29 July 2026

 

ILIKA plc

(The "Company" or the "Group")

Financial Statements for year ended 30^th April 2026

 

Ilika maintains commercialisation momentum of product lines as full year results published

 

Operational highlights

During the year ended 30^th April 2026 (the "Period"), Ilika continued to develop and commercialise its two solid state battery ("SSB") product lines: Stereax® batteries for miniature medical devices and wireless sensors for specialist applications, and large format Goliath™ batteries for electric vehicles ("EVs"), defence and consumer appliances.

 

During the financial year, Ilika commenced production of Stereax batteries for product testing and initial customer deliveries with its US-headquartered partner, Cirtec Medical LLC ("Cirtec"), and received validating feedback relating to application opportunities of its 10Ah Goliath prototypes in the defence industry.

 

Post-period end, the Company successfully raised £5 million before costs to support and accelerate progress on both product lines.

 

Commenting on the results, Ilika's Chief Executive Officer, Graeme Purdy, said, "This year we've reinforced our position in the leading cohort of solid state battery developers with material progress on both sides of the business. Our Stereax product-line has transitioned to a revenue-generating commercial business, and we've had additional validation of our Goliath technology.

 

"Stereax continues to be a compelling proposition for powering applications including neurostimulation, smart orthopaedics, orthodontics, and biometric sensors. The intensive collaboration between our manufacturing partners at Cirtec and our technology transfer team delivered results when we were able to recommence sample deliveries to customers and commercial production of electrodes.

 

"The last year in the EV sector has been volatile, against a backdrop of policy changes and related cooling sales in the US and China, but a record-breaking 27% surge of new registrations in Europe. We have also seen inbound interest in our 10Ah prototypes from non-EV applications including e-bikes and defence, offering early commercialisation opportunities.

 

"We will build on this commercial momentum in the reporting period that's just started to ramp up product revenue and engage ever closer with customers to address their application needs."

 

Stereax (Medical Device Applications)

·   Completed the manufacturing process qualification for Stereax batteries at Cirtec Medical's facility in Lowell, MA, US; cathode manufacturing initially remaining at Ilika's UK facility as a sub-contracted service to Cirtec.

·    Commenced production of Stereax batteries for product testing and initial deliveries.

·    Delivered prototype M300 Stereax samples to customers meeting an important commercial milestone.

·    Manufactured and delivered commercial-grade Stereax electrodes to Cirtec.

·    Continuing to liaise with our portfolio of 16 customers including advising on power management integration into their applications, leveraging Cirtec's platform technology portfolio.

 

Goliath (EV, Defence and Consumer Appliance Applications)

·   Received customer validation of 1st generation P1 2Ah prototype batteries confirming they, "perform to specification, putting them in the cohort of leading solid state batteries".

·   Secured further £1.25m grant funding from the UK Government's DRIVE35 programme to produce Goliath A-Samples on industrial equipment, working with the UK Battery Industrialisation Centre with steering support from JLR and the University of Oxford.

·   Completed commissioning Ilika's 1.5 MWh/a pilot line, enabling delivery of larger batteries to customers for evaluation.

·   Shipped prototype 10Ah Goliath cells to customers for evaluation, a 5x increase in capacity relative to the P1 prototypes which were released to customers in summer 2024. These batteries are estimated to save £2,500 per EV and reduce battery weight by 20%.

·    Announced positive feedback on safety testing by UK defence agency.

·    Initiated a collaboration with Brompton Bicycles.

·   Expansion of pipeline of evaluation agreements by 19%, from 27 to 33 companies, including EV original equipment manufacturers (OEMs) and Tier 1 suppliers globally, as well as an increasing number of consumer appliance and defence companies.

 

Portfolio of 88 granted patents, with 17 new grants in the reporting period; 2 additional international filings submitted.

 

Financial highlights:

·    Total income £1.1m (2025: £1.1m) with other income of £0.0m (2025: £0.0m)

·    EBITDA Loss adjusted for share-based payments for the year £6.2m (2025: £5.2m)

·    Loss per share 4.02p (2025: 3.54p)

·    Cash, cash equivalents and longer term bank deposits of £5.3m (2025: £8.0m)

 

Post-period end highlights:

·    Successful £5 million (gross) fundraising to support the Goliath roadmap, early commercialisation opportunities and Stereax commercialisation.

 

 

Outlook for FY2027:

·    Increase recognition of Stereax product revenues, through the signed licensing agreement in place with Cirtec

·    Realise  initial royalty payments for Stereax through the delivery of M300 batteries onto customer testing programmes

·     Validate Goliath 10Ah Minimum Viable Product (MVP) to high margin non-EV segments

·     Generate early revenue from non-EV battery sales

 

Chairman, Prof. Keith Jacksons statement

 

Last year I stated on how we are working in a more complex and volatile world, not expecting that we would be going forward in a world with even more uncertainty and volatility.  However, the key messages still stand even with those challenges; products with well understood differentiation which drive growth markets will always have their place, rates of market pull may vary, but the underlying demand will always be there. An ageing population, rising expectations of an increase in quality of life for all and the increase in medical device applications sustain the demand for Stereax. We have an effective operational model in which Ilika makes the cathodes in Southampton, working closely with our industrialisation partner Cirtec, to complete the microfabrication. As you would expect, the Ilika and Cirtec teams are working together closely, with daily contact and regular face to face working sessions to drive efficiency and improvements, with a focus on repeatability, quality and scale up.

 

The Goliath automotive market has seen a lot more flex than the medical markets, with some well publicised changes in OEM market strategy. From my experience of many years in the automotive electronics business this should be to Ilika's advantage. Automotive companies are risk-averse, if rushed into a decision they take the commercially safest option of sticking with what they know. With their plans becoming more fluid following changes to global political imperatives, this has given them more time to engage with and evaluate emerging technologies, and we have seen a related increase in inbound enquiries. Part of our reaction to the changes has been to look at other markets for early commercialisation, like defence and e-bikes, as exemplified by the recent Brompton joint development initiative for e-bikes which are validated to be safe on public transport. These opportunities allow us to drive our key unique selling point ("USP") of safety (which reduces system complexity and weight, important for a soldier carrying a battery pack) and prove it in lower volume, higher margin applications, which drives confidence in the technology and processes at high volume for our automotive customers.  Another USP across markets, which has grown in significance, is "sovereignty". All customers, in automotive, military and even consumer products, need to know that they can source their technologies from a reliable (commercial and political) supply chain and Ilika is one of a very select few potential suppliers of solid state battery technology in Europe.

 

As always, none of this would be possible without a strong team and we have a top-class team at all levels at Ilika, the support of our investors, the support of UK grant funds, our expert external technology consultants and engagement with end customers. It's never going to be easy, if it was it would be done already, but we have exciting opportunities on two product fronts (Stereax and Goliath), generating value and improving outcomes for many.

 

Keith Jackson

Chairman

 

Notice of Results

Ilika expects to announce its audited full year results for the year ended 30 April 2026 on Wednesday 29 July 2026. 

 

Analyst Briefing

The management team will be hosting a hybrid analyst briefing today on Wednesday 29 July 2026, at 9.30am BST. Analysts who wish to attend should contact FTI Consulting at [email protected] to register.

 

Investor Presentation

An investor presentation will be held today, Wednesday 29 July 2026, at 4.30pm BST and will be hosted through the digital platform, Investor Meet Company. 

 

The presentation is open to all existing and potential shareholders. Questions can be submitted pre-event via your Investor Meet Company dashboard at any time during the live presentation.

 

Investors can sign up to Investor Meet Company for free and add to meet Ilika plc via the following link: https://www.investormeetcompany.com/ilika-plc/register-investor .

 

Investors who already follow Ilika on the Investor Meet Company platform will automatically be invited. For more information, please contact FTI Consulting at: [email protected].

 

ENDS

 

Enquiries:

 

Ilika Plc Graeme Purdy, Chief Executive Jason Stewart, Chief Financial Officer	www.ilika.com Via FTI Consulting
Cavendish Capital Markets Limited (Nomad and Broker) Peter Lynch Neil McDonald	+44 (0)131 220 9772 +44 (0)131 220 9771
FTI Consulting (Comms Advisors) Ben Brewerton Elizabeth Adams Dwight Burden	[email protected]

 

About Ilika plc

 

Ilika is a global expert in the development of solid-state battery technology for electric vehicles, medical devices and consumer appliances. The Company's pioneering next-generation technologies aim to provide scalable, affordable alternatives to conventional batteries, to industries which need to incorporate a smaller, lighter, and safer power source in their products.

 

The Company has two product lines. Its Stereax batteries are designed for powering miniature medical implants, industrial wireless sensors and Internet of Things (IoT) applications and the Goliath large format batteries are designed for EV cars and cordless appliances.

 

Through its licensing business model, Ilika supplies its IP portfolio to both OEMs and manufacturing partners in exchange for a license fee and future royalties.

 

ILIKA plc

 

STRATEGIC REPORT

 

Principal Activities

Ilika has continued to develop and commercialise its cutting-edge solid state batteries. The Company's mission remains to rapidly develop and license leading-edge IP for solid state batteries for markets that cannot be addressed with conventional batteries due to their safety, charge rates, energy density and life limits. It will achieve this using improved lithium-ion technology that is inherently safe in manufacture and usage, has higher thermal tolerance and is easier to recycle, which differentiates Ilika's products from existing batteries.

 

Business Strategy

The Group's revenue model involves two phases:

 

1)   Commercially funded and grant-funded development of small quantities of batteries for customer evaluation on Company-operated pilot lines.

2)   Commercial collaborations, including licensing the technology, for large volume production.

 

After Ilika entered into a 10-year agreement with Cirtec in 2023 to manufacture Stereax under licence, the Stereax product entered the second commercialisation phase. Ilika's Goliath programme is currently in the first commercialisation phase, where product development is being supported by grant-funded programmes and collaborations. In the Period, Ilika completed commissioning of an automated pilot line, which enables the Company to produce Goliath batteries in quantities up to 1.5MWh/a.

 

Introduction to Solid State Batteries

Ilika has been working with solid state battery technology since 2008 and has developed two product lines:

 

1)   Miniature solid state devices designed for powering wireless sensor applications ("Industrial IOT) and active medical devices (Stereax).

2)   Large format cells for consumer appliances, defence and automotive power (Goliath).

 

Miniature Stereax batteries

 

Ilika's miniature Stereax batteries are differentiated from other Li-ion technology through their miniaturisation, their ability to deliver high power pulses and their tolerance to high temperature.

 

The unique benefits of Stereax batteries have been optimised for active medical implants and industrial applications. Miniature Stereax batteries can enable medical devices in a way that is currently not possible with conventional lithium-ion batteries. Their compact, high-energy density and high-power characteristics make them useful for a range of medical implant applications covering blood pressure monitoring to neuro-stimulation. Industrial automation, or Industrial Internet of Things (IIoT), requires low maintenance batteries with a long lifetime, often in situations that require operation at temperatures exceeding the safety rating for standard lithium-ion batteries (typically 60 degrees Celsius) and Stereax is ideally suited to achieve this.

 

Ilika's proprietary efficient, low temperature evaporation process delivers higher manufacturing rates than competing miniature solid state technologies, providing an affordable alternative to conventional battery manufacturing approaches.

 

Stereax Manufacturing and Commercialisation

During the period, Ilika continued to implement the ten-year manufacturing licence in place with Cirtec to produce the Stereax range of miniature batteries at Cirtec's facility in Lowell, Massachusetts, US. Cirtec is an industry-leading strategic outsourcing partner of complex medical devices including minimally invasive and active implantable devices. In August 2025, Ilika and Cirtec completed the manufacturing process qualification for Stereax batteries. This was followed by the dispatch of prototype batteries to customers in December 2025. Cathode manufacturing initially remains at Ilika's UK facility as a sub-contract service to Cirtec. In January 2026, Ilika secured its first revenue-generating purchase order from Cirtec for the supply

 

STRATEGIC REPORT (continued)

 

of Stereax electrodes, marking the commercial transition of this strategic partnership. In March 2026, Ilika successfully delivered its initial batch of commercial grade electrodes to Cirtec for M300 production.

 

M300 Stereax batteries are being evaluated for a growing number of Active Implantable Medical Device (AIMD) applications, by 16 current Stereax customers. Demand from applications such as smart orthopaedics, orthodontics, neurostimulation and smart contact lenses has created opportunities in the medical device sector, which is the sector generating the strongest demand. Commercial ramp up in this space usually takes three to five years, depending on the regulatory classification of the device. Receipt of commercial Stereax product is enabling our customers to initiate the formal regulatory approval process, requiring increasingly large volumes of product for validation throughout the process. Cirtec brings particular strength to the partnership though its deep relationships in the medical device sector and the technology integration opportunities it offers with its neurostimulation platform.

 

Once economies of scale are achieved, Ilika and Cirtec are anticipating being able to address larger volume applications in specialised sectors of Industrial IoT.

 

Large Format Goliath SSBs

 

Ilika's Goliath cells have the potential to reduce the cost of EVs, while at the same time enabling longer range with battery packs that last longer and can be recycled more easily.

 

Goliath cells are differentiated from other solid state prototype cells through the Company's choice of materials, cell architecture and manufacturing process for its cathode, electrolyte and anodes. Different developers have selected distinct combinations of these materials to achieve an outcome suitable for their target markets and Ilika has chosen materials that deliver these distinct advantages in the EV sector.

 

Ilika's initial target market for Goliath in automotive is the higher performance sector, which is less cost-sensitive than higher volume segments and where enhanced vehicle range commands a premium price. To address this market, Ilika is driving forward its Goliath development programme.

 

At the beginning of the period, Ilika received customer validation of its 2Ah P1 prototype batteries confirming they, "perform to specification, putting them in the cohort of leading solid state batteries." The P1 Goliath prototype is a solid state pouch cell made from readily available materials including a lithium-nickel-manganese- cobalt oxide ("NMC") cathode and a silicon anode. This progress represents an intermediate milestone on Ilika's roadmap to its MVP.

 

In July 2025, Ilika announced it had secured £1.25m grant funding from the UK Government's DRIVE35 programme to produce Goliath A-Samples on industrial equipment, working with the UK Battery Industrialisation Centre ("UKBIC") with steering support from JaguarLandRover and the University of Oxford. Supported by the Advanced Propulsion Centre UK ("APC") through its Demonstrate fund, the grant funded project is codenamed PRIMED and represents another significant step towards commercialising Ilika's innovative solid state battery technology. The programme is utilising the electrode production facilities at the UKBIC. PRIMED builds upon two successful predecessor projects. The Battery Innovation Programme (BIP, formerly Faraday Battery Challenge) project HISTORY developed a 50Ah solid state battery prototype, whilst the Automotive Transformation Fund programme SiSTEM established SSB assembly capabilities and conducted production trials at UKBIC. PRIMED is targeted to deliver several critical outcomes in H2CY26. These include undertaking iterative development of 10Ah cells, completing their safety testing, creating a Production Scale Model, and a comprehensive Business Case Review for gigafactory-scale manufacturing. These deliverables will support responses to commercial requests for quotation (RFQs).

 

In October 2025, Ilika completed the successful final commissioning test of its automated assembly line marking full operational status for its pilot production facility. The automated line significantly improves

 

 

STRATEGIC REPORT (continued)

 

manufacturing yield and product consistency, enabling Ilika to deliver the larger volumes of SSBs (up to 1.5 MWh/a) required for both internal validation and customer testing programmes.

 

At the end of 2025, Ilika used its newly commissioned pilot facility to manufacture prototype 10Ah Goliath cells, which it shipped to customers for evaluation. 10Ah represents a 5x increase in capacity relative to its P1 prototypes which were released to customers in summer 2024.

 

Ilika continues to develop its products for alternative applications and end-use markets, which may provide accelerated routes to market and commercialisation. The defence sector represents a potential commercialisation opportunity, as Goliath's 10Ah cells offer enhanced safety characteristics. In March 2026, Ilika received positive feedback from a UK defence agency on safety tests of its batteries under battlefield conditions, highlighting the potential of the technology for use in high-risk, mission-critical environments where safety is paramount. The prototypes were subjected to firing range tests, which showed that:

·     A Goliath 10Ah cell could survive a single shot before a thermal event was triggered by a second one

·     Low state-of-charge 10Ah Goliath cells did not show a thermal event

·     A Goliath cell showed a delayed reaction before entering thermal runaway

·     A Goliath cell reached a lower thermal runaway temperature than conventional Nickel Cobalt Aluminium ("NCA") lithium-ion cells

·     Despite Goliath 10Ah cells storing 3x the energy of conventional NCA cells being tested under equivalent conditions in the same trial, the Goliath cells had a similar thermal response

 

The Ilika commercial team is building on this positive feedback by engaging with a portfolio of defence companies which are looking to supply European defence forces with power solutions for the modern defence environment, where automation has become dominant.

 

The following month, in April 2026, Ilika announced a £214k, 12-month joint development programme (the "SELECT" programme) supported by the BIP to integrate its 10Ah Goliath prototypes into Brompton's battery packs for its next generation of foldable e-bikes. The programme commenced on 1 June 2026 and will see production of the battery packs and on-bike trials, subject to technical milestone delivery, by mid-2027. The UK has a recognised leadership position in premium bicycle manufacturing, with Brompton being both the largest bicycle and e-bike manufacturer in the UK and the largest UK exporter of bicycles. Brompton is globally regarded as a category leader in folding bikes, supported by strong brand equity, export reach, and a reputation for engineering quality. The 10Ah Goliath cells are designed to offer increased energy density and enhanced cell safety features, potentially allowing Brompton to reduce the weight of its battery pack designs and to open more markets worldwide with the promise of quality and safety, offering a strong competitive advantage.

 

Demonstrating superior battery safety and quality control could be essential in addressing both China's unique and highly stringent e-bike battery safety regulations, which could otherwise create a barrier for UK and European e-bike manufacturers to access Chinese markets and in Western markets, where increasing scrutiny of e-bike fire safety from insurers, local authorities, and transport operators poses an additional barrier for manufacturers.

 

The announcements regarding suitability of Goliath for defence applications and e-bikes result from Ilika's continued interaction with a portfolio of automotive, defence and consumer appliance OEMs and Tier 1 suppliers globally, resulting in a pipeline of evaluation agreements with 33 companies.

 

Ilika's experience working with automotive partners has shown that the industry expects suppliers to have reached what it defines as A-Sample readiness to respond to RFQs. Beyond 1.5 MWh/a, at B- and C-Sample readiness and volumes, Ilika will continue to work with manufacturing partners such as UKBIC to scale to higher levels of production capacity on equipment that could be used for mass production.

 

 

 

STRATEGIC REPORT (continued)

 

Patent Position

 

Building Ilika's intellectual property portfolio in solid state batteries has continued to be a focus this year. Ilika believes its patents ring-fence and protect critical IP to avoid competitors working around a single patent. Ilika now maintains a portfolio of 88 granted patents and holds trade secrets in solid state batteries.

 

Quality Management System

Ilika has maintained its certification for ISO 9001:2015, which is the world's most widely recognized QMS and helps organisations to meet the expectations and needs of their customers. The certification promotes the development of continual improvement, customer satisfaction, traceability, and international best practices.

 

Environmental Management System

The Company has also maintained its ISO 14001:2015 certification, which is part of a family of standards developed by the International Organisation for Standardisation. It specifies the requirements for an environmental management system that an organisation can use to enhance its environmental performance. The certification confirms that environmental impact is being continuously monitored and improved.

 

Environmental, Social & Governance ("ESG")

The Board takes a proactive approach to ESG matters looking to adopt the best practice and recommendations from the Quoted Companies Alliance ("QCA") Corporate Governance Code. The Group is committed to achieving a real and sustainable positive impact on the broader community by adopting environmentally responsible policies so it can demonstrate a responsible and balanced approach to corporate governance.

 

Key performance indicators ("KPIs")

The Board monitors the Group's progress against a set of KPIs. Technical KPIs benchmark battery development milestones and patent applications. Commercial KPIs link the technical development programmes to the sales pipeline and engagement of commercialisation partners. Operational KPIs ensure that overheads and cash resources are tightly controlled.

 

The most important financial KPIs are the cash position, income and profitability of the Group, which remain under constant focus and are considered in the financial review.

 

Section 172 Statement

Section 172 of the Companies Act 2006 requires Directors to take into consideration the interests of stakeholders and other matters in their decision making. The Directors continue to have regard to the interests of the Group's employees and other stakeholders, the impact of its activities on the community, the environment and the Group's reputation for good business conduct, when making decisions. In this context, acting in good faith and fairly, the Directors consider what is most likely to promote the success of the Group for its members in the long term. The Board regularly reviews the Group's principal stakeholders and how it engages with them. This is achieved through information provided by management and also by direct engagement with stakeholders themselves.

 

Why engagement is important	Engagement process	Strategic decisions in the year
Investors
To communicate and secure support for our long-term strategic objectives effectively and to promote long-term holdings.	AGM, analyst presentations, institutional investor presentations. Use of Investor Meet Company and Directors' Talk platforms to extend reach to retail investors. Trading on OTCQX best market to extend coverage to US retail investors.	Decision to hold a Retail Investor Day for investors, prospects and analysts.   Successful equity placing to support continued collaboration with Cirtec and to support the grant-assisted development of Goliath through to partner commercial prototypes (A-Samples).
Employees
To deliver our long-term strategic objectives. To promote our culture, purpose and values and support their well-being whilst maintaining low turnover and high productivity rates	Transparent cascading Key Performance Indicators that link directly to the company objectives. Twice yearly performance evaluations with objective setting and reviews. Formal policies and procedures. Quarterly, all-company, update meetings.	Issue of EMI stock options.   Performance related pay review.   Maintained private medical insurance.
Community and environment
To ensure activities are socially and environmentally responsible and meet the highest standards.	Promotion of the employee-led "Green Champions", a cross-company working group to ensure green initiatives are raised and followed through.	Maintained ISO accreditations (9001 and 14001). Continued use of electricity solely from renewable sources. Maintained an electric vehicle salary sacrifice scheme and a cycle to work scheme. Undertook carbon offset program to minimise carbon footprint.
Business relationships
To enable balanced decisions which incorporate viewpoints of customers, suppliers and regulators and ensure Company's integrity, brand and reputation are upheld.	Attendance at conferences and customer and supplier meetings.	Co-marketing development discussions with Cirtec including joint marketing at various key industry trade shows. Engagement with existing and new customers on demand and development of Stereax for their use cases.   Grant-supported PRIMED collaboration with steering support from JaguarLandRover and Oxford University.   Engagement and feedback from a range of automotive, defence and consumer appliance manufacturers on specifications and testing of 10Ah prototype cells.

 

FINANCIAL REVIEW

 

The Financial Review should be read in conjunction with the consolidated financial statements of the Company and Ilika Technologies Limited (together the 'Group') and the notes thereto on pages 38 to 61. The consolidated financial statements are presented under UK adopted international accounting standards in conformity with the requirements of the Companies Act 2006. The financial statements of the Company continue to be prepared in accordance with International Financial Reporting Standards in conformity with the requirements of the Companies Act 2006 and are set out on pages 62 to 66.

 

Statement of Comprehensive Income

 

Income

Income, all from continuing activities, for the year ended 30^th April 2026 was £1.1m (2025: £1.1m). This includes £1.0m of grant income recognised from one project that the company has in progress with APC (2025: £1.0m from one programme) with the current PRIMED project continuing into FY27. Non-grant revenue in the year was £0.1m related to the production of cathode material for the Stereax production process produced and supplied to Cirtec under the licencing agreement. In addition, sample sales of Goliath 10Ah cells to automotive tier 1 suppliers and defence applications also accounted for some small product revenue (2025: £0.1m).

 

STRATEGIC REPORT (continued)

 

 

Administrative expenses and losses for the period

Administrative costs for the year increased from £7.6m in 2025 to £8.8m in 2026. This uplift is primarily a result of the increase in production costs as both Stereax and Goliath product lines increase the quantity of samples being produced to support the buildup of cells into testing. Direct R&D expenditure, which is a component of administrative cost has increased to £4.5m (2025: £3.3m). Costs for the ongoing Stereax development have stabilised and the commencement of commercial revenues from LCO production brings to an end the capitalisation of the development costs associated with Stereax and the M300 MVP. Total staff costs, including staff costs which have been capitalised as part of the Stereax development, have increased to reflect the additional production requirement at £5.1m in 2026 against £4.7m in 2025.

 

Average staff numbers during the year marginally reduced from 70 to 68 however despite the small reduction additional staff have been allocated to production in both Stereax and Goliath teams.

Development costs of £0.8m were capitalised in the year compared to £1.0m in 2025. This reflects the conclusion of the Stereax IP in February 2026 supporting the M300 with further costs now flowing directly to the income statement. The share-based payment charge increased from £528k in 2025 to £630k in 2026, reflecting the timing of options being issued.

 

The underlying level of loss that is measured by Earnings Before Interest, Tax, Depreciation and Amortisation and Share-based payments (adjusted EBITDA) shows an increased loss from £5.2m in 2025 to a loss of £6.2m in 2026. This is a reflection of revenue remaining flat year on year and costs increasing to support LCO production in Stereax with the completion of the capitalisation of the Stereax IP. Goliath costs have also increased reflecting the quantity of larger 10Ah Goliath samples being produced for evaluation. Loss for the period and total comprehensive expense, details of which can be found within the income statement on P38, increased to £7.2m (2025: £5.9m)

 

Statement of financial position and cash flows

At 30^th April 2026, current assets amounted to £8.1m (2025: £11m), including cash, cash equivalents and bank deposits of £5.3m (2025: £8.0m).

 

The principal elements of the £3.0m decrease in net assets were:

·    Operating cash outflow of £6.2m (2025: £5.2m);

·    Capital expenditure on intangible development costs, plant, property and equipment of £1.5m (2025: £2.1m) which relates to the capitalisation of Stereax R&D expenditure and equipment for the testing of Goliath & Stereax cells;

·    Proceeds from the issuance of share capital net of costs of £3.8m (2025: £2.2m);

·    R&D tax claims have increased following the changes to the regime and the removal of R&D Expenditure Credit ("RDEC") RDEC which the company previously received resulting in R&D tax claims of £1.4m (2025: £0.5m).

 

PRINCIPAL RISKS AND UNCERTAINTIES

 

Commercial risk

 

The Group is subject to competition from competitors who may develop more advanced and less expensive alternative technology platforms, both for existing products and for those products currently under development.

 

The Group seeks to reduce this risk by continually assessing competitive technologies and competitors. The Group seeks to commercialise its batteries through multiple channels to reduce overreliance on individual partners and, in agreements with partners, it ensures that there are commercialisation milestones which must be met for the partner to retain the rights to commercialise the intellectual property.

 

The Group seeks to further reduce risk by exploring additional adjacent sectors which can provide valuable markets where the existing products in development and commercialisation may be deployed.

 

STRATEGIC REPORT (continued)

 

Financial risk

 

The Group is reliant on a small number of significant customers, partners and grant funding bodies. Termination of these agreements or grant policies could have a material adverse effect on the Group's results

or operations or financial condition. The Group expects to incur further operating losses as progress on development programmes continue. The Group continues to secure funding through the issue of new share capital to support the development, scale-up and commercialisation of both product lines. Securing funding through raising capital gives rise to the risk that external market or geopolitical factors may limit or restrict the Group's access to new capital at a point when the Group is seeking capital.

 

The Group seeks to reduce this risk by broadening the number of customers and partners and thereby reduce reliance on individual significant companies and by leveraging its IP and resources over multiple projects. The Group applies for Research and Development tax credits to help mitigate its investment in these activities. The Group continues to closely monitor its cash balance and seek funding, if required, well in advance of its day to day needs ensuring that the Group may operate to its own timeline. With the commencement of commercial revenues from Stereax cathode sales the Group now expects to see an increase in its internally generated cashflow reducing the reliance on external funding sources.

 

Intellectual property risk

 

The Group faces the risk that intellectual property rights necessary to exploit research and development efforts may not be adequately secured or defended. The Group's intellectual property may also become obsolete before the products and services can be fully commercialised.

 

The Group reduces this risk by contracting specialist patent agents and attorneys with extensive global experience of patenting and licensing.

 

Dependence on senior management and key staff

 

Certain members of staff are considered vital to the successful development of the business. Failure to continue to attract and retain such highly skilled individuals could adversely affect operational results.

 

The Group seeks to reduce this risk by offering appropriate incentives to staff through competitive salary packages and participation in long-term share option schemes and a good working environment.

 

Conflict risk

 

The ongoing conflicts in Ukraine and the Middle East have created inflationary pressures across the supply chain, but there is no specific consumable or product from the regions upon which Ilika is particularly reliant. Current inflation forecasts have been factored into the forward-looking financial forecasts.

 

Global tension resulting from recent tariff activity has been considered by the Board with the main risk resulting from imports from and to the USA. Through the implementation of the Cirtec contract for the Stereax product line the Company has negated any significant risk to sales into this key medical market for the products and continues to work with Cirtec and a range of specialist advisors to negate any tariff or duty risk on materials passed between the companies. The Board has not identified any additional risks arising for the Goliath product due to the location of key suppliers for these raw materials.

 

Environmental, Social and Governance Risks

 

The Group has developed products which rely on materials and supply chains which may be impacted by changes in environmental social and governance factors. Changing regulatory requirements may bring additional cost to the development and implementation of our products.

 

The Group seeks to minimise risks by following a proactive approach to all ESG items, ensuring that we source from appropriate supply chain partners who match our own ethos and values. The Group engages industry experts to advise and support our ongoing development and to remain informed on all current and potential future legislation and governance matters in this sector which may affect the Group. The global drive for decarbonization and environmentally supportive technologies may impact the legal framework and governance of the Group however it also represents an opportunity in the legislative driven change and adoption of EV's providing a growing market for our Goliath product.

 

Cyber risk

 

The Group is following the everchanging technology sector which can be utilised to support further benefits through the deployment of such improvements including and not limited to the advances in AI. However this technological development also heightens the risk of an increase in malicious cyber activity and unscrupulous actors. As the Group increases its steps towards commercialisation and further licencing, we recognise that the raising profile may expose the Group to increased cyber events. The Group continues to develop and test, using both internal and external resources, robust security and multifactor protection to protect the IP upon which the foundation of the business is built.

 

By order of the Board

 

 

 

 

 

 

 

Mr. K Jackson                                                            Graeme Purdy

Chairman                                                                   CEO

28^th July 2026

 

 

 

ILIKA plc

 

DIRECTORS' REPORT

 

Directors

 

The Directors who served on the board of Ilika during the year and to the date of this report were as follows:

 

Executive

Mr G Purdy (CEO)

Mr J Stewart (CFO)

 

Non-Executive

Prof. K Jackson (Chairman)

Mr. J Millard (Senior Independent Director)

Dr. M. Biddulph

 

Mrs M Petitt is current Company Secretary.

 

Research and development costs

 

In accordance with the policy outlined in note 1, the Group incurred research and development expenditure of £4.5m in the year (2025: £3.3m). In addition, amounts totalling £813k (2025: £1,037k) were capitalised in the year. Commentary on the major activities is given in the Strategic Report.

 

Financial instruments

 

The use of financial instruments and financial risk management policies is covered in the Strategic Report and also in note 15 of the financial statements.

 

Future developments

 

Information on the future developments of the business are included in the Strategic Report on page 4.

 

Directors indemnities

 

The Company has made no qualifying third part indemnity provisions during the year and no further provisions have been made at the date of this report.

 

Political Donations

 

The Company has made no political donations during the period (2025: nil).

 

Dividends

 

The Directors do not recommend the payment of a dividend (2025: nil).

 

Directors' interests in ordinary shares

 

The Directors, who held office at 30^th April 2026, had the following interests in the ordinary shares of the Company:

	Number of shares
	30th April 2025	30th April 2026
G Purdy	836,498	881,953
K Jackson	119,999	135,151
M Biddulph	16,071	31,223
J Stewart	7,143	13,202
J Millard	-	-

 

 

During the year, no Directors exercised options nor sold shares.

 

Substantial shareholdings

 

On 26 June 2026 the Company had been notified of the following holdings of 3% or more of the issued share capital of the Company.

 

Shareholder	No. of ordinary shares	% shareholding
GPIM1	22,776,498	12.60%
Charles Schwab (ND)	16,761,055	9.27%
Janus Henderson Investors2	15,661,759	8.66%
Schroder Investment Management2	10,100,000	5.59%
Hargreaves Lansdown (Nominees) Limited	8,119,842	4.49%
Vidacos Nominees Limited	7,626,930	4.22%
Interactive Investor Services Nominees Limited	7,583,002	4.19%
Octopus Investments2	5,638,227	3.12%

 

¹ GPIM shareholding includes both Non Discretionary (16,992,780 shares or 9.4% of issued ordinary share capital) and Execution only (5,933,718 shares or 3.3% of issued ordinary share capital)

² Shares held in more than one fund aggregated for total holding.

 

Post balance sheet events

Following the end of the financial period on 30^th April 2026 the Group completed a fund raise comprised of an institutional placing and retail offer resulting in £5.0m of additional funds gross of costs. This transaction was completed on 7^th July 2026 with the funds remitted to the Group and the new shares admitted to trading on the AIM market on the 9^th July 2026.

 

Auditors

 

All the current directors have taken all the steps that they ought to have taken to make themselves aware of any information needed by the Company's Auditors for the purposes of their audit and to establish that the Auditors are aware of that information. The Directors are not aware of any relevant audit information of which the Auditors are unaware.

 

A resolution to re-appoint BDO LLP will be proposed at the next Annual General Meeting.

 

By order of the board

 

 

 

 

 

Mandy Petitt

Company Secretary

ILIKA plc

 

DIRECTORS' REMUNERATION REPORT

 

Remuneration Committee

The Group's remuneration policy is the responsibility of the Remuneration Committee (the 'Committee'). The terms of reference of the Committee are outlined in the Corporate Governance Statement on page 20. The Committee members are Keith Jackson (Chairman), Jeremy Millard and Monika Biddulph, all of whom are independent non-executive directors. The Chief Executive Officer and certain executives may be invited to attend Committee meetings to assist with its deliberations, but no executive is present when their own remuneration is being discussed.

 

Remuneration policy

(i) Executive remuneration

The Committee has established a remuneration policy which will enable it to attract and retain individuals of the highest calibre to run the Group. The Committee is committed to ensuring that the Group reward framework continues to align Executive performance with shareholder expectations, as well as with the customer experience, while ensuring that pay remains competitive to retain the right talent and aligned to the strategy of the Group over the short and long term.

 

The Committee seeks independent validation and recommendations on the remuneration policy and levels by way of a bi-annual benchmarking exercise taking into account factors including but not limited to: individual performance, the individual's experience, regulatory developments and/or any significant changes in an individual's role and responsibilities.

 

Components of remuneration Policy

 

Base Salary
Purpose and link to strategy	Operation	Maximum Opportunity	Performance metrics
Externally competitive base pay allows us to attract and retain high-calibre Executives with the skill to develop, lead and deliver the business strategy.	Reflects the role of the individual within the Company, taking account of responsibilities and experience. Base pay may be reviewed from time to time, but at no greater frequency than once annually. Any increase to base pay is subject to approval by the Remuneration Committee and would normally be applicable from 1 January.	Base pay is not capped. Increases to base pay for Directors may be considered taking into account practice for employees generally across the Company, regulatory requirements, consultation feedback and any relevant market information.	Take into account Group and individual performance, external benchmark information and internal relativities.
Pension
The pension provides an important and competitive benefit within the overall remuneration package for Executive Directors.	Executive Directors are eligible to participate in the group pension scheme. They can make voluntary additional contributions via a salary sacrifice arrangement	The maximum pension contribution is 10% of base salary. The Company will contribute the ERNI benefit from the salary sacrifice arrangement.	n/a
Annual Incentive Plan (AIP) and Deferred Bonus Plan (DBP)
To motivate Executive Directors to achieve and exceed the business plan, rewarding annual financial and strategic targets and adherence to Company Values, within the Company's risk appetite.	Annual bonus awards are discretionary and are determined by reference to the Company's performance against a scorecard of financial and strategic goals. Awards may be made 50% cash and 50% in shares/share-like instruments. Deferral of part of the annual bonus is applied in accordance with the requirements of the Remuneration Committee . The level of deferral for the Executive Directors is as per the Remuneration Committee. Malus and clawback provisions apply to share/share-like instrument awards, including the deferred elements.	The maximum award opportunity under the AIP will normally be no more than 100% of salary in respect of any financial year, including any deferred element. Annual bonus awards can be made up to 100% of total fixed remuneration in respect of any financial year, less any other variable remuneration awarded in respect of that financial year.	An annual corporate scorecard based on targets for financial and strategic measures is developed for review and agreement at the start of each year by the Remuneration Committee. This forms the basis of the bonus pool. These measures include a combination of financial, technical and strategic goals aligned to the Company's strategic plan. Financial measures may include, but are not restricted to, such measures as underlying income, operating expenses, capital expenditure and cash management. Technical measures may include development milestones for each of the Stereax and Goliath product lines. Strategic goals may include commercial engagement, ESG compliance among other metrics.
Long‑Term Incentive Plan - restricted share unit awards
To incentivise senior management to deliver a sustainable Company, by providing over the longer term value to shareholders, regulatory stability and, for customers, employees and other stakeholders, promoting the principles enshrined in the Company's Values.	The Committee will determine the award levels to be granted in respect of any financial year, in compliance with regulatory requirements and the Ilika plc Long Term Incentive Plan 2018 (the "LTIP"), which was adopted by shareholders at the 2018 AGM. Awards will be made in the form of share/share-like instruments. Following grant, the award is subject to a three year vesting period throughout which the overall value will fluctuate dependent on performance conditions and/or the value of the Company share price. Malus and clawback provisions apply to awards in full and are explained in more detail in the notes to the policy below.	The maximum award opportunity under the LTIP will normally be 100% of base salary in respect of any financial year.	Performance measures for the LTIP are based on development of long term shareholder value through share price growth as agreed by the Committee in line with the Company's long term priority of delivering sustainable returns to shareholders. Before any part of any LTIP award may vest, the Committee must be satisfied that the Company's underlying financial performance justifies such vesting. This will be assessed by the Remuneration Committee. Performance measures for LTIP awards may be subject to change to ensure continued alignment with the business strategy and any future regulatory review or requirements.
Benefits
Benefits are provided to attract and retain executives with the appropriate skills to drive the business and to ensure that the overall package is competitive in the market.	Executive Directors receive a benefits package generally set by reference to market practice in companies of a similar size and complexity and/or business scope. Benefits provided include, private medical insurance, life insurance, and income protection. Relocation support may be provided if required upon the appointment of a new Executive Director. The Committee may periodically amend the benefits available to all employees. The Executive Directors are eligible to receive such benefits on similar terms to other Senior Executives.	Benefits are set taking into account affordability and market practice for comparable roles. Costs may vary by provider from year to year. The Committee keeps the benefits and levels under review. It may remove benefits that Executive Directors receive or introduce other benefits if it considers it is appropriate to do so.	n/a

 

 

Remuneration policy (continued)

 

(ii) Chairman and non-executive Director remuneration

The Chairman, Keith Jackson receives a fixed fee of £77,298 per annum. Jeremy Millard and Monika Biddulph receive a fixed fee of £39,299 per annum. The fixed fee covers preparation for and attendance at meetings of the full Board and committees thereof. The Chairman and the executive directors are responsible for setting the level of non-executive remuneration. The non-executive directors are also reimbursed for all reasonable expenses incurred in attending meetings. Non-Executive contracts will continue until terminated by either party.

 

Executive Director contracts are subject to a notice period of twelve months (CEO) and six months (CFO).

 

All remuneration policies will be reviewed regularly using independent remuneration consultants to maintain adherence with best market practice as appropriate.

 

 

 

 

 

 

ILIKA plc

DIRECTORS' REMUNERATION REPORT (continued)

 

Directors' remuneration

 

The aggregate remuneration received by directors who served during the year ended 30^th April 2026 and 30^th April 2025 was as follows:

 

	Basic Salary	Benefits in kind	Bonus	Total Short term benefits	Pension sacrificed by Employee*	Company Pension*	Total
Year to 30th April 2026	£	£	£	£	£	£	£
G Purdy	232,566	3,030	77,457	313,053	-	24,302	337,355
J Stewart	129,644	1,248	27,774	158,666	40,265	19,935	218,866
K Jackson	77,298	-	-	77,298	-	-	77,298
J Millard	39,229	-	-	39,229	-	-	39,229
M Biddulph	39,229	-	-	39,229	-	(518)	38,711
	------	------	------	------	------	------	------
	517,966	4,278	105,231	627,475	40,265	43,720	711,459
	------	------	------	------	------	------	------
Year to 30th April 2025
G Purdy	217,211	3,085	71,874	292,170	-	23,366	315,536
J Stewart	133,782	1,231	17,857	152,870	38,162	18,579	209,611
K Jackson	74,570	-	-	74,570	-	-	74,570
J Millard	37,845	-	-	37,845	-	-	37,845
M Biddulph	37,845	-	-	37,845	-	518	38,363
	------	------	------	------	------	------	------
	501,253	4,316	89,731	595,300	38,162	41,945	675,925
	------	------	------	------	------	------	------

 

Benefits in kind include critical illness cover and Private medical.

* The company operates a salary sacrifice pension scheme, details of which can be found on page 14 within the remuneration policy.

ILIKA plc

DIRECTORS' REMUNERATION REPORT (continued)

Share options

The share options of the directors are set out below:

Unapproved	Type	2025 Number	2026 Number	Exercise Price (p)	Min Vesting Price (a)	Full Vesting Price (b)	Vesting Date	Expiry date
G Purdy	Bonus	75,810	75,810	1	N/A	N/A	Aug-18	Aug-27
G Purdy	LTIP	1,127,777	1,127,777	1	27	54	Jan-22	Jan-29
G Purdy	Bonus	207,229	207,229	1	N/A	N/A	Aug-20	Aug-29
G Purdy	Bonus	65,812	65,812	1	N/A	N/A	Sep-21	Sep-30
G Purdy	Bonus	33,394	33,394	1	N/A	N/A	Sep-22	Sep-31
G Purdy	LTIP	416,954	-	1	78	156	Jan-26	Jan-33
G Purdy	Bonus	131,005	131,005	1	N/A	N/A	Sep-24	Sep-33
G Purdy	LTIP	492,764	492,764	1	66	132	Dec-26	Dec-33
G Purdy	Bonus	288,143	288,143	1	N/A	N/A	Sep-25	Sep-34
G Purdy	LTIP	702,994	702,994	1	51	102	Feb-28	Feb-35
G Purdy	Bonus	-	186,642	1	N/A	N/A	Sep-27	Feb-36
J Stewart	Bonus	15,799	15,799	1	N/A	N/A	Sep-24	Sep-33
J Stewart	LTIP	140,909	140,909	1	66	132	Dec-26	Dec-33
J Stewart	Bonus	103,660	103,660	1	N/A	N/A	Sep-25	Sep-34
J Stewart	LTIP	505,806	505,806	1	51	102	Feb-28	Feb-35
J Stewart	Bonus	-	66,924	1	N/A	N/A	Sep-26	Sep-35
J Stewart	LTIP	-	625,360	1	51	82.5	Feb-29	Feb-36
Approved	Type	2025 Number	2026 Number	Exercise Price	Vesting Price (a)	Full Vesting Price (b)	Vesting Date	Expiry date
J Stewart	EMI	300,000	-	52	52	69.2	Jan-26	Jan-33
J Stewart	EMI	213,636	213,636	44	44	58.6	Dec-26	Dec-33
G Purdy	EMI	-	869,156	27.5	36.6	36.6	Feb-29	Dec-36

 

Unapproved Executive Bonus options are granted as specified in the Directors remuneration policy shown on page 14 to 16 of this report. Bonus options are awarded in lieu of cash payment and are subject to a one-year vesting period. Executive bonus options are awarded in relation to the achievement of company KPI targets in respect of financial performance, technical development for both Stereax and Goliath products, the creation of new Patents and other company KPIs. These KPI targets are set by the Board annually.

 

Unapproved Executive LTIP options are granted as specified in the Directors remuneration policy shown on page 15 of this report. Options are awarded with a three year vesting period and the vesting price has been set to support long-term shareholder returns through the delivery of strategic milestones. Option awards vest on a straight-line basis between the minimum vesting price (a) and full vesting price (b).

 

Approved EMI shares are offered in lieu of LTIP options where the individual has not fully utilised the approved allowance under the HMRC EMI scheme rules. EMI shares have a three year vesting period and the vesting price has been set to support long-term shareholder returns through the delivery of strategic milestones. Option awards vest on a straight-line basis between the minimum vesting price (a) and full vesting price (b).

 

A total of 716,954 options lapsed during the year. Share based payment charge attributable to directors in the year was £354,937 (2025: £275,394).

 

Mr. K Jackson

Chairman of the Remuneration Committee

 

Statement of Directors' responsibilities in respect of the Annual Report and the Financial Statements

 

The Directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

 

Company law requires the directors to prepare financial statements for each financial year.  Under that law the directors are required to prepare the Group and Company financial statements in accordance with UK adopted international accounting standards.  Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and Company and of the profit or loss of the group and company for that period.  

 

In preparing these financial statements, the Directors are required to:

 

·     select suitable accounting policies and then apply them consistently;

·     make judgements and accounting estimates that are reasonable and prudent;

·     state whether they have been prepared in accordance with UK adopted international accounting standards subject to any material departures disclosed and explained in the financial statements;

·     prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and the company will continue in business.

 

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the requirements of the Companies Act 2006.  They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

Website publication

 

The Directors are responsible for ensuring the annual report and the financial statements are made available on a website.  Financial statements are published on the company's website in accordance with legislation in the United Kingdom governing the preparation and dissemination of financial statements, which may vary from legislation in other jurisdictions.  The maintenance and integrity of the Company's website is the responsibility of the Directors.  The Directors' responsibility also extends to the ongoing integrity of the financial statements contained therein

 

Going concern

 

The Directors have prepared and reviewed financial forecasts. After due consideration of these forecasts,  current cash resources, and the recently completed fund raise of £4.7m net of fees, the directors consider that the Company and the Group have adequate financial resources to continue in operational existence for the foreseeable future (being a period of at least twelve months from the date of this report), and for this reason the financial statements have been prepared on a going concern basis.

 

By order of the Board

 

 

 

 

 

Graeme Purdy

Chief Executive

28^th July 2026

ILIKA plc

CORPORATE GOVERNANCE STATEMENT

We confirm that our governance structures and practices are in agreement with the provisions of the Quoted Companies Alliance (QCA) Corporate Governance Code (2023) for small and mid-size quoted companies. Our statement of compliance with the 10 principles of the QCA Corporate Governance Code is set out below and on our website: https://www.ilika.com/investors/corporate-governance.

Principle	Disclosure
Establish a purpose, strategy and business model which promotes long-term value for shareholders.	Business strategy outlined on page 4.
Seek to understand and meet shareholder needs and expectations.	See the "Shareholder engagement" section in Corporate Governance Statement.
Take into account wider stakeholder and social responsibilities and their implications for long term success.	See the "Shareholder engagement" section in Corporate Governance Statement. Further information can be found on the Ilika website.
Embed effective risk management, internal controls and assurance activities, considering both opportunities and threats, throughout the organisation.	See risk management and internal control section in Corporate Governance Statement.
Establish and maintain the board as a well-functioning, balanced team led by the chair.	See the "Board of directors" section in Corporate Governance Statement, and further information in the Nominations Committee report found on pages 25-26
Maintain appropriate governance structures and ensure that individually and collectively the directors have the necessary up-to-date experience, skills and capabilities.	See the "Board experience" section in Corporate Governance Statement and further information in the Nominations Committee report found on pages 25-26
Evaluate all elements of board performance based on clear and relevant objectives, seeking continuous improvement.	See the "Performance evaluation" section below in Corporate Governance Statement and further information in the Nominations Committee report found on pages 25-26
Promote a corporate culture that is based on sound ethical values and behaviours.	See the "Promoting ethical values and behaviours" section in Corporate Governance Statement.
Establish a remuneration policy which is supportive of long-term value creation and the company's purpose, strategy and culture.	See the "Directors Remuneration report" commencing on p14.
Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and other relevant stakeholders.	See the "Shareholder engagement" section in Corporate Governance Statement.

 

Shareholder engagement

The Board recognises the importance of communicating with its shareholders and maintains dialogue with institutional shareholders and analysts, presentations are made when financial results are announced. The Group retains the services of a professional financial public relations company, who assist with ensuring the accurate and timely communication of relevant corporate, financial and other regulatory news. The Annual General Meeting is the principal forum for dialogue with private shareholders who are given the opportunity to raise questions at the meeting, and to meet directors and senior managers of the business who make themselves available after each meeting.  The Company aims to send out the notice of the Annual General meeting at least 21 working days before the meeting and publish the results of resolutions (which are usually voted on by electronic submission prior to the meeting or by show of hands) in a Regulatory News Statement after the relevant meeting. Shareholders also have access to the Company's website and interactive Investor Meet Company web-based presentations.

ILIKA plc

CORPORATE GOVERNANCE STATEMENT (continued)

Meeting the needs and objectives of shareholders

The Board appreciates that the diverse shareholder base of the Group may have differing objectives for their investment in the business, and therefore the importance of ensuring that non-executive directors ("NED") have an up to date understanding of these perspectives is well recognised. Directors will therefore routinely engage with both institutional and private investors and will seek out opinions on unusual or potentially controversial matters before adopting policy changes or tabling shareholder resolutions. The Board will always review written feedback reports from investors following financial results "roadshows" and will always consider information received from institutional voter advisory firms.

Promoting Ethical Values and Behaviours

The Board has primary responsibility for ensuring that the Group operates according to the highest ethical standards. The Directors believe that the main determinant of whether a business behaves ethically and with integrity is the quality of its people. The Directors have responsibility for ensuring that individuals employed by the Group demonstrate the highest levels of integrity. In addition, the Group has a formal Share Dealing Code.

Board of directors

The Board of directors (the 'Board') consists of a Non-Executive Chairman, two Executive Directors and two Non-Executive Directors.

The responsibilities of the Non-Executive Chairman and the Chief Executive Officer are clearly divided. The Chairman is responsible for overseeing the formulation of the overall strategy of the company, the running of the board, ensuring that no individual or group dominates the Board's decision making and ensuring that the non-executive directors are properly briefed on matters. Prior to each Board meeting, directors are sent an agenda and Board papers for each agenda item to be discussed. Additional information is provided when requested by the Board or individual directors.

The Chief Executive Officer has the responsibility for implementing the strategy of the Board and managing the day to day business activities of the Group through his chairmanship of the executive committee.

The Non-Executive Directors bring relevant experience from different backgrounds and receive a fixed fee for their services and reimbursement of reasonable expenses incurred in attending meetings.

The Senior Non-Executive Director is responsible for providing a sounding board to the Chair and to act as an intermediary for other directors and stakeholders outside of the normal channels of communication.

 

The Board retains full and effective control of the Group. This includes responsibility for determining the Group's strategy and for approving budgets and business plans to fulfil this strategy. The full Board ordinarily meets bi-monthly.

The Company Secretary is responsible to the Board for ensuring that Board procedures are followed and that the applicable rules and regulations are complied with. All directors have access to the advice and services of the Company Secretary, and independent professional advice, if required, at the Company's expense. Removal of the Company Secretary would be a matter for the Board.

Performance evaluation

The Board has a process for evaluation of its own performance, based on clear and relevant objectives to ensure continuous improvement. All members of the Board engaged freely and openly with the reviews and demonstrated the expected level of commitment and held the appropriate level of skills, experience and expertise to guide the business and represent all stakeholder interests. Further information on the Board performance evaluation can be found in the Nominations Committee report on pages 25-26.

 

 

 

 

ILIKA plc

CORPORATE GOVERNANCE STATEMENT (continued)

Board experience

Keith Jackson - Non-Executive Chairman

Keith has had a wide ranging and successful career in companies varying from start-ups to multinationals. He founded and grew an automotive control systems company whose engine control systems  were on millions of vehicles worldwide. Following the sale of the company to a major OEM he joined Rolls Royce  PLC where he worked as Chief Technology Officer (CTO) in the electrical power and control systems group and later moved on to take on  the CTO role at Meggitt PLC. Following this Keith has held various NED and Chairman positions, a Professor role at Sheffield University and mentored and supported a number of individuals in startups.

 

Keith was a Fellow of the Society of Automotive Engineers, a previous Rolls Royce Engineering Fellow and Royal Aeronautical Society Fellow. He is a Computer Science graduate from University College London.

 

Graeme Purdy - Chief Executive Officer

Graeme was appointed to head up Ilika in May 2004, just before completion of the company's seed round of funding. He led the company through two successful rounds of venture funding before floating the company on AIM in 2010.

Prior to joining Ilika, Graeme was Chief Operating Officer of a high-technology company in the Netherlands and before that worked internationally in a variety of technical and commercial roles for Shell. Graeme holds a Master's degree in Chemical Engineering from Cambridge and an MBA from INSEAD business school in France. Graeme is a Chartered Engineer and a Sainsbury Management Fellow.

Jason Stewart - Chief Financial Officer

Jason is a fellow of the Chartered Institute of Management Accountants, senior Finance Director and Executive joining Ilika in January 2023 bringing significant commercial experience in the manufacturing sector. Most recently, Jason spent twelve years at Sunseeker International in various senior roles including Interim CFO where he successfully managed the company through the COVID-19 crisis, managing costs and re-establishing production subsequent to the lockdown.

Prior to joining Sunseeker International Jason undertook roles across the broad spectrum of finance including B&Q Ltd and Kerry Foods Ltd where he completed his professional training. He brings with him a wealth of knowledge across financial functions.

Monika Biddulph - Non-Executive Director
Monika has a wide range of experience in both the commercial and technical aspects of an international technology business. Until 2018, Monika was a member of the Senior Leadership Team IP Product Groups at Arm Holdings plc, responsible for driving the execution of the product roadmaps across all lines of business and central engineering, and previously holding various General Manager and licensing roles in the business. Currently Monika is also a Non-Executive Director on the board of Celebrus Technologies Plc, H-Power Plc, Power Roll Limited and the not for profit, International Women's Forum UK. She was previously NED at Linaro Limited, an open source software organisation. Monika holds a PhD in Physics from the ETH Zurich.

Jeremy Millard - Senior Non-Executive Director

After an early career in engineering, Jeremy trained as a chartered accountant in the late 1990s. Jeremy has over 20 years' investment banking experience and currently provides corporate finance advice to clients in the science and deep technology sectors via Iridium Corporate Finance Limited which he founded, prior to which he held senior roles in a number of corporate finance houses including heading up the technology practice at Rothschild in London. Jeremy is currently a Non-Executive Director and Chairman of the audit committee of UK listed Cambridge Nutritional Sciences plc (AIM: CNSL). Jeremy has previously held NED roles with private companies Blackbullion Ltd (EdTech) and CFPro Ltd (specialist accounting services).

 

 

 

ILIKA plc

CORPORATE GOVERNANCE STATEMENT (continued)

Board Committees

As appropriate, the Board has delegated certain responsibilities to Board Committees. These committees are made up of Non Executive Directors to ensure that they remain independent from the day to day operations of the Company. The responsibilities of the individual committees are as follows:

i)          Audit Committee

The Audit Committee currently comprises Jeremy Millard (Chair), Professor Keith Jackson and Dr. Monika Biddulph.

The Committee monitors the integrity of the Group's financial statements and the effectiveness of the audit process. The Committee reviews accounting policies and material accounting judgements. The Committee also reviews, and reports on, reports from the Group's auditors relating to the Group's accounting controls. It makes recommendations to the Board on the appointment of auditors and the audit fee.  It has unrestricted access to the Group's auditors. The Committee keeps under review the nature and extent of non-audit services provided by the external auditors in order to ensure that objectivity and independence are maintained. For further information see the Audit Committee report which can be found on pages 27- 28.

ii)         Remuneration Committee

The Remuneration Committee comprised Professor Keith Jackson (Chairman), Jeremy Millard and Dr. Monika Biddulph.

The committee is responsible for making recommendations to the Board on remuneration policy for Executive Directors and the terms of their service contracts, with the aim of ensuring that their remuneration, including any share options and other awards, is based on their own performance and that of the Group generally. For further information see the Director remuneration report which can be found on pages 17-18.

iii)        Nomination Committee

 

The Nomination Committee comprised Professor Keith Jackson (Chairman), Jeremy Millard and Dr. Monika Biddulph.

 

It is responsible for providing a formal, rigorous and transparent procedure for the appointment of new directors to the board and reviewing the performance of the board each year. For further information see the Nominations Committee report which can be found on pages 25-26

 

Attendance at Board meetings and committees

 

The Directors are expected to attend all Board committees of which they are a member and NED's are expected to dedicate a minimum of twelve days per annum to the Company. During the year the Directors attended the following Board and committees meetings during the year:

 

Attendance	Board	Audit	Nomination	Remuneration
Mr J Stewart Mr G. Purdy	11/11 11/11	- -	- -	- -
Prof K Jackson	11/11	2/2	1/1	3/3
Jeremy Millard	11/11	2/2	1/1	3/3
Dr. Monika Biddulph	11/11	2/2	1/1	3/3

 

ILIKA plc

CORPORATE GOVERNANCE STATEMENT (continued)

 

Risk management and internal control

 

The Board is responsible for the systems of internal control and for reviewing their effectiveness. The internal controls are designed to manage rather than eliminate risk and provide reasonable but not absolute assurance against material misstatement or loss. The Audit Committee reviews the effectiveness of these systems primarily by discussion with the external auditor and by considering the risks potentially affecting the Group.

 

The Board continues to improve the control of risk within the business through the appointment of established experts who can bring relevant industry and subject matter experience to develop better control environments. These individuals bring developed control and risk management skills to provide hands on experience to developing the Company and as an additional route for the NED members of the Board to seek independent verification of the improvements being made.

 

The Group maintains both a strategic and business risk register as dynamic documents and as a route to track the developing risks to the Group. These risk registers are used to manage and mitigate emerging and established risks and escalate these to the appropriate level within the business to support a timely response.

 

The Board has assessed the risk management activity of the Board and Group to be appropriate for the business during its current phase of R&D and scale up development activity.

 

The Group does not consider it necessary to have an internal audit function due to the small size of the administration function. Instead there is a detailed Director review and authorisation of transactions. The annual audit by the Group auditor, which tests a sample of transactions, did not highlight any significant system improvements in order to reduce risk.

 

The Group maintains appropriate insurance cover in respect of actions taken against the Executive Directors because of their roles, as well as against material loss or claims of the Group. The insured values and type of cover are comprehensively reviewed on a periodic basis.

 

By order of the Board

 

 

 

 

Mr. K Jackson

Chairman                                                       

28^th July 2026

 

 

 

REPORT OF THE NOMINATIONS COMMITTEE

 

Report of the Nominations Committee Chair, Mr. K Jackson

 

The Nominations Committee primary function is to enable the Board to put the right people in the right places, both at Board and senior management level. It must do so in a way that is transparent and procedurally fair to ensure the avoidance of bias and I am pleased that the Committee has been engaged and challenged throughout the year. The Nominations Committee is comprised of three Non-Executive members of the Board but have active support and consultation with the Executive team and HR professionals within the Ilika business.

 

Board Tenure & Independence

 

The Nominations Committee and the Board as a whole take the responsibility to maintain a balanced Board with a combination of Executive and Non-Executive roles to ensure that balance, independence and objectivity remain at the heart of the company. In order to maintain independence, the Non-executive members of the Board do not participate in performance related pay and have no additional paid for roles in supporting the Company.

 

The Board remains sensitive to the subject of independence and the Nominations Committee undertakes periodic review and reflection on the positions, actions and perceived independence of the members of the Board. In considering independence the Nominations committee has considered factors including, Length of board tenure, Roles outside of the Company, Size of shareholding, Prior and/or current commercial or contractual relationships with the company, Prior and/or current commercial or contractual relationships with executive directors, Significant incentive pay arrangements beyond a director's fee.

 

The current tenure of Ilika Board members is shown in the graph below:

 

·    Chairman         Mr. K Jackson                         12 years in all roles, 7 years as Chairman.

·    NED & SID     Mr. J Millard                8 years.

·    NED                Dr. M Biddulph           7 years

·    CEO                 Mr. G Purdy                 22 years

·    CFO                 Mr. J Stewart                3 years

 

The Nominations Committee has taken into account best practice and guidance under the QCA code and again reviewed the matter of independence in regard to the Chairman given his length of service as a Non Executive member of the Board. The overall tenure of the Chairman was considered in great detail along side all other factors as well as the significant advantages and benefits brought to the Company by the Chair through his broad range of skills and experience.

 

It is the conclusion of the Nominations committee that all non executive members of the Board continue to remain independent and continue to represent the rights of the shareholders among the many varied stakeholders of the Company.

 

Composition and diversity

The Nominations Committee remains mindful of the importance of diversity, inclusion and the benefits of that it brings to our teams. Ilika follows the QCA Corporate Governance Code thus takes its responsibility to reflect diversity on the Board and within the wider Company seriously. As highlighted by the QCA code although diversity is desirable, of most importance is ensuring the board possesses the necessary knowledge and skillset while avoiding groupthink.

 

Across the business, recruitment is undertaken with a view to secure the best talent to deliver the Company goals and Shareholder value creation. The Company employees represent a wide range of socio-economic backgrounds, nationality, educational attainment, gender, ethnicity and age. The Science Technology Engineering and Manufacturing (STEM) industry sectors in general, and battery technology sector specifically, does not benefit from the same diversity distribution that can be seen in the wider population which makes securing candidates who meet both technical capabilities and diversity characteristics difficult. In scouring the globe for the best talent available Ilika is proud that it boasts employees for 22 different nationalities and will continue to a global search pattern going forward. The Board currently has 25% female representation and continues to look for opportunities to increase this moving forward as long as the candidates can bring the variety of skills and industry expertise required to drive shareholder value and further the Ilika Company strategic goals.

 

Board Evaluation

In line with the Board's stated practice, an annual internal review of Board effectiveness has been completed in FY26. The Board evaluates its performance in several areas in both a quantitative and qualitative manner and this is used to identify areas for optimisation in the coming year. The evaluation looks at a range of areas including:

·    Purpose & Strategy (Vision & values)

·    Performance management (Target setting, documentation & accessibility)

·    Risk Management (appetite, assessment & mitigation)

·    Committees (relevance, performance & focus)

·    Stakeholder (engagement & representation)

·    Team (skills & continuous improvement)

Nominations Committee evaluation

Competencies are assessed through an evaluation questionnaire covering 69 individual questions.

 

Observations and scoring were collated and reported with reference to prior scoring to identify trends. The report was presented and discussed to the Nominations Committee and the Board in November 2025.

Recommendations and actions were collated for implementation by the Board.

 

Skills and experience matrix

The Nominations Committee used a skills matrix when assessing its Non-Executive and Executive Director skillset and this can be applied to future succession planning and recruitment to ensure balance is maintained.

 

Continuing professional development.

The Board has a responsibility to ensure that its experience remains up to date and relevant to each individual and the roles they undertake on behalf of the Business. The Company records the continuous professional development of the individuals and this is recorded annually by the Company Secretary.

 

Conclusions & Recommended areas for development and actions going forward.

 

The Nominations Committee evaluation demonstrated that the Committee continues to deliver on its objectives and role. The Committee receives effective support as and when required from the Company Secretary and other advisors and it liaises well with the Board and other committees. The Chair and CEO in consultation with the Nominations Committee are developing and implementing actions and activities highlighted in the review. These will include recommendations relating to:

 

·    Board succession

·    Development and training

·    Recruitment of Battery manufacturing expertise to support Goliath scale up.

·    Commercial expertise to take advantage of emerging defence opportunities.

 

 

 

Mr. K Jackson

Chairman of the Nominations Committee

REPORT OF THE AUDIT COMMITTEE

 

The Audit Committee has primary responsibility for ensuring that the financial performance of the Group is properly measured and reported on. It is responsible for providing oversight of the Company's financial reporting process, the audit process, the system of internal controls including business continuity,  information technology, the identification and management of significant risks and the Companies compliance with laws and regulations. Its terms of reference and its current membership are outlined in the Corporate Governance Statement commencing on page 20.

 

The Committee is chaired by an independent director with significant experience in finance and financial markets. The experience and background of the individuals who make up the Audit Committee is detailed in the summary of Board experience on page 22.

 

The attendance of the individual members of the Audit Committee is detailed in the summary of Board attendance as detailed on page 23.

 

Committee independence

 

The Audit Committee maintains its independence from the Group by being composed exclusively of Non Executive Directors thus ensuring the Committee's ability to effectively challenge the operations of the business. The Board is satisfied that in doing so that the committee is in line with best practice and that all members are independent.

 

Matters covered by the Committee

 

The Committee, which is required to meet at least twice a year, met twice during the year ended 30 April 2026. The Committee undertakes review of the principal risk matters and is responsible for making recommendations to the Board in relation to appropriate mitigations and control measures. The Committee reviews the risk matrix and verifies and challenges the processes for identifying new and emerging risks and the appropriateness of the risk severity rating.

 

The Committee considers the role of the independent auditors, their tenure and their report in relation to the Audit of Ilika Plc and Ilika Technologies Ltd.

·    The Committee reviews the performance of the external auditor and considers their performance in relation to the requirements of internal and external stakeholders.

·    It considers the appropriateness of the auditor in respect of objectivity and independence

·    The Committee reviews the duration on the audit and time to rotation of audit partner. BDO LLP were appointed as auditors of Ilika Plc and its subsidiary companies in 2011 and the audit partner last rotated for the 2025 audit.

·    The Committee gives appropriate consideration to the reappointment of the external auditor or the need to tender audit services.

 

Matters covered during the year ended 30 April 2026:

 

·    July 2025: Audit completion meeting for the 2025 year-end audit,

o  Review the financial forecast to support the Group's ability to account on a going concern basis,

o  Review of the auditor's report on the audit, including materiality levels and any significant matters or specific recommendations from the auditor.

o  Review of the annual report and financial statements to ensure they represents a fair and balance portrayal of the Group's performance.

 

·    January 2026: Half year report completion meeting. Approval of the release of the Half Year report.

 

 

 

 

REPORT OF THE AUDIT COMMITTEE

Continued

 

Auditor independence

 

The auditors supply only audit and assurance related services and do not provide any non-audit consultation services. Any assurance services provided are provided on an exceptional basis and reviewed by the Audit & Risk Committee prior to engagement to ensure adherence to their independence. This policy safeguards auditor objectivity and independence.

 

The external auditor may not undertake any work that may compromise its independence or is otherwise prohibited by any law or regulation.

 

Payments made to the auditor are detailed in Note 3 to the financial statements and can be found on page 48.

 

Internal audit function

 

The Group does not have an internal audit function, but the Committee considers that this is appropriate, given the size and relative lack of complexity of the Group. The Committee keeps this matter under review annually.

 

 

 

 

Mr. J Millard

Chair of the Audit Committee

Independent auditor's report to the members of Ilika Plc

 

 

Report on the audit of the financial statements

 

Opinion

 

In our opinion:

•     the financial statements give a true and fair view of the state of the Group's and of the Parent Company's affairs as at 30 April 2026 and of the Group's loss and the Parent Company's loss and the Group's and the Parent Company's cash flows for the year then ended;

•     the Group financial statements have been properly prepared in accordance with UK adopted international accounting standards;

•     the Parent Company financial statements have been properly prepared in accordance with UK adopted international accounting standards and as applied in accordance with the provisions of the Companies Act 2006; and

•     the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

 

We have audited the financial statements of Ilika plc (the 'Parent Company') and its subsidiaries (the 'Group') for the year ended 30 April 2026 which comprise of the following:

 

Group	Parent Company
Consolidated statement of comprehensive income
Consolidated balance sheet	Company Balance sheet
Consolidated cash flow statement	Company  cashflow statement
Consolidated statement of changes in equity	Company statement of changes in equity
Notes 1 to 22 to the consolidated financial statements	Notes 23 to 30 to the financial statements
Material accounting policy information.

 

The financial reporting framework that has been applied in their preparation is applicable law and UK adopted international accounting standards and as regards the Parent Company financial statements, as applied in accordance with the provisions of the Companies Act 2006.

 

Basis for opinion

 

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs

(UK)) and applicable law. Our responsibilities under those standards are further described in the

Auditor's responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

 

Independence

 

We remain independent of the Group and the Parent Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard as applied to listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

 

Conclusions relating to going concern

 

In auditing the financial statements, we have concluded that the Directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our evaluation of the Directors' assessment of the Group and the Parent Company's ability to continue to adopt the going concern basis of accounting included:

 

·    Reviewing the Directors' assessment of going concern through analysis of the Group's cash flow forecast through to September 2027 including assessing and challenging the assumptions underlying the forecasts by reference to historic performance and our knowledge of expected future developments.

 

·    Sensitising the forecasts further to ascertain the levels of income decline and cost increase that would cause a cash shortage at any point in Directors' post balance sheet assessment period.  We also compared the level of expenditure included in the forecasts and compared this to previous periods and current run rate.

 

 

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group and the Parent Company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Group and the Parent Company's ability to continue as a going concern.

 

Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.

 

Overview

 

Key audit matters	2026 2025 Capitalisation of development expenditure ü ü
Materiality	Group financial statements as a whole   £288,000 (2025: £342,000) based on 2% (2025: 2%) of net assets.

 

 

An overview of the scope of our audit

Our Group audit was scoped by obtaining an understanding of the Group and its environment, the applicable financial reporting framework and the Group's system of internal control. We identified and assessed the risks of material misstatement of the Group financial statements including with respect to the consolidation process. We then applied professional judgement to focus our audit procedures on the areas that posed the greatest risks to the group financial statements. We continually assessed risks throughout our audit, revising the risks where necessary, with the aim of reducing the group risk of material misstatement to an acceptable level, in order to provide a basis for our opinion.

Components in scope

In determining the components for the Group, we considered the following factors from our understanding of the Group's financial information systems in place:

-     The financial reporting process

-     The level of centralisation of information systems

-     The commonality of internal controls

-     The geographical locations of the components

As part of performing our Group audit, we have determined the components in scope as follows:

·    Ilika Plc

·    Ilika Technologies Limited

For components in scope, we used a combination of risk assessment procedures and further audit procedures to obtain sufficient appropriate evidence. These further audit procedures included:

·    procedures on the entire financial information of the component, including performing substantive procedures

Procedures performed at the component level

We performed procedures to respond to group risks of material misstatement at the component level that included the following.

Component	Component Name	Entity	Group Audit Scope
1	Parent Entity	Ilika Plc	Statutory audit and procedures on the entire financial information of the component.
2	Ilika Trading entity	Ilika Technologies Limited	Statutory audit and procedures on the entire financial information of the component.

Procedures performed centrally

The group operates a centralised IT function that supports IT processes for certain components. This IT function is subject to specified risk-focused audit procedures, predominantly the assessment of the design and implementation of relevant IT general controls and IT application controls.

Locations

Ilika Plc's operations are spread over two geographical locations. The group engagement team visited both of the Group's locations, which are both in the United Kingdom

Changes from the prior year

There are no significant changes in the Group audit scope from the prior year.

Key audit matters

 

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit, and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

 

 

Key audit matter		How the scope of our audit responded to the risk
Capitalisation of development expenditure   Please refer to note 7, and accounting policies and key sources of estimation and uncertainty in note 1.	The Group has capitalised development expenditure in relation to their Stereax battery technology as the associated expenditure has been deemed to meet the criteria for capitalisation under IAS 38 'Intangible Assets'.   There are a number of judgements involved in accounting for development expenditure, including whether the activities are appropriate for capitalisation in accordance with the criteria of the applicable accounting standard, the allocation of the relevant costs to the Stereax battery project, and whether the capitalisation of Stereax costs remained appropriate following its progression towards commercialisation during the year.     Due to the level of judgement, there was also considered to be an inherent risk of management bias therefore this was considered to be an area of focus for our audit.	We considered the conditions under which development costs can be capitalised under the accounting standards and checked that these conditions have been met in respect of the Stereax battery technology.   We discussed with management the Group's processes for identifying the relevant development costs.    We obtained the relevant workings and details of the applicable judgements made and performed the following:   ·    Tested the arithmetic accuracy of the calculations used by management to capitalise development costs during the period; ·    Verified a sample of capitalised costs to underlying supporting documentation, which included: o  Inspecting a sample of employee contracts and agreeing their role description to be directly attributable to development activities; o  interviewing a sample of employees to confirm the nature of development activities undertaken on Stereax up to the point of achieving commercial sales and assessing the appropriateness of capitalising costs incurred up to that date; o  challenging the associated amount of time considered to be spent on development activities on each project as well as non-development activities; and o  agreeing the sample of employee costs to the underlying payroll records.   Based on these procedures, we evaluated the nature of the activities giving rise to the capitalised costs to ensure they were consistent with our understanding of the work carried out during the year and related to capitalisable activities.   Key observations: Based on the audit work performed we concluded that that development costs have been capitalised appropriately and IAS 38.

 

Our application of materiality

 

We apply the concept of materiality both in planning and performing our audit, and in evaluating the effect of misstatements.  We consider materiality to be the magnitude by which misstatements, including omissions, could influence the economic decisions of reasonable users that are taken on the basis of the financial statements.

 

In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements below these levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements, and the particular circumstances of their occurrence, when evaluating their effect on the financial statements as a whole.

 

Based on our professional judgement, we determined materiality for the financial statements as a whole and performance materiality as follows:

 

	Group financial statements		Parent company financial statements
	2026 £	2025 £	2026 £	2025 £
Materiality	288k	342k	274k	324k
Basis for determining materiality	2% of net assets	2% of net assets	2% of net assets capped at 95% of Group materiality	2% of net assets capped at 95% of Group materiality
Rationale for the benchmark applied	We considered 2% of net assets to be a key performance benchmark for the Group and the users of the financial statements in assessing financial performance.	We considered 2% of net assets to be a key performance benchmark for the Group and the users of the financial statements in assessing financial performance.	Calculated as a percentage of Group materiality due to aggregate consideration of significant component materiality levels.	Calculated as a percentage of Group materiality due to aggregated consideration of significant component materiality levels
Performance materiality	216k	256k	205k	243k
Basis for determining performance materiality	On the basis of our risk assessment, together with our assessment of the Group's control environment, previous low level of misstatements our judgement is that performance materiality for the financial statements should be 75% of materiality.	On the basis of our risk assessment, together with our assessment of the Group's control environment, previous low level of misstatements our judgement is that performance materiality for the financial statements should be 75% of materiality.	On the basis of our risk assessment, together with our assessment of the Group's control environment, previous low level of misstatements our judgement is that performance materiality for the financial statements should be 75% of materiality.	On the basis of our risk assessment, together with our assessment of the Group's control environment, previous low level of misstatements our judgement is that performance materiality for the financial statements should be 75% of materiality.
Rationale for the percentage applied for performance materiality	See above	See above	See above	See above

 

Component performance materiality

 

For the purposes of our Group audit opinion, we set performance materiality for the other component of the Group, apart from the Parent Company whose materiality and performance materiality are set out above, based on a percentage of 95% (2025: 95%) of Group performance materiality dependent on the size and our assessment of the risk of material misstatement of the component. Component performance materiality in respect of Ilika Technologies Limited was £205k (2025: £244k).

 

Reporting threshold 

 

We agreed with the Audit Committee that we would report to them all individual audit differences in excess of £13k (2025: £14k).  We also agreed to report differences below this threshold that, in our view, warranted reporting on qualitative grounds.

 

Other information

 

The Directors are responsible for the other information. The other information comprises the information included in the financial statements other than the financial statements and our auditor's report thereon. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

 

We have nothing to report in this regard.

 

 

 

 

Other Companies Act 2006 reporting

 

Based on the responsibilities described below and our work performed during the course of the audit, we are required by the Companies Act 2006 and ISAs (UK) to report on certain opinions and matters as described below. 

 

Strategic report and Directors' report

In our opinion, based on the work undertaken in the course of the audit: ·    the information given in the Strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ·    the Strategic report and the Directors' report have been prepared in accordance with applicable legal requirements.   In the light of the knowledge and understanding of the Group and Parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Directors' report.

Matters on which we are required to report by exception

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:   ·    adequate accounting records have not been kept by the Parent Company, or returns adequate for our audit have not been received from branches not visited by us; or ·    the Parent Company financial statements are not in agreement with the accounting records and returns; or ·    certain disclosures of Directors' remuneration specified by law are not made; or ·    we have not received all the information and explanations we require for our audit.

 

Responsibilities of Directors

 

As explained more fully in the Statement of Directors' responsibilities, the Directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

 

In preparing the financial statements, the Directors are responsible for assessing the Group's and the Parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so.

 

Auditor's responsibilities for the audit of the financial statements

 

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

 

However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the Parent Company and management.

 

Extent to which the audit was capable of detecting irregularities, including fraud

 

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

 

Non-compliance with laws and regulations

 

Based on:

·    Our understanding of the Group and the industry in which it operates;

·    Discussion with management and those charged with governance and the Audit Committee; and

·    Obtaining an understanding of the Group's policies and procedures regarding compliance with laws and regulations

 

we considered the significant laws and regulations to be the applicable accounting framework, UK tax legislation, the Companies Act 2006 and AIM Listing Rules.

 

The Group is also subject to laws and regulations where the consequence of non-compliance could have a material effect on the amount or disclosures in the financial statements, for example through the imposition of fines or litigations. We identified such laws and regulations to be the employment law and health and safety legislation.

 

Our procedures in respect of the above included:

·    Enquiries of management whether there were any litigations and claims;

·    Review of minutes of meetings of those charged with governance for any instances of non-compliance with laws and regulations;

·    Review of correspondence with regulatory and tax authorities for any instances of non-compliance with laws and regulations; and

·    Review of financial statement disclosures and agreeing to supporting documentation;

 

Fraud

 

We assessed the susceptibility of the financial statements to material misstatement, including fraud. Our risk assessment procedures included:

·    Enquiry with management and those charged with governance including the Audit Committee regarding any known or suspected instances of fraud;

·    Obtaining an understanding of the Group's policies and procedures relating to:

o  Detecting and responding to the risks of fraud; and

o  Internal controls established to mitigate risks related to fraud.

·    Review of minutes of meetings of those charged with governance for any known or suspected instances of fraud;

·    Discussion amongst the engagement team as to how and where fraud might occur in the financial statements;

·    Assessing journal entries as part of our planned approach, with a particular focus on journal entries to key financial areas such as unusual journals to cash that could be indicative of asset misappropriation; and

·    Considering significant management judgements, particularly in relation to the capitalisation of intangible assets.

·    Considering remuneration incentive schemes and performance targets and the related financial statement areas impacted by these.

 

Based on our risk assessment, we considered the areas most susceptible to fraud to be capitalisation of development costs and management override.

 

Our procedures in respect of the above included:

·    Testing a sample of journal entries throughout the year, which met defined risk criteria, by agreeing to supporting documentation;

·    Testing a random sample of journal entries throughout the year, which did not meet the defined risk criteria, by agreeing to supporting documentation;

·    Checking unusual combinations journals against supporting evidence and assessing their business rationale; and

·    Assessing significant estimates made by management for bias.

 

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members who were all deemed to have appropriate competence and capabilities and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

 

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

 

A further description of our responsibilities is available on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities.  This description forms part of our auditor's report.

 

Use of our report

 

This report is made solely to the Parent Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006.  Our audit work has been undertaken so that we might state to the Parent Company's members those matters we are required to state to them in an auditor's report and for no other purpose.  To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Parent Company and the Parent Company's members as a body, for our audit work, for this report, or for the opinions we have formed.

 

 

 

 

 

Alex Stansbury (Senior Statutory Auditor)

For and on behalf of BDO LLP, Statutory Auditor

Southampton, UK

 

 

 

 

BDO LLP is a limited liability partnership registered in England and Wales (with registered number OC305127).

 

 

 

		Year ended 30th April
	Notes	2026	2025
		£000's	£000's
Income	2	1,063.8	1,052.9
Revenue		112.8	73.5
UK grants		951.0	979.4
Cost of sales		(584.7)	(526.2)
		-------	-------
Gross profit		479.1	526.7
Other operating income	2	-	-
Total administrative expenses
Administrative expenses		(8,800.5)	(7,559.9)
Share based payment charge		(630.0)	(527.7)
		(9,430.5)	(8,087.6)
		-------	-------
Operating loss	3	(8,951.4)	(7,560.9)
Income from short term deposits		236.5	391.4
Interest payable		(47.8)	(47.5)
		-------	-------
Loss before tax		(8,762.7)	(7,217.0)
Taxation credit	5	1,526.6	1,314.8
		-------	-------
Loss for period / total comprehensive expense		(7,236.1)	(5,902.2)
		-------	-------
Loss per share from continuing operations	6
Basic		(4.02)p	(3.54)p
Diluted		(4.02)p	(3.54)p

Ilika plc

Consolidated Statement of Comprehensive Income

Company number 07187804

 

 

 

 

The notes on pages 42 to 61 form part of these financial statements.

Ilika plc

Consolidated balance sheet

Company number 07187804

		As at 30th April
	Notes	2026	2025
ASSETS		£000's	£000's
Non-current assets
Intangible assets	7	5,356.8	4,719.1
Property, plant and equipment	8	2,266.0	3,295.4
Right of use assets	9	1,067.9	432.1
		-------	-------
Total non-current assets		8,690.7	8,446.6
		-------	-------
Current assets
Trade and other receivables	10	1,327.4	1,722.2
Current tax receivable	5	1,400.0	1,300.0
Cash and cash equivalents	12	5,349.7	7,978.1
		-------	-------
Total current assets		8,077.1	11,000.3
		-------	-------
Total assets		16,767.8	19,446.9
		-------	-------
Issued capital and reserves attributable to owners of parent
Issued share capital	16	1,809.9	1,682.7
Share premium		70,778.1	67,056.6
Capital restructuring reserve		6,486.1	6,486.1
Accumulated losses		(64,652.0)	(58,045.9)
		-------	-------
Total equity		14,422.1	17,179.5
		-------	-------
LIABILITIES
Current liabilities
Trade and other payables	13	1,020.4	1,547.2
Lease liabilities	9	258.7	216.3
		-------	-------
Total current liabilities		1,279.1	1,763.5
		-------	-------
Non-current liabilities
Lease liabilities	9	817.1	254.4
Provisions	14	249.5	249.5
		-------	-------
Total non-current liabilities		1,066.6	503.9
		-------	-------
Total liabilities		2,345.7	2,267.4
		-------	-------
Total equity and liabilities		16,767.8	19,446.9
		-------	-------

The notes on pages 42 to 61 form part of these financial statements.

 

These financial statements were approved and authorised for issue by the Board of Directors on 28^th July 2026.                             

 

 

 

 

 

Mr. K Jackson

Chairman

Ilika plc

Consolidated cash flow statement

			Year ended 30th April
			2026	2025
			£000's	£000's
Cash flows from operating activities
Loss before taxation			(8,762.7)	(7,217.0)
Adjustments for:
Amortisation			174.9	39.2
Depreciation PPE			1,677.6	1,537.0
Depreciation right of use			224.4	213.9
Equity settled share-based payments			630.0	527.7
Loss on disposal of plant property and equipment			16.5	-
Net financial income			(188.7)	(343.9)
			-------	-------
Operating cash outflow before changes in working capital, interest and taxes			(6,228.0)	(5,243.1)
Decrease / (increase) in trade and other receivables			394.8	581.9
Decrease in trade and other payables			(526.7)	(43.5)
			-------	-------
Cash utilised by operations			(6,359.9)	(4,704.7)
Tax received			1,426.6	526.3
			-------	-------
Net cash flow used in operating activities			(4,933.3)	(4,178.4)
Cash flows from investing activities
Interest received			236.5	391.4
Purchase of intangible assets			(812.6)	(1,037.3)
Purchase of property, plant and equipment			(664.7)	(1,068.8)
Sale of property, plant and equipment			-	-
Inflows from maturity of other financial assets			-	4,180.9
Increase in other financial assets			-	-
			-------	-------
Net cash (used in) / generated from investing activities			(1,240.8)	2,466.3
Cash flows from financing activities
Proceeds from issuance of ordinary share capital			4,196.4	2,339.7
Cost of share issue			(347.7)	(145.3)
Lease payments - capital			(255.2)	(221.1)
Lease payments - interest			(47.8)	(47.5)
			-------	-------
Net cash generated from financing activities			3,545.7	1,925.8
			-------	-------
Net (decrease) / increase in cash and cash equivalents			(2,628.4)	213.7
Cash and cash equivalents at the start of the period			7,978.1	7,764.4
			-------	-------
Cash and cash equivalents at the end of the period			5,349.7	7,978.1
			-------	-------

 

The notes on pages 42 to 61 form part of these financial statements.

 

Ilika plc

Consolidated statement of changes in equity

	Share capital	Share premium account	Capital restructuring reserve	Accumulated losses	Total attributable to equity holders of parent
	£000's	£000's	£000's	£000's	£000's
As at 30th April 2024	1,591.4	64,953.5	6,486.1	(52,671.4)	20,359.6
Share-based payment	-	-	-	527.7	527.7
Issue of shares	91.3	2,248.4	-	-	2,339.7
Cost of share issue	-	(145.3)	-	-	(145.3)
Loss and total comprehensive expense	-	-	-	(5,902.2)	(5,902.2)
	------	-------	--------	--------	--------
As at 30th April 2025	1,682.7	67,056.6	6,486.1	(58,045.9)	17,179.5
Share-based payment	-	-	-	630.0	630.0
Issue of shares	127.2	4,069.2	-	-	4,196.4
Cost of share issue	-	(347.7)	-	-	(347.7)
Loss and total comprehensive expense	-	-	-	(7,236.1)	(7,236.1)
	------	-------	--------	--------	--------
As at 30th April 2026	1,809.9	70,778.1	6,486.1	(64,652.0)	14,422.1
	------	-------	--------	--------	--------

 

Share capital

The share capital represents the nominal value of the equity shares in issue.

 

Share premium account

When shares are issued, any premium paid above the nominal value is credited to the share premium reserve.

 

Capital restructuring reserve

The capital restructuring reserve arises on the accounting for the share for share exchange.  It represents the difference between the value of the issued equity instruments of Ilika Technologies Ltd immediately before the share for share exchange and the equity instruments of Ilika plc along with the shares issued to effect the share for share exchange.

 

Accumulated losses

The accumulated losses reserve records the accumulated profits and losses of the Group since inception of the business.

 

The notes on pages 42 to 61 form part of these financial statements.

 

Ilika plc

Notes to the consolidated financial statements

 

1     Accounting policies

Basis of preparation

These financial statements have been prepared in accordance with UK adopted international accounting standards. The principal accounting policies adopted in the preparation of the consolidated financial statements are set out below. The policies have been consistently applied to all of the years presented. The figures presented in the financial statements are shown in thousands.

 

The individual financial statements of Ilika plc are shown on page 62 to 66.

 

Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company made up to the reporting date. The Company controls an investee if all three of the following elements are present: power over the investee, exposure to variable returns over the investee, and the ability of the investee to use its power to affect the variable returns. Control is reassessed whenever facts and circumstances indicate that there may be a change in any of these elements of control. All intra-group transactions, balances, income and expenses are eliminated on consolidation.

 

Going concern

The financial statements have been prepared on a going concern basis which assumes that the Company will have sufficient funds available to enable it to continue to trade for the foreseeable future. In making their assessment that this assumption is correct the Directors have undertaken an in-depth review of the business, its current prospects, and cash resources as set out below.

 

The Directors have prepared and reviewed financial forecasts. The Group meets its day to day working capital requirements through existing cash resources, short and long term bank deposits, which, at 30^th April 2026, amounted to £5,349,694 (2025: £7,978,109). After due consideration of these forecasts and current cash resources and bank deposits, the Directors consider that the Company and the Group have adequate financial resources to continue in operational existence for the foreseeable future (being a period of at least twelve months from the date of this report), and for this reason the financial statements have been prepared on a going concern basis.

 

Following the completion of the 2025_26 accounting period the Company successfully raised an additional £5.0m gross through an equity placing of ordinary shares to institutional and a retail offer. This additional capital further strengthens the balance sheet and underpins the ongoing support from shareholders.

 

After taking account of all the above factors the Directors believe that as the market becomes more aware of the Company's prospects and the scale of the opportunities that the Company's technologies create the Company will continue to be able to raise any funds required to enable it to continue to trade and grow towards self-sufficiency.

 

Changes in accounting policies

 

(a) New standards, amendments to standards or interpretations

 

 

No new standards, interpretations and amendments adopted in the year have had a material impact on the Group.

 

(b) New standards, amendments to standards or interpretations not yet applied

                                 

There are no new standards, interpretations or amendments not yet applied which the directors anticipate will have a material impact on the Group.

Ilika plc

Notes to the consolidated financial statements (continued)

 

1     Accounting policies (continued)

Income

 

Income comprises the amount of consideration to which the entity expects to be entitled for the sales of products or services, net of value added tax and is recognised as follows:

 

Sales of goods

Sales of Stereax batteries are recognised upon despatch to the customer at which point they have an obligation to pay in full and as such, control is considered to transfer at that point.  Invoices are raised at the point purchase orders are made and subsequently upon delivery.

Government grants

Grants that compensate the Group for expenses incurred are recognised in the income statement on a systematic basis in the same periods in which the expenses are recognised. Submissions are made for pre-arranged time periods with timing differences recognised within accrued or deferred income.

 

Financial income

 

Income from short term deposits is recognised in the income statement as it accrues, using the effective interest method.

 

Pension and other post-retirement benefits

 

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

 

Share-based payment transactions

 

The Group issues equity-settled share options to all employees. Equity-settled share options are measured at fair value at the date of grant. The fair value determined at the grant date of the equity-settled share options is expensed on a straight-line basis over the vesting period. At each period end, the directors re-assess the impact of non-market conditions and adjust the estimated share-based payment appropriately.

 

The fair value of options granted by the Group is measured by use of the Black-Scholes pricing model taking into account the following inputs: the exercise price of the option; the life of the option; the market price on the date of grant of the option; the expected volatility of the share price; the dividends expected on the shares; and the risk free interest rate for the life of the option. Where required market-based vesting and other conditions are also considered in determining the fair value of new options granted in the year. The expected life used in the model has been adjusted, based on management's best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations.

 

Foreign currency

 

Transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the foreign exchange rate ruling at that date. Foreign exchange differences arising on translation are recognised in profit or loss.

 

Ilika plc

Notes to the consolidated financial statements

 

1   Accounting policies (continued)

Research and development expenditure

 

Research expenditure is recognised as an expense when it is incurred.

 

Development expenditure is recognised as an expense except that costs incurred on development projects are capitalised as intangible assets to the extent that such expenditure is expected to generate future economic benefits. Development expenditure is capitalised if, and only if, an entity within the Group can demonstrate all of the following:

i.      its ability to measure reliably the expenditure attributable to the asset under development;

ii.     the product or process is technically and commercially feasible;

iii.    its future economic benefits are probable;

iv.    its ability to use or sell the developed asset;

v.     the availability of adequate technical, financial and other resources to complete the asset under development; and

vi.    its intention is to use or sell the developed asset.

During the year, £812.6k (2025: £1,037.2k) of development expenditure has been capitalised in line with IAS 38 as a result of the conditions being met in respect of the Stereax battery project, continuing development of, and addition to, the IP the underpinning the Stereax line of batteries.  This capitalisation commenced in April 2020 and concluded in February 2026 with the asset being brought into its useful life with the commencement of reccurring commercial revenues under the Cirtec licencing agreement.

 

Inventory

 

The cost of materials and consumables, purchased in larger quantities for the purpose of research and development activities, is initially recognised as other asset and expensed as consumed in the normal course of business matching the consumption of material to the P&L expense.

 

Taxation

 

Companies within the group may be entitled to claim special tax allowances under the SME scheme in relation to qualifying research and development expenditure (eg R&D tax credits). The group accounts for such allowances as tax credits, which means that they are recognised when it is probable that the benefit will flow to the group and that benefit can be reliably measured.  R&D tax credits reduce current tax expense and, to the extent the amounts due in respect of them are not settled by the balance sheet date, reduce current tax payable. Where companies are loss-making the company claims tax credits on their surrenderable losses, with an appropriate receivable recognised.  A deferred tax asset is recognised for unclaimed tax credits that are carried forward as deferred tax assets.

 

Deferred tax is provided on temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the reporting date.

 

A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Ilika does not currently book a deferred tax asset in respect of carried forward losses details of the potential value can be seen in note 5 of these accounts.

 

Property, plant and equipment

 

Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses.

Where parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment.

 

 

 

 

 

Ilika plc

Notes to the consolidated financial statements

 

1     Accounting policies (continued)

Depreciation is charged to the statement of comprehensive income on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment less their estimated residual value. The estimated useful lives are as follows:

 

Leasehold improvements                   lease term

Plant, machinery and equipment         2 - 5 years

Fixtures & fittings                             3 - 5 years

 

Impairment

 

The carrying amounts of the Group's assets are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, the asset's recoverable amount is estimated at the present value of the future expected cashflows associated with the impaired asset.

 

An impairment loss is recognised whenever the carrying amount of an asset exceeds its recoverable amount.

Impairment losses are recognised in profit or loss.

 

Leases

 

All leases are accounted for by recognising a right-of-use asset and a lease liability except for leases of low value assets and leases with a duration of twelve months or less.

 

Lease liabilities are measured at the present value of the contractual payments due to the lessor over the lease term, with the discount rate determined by reference to the rate inherent in the lease unless (as is typically the case) this is not readily determinable, in which case the Group's incremental borrowing rate on commencement of the lease is used. Variable lease payments are only included in the measurement of the lease liability if they depend on an index or rate. In such cases, the initial measurement of the lease liability assumes the variable element will remain unchanged throughout the lease term. Other variable lease payments are expensed in the period to which they relate.

 

On initial recognition, the carrying value of the lease liability also includes: amounts expected to be payable under any residual value guarantee; the exercise price of any purchase option granted in favour of the group if it is reasonably certain to exercise that option; and any penalties payable for terminating the lease, if the term of the lease has been estimated on the basis of termination option being exercised.

 

Right-of-use assets are initially measured at the amount of the lease liability, reduced for any lease incentives received, and increased for: lease payments made at or before commencement of the lease, initial direct costs incurred, and the amount of any provision recognised where the Group is contractually required to dismantle, remove or restore the leased asset.

 

Subsequent to initial measurement, lease liabilities increase as a result of interest charged at a constant rate on the balance outstanding and are reduced for lease payments made. Right-of-use assets are amortised on a straight-line basis over the remaining term of the lease or over the remaining economic life of the asset if, rarely, this is judged to be shorter than the lease term.

 

Intangible assets

 

Computer software

 

Acquired computer software licenses are capitalised on the basis of the costs incurred to acquire and bring to use the specific software. These costs are amortised to administrative expenses using the straight line method over their estimated useful lives (1-5 years).

 

 

 

 

 

 

 

 

Ilika plc

Notes to the consolidated financial statements

 

1     Accounting policies (continued)

Development expenditure

 

Development expenditure is capitalised at cost and is amortised to administrative expenses on a straight-line basis over its useful economic life of 10 years.

 

Financial instruments

 

Financial assets and financial liabilities are recognised on the Group's balance sheet when the Group becomes a party to the contractual provisions of the instrument. The Group's financial assets are all carried at amortised cost. Impairment provisions for trade receivables are recognised based on the simplified approach within IFRS 9 using a provision matrix in the determination of the lifetime expected credit losses. The Group's financial liabilities are all classified as 'other' liabilities which are carried at amortised cost. Cash and cash equivalents comprise cash balances and call deposits. Deposits of over 3 months' maturity, judged at inception, are classified as Other Financial Assets.

 

Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and that are subject to an insignificant risk of changes in value.

 

Financial liabilities and equity

 

Classification as debt or equity

 

Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

 

Equity instruments

 

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recognised at the proceeds received, net of direct issue costs.

 

Provisions

 

Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.

 

Provisions are either charged as an expense to income statement or capitalised within property, plant and equipment in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.

 

When payments are made, they are charged to the provision carried in the balance sheet.

 

Key sources of estimation and uncertainty

 

The preparation of the Group's financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses at the date of the Group's financial statements. The Group's estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

 

The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below:

 

Capitalisation of development costs

During the year, costs have been capitalised in respect of the Stereax battery technology. The directors have determined that the conditions to capitalise this associated expenditure have been met. Had these costs been

 

 

 

 

Ilika plc

Notes to the consolidated financial statements

 

Capitalisation of development costs (continued)

considered research or commercialisation rather than development expenditure then the intangible assets would be £812.6k lower and the loss in the income statement increased by the same amount.

 

Recoverability of development costs

The directors have considered the recoverability of the capitalised costs by reference to independent market analysis and the signed contract with Cirtec and have determined that the amounts are recoverable.

 

Useful Life and amortisation of internally generated development costs.

The directors have reviewed the market and applications for the internally generated Stereax development costs which have been capitalised. Following a review of the commercial licence agreement, the useful life of components in the medical technology space and the length of remaining IP protection secured against the Stereax IP an appropriate period of 10 years has been determined for the amortisation of the capitalised asset.   

 

2   Segment reporting

The Group operates in one area of activity, namely the production, design and development of solid state batteries. For management purposes, the Group is analysed by the geographical location of its customer base and business development directors have been appointed to cover the group's three territories of focus, Asia, North America and Europe (with the UK further split out below).

	Year ended 30th April
Income	2026	2025
Analysis by geographical market:	£000's	£000's
By destination
Asia	7.0	7.2
Europe	-	-
North America	83.2	(0.2)
UK	973.7	1,045.9
	--------	--------
	1,063.8	1,052.9
	-------	-------

An analysis of income by type, demonstrating the changing focus of management from sales of services to sales of goods, is as follows:

	Year ended 30th April
Income	2026	2025
	£000's	£000's
Goods and services	112.8	73.5
UK Grants	951.0	979.4
	--------	--------
	1,063.8	1,052.9
	-------	-------

Customers might individually account for more than 10% of the total income of the Group. The income from these companies are indicated below:

	2026	2025
Income	£000's	£000's
UK Grants	951.0	979.4
Customers less than 10%	112.8	73.5
	--------	--------
	1,063.8	1,052.9
	-------	-------

 

 

 

Ilika plc

Notes to the consolidated financial statements

 

                                                                                                                                    

 

3   Operating loss

	Year ended 30th April
	2026	2025
This is arrived at after charging:	£000's	£000's
Research and development expenditure in the year	4,460.9	3,345.7
Depreciation of property, plant and equipment	1,677.6	1,537.0
Depreciation of right-of-use assets	224.4	213.9
Amortisation of intangible assets	174.9	39.2
Auditors remuneration: Fees payable to the Group's auditor for the audit of the Group's      accounts	48.0	45.6
Fees payable to the Group's auditor for other services: -  The Audit of the Group's subsidiaries	10.8	10.2
Foreign exchange differences	8.0	3.5
Share-based payment	630.0	527.7
	-------	-------

 

4    Employees

 

The average number of full time equivalent employees during the year, including executive directors, was:

	Year ended 30th April
	2026	2025
	Number	Number
Administration	9	7
Materials synthesis	59	63
	------	------
	68	70
	------	------

 

 

 

Staff costs for all employees, including executive directors, consist of:

	Year ended 30th April
	2026	2025
	£000's	£000's
Wages and salaries	3,666.6	3,519.2
Social security costs	450.8	414.8
Share-based payment expense	630.0	527.7
Pension costs	309.8	281.8
	-------	-------
	5,057.2	4,743.5
	--------	--------

 

Included in the above are amounts totaling £812.6k (2025: £1,040.9K) which have been capitalised.

 

 

 

 

 

Ilika plc

Notes to the consolidated financial statements

 

 

4       Employees (continued)

The total remuneration of the Directors of the Group was as follows:
	Year ended 30th April
	2026	2025
	£000's	£000's
Wages and salaries	627.0	595.3
Pension costs	84.5	80.6
	-------	-------
Directors' emoluments	711.5	675.9
Social security costs	90.0	76.3
Share-based payment expense	354.9	275.4
	-------	-------
Key management personnel	1,156.4	1,027.6
	-------	-------

 

The Directors represent key management personnel and further details, are given in the Directors' Remuneration Report commencing on page 14. The highest paid director received remuneration of £337.4k (2025: £315.5k) including pension contributions of £24.3k (2025: £23.4k).

 

5    Taxation

(a)   Tax on loss from ordinary activities

 

There is no taxation charge due to the losses incurred by the Group during the year. The taxation credit represents R&D tax credit claims as follows:

	Year ended 30th April
	2026	2025
	£000's	£000's
R&D tax credits	1,400.0	1,300.0
Adjustments to prior period	126.6	14.8
	----	----
	1,526.6	1,314.8
	------	------

 (b) Factors affecting current tax credit

 

The tax assessed on the loss on ordinary activities for the period is different to the standard rate of corporation tax in the UK of 25% from April 2026 under the Small ring fenced profits rate of 19% (2025: 19%). The differences are reconciled below:

 

 

 

 

Ilika plc

Notes to the consolidated financial statements

 

5     Taxation (continued)

 

 

	2026	2025
	£000's	£000's
Loss on ordinary activities before tax	(8,762.7)	(7,217.0)
	------	------
Loss on ordinary activities before tax multiplied by the standard rate of corporation tax in the UK of 25% (2025: 19%)	(2,190.7)	(1,371.2)
Effects of:
Expenses not deductible for corporation tax	148.6	29.9
R&D relief	(102.0)	(384.2)
Origination of unrecognised tax losses	744.1	425.5
Adjustments to prior period	(126.6)	(14.8)
	------	------
Total tax credit for the year	(1,526.6)	(1,314.8)
	------	------

 

Unrecognised deferred taxation

 

There are tax losses available for carry forward against future trading profits of approximately £48.5m (2025: £45.8m). A deferred tax asset in respect of these losses, net of fixed asset timing differences of approximately £10.7m (2025: £11.5m) has not been recognised in the accounts, as the full utilisation of these losses in the foreseeable future is uncertain.

 

6     Losses per share

Losses per ordinary share have been calculated using the weighted average number of shares in issue during the relevant financial periods. The weighted average number of equity shares in issue and the losses, being loss after tax, are as follows:

	Year ended 30th April
	2026	2025
	No.	No.
Weighted average number of equity shares	179,833,857	159,036,098
	--------	--------
	£000's	£000's
Losses after tax	(7,236.1)	(5,902.2)
	-------	-------
	Pence	Pence
Loss per share	(4.02)	(3.54)
	------	------

The loss attributable to ordinary shareholders and weighted average number of ordinary shares for the purpose of calculating the diluted losses per ordinary share are identical to those used for basic losses per share. This is because the exercise of share options would have the effect of reducing the loss per ordinary share and is therefore not dilutive. At 30^th April 2026, there were 10,738,585 options outstanding (2025: 9,549,632) as detailed in notes 16 and 20.

 

 

 

Ilika plc

Notes to the consolidated financial statements

 

7     Intangible assets

	Development expenditure	Software licences	Intellectual property	Total
	£000's	£000's	£000's	£000's
Cost
As at 30th April 2024	3,639.7	269.9	75.0	3,984.6
Additions	1,037.3	-	-	1,037.3
	------	------	------	------
As at 30th April 2025	4,677.0	269.9	75.0	5,021.9
Additions	812.6	-	-	812.6
	------	------	------	------
As at 30th April 2026	5,489.6	269.9	75.0	5,564.6
Amortisation
As at 30th April 2024	-	188.6	75.0	263.6
Provided for the year	-	39.2	-	39.2
	------	------	------	------
As at 30th April 2025	-	227.8	75.0	302.8
Provided for the year	137.2	37.7	-	174.9
	------	------	------	------
As at 30th April 2026	137.2	265.5	75.0	477.7
Net book value
As at 30th April 2025	4,677.0	42.1	-	4,719.1
	-------	------	-------	------
As at 30th April 2026	5,352.4	4.4	-	5,356.8
	-------	------	-------	------

 

The amortisation charge of £174.9k (2025: £39.2k) is included within administrative expenses.

Development expenditure has commenced amortisation following the commencement of commercial revenues from the Stereax MVP M300 product through the sale of deposited LCO to Cirtec under licence.

Ilika plc

Notes to the consolidated financial statements

 

8     Property, plant and equipment

	Leasehold improvements	Plant, machinery and equipment	Fixtures and fittings	Total
	£000's	£000's	£000's	£000's
Cost
As at 30th April 2024	432.7	9,545.9	107.9	10,086.5
Additions	48.2	1,025.6	-	1,073.8
Disposals	-	(5.0)	-	(5.0)
	------	-------	------	-------
As at 30th April 2025	480.9	10,566.5	107.9	11,155.3
Additions	18.9	645.8	-	664.7
Disposals	-	(506.3)	(4.5)	(510.8)
	------	-------	------	-------
As at 30th April 2026	499.8	10,706.0	103.4	11,309.2
	------	-------	------	-------
Depreciation
As at 30th April 2024	240.7	6,007.3	79.9	6,327.9
Provided for the year	80.4	1,444.7	11.9	1,537.0
Disposals	-	(5.0)	-	(5.0)
	------	-------	------	-------
As at 30th April 2025	321.1	7,447.0	91.8	7,859.9
Provided for the year	84.7	1,582.1	10.9	1,677.7
Disposals	-	(489.8)	(4.5)	(494.3)
	------	-------	------	-------
As at 30th April 2026	405.8	8,539.3	98.2	9,043.3
	------	-------	------	-------
Net book value
As at 30th April 2025	159.8	3,119.5	16.0	3,295.3
	------	-------	------	-------
As at 30th April 2026	94.0	2,166.7	5.0	2,265.7
	------	-------	------	-------

 

At the year end, deposits totaling £90,907 (2025: £535,312) were paid in respect of property, plant and equipment and are held in prepayments. These will be transferred once the items have been received. Additionally, the Group has capital commitments totaling £17,499 (2025: £277,014) as disclosed in note 18.

 

 

 

Ilika plc

Notes to the consolidated financial statements

 

9   Leases

 

The Group has leases for its premises in Romsey and Chandler's Ford, for a company van and forklift. These leases are accounted for by recognising a right-of-use asset and a lease liability.

 

The lease liabilities have been measured at the present value of the contractual payments due to the lessor over the lease terms using the following estimations.

·      Company Van; Lease term of 3 years using an incremental borrowing rate of 4%.

·      Company forklift; Lease term of 2 years using an incremental borrowing rate of 7.3%

·      Premises; Lease of 5 years representing the remainder of the lease using an incremental borrowing rate between 4%-7.5%.

 

The right-of-use assets have been initially measured at the amount of the lease liabilities. Subsequent to initial measurement the lease liabilities increase as a result of interest charged at a constant rate on the balance outstanding and are reduced for any lease payments made. Right-of-use assets are depreciated on a straight-line basis over the remaining term of the lease.

 

During the period the Group elected to remain in the Chandlers Ford facility and did not elect to enact a break clause within the existing lease resulting in a further five year commitment at the premises. 

 

Right-of-use assets	Land and buildings	Plant and equipment	Total
	£000's	£000's	£000's
Cost
As at 30th April 2024	1,344.5	239.4	1,583.9
Additions	74.6	1.8	76.4
	------	------	------
As at 30th April 2025	1,419.1	241.2	1,660.3
Additions	853.4	6.8	860.2
Disposals	-	(229.2)	(229.2)
	------	------	------
As at 30th April 2026	2,272.5	18.8	2,291.3
	------	------	------
Depreciation
As at 30th April 2024	784.0	230.3	1,014.3
Provided for the year	210.2	3.7	213.9
	------	------	------
As at 30th April 2025	994.2	234.0	1,228.2
Provided for the year	218.6	5.8	224.4
Disposals	-	(229.2)	(229.2)
	------	------	------
As at 30th April 2026	1,212.8	10.6	1,223.4
	------	------	------
Net book value
As at 30th April 2025	424.9	7.2	432.1
	------	------	------
As at 30th April 2026	1,059.7	8.2	1,067.9
	------	------	------
Lease liabilities
		2026	2025
		£000's	£000's
As at 1st May		470.7	625.3
Additions		846.0	76.4
Cashflows:
Lease payments		(288.7)	(278.5)
Interest expense		47.8	47.5
		------	------
As at 30th April		1,075.8	470.7
		------	------

 

Ilika plc

Notes to the consolidated financial statements

 

9     Leases (continued)

Maturity analysis of lease payments:
	As at 30th April
	2026	2025
	£000's	£000's
0-3 months	63.8	58.2
3-12 months	194.8	158.1
	------	------
Due in less than one year	258.7	216.3
1-2 years	254.4	98.8
2-5 years	562.7	155.6
	------	------
Lease payments	1,075.8	470.7
	------	------

 

10   Trade and other receivables

	As at 30th April
	2026	2025
	£000's	£000's
Trade receivables	41.5	-
Prepayments	945.6	1,229.5
Other receivables	331.7	409.9
Accrued income	8.6	82.8
	------	------
	1,327.4	1,722.2
	------	------

 

The ageing of trade receivables is as follows:

	As at 30th April
	2026	2025
	£	£
0-29 days	41.5	-
30+ days	-	-
	------	------

 

 

The accrued income of £8,646 (2025: £82,754) relates to performance obligations satisfied but not invoiced, all of which is due to be settled within the next twelve months. The change in accrued income reflects the level of grants underway at the current year end compared to the previous.

 

Ilika plc

Notes to the consolidated financial statements

 

11   Other financial assets - bank deposits

	As at 30th April
	2026	2025
	£000's	£000's
Short term deposits with more than three months' maturity	-	-
	--------	--------

 

12   Cash and cash equivalents

	As at 30th April
	2026	2025
	£000's	£000's
Current bank accounts	658.7	1,553.3
Short term deposits with less than three months' maturity	4,691.0	6,424.8
	--------	--------
	5,349.7	7,978.1
	--------	--------

 

13   Trade and other payables

	As at 30th April
	2026	2025
	£000's	£000's
Trade payables	331.7	515.7
Other payables	45.6	44.2
Other taxes and social security costs	108.2	98.9
Accruals and deferred income	534.9	888.4
	--------	--------
	1,020.4	1,547.2
	--------	--------

 

The ageing of financial liabilities is as follows:

	As at 30th April
	2026	2025
	£000's	£000's
0-29 days	626.1	870.8
30-59 days	5.9	29.4
60-89 days	230.2	498.1
90+ days	50.0	50.0
	--------	--------
	912.2	1,448.3
	--------	--------

 

Within Accruals and deferred income is deferred income of £50,000 (2025: £50,000) that represents unfulfilled performance obligations on grants and product sales to be satisfied in the next twelve months.

 

Ilika plc

Notes to the consolidated financial statements

 

14   Provisions

		Leasehold  Dilapidations
		£000's
As at 1st May 2025		249.5
Provided for		-
		------
As at 30th April 2026		249.5
		--------

 

Leasehold dilapidations relate to the estimated cost of returning two leasehold properties to their original state at the end of the lease in accordance with the lease terms.

 

15   Financial instruments

The risks associated with financial instruments are set out below.

 

Foreign currency risk

The Group buys goods and services in currencies other than sterling. The Group's non sterling liabilities and cash flows can be affected by movements in exchange rates. Given the low value of non-sterling transactions the Group considers there to be a low exposure to foreign currency risk. The Group has denominated some of its sales transactions in non-sterling currencies. The foreign exchange loss recognised in the accounts in the year to 30^th April 2026 was £8,008 (2025: £3,473).

 

Credit risk

The Group's credit risk is attributable to its trade receivables and banking deposits. The Group places its deposits with reputable financial institutions to minimise credit risk. The maximum exposure to credit risk for each period is the amount disclosed above as cash and cash equivalents, banking deposits and receivables. For the periods above there were no trade receivables which were past due or impaired. Risk is further mitigated through the use of credit limits, but also through the nature of the customers, who, for the most part, are large multinationals.

 

Liquidity risk

The Group's policy is to maintain adequate cash resources to meet liabilities as they fall due. All Group payable balances fall due for payment within one year. Cash balances are placed on deposit for varying periods with reputable banking institutions to ensure there is limited risk of capital loss. The Group does not maintain an overdraft facility. 

 

Interest rate risk

The main risk arising from the Group's financial instruments is interest rate risk. The Group placed deposits surplus to short-term working capital requirements with a variety of reputable UK-based banks. These balances are placed at floating rates of interest and deposits have maturities of one to twelve months. The Group's cash and short-term deposits are set out in note 11 and 12. Floating-rate financial assets comprise cash on deposit and cash at bank. Short-term deposits are placed with banks and are categorised as floating-rate financial assets. Contracts in place at 30^th April 2026 had a weighted average period to maturity of 10 days (2025: 8 days) and a weighted average annualised rate of interest of 2.82%. (2025: 3.01%).

 

Interest rate risk sensitivity analysis

It is estimated that a change in base rate to zero would have increased the Group's loss before taxation for the year to 30^th April 2026 by approximately £236,453 (2025: £391,429).

 

It is estimated that an increase in base rate by 1 percent would decrease the Group's loss before taxation for the year to 30^th April 2026 by approximately £53,497 (2025: £79,781).

 

There is no difference between the book and fair value of financial assets and liabilities.

 

 

Ilika plc

Notes to the consolidated financial statements

 

15   Financial instruments (continued)

 

Capital management

The primary aim of the Group's capital management is to safeguard the Group's ability to continue as a going concern, to support its businesses and maximise shareholder value. The Group monitors its capital structure and makes adjustments as and when it is deemed necessary and appropriate to do so using such methods as the issuing of new shares. At present all funding is raised by equity.

 

16   Share capital

	As at 30th April
	2026	2025
	£000's	£000's
Authorised
180,832,175 (2025: 168,109,066) Ordinary Shares of £0.01 each	1,808.3	1,681.1
1,355,100 (2025: 1,355,100) Convertible Preference Shares of £0.01 each	13.6	13.6
	------	------
Allotted, called up and fully paid
180,832,175 (2025: 168,109,066) Ordinary Shares of £0.01 each	1,808.3	1,681.1
162,100 (2025: 162,100) Convertible Preference Shares of £0.01 each	1.6	1.6
	------	------
	1,809.9	1,682.7
	------	------

 

Share Rights

 

The ordinary share and preference shares rank pari passu in all respects other than:

 

· The losses which the Group may determine to distribute in respect of any financial period shall be distributed only among the holders of the Ordinary Shares. The Preference Shares shall not entitle the holders of them to any share in such distributions.

· On a return of capital or assets on a liquidation, reduction of capital or otherwise the surplus assets of the Group remaining after payment of its obligations shall be applied:

o First, in paying to the holders of the Preference Shares the amount paid thereon, being the amount equal to the par value of the preference shares excluding any premium; and

o Secondly, the balance of such surplus assets shall belong to and be distributed amongst the holders of the Ordinary Shares.

 

The Preference Shareholders have the right, at any time, to convert the preference shares held to the same number of Ordinary Shares. There are no further redemption rights.

 

During the year, a total of 30,000 options over Ordinary Shares of £0.01 each were exercised for a total consideration of £7,650 (2025: 805,975 shares for £8,060)

 

During the year, no Preference Shares were converted to Ordinary Shares of £0.01 each (2025: No Preference shares converted).

 

Share options

 

Employee related share options are disclosed in note 20.

 

17   Pensions

 

The Group operates a defined contribution group personal pension scheme. The pension cost charge for the period represents contributions payable by the Group to the scheme and amounted to £309,839 (2025: £281,833). Included within other creditors is £44,348 (2025: £43,016) relating to outstanding pension contributions.

 

18   Capital commitments

 

At 30^th April, the group had capital commitments as follows:

	2026	2025
	£000's	£000's
Contracted for but not provided in these financial statements	17.5	277.0
	------	------

Ilika plc

Notes to the consolidated financial statements

 

19   Related party transactions

 

The directors consider that no one party controls the Group.

Details of key management personnel and their compensation are given in note 4 and in the Directors' Remuneration Report on pages 14 to 18.

 

Included within these statements, as shown in note 10 and note 27, are amounts totalling £56,477 (2025: £147,440) relating to employee share option exercises which were owed as at April 30 2026.

 

20   Share-based payments expense and share options

 

Share-based payment expense

 

The Group has incentivised and motivated staff through the grant of share options under the Enterprise Management Incentive (EMI) scheme and through unapproved share options.

 

At 30^th April 2026, the following fully vested options, whose fair values have been fully charged to the consolidated statement of total comprehensive income, were outstanding:

 

Approved share options:

Date of grant	Number of shares	Period of  option	Vesting date	Exercise Price per share
08/02/18	78,375	10 years	08/02/21	£0.21
24/01/19	390,500	10 years	18/01/22	£0.182
09/07/19	238,983	10 years	09/07/22	£0.295
19/03/20	625,000	10 years	19/03/23	£0.255

 

Unapproved share options:

Date of grant	Number of shares	Period of  option	Vesting date	Exercise Price per share
15/08/2017	75,810	10 years	15/08/18	£0.01
24/01/2019	1,127,777	10 years	23/01/22	£0.01
29/08/2019	207,229	10 years	29/08/20	£0.01
26/03/2020	15,000	10 years	19/03/23	£0.255
22/09/2020	65,812	10 years	22/09/21	£0.01
22/09/2021	33,394	10 years	22/09/22	£0.01

 

 

Black Scholes valuation

	Weighted Average Exercise Price		Number
	2026	2025	2026	2025
Outstanding:	£	£
At start of the period	0.2520	0.2632	9,549,632	8,316,157
Granted in the period	0.2519	0.1275	2,904,296	2,501,435
Exercised in the period	(0.2550)	0.01	(30,000)	(805,975)
Lapsed in the period	0.3781	0.2362	(1,685,343)	(461,985)
	-----	-----	--------	--------
At the end of the period	0.2322	0.2520	10,738,585	9,549,632
	-----	-----	--------	--------

 

The exercise price of options outstanding at the end of the period ranged between £0.01 and £0.44 and their weighted average contractual life was 7.2 years (2025: 7.3 years). These share options are exercisable and must be exercised within 10 years from the date of grant.

 

 

Ilika plc

Notes to the consolidated financial statements

 

20   Share-based payments expense and share options (continued)

 

Ilika plc Executive Share Option Scheme 2010

 

At 30^th April 2026 the following share options were outstanding in respect of the Ilika plc Executive Share Option Scheme 2010:

Date of grant	Number of shares	Period of option	Vesting Date	Exercise Price per share
08/02/18	78,375	10 years	08/02/21	£0.21
24/01/19	390,500	10 years	18/01/22	£0.182
09/07/19	238,983	10 years	09/07/22	£0.295
19/03/20	625,000	10 years	19/03/23	£0.255
14/12/23	1,762,300	10 years	14/12/26	£0.44
24/02/25	803,029	10 years	24/02/28	£0.34
20/01/26	2,015,774	10 years	20/02/29	£0.275

 

All of the options have been valued using the Black-Scholes methodology, with an expected volatility rate of between 37.7% and 100%, the interest rate being the bank of interest base rate at the time of grant and an expected period to maturity of 3 years.

 

Members of staff in the Group are awarded options in respect of ordinary shares in Ilika plc, which are conditional upon the achievement of a series of financial and commercial milestones.

 

30,000 options were exercised in the year and 1,265,589 options lapsed in the year.

 

Ilika plc unapproved share options

 

At 30^th April 2026 the following share options were outstanding in respect of Ilika plc unapproved share options:

Date of grant	Number of shares	Period of option	Vesting Date	Exercise Price per share
15/08/17	75,810	10 years	15/08/18		£0.01
24/01/19	1,127,777	10 years	23/01/22		£0.01
29/08/19	207,229	10 years	29/08/20		£0.01
26/03/20	15,000	10 years	19/03/23		£0.255
22/09/20	65,812	10 years	22/09/21		£0.01
22/09/21	33,394	10 years	22/09/22		£0.01
20/09/23	146,804	10 years	20/09/24		£0.01
14/12/23	653,673	10 years	14/12/26		£0.01
24/09/24	391,803	10 years	24/09/25		£0.01
24/02/25	1,218,800	10 years	04/05/28		£0.01
24/09/25	253,566	10 years	24/09/26		£0.01
20/02/26	634,956	10 years	20/02/29		£0.275

 

419,754 options lapsed in the year and no options were exercised.

 

There are total of 3,396,487 options from both schemes which were capable of being exercised as at 30^th April 2026.

 

	2026	2025
	£000's	£000's
Share-based payment expense
Black Scholes calculation	630.0	526.7
	------	------

 

 

 

 

 

 

21  Post Balance Sheet Events

 

Following the end of the financial year on 30 April 2026 the Company completed a fund raise by way of equity placing, open offer and Director subscriptions of 18,057,139 new Ordinary shares at £0.28 per share resulting in gross proceeds of £5m

 

22 Company details

 

Ilika plc is a public limited company registered in England and Wales with company number 07187804 and whose registered office is Unit 10a, The Quadrangle, Premier Way, Romsey, England, SO51 9DL.

 

Company Balance sheet of Ilika plc

Company number 07187804

 

		As at 30th April
	Notes	2026 £000's	2025 £000's
ASSETS
Non-current assets
Investments in subsidiary undertaking	25	72,881.3	68,907.7
Amount due from subsidiary undertaking	26	12.8	93.7
		-------	-------
		72,894.1	69,001.4
Current assets
Trade and other receivables	27	110.0	202.8
		-------	-------
Total assets		73,004.1	69,204.2
		-------	-------
Equity
Issued share capital	16	1,809.9	1,682.7
Share premium		70,757.3	67,035.8
Retained earnings		360.0	348.3
		-------	-------
		72,927.2	69,066.8
LIABILITIES
Current liabilities
Trade and other payables	28	76.9	137.4
		-------	-------
Total liabilities		76.9	137.4
		-------	-------
Total equity and liabilities		73,004.1	69,204.2
		-------	-------

 

No profit and loss account is presented for the Company as permitted by Section 408 of the Companies Act 2006. The Company's loss for the year was £618,465 (2025: loss of £516,409).

 

The notes on pages 65 to 66 form part of these financial statements.

 

These financial statements were approved and authorised for issue by the Board of Directors on 28^th July 2026.                             

 

 

 

 

 

Mr. K Jackson

Chairman

 

 

 

 

 

		Year ended 30th April
		2026	2025
		£000's	£000's
Cash flows from operating activities
Loss before tax		(618.5)	(516.4)
Adjustments for:
Equity settled share-based payments		630.0	527.7
		------	------
Operating cash flow before changes in working capital, interest and taxes		11.5	11.3
Decrease / increase in trade and other receivables		92.8	(57.2)
(Decrease) in trade and other payables		(60.5)	(180.2)
		------	------
Cash generated from / (used in) operations		43.8	(226.1)
Cash flows from investing activities
Decrease in amounts due from subsidiary undertaking		81.0	509.7
Investment in subsidiary company		(3,973.6)	(2,478.0)
		------	------
Net cash used in investing activities		(3,892.6)	(1,968.3)
Cash flows from financing activities
Proceeds from issuance of ordinary share capital		4,196.4	2,339.7
Costs of share issue		(347.7)	(145.3)
		------	------
Net cash from financing activities		3,848.7	2,194.4
		------	------
Net increase in cash and cash equivalents		-	-
Cash and cash equivalents at the start of the year		-	-
		------	------
Cash and cash equivalents at the end of the year		-	-
		------	------

Ilika plc

Company cashflow statement

 

 

 

The notes on pages 65 to 66 form part of these financial statements.

Ilika plc

Company statement of changes in equity

 

	Share capital	Share premium account	Retained Earnings	Total attributable to equity holders
	£000's	£000's	£000's	£000's
As at 30th April 2024	1,591.4	64,932.7	337.1	66,861.2
Issue of shares	91.3	2,248.4	-	2,339.7
Cost of issue	-	(145.3)	-	(145.3)
Share-based payment	-	-	527.7	527.7
Loss and total comprehensive expense	-	-	(516.4)	(516.4)
	------	--------	------	---------
As at 30th April 2025	1,682.7	67,035.8	348.4	69,066.9
Issue of shares	127.2	4,069.2	-	4,196.4
Cost of issue	-	(347.7)	-	(347.7)
Share-based payment	-	-	630.0	630.0
Loss and total comprehensive expense	-	-	(618.5)	(618.5)
	------	--------	------	---------
As at 30th April 2026	1,809.9	70,757.3	359.9	72,927.1
	------	---------	------	---------

 

Share capital

The share capital represents the nominal value of the equity shares in issue.

 

Share premium account

When shares are issued, any premium paid above the nominal value is credited to the share premium reserve.

 

Retained earnings

The retained earnings reserve records the accumulated profits and losses of the Company since inception of the business.

 

The notes on pages 65 to 66 form part of these financial statements.

 

 

Ilika plc

Notes to the financial statements

 

23 Accounting policies

 

Basis of preparation

 

These financial statements have been prepared in accordance with UK adopted international accounting standards in conformity with the requirements of the Companies Act 2006.

 

Taxation, share based payments and financial instruments

 

For the relevant accounting policies please see note 1.

 

Investments in subsidiary undertakings

 

Investments in subsidiary undertakings where the Company has control are stated at cost less any provision for impairment.

               

Key sources of estimation and uncertainty

 

The company holds a significant investment in its subsidiary, Ilika Technologies Ltd, of £72.9m (2025: £68.9m). In assessing the carrying value of this asset for impairment, the Directors have exercised judgement in estimating its recoverable amount. The determination of the valuation for this asset is based on the discounted estimated future cash flows generated from out-licensing transactions. The valuation is derived from independent financial modelling by market analysts that evaluates a range of potential outcomes from what are considered the key variables, including the probability and timing of licensing agreements being signed, the expected licensing terms that will be negotiated and the anticipated revenues generated as a result.  Given the level of headroom indicated by the impairment review, the discount rate assumption is not considered to be sufficiently sensitive to change to impact the conclusion of the review.

 

24 Directors' remuneration

 

The only employees of the Company are the directors. In respect of directors' remuneration, the disclosures required by Schedule 5 to the Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008 are included in the detailed disclosures in the audited section of the Directors' Remuneration Report on pages 14 to 18, which are ascribed as forming part of these financial statements.

 

25 Investment in subsidiary undertaking

 

Investments in Group undertakings are stated at cost.

 

Ilika plc has a wholly owned subsidiary, Ilika Technologies Ltd. Ilika Technologies Ltd (Incorporated in the UK) made a loss for the year of £6,617.6k (2025: £5,385.8k) and had net assets as at 30th April 2026 of £14,376.2k (2025: £17,020.3k).     

	2026	2025
Shares in Group undertakings (at cost)	£000's	£000's
At 1st May	68,907.7	66,429.7
Additions	3,973.6	2,478.0
	------	------
At 30th April	72,881.3	68,907.7
	------	------

  

 

 

Ilika plc

Notes to the financial statements (continued)

 

25 Investment in subsidiary undertaking (continued)

 

The registered address of Ilika Technologies Ltd is unit 10a, The Quadrangle, Premier Way, Abbey Industrial Park, Romsey, SO51 9DL. The company registration number is 05048795.

 

26 Amount due from subsidiary undertaking

	2026	2025
	£000's	£000's
Ilika Technologies Ltd	12.8	93.7
	------	------

 

27 Trade and other receivables

	2026	2025
	£000's	£000's
Other receivables	70.9	156.6
Prepayments	38.1	46.3
	------	------
	110.0	202.9
	------	------

 

28 Trade and other payables

	2026	2025
	£000's	£000's
Trade payables	18.2	8.6
Accruals	58.8	128.8
	------	------
	77.0	137.4

 

29 Related party transactions

 

During the year, the Company recharged costs totalling £229,233 (2025: £214,270) to its subsidiary, Ilika Technologies Ltd. Amounts owed by Ilika Technologies Ltd are disclosed in note 26.

 

Included within these statements, as shown in note 10 and note 27, are amounts totalling £56,477 (2025: £147,440) relating to employee share option exercises which were owed as at April 30 2026.

 

Details of key management personnel and their compensation are given in note 4 and in the Directors' Remuneration Report on pages 14 to 18.

 

 

The directors consider that no one party controls the Company.

 

30   Post Balance Sheet Events

 

Following the end of the financial year on 30 April 2026 the Company completed a fund raise by way of equity placing, open offer and Director subscriptions of 18,057,139 new Ordinary shares at £0.28 per share resulting in gross proceeds of £5.0m