HM Revenue & Customs joint election to transfer the employers' National Insurance contribution potential liability to the employee, therefore no Group asset or liability arises.
Long-term incentive plan
The Group operates a long-term incentive plan ("LTIP") for employees and Directors. Awards referred to in this note were granted only after specified performance milestones had been achieved, with the share price at the date of grant determining the size of the award by reference to targets set in advance. The awards are intended to be settled in equity, although settlement in cash may occur at the discretion of the Board.
The fair value of LTIP awards granted to employees and others providing similar services is recognised in the Consolidated Statement of Comprehensive Income over the vesting period, with a corresponding increase in equity. As the performance conditions were satisfied prior to grant, the only remaining vesting condition is continued employment and the number of awards expected to vest is adjusted only for expected forfeitures.
2.16 Finance income
Interest income is recognised as interest accrues.
2.17 Cash and cash equivalents
Cash and cash equivalents are basic financial assets and comprise of cash at bank and in hand, and short-term deposits with original maturity of three months or less.
2.18 Inventories
Inventories are measured at the lower of cost and net realisable value ("NRV"). Cost comprises the purchase price of finished goods and other costs incurred in bringing inventories to their present location and condition. The Company applies the first-in, first-out ("FIFO") method to determine the cost of finished goods. Under this method, items purchased or produced first are assumed to be sold first, and inventories on hand are valued at the most recent purchase costs.
NRV represents the estimated selling price in the ordinary course of business less estimated costs necessary to make the sale.
At each reporting date, the Company assesses whether inventories are carried in excess of their NRV. Where inventories are identified as slow-moving, obsolete, damaged, or where selling prices have declined, they are written down to NRV. Such write-downs are recognised as an expense in the Consolidated Statement of Comprehensive Income in the period in which they arise.
If circumstances that previously caused inventories to be written down no longer exist, or if there is clear evidence of an increase in NRV, the amount of the write-down is reversed, limited to the amount of the original write-down. Reversals are recognised in the period in which they occur.
2.19 Provisions
The company recognises provisions for obligations arising from penalties related to minimum order quantities in its contracts with suppliers. A provision is made when the company is unable to meet the minimum order requirements and expects to incur penalties. These penalties are recognised as provisions when it is probable that the penalties will be incurred and the amount can be reliably estimated.
2.20 Warrants
The Company may issue warrants from time to time in conjunction with the issue of equity instruments. Where warrants are issued, the terms of the instrument are assessed against the requirements of IAS 32. Where the warrants meet the 'fixed-for-fixed' criterion for the right to acquire a fixed number of the Company's own shares for a fixed amount of cash. On this basis, they are classified as equity instruments rather than financial liabilities.
The fair value of such warrants is determined at the date of grant using the Black-Scholes valuation model and recognised within a warrant reserve in equity. The balance is held in the warrant reserve until the warrants are exercised or they lapse. On exercise or expiry of the warrant, the balance is transferred to retained earnings.
3. Estimates and judgements
In the application of the Group's accounting policies, which are described in Note 2, Management is required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources.
The main judgements and estimates made in relation to the financial information are:
Share-based payments
The Group operates an equity-settled share-based compensation plan for employee services (and others providing similar services) to be received and the corresponding increases in equity are measured by reference to the fair value of the equity instruments as at the date of grant. The fair value determination is based on the principles of the Black-Scholes model which uses an input of volatility based on historical data. Historical volatility may not be indicative of future volatility, yet the Directors judge this to be the most appropriate method of calculation. Given the share-based payment expense of £530,799 (2024: £2,022,091), the volatility methodology used is not expected to have a material impact on this financial information. Details of the fair value calculation for options granted during the year, including other inputs into the Black-Scholes model, are disclosed in Note 19.
There are no significant estimates which are expected to lead to material adjustments in the next accounting period.
Fair value of warrants
Where the fair value of warrants recorded in the Statement of Financial Position cannot be derived from actual markets, their fair values is determined using valuation techniques. The inputs to these models are taken from observable markets, where possible. Where this is not feasible, a degree of judgement is required in establishing fair values. The judgements include consideration of inputs such as volatility.
There are no significant estimates which are expected to lead to material adjustments in the next accounting period.
4 Financial Risk
4.1 Financial risk factors
The Group's activities expose it to a variety of financial risks: market risk (including foreign exchange rate risk, cash flow interest rate risk and fair value interest rate risk); credit risk and liquidity risk. It is Group policy not to enter into speculative positions using complex financial instruments.
(i) Market risk
Foreign exchange rate risk
The majority of operating costs are denominated in Sterling although certain expenditures were payable in Euros and US Dollars. At 31 December 2025 the Group had trade payables denominated in a foreign currency totalling £210,191 (31 December 2024: £1,073,303) and trade receivables denominated in foreign currency totalling £323,598 (31 December 2024: £1,356,139). The Group may use forward exchange contracts as an economic hedge against currency risk, where cash flow can be judged with reasonable certainty. There were no open forward contracts as at 31 December 2025 or at 31 December 2024.
At 31 December 2025, the Group held balances of the following denominated currencies:
|
|
|
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
|
|
£ |
£ |
|
GBP |
£ |
2,324,557 |
2,576,418 |
|
EUR |
€ |
161,407 |
1,901,528 |
|
USD |
$ |
1,263,210 |
3,070,141 |
The Group is exposed to foreign exchange risk primarily in relation to cash balances denominated in Euros and US Dollars. The table below illustrates the estimated impact on profit before tax of a reasonably possible change in exchange rates at the reporting date, assuming all other variables remain constant.
|
|
|
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
|
|
Impact on profit before tax £ |
Impact on profit before tax £ |
|
10% strengthening of GBP |
|
(108,000) |
(402,000) |
|
10% weakening of GBP |
|
108,000 |
402,000 |
Cash flow interest rate risk and fair value interest rate risk
The Group's interest rate risk arises from short-term money market deposits.
(ii) Credit risk
Credit risk arises from cash and cash equivalents and money market deposits as well as credit exposure in relation to outstanding receivables and accrued income. Trade receivables have been reviewed and there are no historical cases of default or material balances which are past due. Management considers that the financial assets below are of good credit quality.
The carrying value of the financial assets recorded in the Consolidated Statement of Financial Position represents the Group's maximum exposure to credit risk.
The credit risk for liquid funds and short-term financial assets relates to banking institutions holding such funds or assets on behalf of the Group. The counterparties are considered to be reputable banks with high quality external risk ratings.
The exposure relating to outstanding receivables, accrued income and the carrying amount of cash balances is as follows:
|
|
Year Ended 31 December 2025 |
Year Ended 31 December 2024 |
|
|
£ |
£ |
|
Cash and cash equivalents |
3,401,631 |
6,596,201 |
|
Trade receivables |
323,597 |
1,269,838 |
|
Accrued income |
126,204 |
869,243 |
|
|
3,851,432 |
8,735,282 |
The Directors consider the Group's exposure to credit risk to be acceptable and normal for a similar entity at its stage in development.
(iii) Liquidity risk
In the normal course of business the Group is exposed to liquidity risk. The Group's objective is to ensure that sufficient resources are available to fund short-term working capital and longer-term strategic requirements. The Group manages its liquidity needs by monitoring cash outflows due in day-to-day business. Liquidity needs are monitored in various time bands, on a day-to-day and week-to-week basis. Long-term liquidity needs are monitored regularly.
At 31 December 2025 and 31 December 2024, the Group's liabilities had contractual maturities which are summarised as follows:
|
|
Carrying amount |
2 months or less |
2 - 12 months |
More than 1 year |
|
|
£ |
£ |
£ |
£ |
|
31 December 2025 |
|
|
|
|
|
Trade and other payables |
1,485,394 |
1,485,394 |
- |
- |
|
|
1,485,394 |
1,485,394 |
- |
- |
|
|
|
|
|
|
|
|
Carrying amount |
2 months or less |
2 - 12 months |
More than 1 year |
|
|
£ |
£ |
£ |
£ |
|
31 December 2024 |
|
|
|
|
|
Trade and other payables |
3,399,681 |
3,399,681 |
- |
- |
|
|
3,399,681 |
3,399,681 |
- |
- |
The Group manages all of its external bank accounts centrally and in accordance with defined treasury policies. The policies include a minimum acceptable credit rating of relationship bank accounts and financial transaction authority limits. Any material change to the Group's principal bank facility requires Board approval.
4.2 Capital risk management
The Group's objectives when managing capital is to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders. The Group does not yet have significant recurring revenues and has mainly financed its operations through the issue of new shares and management of working capital. The Group's capital resources are managed to ensure it has resources available to invest in operational activities designed to generate future income. These resources were represented by £3,401,631 of cash at bank as at 31 December 2025 (31 December 2024: £6,596,201).
5 Revenue and segmental analysis
The Group is focused on the development and commercialisation of Eroxon® and other products within sexual health and therefore operates as one segment. The Group derives revenue from the transfer of goods and services over time and at a point in time in the following geographical split:
|
|
Year Ended 31 December |
Year Ended 31 December |
|
|
2025 |
2024 |
|
|
£ |
£ |
|
EU and UK |
885,233 |
4,778,870 |
|
USA |
735,848 |
7,835,054 |
|
Rest of World |
75,579 |
1,312,198 |
|
|
1,696,660 |
13,926,122 |
|
|
31 December |
31 December |
|
|
2025 |
2024 |
|
|
£ |
£ |
|
Revenue recognised at a point in time |
1,598,923 |
13,787,793 |
|
Revenue recognised over time |
97,737 |
138,329 |
|
|
1,696,660 |
13,926,122 |
The Group derives revenue from milestone payments, product sales and royalty income. The following table provides an analysis of revenue recognised at a point in time:
|
|
31 December |
31 December |
|
|
2025 |
2024 |
|
|
£ |
£ |
|
Milestone payments |
- |
6,965,810 |
|
Product sales |
824,943 |
5,912,337 |
|
Royalties |
773,980 |
909,646 |
|
|
1,598,923 |
13,787,793 |
In the current year, two customers represented more than 10% (2024: two) of revenue. Combined they represent approximately 95% (2024: 91%) of total revenue.
All revenue reported by the Group is from contracts with customers.
|
· |
The relationship between the timing of the satisfaction of the Group's performance obligations and the typical timing of payments from contracts with customers is as follows: Revenue for sale of goods is recognised at the point in time when the goods are delivered or collected under ex-works arrangements, which completes our performance obligation. At this point in time the consideration is unconditional because only the passage of time is required before payment is due. Payment is typically due between 30 and 60 days following delivery of the goods. |
|
· |
For revenue recognised over time, payment is typically received in the form of upfront payments. The performance obligations are met over the duration of the contract. A contract liability is recognised and adjusted at each reporting period to reflect unsatisfied performance obligations based on a straight-lined apportioned basis over the term of the customer contract. Included in revenue for the year is £97,737 (2024: £138,829) which was included in the contract liability at the beginning of the period (Note 16 on contract liabilities). |
6 Operating (loss)/profit
Operating (loss)/profit is stated after charging/(crediting):
|
|
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
|
£ |
£ |
|
Cost of inventories recognised as an expense |
456,707 |
3,586,498 |
|
Depreciation of plant and equipment (Note 11) |
121,991 |
121,832 |
|
Loss on disposal of plant and equipment |
88 |
612 |
|
Provision for inventory write-down |
490,000 |
- |
|
Short-term leases: property |
130,925 |
135,218 |
|
Loss on foreign exchange |
142,821 |
59,392 |
The fees of the Group's Auditor Grant Thornton UK LLP for services provided are analysed below:
|
|
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
Audit services |
£ |
£ |
|
Parent Company |
68,321 |
62,198 |
|
Subsidiaries |
37,997 |
36,529 |
|
Total fees |
106,318 |
98,727 |
7 Staff numbers and costs
The average number of persons (including all Executive and Non-Executive Directors) employed by the Group during the year, analysed by category, was as follows:
|
|
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
R&D staff |
5 |
7 |
|
Finance and administration staff |
5 |
4 |
|
Executive Directors |
3 |
3 |
|
Non-Executive Directors |
2 |
3 |
|
|
15 |
17 |
The aggregate payroll costs of these persons were as follows:
|
|
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
|
£ |
£ |
|
Wages and salaries |
2,012,911 |
2,361,756 |
|
Social security costs |
276,503 |
492,621 |
|
Other pension and benefits costs |
244,445 |
356,702 |
|
Total cash-settled remuneration |
2,533,859 |
3,211,079 |
|
Share-based payment remuneration charge |
817,014 |
2,022,091 |
|
Total remuneration |
3,350,873 |
5,233,170 |
All employees of the Group are employed by Futura Medical Developments Limited.
|
Directors' remuneration |
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
|
£ |
£ |
|
Emoluments |
927,937 |
1,627,230 |
|
Payments relating to loss of office |
287,273 |
- |
|
Employer pension contributions |
34,372 |
34,266 |
|
Total remuneration |
1,249,582 |
1,661,496 |
In 2025, there were share options exercised by one Director (2024: two) under the Group share option schemes and a gain of £54,474 was realised (2024: £45,333). In respect of the highest paid Director there was no gain realised.(2024: £25,185).
Remuneration above includes the following amounts in respect of the highest paid Director:
|
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
|
|
|
£ |
£ |
|
|
Emoluments |
223,860 |
471,206 |
|
|
Employer pension contributions |
25,940 |
10,277 |
|
|
Total cash-settled remuneration |
249,800 |
481,483 |
|
|
Key management personnel's remuneration |
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
|
£ |
£ |
|
Short term employee benefits |
1,074,003 |
1,627,230 |
|
Post-employment benefits |
34,372 |
34,266 |
|
Termination benefits |
287,273 |
- |
|
Share-based payments |
289,456 |
778,769 |
|
Total key management personnel remuneration |
1,685,104 |
2,440,265 |
The Directors consider that there are no key management personnel other than the Directors.
8. Pension costs
The pension charge represents contributions payable by the Group to independently administered funds which during the year ended 31 December 2025 amounted to £202,658 (2024: £282,934). Pension contributions payable in arrears at 31 December 2025, included in accrued expenses at the relevant Consolidated Statement of Financial Position date, totalled £2,541 (2024: £6,473).
9. Taxation
9.1 Current tax
|
|
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
|
£ |
£ |
|
UK corporation tax credit on (loss)/profit on ordinary activities |
- |
2,165 |
The tax assessed for the year was lower than the UK corporation tax rate (2024: lower). The differences are explained below:
|
|
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
|
£ |
£ |
|
Loss/(profit) on ordinary activities before tax |
9,070,698 |
(1,290,845) |
|
Loss/(profit) on ordinary activities multiplied by the standard rate of corporation tax in the UK of 25% (2024: 23.5%)
|
2,267,673 |
(322,712)
|
|
Expenses not deductible for tax purposes |
(130,461) |
(31,955) |
|
Timing differences not recognised in computation |
(961,490) |
- |
|
Movement in unrecognised deferred tax |
(1,162,513) |
(174,378) |
|
Share scheme deduction |
- |
168,536 |
|
Additional deduction for R&D expenditure |
(13,209) |
360,510 |
|
UK corporation tax credit |
- |
- |
|
Adjustment to tax charge relating to prior period |
- |
2,165
|
|
UK corporation tax credit reported in the Consolidated Statement of Comprehensive Income |
- |
2,165 |
An increase in the main rate of UK corporation tax from 19% to 25% came into force on 1 April 2023. As a result, the current tax charge is calculated using the average tax rate of 25% for the year ended 31 December 2025.
The Group has tax losses of approximately £46,017,234 (2024: £40,907,007) available for offset against future taxable profits.
9.2 Deferred tax
Deferred tax assets amounting to £12,431,683 (2024: £11,245,236) have not been recognised due to it not being probable that taxable profits will be available against which these deductible temporary differences can be utilised.
The unrecognised asset comprises of:
|
|
Year ended 31 December 2025 |
Year ended 31 December 2024 |
|
|
£ |
£ |
|
Depreciation differential versus capital allowances |
777,979 |
(2,440) |
|
Other short-term timing differences |
149,396 |
1,020,925 |
|
Unutilised tax losses |
11,504,308 |
10,226,751 |
|
|
12,431,683 |
11,245,236 |
10. Earnings per share
The basic earnings per share is calculated by dividing the (loss)/profit for the year attributable to equity holders of the company by the weighted average number of ordinary shares outstanding during the period. The diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to reflect the potential dilution from share options and warrants that could result in the issuance of ordinary shares.
The calculation of basic and diluted earnings per share ("EPS") is based on the following data:
|
2025 |
2024 |
||
|
(Loss)/profit for the purposes of basic EPS and diluted EPS (£) |
(9,070,698) |
1,293,010 |
|
|
Weighted average of ordinary shares for the purposes of basic EPS (number) |
325,965,606 |
302,117,963 |
|
|
Dilutive effect of share options |
- |
8,649,801 |
|
|
Weighted average of ordinary shares of fully diluted EPS (number) |
325,965,606 |
310,767,764 |
|
|
(Loss)/profit per share basic (pence) |
(2.78) |
0.43 |
|
|
(Loss)/profit per share fully diluted (pence) |
(2.78) |
0.41 |
|
|
|
|
|
|
In 2025, the diluted loss per share is identical to the basic loss per share, as potential dilutive shares are not treated as dilutive since they would reduce the loss per share.
11. Plant and equipment
|
|
Property, Plant and Equipment |
Furniture and Fittings |
Total |
|
|
|
|
|
|
Cost |
£ |
£ |
£ |
|
At 1 January 2025 |
4,456,072 |
70,775 |
4,526,847 |
|
Additions |
- |
- |
- |
|
Disposals |
- |
(88) |
(88) |
|
At 31 December 2025 |
4,456,072 |
70,687 |
4,526,759 |
|
Depreciation |
|
|
|
|
At 1 January 2025 |
372,840 |
64,400 |
437,240 |
|
Eliminated on disposals |
- |
- |
- |
|
Impairment |
3,220,000 |
|
3,220,000 |
|
Charge for year |
120,263 |
1,728 |
121,991 |
|
At 31 December 2025 |
3,713,103 |
66,128 |
3,779,231 |
|
Net book value |
|
|
|
|
At 31 December 2025 |
742,969 |
4,559 |
747,528 |
|
At 31 December 2024 |
4,083,232 |
6,375 |
4,089,607 |
|
|
Property, Plant and Equipment |
Furniture and Fittings |
Total |
|
|
|
|
|
|
Cost |
£ |
£ |
£ |
|
At 1 January 2024 |
2,735,447 |
65,321 |
2,800,768 |
|
Additions |
1,720,625 |
6,340 |
1,726,965 |
|
Disposals |
- |
(886) |
(886) |
|
At 31 December 2024 |
4,456,072 |
70,775 |
4,526,847 |
|
Depreciation |
|
|
|
|
At 1 January 2024 |
253,242 |
62,778 |
316,020 |
|
Eliminated on disposals |
- |
(612) |
(612) |
|
Charge for year |
119,598 |
2,234 |
121,832 |
|
At 31 December 2024 |
372,840 |
64,400 |
437,240 |
|
Net book value |
|
|
|
|
At 31 December 2024 |
4,083,232 |
6,375 |
4,089,607 |
|
At 31 December 2023 |
2,482,205 |
2,543 |
2,484,748 |
Impairment of property, plant and equipment
During 2025, the Group recognised an impairment loss in respect of certain plant and equipment located in the United States.
Following a review of expected future utilisation, management determined that demand for the related products is insufficient to support continued use of these assets. As a result, the recoverable amount of the assets was assessed based on their estimated scrap value.
Accordingly, the carrying value of the relevant plant and equipment has been fully impaired to £nil. The impairment loss of £3.2 million (2024: nil) has been recognised as an exceptional administrative expense in the Consolidated Statement of Comprehensive Income.
12. Financial instruments by category
The accounting policies for financial instruments have been applied to the line items below:
|
Assets as per Consolidated Statement of Financial Position |
31 December 2025 |
31 December 2024 |
|
Receivables at amortised cost |
£ |
£ |
|
Trade and other receivables (Note 14) |
323,597 |
1,269,838 |
|
Cash and cash equivalents |
3,401,631 |
6,596,201 |
|
Total financial assets at amortised cost |
3,725,228 |
7,866,039 |
|
|
31 December 2025 |
31 December 2024 |
|
Liabilities as per Consolidated Statement of Financial Position at amortised cost |
£ |
£ |
|
Trade and other payables (Note 15) |
1,530,394 |
3,399,681 |
|
Total financial liabilities at amortised cost |
1,530,394 |
3,399,681 |
The Directors consider that there is no material difference between the carrying values of financial assets and liabilities and their fair value.
13. Inventories
During the year, the Group recognised inventory write-downs of £490,000 (2024: £nil) to reduce certain finished goods to their net realisable value. The write-downs were driven by lower forecast demand and an increased risk of obsolescence. Although the inventories remain usable and saleable, their estimated selling prices, after considering costs to sell, were below cost at the reporting date.
14. Trade and other receivables
|
|
31 December 2025 |
31 December 2024 |
|
Amounts receivable within one year: |
£ |
£ |
|
Trade receivables |
323,597 |
1,269,838 |
|
Financial assets (Note 12) |
323,597 |
1,269,838 |
|
Prepayments and accrued income |
430,879 |
958,341 |
|
VAT receivable |
60,132 |
220,286 |
|
|
814,608 |
2,448,465 |
Trade and other receivables do not contain any impaired assets. The Group does not hold any collateral as security and the maximum exposure to credit risk at the Consolidated Statement of Financial Position date is the fair value of each class of receivable.
Trade receivables are measured initially at fair value and subsequently held at amortised cost less an allowance for expected credit losses. The Group has applied the simplified approach to measuring credit losses, which uses a lifetime expected loss allowance. To measure the expected credit losses, trade receivables have been grouped based on days overdue. Standard credit terms are between 30 and 90 days from the date the invoice was issued.
The allowance for expected credit losses assessment requires a degree of judgement and estimation based on a combination of factors, including the Group's historical loss experience and any anticipated effects related to current economic conditions, as well as Management knowledge of the current composition of trade receivables. Trade receivables that Management believe to be ultimately not collectible are written off upon such determination. The Group defines default of customer balances as any amounts outside of the contractual repayment terms.
Trade receivables are regularly reviewed for impairment loss. The Group has assessed the credit risk of its financial assets measured at amortised cost and has determined that the loss allowance for expected credit losses of those assets is immaterial to the financial information. As the Group has no material expected credit losses the disclosure of the ageing and credit risk relating to trade receivables is not required and therefore not presented.
The Group's trade receivables are denominated in GBP, EUR and USD. The carrying value of trade and other receivables in the Group is consistent with fair value in the current and prior year.
The other classes of assets within trade and other receivables are denominated in GBP and do not contain impaired assets.
Contracts with customers
No impairment losses (2024: £nil) were recognised on receivables arising from contracts with customers.
|
|
31 December 2025 |
31 December 2024 |
|
|
£ |
£ |
|
Receivables included within 'Trade and other receivables' |
323,597 |
1,269,838 |
|
Accrued income |
126,204 |
869,243 |
|
Contract liabilities |
342,588 |
440,324 |
15. Trade and other payables
|
|
31 December 2025 |
31 December 2024 |
|
|
£ |
£ |
|
Trade payables |
562,114 |
1,493,238 |
|
Social security and other taxes |
74,267 |
60,395 |
|
Contract liabilities |
97,737 |
97,737 |
|
Accrued expenses |
925,821 |
1,906,443 |
|
|
1,659,939 |
3,557,813 |
Accrued expenses in 2025 include £0.34 million relating to a final payment for property, plant and equipment and £0.10 million relating to accrued cost of goods sold associated with product supplied by a third-party contract manufacturing organisation for which an invoice had not been received at the reporting date. In 2024, accrued expenses included £0.9 million relating to employee performance-related bonuses.
16. Contract liabilities
Contract liabilities comprise of payments from commercial partners where performance obligations remain outstanding at the period end and revenue is recognised over time. The revenue recognition policy is explained in Note 2.6.
The significant changes in contract liabilities are presented below:
|
|
31 December 2025 |
31 December 2024 |
|
|
£ |
£ |
|
Opening balance brought forward |
440,325 |
3,847,717 |
|
Revenue recognised in the year that was included in the opening contract liability balance |
(97,737) |
(3,407,392) |
|
Revenue recognised in the year that was received in the current year |
- |
- |
|
Cash received, excluding amounts recognised as revenue in the period |
- |
- |
|
Balance carried forward |
342,588 |
440,325 |
The maturities of the contract liabilities are presented below:
|
|
31 December 2025 |
31 December 2024 |
|
|
£ |
£ |
|
Due within one year |
97,737 |
97,737 |
|
Due after one year |
244,851 |
342,587 |
|
|
342,588 |
440,324 |
17. Provisions
At the reporting date, the Group has recognised a provision of £509,038 (2024: £726,948) for minimum order penalties under its supply contracts. The provision represents penalties expected to be incurred due to not meeting the agreed-upon minimum order quantities during the financial year. The Group estimates that this provision will be paid within the next 12 months.
|
|
31 December 2025 |
31 December 2024 |
|
|
£ |
£ |
|
Opening balance |
726,948 |
- |
|
Penalties paid |
(281,229) |
- |
|
Penalties added |
63,319 |
726,948 |
|
Balance |
509,038 |
726,948 |
18. Share capital
|
Allotted, called up and fully paid |
31 December 2025 |
31 December 2024 |
31 December 2025 |
31 December 2024 |
|
|
Number |
Number |
£ |
£ |
|
Ordinary shares of 0.2 pence each |
581,327,755 |
303,703,568 |
1,162,655 |
607,407 |
The number of issued ordinary shares as at 1 January 2024 was 301,405,950. Each ordinary share carries the right to one vote and receive dividends from time to time. During the year ended 31 December 2024, the Company issued shares of 0.2 pence per share, as follows:
|
Month |
Reason For Issue |
Gross Consideration |
Shares Issued |
|
||
|
|
|
£ |
Number |
|
||
|
January 2024 |
Non-Executive Director award at 36.36 pence per share |
22,403 |
43,500 |
|
||
|
June 2024 |
Exercise of share options at 0.2 pence per share |
828 |
414,191 |
|
||
|
September 2024 |
Exercise of share options at 15.5 pence per share |
7,750 |
50,000 |
|
||
|
September 2024 |
Exercise of share options at 30.50 pence per share |
137,250 |
450,000 |
|
||
|
September 2024 |
Exercise of share options at 0.2 pence per share |
79 |
39,362 |
|
||
|
October 2024 |
Exercise of share options at 0.2 pence per share |
2,601 |
1,300,565 |
|
||
|
|
|
170,911 |
2,297,618 |
|
||
The number of issued ordinary shares as at 1 January 2025 was 303,703,568. During the year ended 31 December 2025, the Company issued shares of 0.2 pence with each ordinary share carrying the right to one vote and receive dividends from time to time as follows:
|
Month |
Reason For Issue |
Gross Consideration |
Shares Issued |
|||||
|
|
|
£ |
Number |
|||||
|
January 2025 |
Non-Executive Director award at 27.10 pence per share |
34,178 |
126,116 |
|||||
|
August 2025 |
Exercise of share options at 0.2 pence per share |
600 |
300,048 |
|||||
|
October 2025 |
Exercise of share options at 0.2 pence per share |
3,982 |
1,990,927 |
|||||
|
October 2025 |
Issue of ordinary shares at 1 pence per share |
300,000 |
30,000,000 |
|||||
|
December 2025 |
Exercise of share options at 0.2 pence per share |
414 |
207,096 |
|||||
|
December 2025 |
Issue of ordinary shares at 1 pence per share |
2,450,000 |
245,000,000 |
|||||
|
|
|
|
2,789,174 |
277,624,187 |
||||
Directors exercised the following options during 2025 and 2024:
|
Month |
Reason For Issue |
Gross Consideration |
Shares Issued |
||
|
|
|
£ |
Number |
||
|
October 2025 |
Director exercise of share options at 0.2 pence per share |
3,981 |
1,990,927 |
||
|
|
|
3,981 |
1,990,927 |
||
|
Month |
Reason For Issue |
Gross Consideration |
Shares Issued |
||
|
|
|
£ |
Number |
||
|
September 2024 |
Director exercise of share options at 30.50 pence per share |
137,250 |
450,000 |
||
|
September 2024 |
Director exercise of share options at 15.50 pence per share |
7,750 |
50,000 |
||
|
|
|
145,000 |
500,000 |
||
19. Share options
At 31 December 2025, the number of ordinary shares of 0.2 pence each subject to share options granted under the Company's Approved and Unapproved Share Option Schemes were:
|
|
Exercise Price per Share |
At 1 January 2025 |
Options Exercised |
Options Lapsed |
Options Forfeited |
Options Granted |
At 31 December 2025 |
|
Exercise Period |
Pence |
Number |
Number |
Number |
Number |
Number |
Number |
|
|
|
|
|
|
|
|
|
|
1 October 2020 - 30 September 2025 |
7.50 |
400,000 |
- |
(400,000) |
|
- |
- |
|
1 October 2021 - 30 September 2026 |
31.00 |
790,000 |
- |
(250,000) |
- |
- |
540,000 |
|
1 October 2022 - 30 September 2027 |
15.50 |
802,000 |
- |
(250,000) |
- |
- |
552,000 |
|
1 October 2023 - 30 September 2028 |
37.90 |
1,390,800 |
- |
(330,000) |
- |
- |
1,060,800 |
|
1 October 2023 - 30 September 2028 |
29.50 |
100,000 |
- |
- |
- |
- |
100,000 |
|
1 October 2025 - 30 September 2030 |
45.00 |
867,000 |
- |
- |
(285,000) |
- |
582,000 |
|
7 January 2023 - 6 January 2033 |
0.2 |
2,818,092 |
(896,995) |
- |
(67,477) |
- |
1,853,620 |
|
6 April 2026 - 31 March 2033 |
43.60 |
1,734,000 |
- |
- |
(570,000) |
- |
1,164,000 |
|
9 October 2023 - 30 September 2033 |
0.2 |
7,734,954 |
(1,601,076) |
- |
(361,957) |
- |
5,771,921 |
|
1 April 2027 - 31 March 2034 |
35.50 |
1,966,000 |
- |
- |
(597,000) |
- |
1,369,000 |
|
|
|
18,602,846 |
(2,498,071) |
(1,230,000) |
(1,881,434) |
- |
12,993,341 |
There were no share options awarded in 2025. On 6 April 2024 share options over 2,176,000 new ordinary shares were granted to employees (including Executive Directors) at a price of 35.5p. The options have a three-year vesting period and vesting is subject to satisfaction of a non-market performance condition. The exercise period for these options is 1 April 2027 to 31 March 2034.
The share options outstanding at 31 December 2025 represents 2.24% of the issued share capital as at that date (2024: 6.13%) and would generate additional funds of £1,955,153 (2024: £2,821,033) if fully exercised. The weighted average remaining life of the share options outstanding at 31 December 2025 was 78 months (2024: 88 months) with a weighted average remaining exercise price of 15.05 pence (2024: 15.16 pence).
The share options exercisable at 31 December 2025 totalled 8,189,680 (2024: 7.934,841) with an average exercise price of 11.63 pence (2024: 12.16 pence) and would have generated additional funds of £957,113 (2024: £964,727) if fully exercised.
The Group's share option scheme rules apply to all of the share options outstanding at 31 December 2025 (31 December 2024: 18,602,846) and include a rule regarding forfeiture of unexercised share options upon the cessation of employment (except in specific circumstances).
Options have historically been issued to advisers under the unapproved scheme. There were 765,598 share options outstanding to advisers at 31 December 2025 (31 December 2024: 765,598).
There were no market vesting conditions within the terms of the grant of the share options.
The Black-Scholes formula is the option pricing model applied to the grants of all share options made in respect of calculating the fair value of the share options.
An amount of £530,799 (2024: £2,022,091) has been recognised as a charge within administrative expenses in the Consolidated Statement of Comprehensive Income and a credit to retained earnings within equity. There were no cash settled share-based payment transactions.
Share-based payments
|
|
2024 Annual Award |
|
Grant date |
19 April 2024 |
|
Number of shares under option |
2,176,000 |
|
Vesting period ends |
Apr 27 |
|
Share price as at date of grant |
35.50p |
|
Option exercise price |
35.50p |
|
Expected volatility |
86.63% |
|
Dividend yield |
0% |
|
Risk-free investment rate |
4.61% |
|
Exercisable from/to |
Apr 27 -Mar34 |
|
Expected life of options (years) |
4 |
|
|
|
|
Fair value per share at grant date |
23.03p |
20. Warrants and warrant reserve
On December 4 2025, Futura Medical plc issued a warrant instrument as part of a wider share issue to raise funds under a placing agreement. The Company issued 34,375,000 warrants at a ratio of one warrant for every 8 ordinary shares issued in the placing. The warrants are exercisable for 5 years at a price of 1 pence per ordinary share. The warrants have been measured using the relative fair value method and fair value has been calculated using the Black-Scholes method using the following inputs:
|
|
|
|
Grant date |
4 December 2025 |
|
Number of shares under option |
34,375,000 |
|
Share price as at date of grant |
1.1p |
|
Option exercise price |
1p |
|
Expected volatility |
102.57% |
|
Dividend yield |
0% |
|
Risk-free investment rate |
3.67% |
|
Exercisable from/to |
Dec 25 - Dec 30 |
|
Expected life of options (years) |
2 |
|
|
|
|
Fair value per share at grant date |
0.63p |
At 31 December 2025, a balance of £216,563 (2024: nil) was held in a warrant reserve representing the fair value of the warrants issued in December 2025.
21. Other operating income
|
Other operating income is made up of the following items:
|
31 December 2025 |
31 December 2024 |
|
|
£ |
£ |
|
Research and development expenditure credit |
(255,000) |
- |
|
Contribution to capital equipment by third party |
- |
(127,611) |
|
|
(255,000) |
(127,611) |
22. Commitments
At 31 December 2025 the Group had operating short-term lease commitments in respect of property leases cancellable on one month's notice of £8,207 (2024: £10,916).
23. Related party transactions
Related parties, as defined by IAS 24 'Related Party Disclosures', are the wholly owned subsidiary companies, Futura Medical Developments Limited, Futura Consumer Healthcare Limited and the Board. Transactions between the Company and the wholly owned subsidiary companies have been eliminated on consolidation and are not disclosed.
Details of share awards made to Non-Executive Directors and share options exercised by Directors can be found in note 18.
Key management compensation
The Directors represent the key management personnel. Details of their compensation and share options are given in Note 7 and within the Remuneration Committee Report. Directors subscribed to 51 million shares in December 2025 (2024: nil) at a price of 1 pence per share.
24. Exceptional items
During the period, the Group recognised £4,053,000 (2024: £nil) comprising:
|
Exceptional Item |
Nature of Exceptional Item |
31 December 2025 £ |
|
Impairment of plant and equipment not yet in use |
Reduction in the recoverable amount due to lower production demand (See Note 11). |
3,220,000 |
|
Provision - Inventory write-down
|
Write-down of inventory purchased under minimum order quantity obligations as part of transitioning to a new supplier in the prior period. Whilst stock remains useable, demand forecasts indicate a potential risk of obsolescence. |
490,000 |
|
Final payment for the asset |
Remaining contractual obligation to acquire the asset |
343,000 |
|
Total exceptional items |
|
4,053,000 |
|
|
|
|
During the period:
· Impairment of plant and equipment: during the year, the Group impaired the recoverable amount of certain manufacturing plant and equipment due to lower production demand resulting in a net book value write-off of £3.2 million. This is a non-cash, non-recurring item. In addition, the Group has recognised a provision of £0.3 million in respect of the remaining unavoidable payment obligation associated with the acquisition of this plant and equipment, for which no future economic benefits are expected.
· Inventory write-downs: the Group recognised write-downs of £490,000 to reduce certain finished goods to their net realisable value due to lower forecast demand and increased risk of obsolescence. These inventories remain usable and saleable. Details are included in the Inventories note (Note 13).
The items are presented separately in the Consolidated Statement of Comprehensive Income to provide a clearer view of the Group's underlying operating performance. The adoption of this presentation has no impact on period figures.
25. Subsequent events
On January 15 2026, the Company's Board of Directors approved a special long-term incentive award employees in the form of share options over ordinary shares under the Company's Long-Term Incentive Plan.
The options vest on 31 December 2026, subject to continued service and achievement of specified share price performance conditions over the vesting period. The extent to which the options ultimately vest will depend on the Company's share price performance relative to the established targets. The options have an exercise price of 0.2 pence per share and can be exercised for a period of 6 months.
As the award was approved after 31 December 2025, the grant date for accounting purposes occurred in the subsequent financial period. Accordingly, no share-based payment expense related to these options has been recognised in the accompanying financial information. The Group will recognise the share-based payment expense in the 2026 financial period based on the grant-date fair value of the options, which will incorporate the market-based performance condition.