Final Results
Summary by AI BETAClose X
29 September 2026
Incanthera plc
("Incanthera" or the "Company")
FINAL RESULTS FOR THE YEAR ENDED 31 MARCH 2026
Incanthera plc (AQSE: INC), the specialist company focused on innovative technologies in dermatology and oncology announces its audited results for the year ended 31 March 2026.
Incanthera's mission is to provide better skin health through enhanced user experience outcomes: accessible, affordable products supported by skin diagnostics built on proven clinical evidence and increasingly personalised user data.
Post Reporting Date Highlights:
· Strategic acquisition of the Swiss premium skincare brand énielle
· Appointment of Stuart Robertson as Chief Executive Officer in June 2026, bringing a new focus and capital to the company
· Board of Directors refreshed with appointment of Caroline Murray as Non-Executive Chair, Simon Ward as Chief Scientific Officer and Werner Bürki (former SIX Swiss stock exchange CEO) as a non-executive director
· Pilot consumer study data demonstrated the synergistic benefits of skin+CELL formulation technology when used with LED devices
· Exclusive bundled distribution agreement signed with leading UK LED skincare therapeutics manufacturer, iSmart Developments Limited
· Completed a fundraise raising gross proceeds of £355,000 through the issue of unsecured convertible loan notes
Financial Highlights:
· First revenues achieved following the launch of skin+CELL Direct to Consumer sales via digital platforms
· Independent tests demonstrate that skin+CELL increases the mitochondrial energy and protection by up to 6.5 times after just 6 days of use
· Institutional fundraise of £508,000 in June 2025
Stuart Robertson, Chief Executive Officer, commented:
"Since joining Incanthera in June 2026, my focus has been on where this business can deliver success in the future. We have great products, and they are the cornerstone of our new strategy. We are transitioning from a marketing-led, direct-to-consumer business to a focused, partnership-led skincare technology supplier, expanding our global reach through partners who bring scale, established routes to market and access to new customers.
"That transition began with the acquisition of énielle, our Swiss-developed premium cosmetic brand, which is being integrated with skin+CELL around a single 'protect + repair' message. Demand for more science-led personalised skin care is here, and we are pivoting the business to meet it."
This announcement contains inside information for the purposes of the UK Market Abuse Regulation and the Directors of the Company are responsible for the release of this announcement.
For further enquiries:
Incanthera plc
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Stuart Robertson, Chief Executive Officer Simon Ward, Chief Scientific Officer |
Via Vigo Consulting
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Cairn Financial Advisers LLP (Aquis Exchange Corporate Adviser) Jo Turner / Liam Murray / Ed Downes |
+44 (0) 20 7213 0880 |
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Stanford Capital Partners Ltd (Broker) Patrick Claridge / Bob Pountney |
+44 (0) 20 7628 5582 |
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Vigo Consulting (Financial PR and Investor Relations) Jeremy Garcia / Rozi Morris |
+44 (0) 20 7390 0230 |
Notes to Editors
About Incanthera plc
Incanthera is a specialist company focused on innovative technologies in dermatology and oncology. It seeks to identify and develop innovative solutions to current clinical, commercially relevant unmet needs, utilising new technology from leading specialists and academic institutions as well as its in-house development team.
The Company started as a spin-out from the Institute of Cancer Therapeutics ("ICT") at the University of Bradford. Incanthera's strategy is to develop each candidate in its portfolio from initial acquisition or discovery to identifying commercial partnerships at the earliest opportunity in the development pathway.
For more information on the Company please visit: www.incanthera.com / @incantheraplc
About Incanthera's Skincare Portfolio
The Company's skincare offering centres on its flagship brands, skin+CELL and énielle. These cosmetic products leverage proprietary delivery platforms and advanced formulation techniques to integrate scientifically validated bioactive ingredients into the cosmetic sector. Skin+CELL is positioned as our luxury, clinically-driven skincare brand, merging pharmaceutical enhancement systems with premium cosmetic ingredients to provide high-performance solutions that protect and energise the skin for a radiant appearance. Énielle further expands on this with more natural and organic skincare products, utilising deep scientific foundations to address various consumer needs across multiple categories. All of our products are underpinned by real science and cumulative clinical and customer data.
Developed by experts with significant experience in topical formulations for global pharmaceutical and skincare leading brands, our bioactive technologies focus on reinforcing physiological pathways. These innovative formulations enhance natural repair mechanisms and address critical gaps in skin health. Our skincare portfolio includes dedicated solutions for the face, body, and under eyes, including serums and hand care. Looking ahead, the Company continues to innovate with plans for advanced new bioactive sun health products and sophisticated vitamin and protein derivative technologies combining skincare creams and serums with other skin repair mediums such as hardware and software devices.
Forward looking statement disclaimer
Certain statements made in this announcement are forward-looking statements. These forward-looking statements are not historical facts but rather are statements based on the Company's current expectations, estimates, and projections about its industry; its beliefs; and assumptions. Words such as 'anticipates,' 'expects,' 'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties, and other factors, some of which are beyond the Company's control, are difficult to predict, and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. The Company cautions shareholders and prospective shareholders not to place undue reliance on these forward-looking statements, which reflect the view of the Company only as of the date of this announcement. The forward-looking statements made in this announcement relate only to events as of the date on which the statements are made. The Company will not undertake any obligation to release publicly any revisions or updates to these forward-looking statements to reflect events, circumstances, or unanticipated events occurring after the date of this announcement except as required by law or by any appropriate regulatory authority.
Extracts from the annual report and accounts, and the independent audit report can be found appended below. The complete annual report and accounts, including the full independent audit report will shortly be available from the Company's website and will be sent to all shareholders.
A separate announcement providing details of the 2026 Annual General Meeting will be made in due course.
Chair's Statement
The year to 31 March 2026 was significant for Incanthera. Most importantly, it saw the transition of skin+CELL from a development-stage proposition into a commercial product range, following its global Direct-to-Consumer (DTC) launch in August 2025. This represented an important milestone for the Company and demonstrated our ability to translate our scientific expertise and formulation technology into high-quality products available to consumers. It has also been a year from which we have learned a great deal.
While the initial DTC model provided a route to market and valuable experience, the commercial performance of that approach has not developed at the pace that the Board had hoped or anticipated. Revenue for the year was £12,000 which did not meet the target set, a shortfall which the Board takes seriously and which has directly shaped the changes described below. Since the year end, we have therefore undertaken a wider review of our commercial strategy, our brands and the markets in which we believe Incanthera's science can generate the greatest value. That work is now resulting in a more focused strategy.
Building on our science
At the heart of Incanthera remains a highly differentiated scientific capability in skin health, formulation and delivery. Our priority is to ensure that this science is deployed in areas where it can create meaningful commercial differentiation rather than simply adding further products to a conventional skincare portfolio. During the year and subsequently, the Company has continued to develop the scientific evidence supporting skin+CELL and to explore how our mitochondrial and skin-protection science can be applied alongside complementary technologies. This includes further work in relation to light-based skin technologies and programmes designed to strengthen our understanding of the biological effects of our formulations. This growing body of work is important. The longer-term value of Incanthera lies not only in the products we can sell today, but in the science, know-how, formulations and intellectual property from which we can create new products, partnerships and applications. Protecting the intellectual property, formulation expertise and know-how underpinning our products remains an important part of our strategy as we develop new products and commercial partnerships.
Suncare and skin protection
One of the most important areas of opportunity is suncare and environmental skin protection. In last year's Annual Report, the Company identified suncare as an important future area of development. I am pleased that this has progressed considerably. Our strategy is increasingly centred on protect-and-repair skin health: combining high levels of protection with Incanthera's formulation and biological expertise. Development work on new SPF50 products is progressing, alongside the regulatory, testing, manufacturing and commercial work necessary to bring those products to market. We see this as a particularly attractive market for Incanthera because it draws directly on our scientific heritage while addressing a large international consumer need.
Partnerships and international expansion
An important step in supporting this strategy has been the acquisition of the énielle businesses, providing the Group with a platform through which to develop its consumer brands and international commercial activities. énielle is intended to play an increasingly important role in our brand architecture as we broaden our focus beyond the initial skin+CELL range into suncare, skin protection and complementary technologies. It also provides a structure through which we can pursue opportunities in Australia and the wider Asia-Pacific region.
We are increasingly pursuing a partnership-led commercial model and, since the year end, discussions have progressed with potential partners across light-based skincare technology, manufacturing, distribution and international market access. We are also exploring opportunities in the United States and Europe. Our objective is not to build a large fixed commercial infrastructure ourselves. Instead, wherever possible, we intend to work with established organisations that already possess manufacturing capability, distribution networks, consumer reach or complementary technologies. This should allow Incanthera to concentrate its resources on the areas where we can add the greatest value: science, innovation, product development and intellectual property.
Research and development
Our relationship with the University of Bradford continues to be an important component of the Company's scientific capability. We are refocusing our programme with the University towards research that is closely aligned with Incanthera's future product and intellectual property priorities.
This includes supporting product development, scientific validation and the generation of new commercially relevant knowledge. As Chair, I believe it is particularly important that our research expenditure is focused and connected clearly to potential value creation. Our development programmes will therefore be subject to appropriate milestones and regular review by the Board.
Financial position and capital discipline
The Company continues to operate within a constrained financial environment. The Board is very conscious of the need to balance the opportunities now emerging with Incanthera's current financial resources and liabilities. Working capital, funding and disciplined allocation of capital therefore remain key priorities. Since becoming Chair, I have been keen that we apply greater prioritisation across the business. We cannot pursue every opportunity simultaneously. Investment must be directed towards those programmes that offer the strongest combination of scientific differentiation, commercial potential and a realistic route to revenue. This discipline will continue to guide decisions on product development, manufacturing, clinical studies, marketing and external partnerships.
The support shown by shareholders, advisers and Directors throughout the Company's development has been extremely important and is greatly appreciated by the Board.
Board and governance
Since the period end, I have now taken lead of the refreshed board with Stuart Robertson appointed as Chief Executive Officer in June 2026. Simon Ward has been appointed Chief Scientific Officer and Werner Bürki as an additional non-executive director. Laura Brogden has also been appointed to the board as Chief Financial Officer and Company Secretary.
Long term executive Director and Chairman Tim McCarthy stepped down from his role and we thank him for his guidance and leadership of the company during his tenure.
As Incanthera moves into its next phase, strong governance, financial discipline and clear accountability will be increasingly important. We have strengthened the experience available to the Company and are continuing to develop the appropriate committee and governance structures around the Board. My priority as Chair, is to ensure that the Board provides both support and appropriate challenge to management, that capital is allocated carefully and that strategy remains firmly focused on creating sustainable value for shareholders.
Outlook
I believe Incanthera enters this next phase with a clearer understanding of where its strengths lie. Skin+CELL established our ability to take our science through formulation, manufacture and into the hands of consumers. The task now is to build upon that achievement with a more focused and commercially scalable strategy. Our priorities are clear: to develop our position in suncare and skin protection; to build partnerships around complementary technologies such as LED; to expand through selected international distribution relationships; to continue generating evidence around our science; and to protect and exploit the intellectual property and know-how that differentiate Incanthera. There is considerable work ahead, particularly in strengthening the Company's financial position and converting the opportunities now under discussion into contracted revenues. The Board is under no illusion about that challenge.
However, I believe that the combination of our people, science, products, emerging partnerships and more focused commercial strategy gives us a credible platform from which to build. I would like to thank our dedicated team, scientific collaborators, advisers and fellow Directors for all their commitment during the year.
Most importantly, I would like to thank our shareholders for their continued support and patience. As Chair, my focus will be on ensuring that the opportunities before us are pursued with commercial discipline, scientific integrity and a clear objective of delivering long-term shareholder value.
Caroline Murray
Non-executive Chair
28 September 2026
Chief Executive's Statement
My focus since I joined Incanthera in June 2026 has been to understand not only where the business can improve but, more importantly, where we can deliver success in the future. Incanthera has great products, which have become the cornerstone of the Company's new strategy moving forward.
My immediate aim has been to help develop and sell our products and to evolve our culture. A company such as Apple is a great example of how culture can help shape the success of an organisation. Steve Jobs, Apple's co-founder and long-time CEO often talked about thinking differently. He was obsessed with starting with what the customer wanted, the user experience and working backwards to design great products. Indeed, Apple is just one example of many who successfully sell a great user experience wrapped in an identifiable culture.
So, what do our customers and stakeholders want from our Company? What has struck me, from the Incanthera annual general meetings I have attended so far, are the shareholders who stood up to say they invested in or supported the Company because they, or a family member or friend, had tried many products to help with a particular skin condition, but the thing which made the biggest difference was our Company's product. They believe in our Company because it provided them or their family or friends with a better skin experience and health outcome by using its products.
We all have unique skin with different conditions and problems but the one thing we can all agree on is that our skin, our wrapper, is the first thing we and others see in the morning and the last thing we see at night.
Our skin is our largest and most visible organ and it is, for many of us, our most important one. It is shaped by the environment in which we live and is highlighted as we grow older. At Incanthera we continue to do everything we can to develop and supply products which lead to better skin health and experiences for people around the world. Our culture is built on our mission to create better skin health by delivering enhanced user experiences.
Our strategy is to leverage our science and formulation know-how through accessible and affordable products, built on visible and proven clinical data with increasingly more personalised customer experiences.
We continue to transition from a marketing-led, direct-to-consumer business to a more focused contracted, partnership-led skincare technology supplier. As we do, we will expand our global reach through partnerships with organisations which can provide scale, established routes to market and access to new customers.
This transition started with the acquisition of énielle, our Swiss-developed premium cosmetic brand which is being integrated with our existing skin+CELL brand to deliver a single skin and sun health "protect + repair" message built around a single brand. Board changes which took place earlier this year mean that Incanthera now has the capability and organisational structure it needs to continue to drive that strategy forward.
As our world continues to warm our skin takes up a lot of this additional climatic stress. The demand for more personalised skin care is here. We are therefore pivoting this business in support of this growing demand and I hope you will continue to support us in this journey.
I would like to thank our great partners in the United Kingdom and Switzerland and also I would especially like to thank you: our company's many trusted shareholders. Many of you have been long-term, loyal and patient. We know it has not been a smooth journey recently, but I believe we share a common belief that skin products founded in science are the only ones which will really improve skin health and longevity for people globally.
Our products are central to our success and we believe that with the right strategy and aligned execution we can return to growth and deliver meaningful shareholder value over the medium term.
Stuart Robertson
Chief Executive Officer
28 September 2026
Financial Review
The year marked an important transition for the Group with the recognition of our first commercial revenues and the establishment of our D2C platform through which our skin+CELL range is available. Early in the year the Group completed an investment round of £508k in order to support the commercialisation. The financial performance for the year ended 31 March 2026 fell short of expectations, with revenues from the skin+CELL direct to consumer launch not achieving the targets set. Whilst this is a disappointment, with our commercial infrastructure now in place the focus for the year ahead is on converting that platform into sustainable revenue growth and in broadening our distribution into international markets.
Losses
The group operating loss for the year before financing and exceptional items was £2,276k (2025: £1,997k) including a charge for share-based compensation of £31k (2025: £214k). Operating expenses excluding share-based compensation remained broadly consistent with the previous year at £1,889k (2025: £1,783k).
Share-based compensation
Accounting standards require a charge to be made against the grant of share options and recognised in the Consolidated Statement of Comprehensive Income. This amounted to £31k (2025: £214k) and has no impact on cash flows.
Headcount
Average headcount of the Group for the year was Eight (2025: Eight).
Taxation
The Group has not elected to claim research and development tax credits under the small or medium enterprise research and development scheme. (2025: nil).
Cash flows and financial position
The cash position at 31 March 2026 was £4k (31 March 2025: £80k). The group also completed an investment round of £508k and recognised its first commercial revenues from the skin+CELL range via the D2C model.
Laura Brogden
Chief Financial Officer
28 September 2026
Extract from the Independent Auditor's Report to the Members of Incanthera Plc
Opinion
We have audited the financial statements of Incanthera plc (the "Parent Company") and its subsidiaries (the "Group") for the year ended 31 March 2026, which comprise:
· the consolidated statement of comprehensive income for the year ended 31 March 2026;
· the consolidated and company statements of financial position as at 31 March 2026;
· the consolidated and company statements of cash flows for the year then ended;
· the consolidated and company statements of changes in equity for the year then ended; and
· the notes to the financial statements, including material accounting policies.
The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law and UK-adopted international accounting standards. The financial reporting framework that has been applied in the preparation of the Parent Company financial statements is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101 Reduced Disclosure Framework (United Kingdom Generally Accepted Accounting Practice).
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 31 March 2026 and of the Group's loss 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 United Kingdom Generally Accepted Accounting Practice; and
· the financial statements have been prepared in accordance with the requirements 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 are 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. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material uncertainty related to going concern
We draw attention to Note 2 in the financial statements which explains that the Group generated revenue of only £12,000 during the year ended 31 March 2026 and has a limited trading history on which to base forecasts. The directors' forecasts assume a significant increase in revenues over the going concern assessment period, including revenues expected to arise from commercial arrangements entered into since the year end.
The directors have secured additional funding since the year end through a convertible loan note facility and the issue of convertible loan notes and have forecast further funding cash inflows which are inherently uncertain. If forecast revenues are not achieved, the Group will require additional funding and/or working capital finance during the going concern period, the quantum and timing of which are uncertain.
These events or conditions indicate that a material uncertainty exists that may cast significant doubt on the Group's and Parent Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
In auditing the financial statements, we have concluded that the director's 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's and Parent Company's ability to continue to adopt the going concern basis of accounting included the following procedures:
· discussion with management in relation to the future plans of the company;
· reviewing activity after the year end to the date of signing of the financial statements;
· reviewing the directors' going concern assessment and cashflow forecasts that covers at least 12 months from the date of approval of the financial statements;
· evaluating the reliability of the data underpinning the cashflow forecasts;
· evaluated options available to management for further fundraising or additional sources of finance;
· considering potential downside scenarios and the resulting impact on funding requirements and the Group's ability to raise such funds and discussing with the Group's capital markets advisers the prospects for an additional fundraise, if required; and
· assessing the completeness and accuracy of the disclosures made on going concern in the annual report and financial statements
The going concern assessment period used by the Directors was at least 12 months from the date of the approval of the financial statements. We assessed the appropriateness of the approach, assumptions and arithmetic accuracy of the model used by management when performing their going concern assessment.
Consolidated Statement of Comprehensive Income
for the year ended 31 March 2026
|
|
|
Year ended 31 March 2026 |
Year ended 31 March 2025 |
|
|
Notes |
£'000 |
£'000 |
|
Revenue |
|
12 |
- |
|
Direct Costs |
|
(368) |
- |
|
Gross loss |
|
(356) |
- |
|
Operating expenses |
|
|
|
|
Operating expenses |
|
(1,889) |
(1,783) |
|
Share based compensation |
|
(31) |
(214) |
|
Total operating expenses |
|
(1,920) |
(1,997) |
|
Operating loss |
|
(2,276) |
(1,997) |
|
Finance costs |
|
108 |
- |
|
Loss on ordinary activities before taxation |
|
(2,168) |
(1,997) |
|
|
|
|
|
|
Taxation |
|
- |
- |
|
Loss and total comprehensive expense attributable to equity holders of the parent for the year |
(2,168) |
(1,997) |
|
|
Loss per share attributable to equity holders of the parent (pence) |
|
|
|
|
Loss per share - basic and diluted |
4 |
(1.62) |
(1.77) |
Consolidated and Company Statements of Financial Position
as at 31 March 2026
|
|
|
Group |
|
Company |
|
|
|
|
As at |
As at |
As at |
As at |
|
|
|
31 March 2026 |
31 March 2025 |
31 March 2026 |
31 March 2025 |
|
|
Notes |
£'000 |
£'000 |
£'000 |
£'000 |
|
ASSETS |
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
Property, plant and equipment |
|
2 |
3 |
- |
- |
|
Intangible assets |
|
5 |
7 |
- |
- |
|
Investments in and loans to subsidiaries |
|
- |
- |
- |
- |
|
Total non-current assets |
|
7 |
10 |
- |
- |
|
Current assets |
|
|
|
|
|
|
Inventory & WIP |
|
604 |
869 |
- |
- |
|
Trade and other receivables |
|
418 |
741 |
13 |
163 |
|
Cash and cash equivalents |
|
4 |
80 |
2 |
79 |
|
Total current assets |
|
1,026 |
1,690 |
15 |
242 |
|
Total assets |
|
1,033 |
1,700 |
15 |
242 |
|
LIABILITIES AND EQUITY |
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
Trade and other payables |
|
1,508 |
547 |
1,097 |
393 |
|
Total current liabilities |
|
1,508 |
547 |
1,097 |
393 |
|
Equity |
|
|
|
|
|
|
Ordinary shares |
|
2,759 |
2,427 |
2,759 |
2,427 |
|
Share premium |
|
9,063 |
8,903 |
9,063 |
8,903 |
|
Reorganisation reserve |
|
2,715 |
2,715 |
- |
- |
|
Warrant reserve |
|
726 |
1,294 |
725 |
708 |
|
Share based compensation |
|
423 |
391 |
423 |
391 |
|
Retained deficit |
|
(16,160) |
(14,577) |
(14,052) |
(12,580) |
|
Total equity attributable to equity holders of the parent |
|
(475) |
1,153 |
(1,082) |
(151) |
|
Total liabilities and equity |
|
1,033 |
1,700 |
15 |
242 |
|
|
|
|
|
|
|
As permitted by s408 of the Companies Act 2006, Incanthera Plc has not presented its own income statement. The loss for the financial year within the financial statements of the parent company was £1,472k, (2025: £4,428k).
Consolidated Statement of Changes in Equity
for the year ended 31 March 2026
|
|
Ordinary |
Share |
Reorganisation |
Warrant |
Share |
Retained |
Total |
|
|
shares |
premium |
reserve |
reserve |
based |
deficit |
|
|
|
|
|
|
|
compensation |
|
|
|
|
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
£'000 |
|
Balance at 31 March 2024 |
1,842 |
5,954 |
2,715 |
1,185 |
319 |
(12,580) |
(565) |
|
Total comprehensive expense for the period |
- |
- |
- |
- |
- |
(1,997) |
(1,997) |
|
Transactions with owners |
|
|
|
|
|
|
|
|
Share issue - in lieu of creditors |
89 |
291 |
- |
- |
- |
- |
380 |
|
Warrants issued |
148 |
551 |
- |
- |
- |
- |
699 |
|
Share issue - Investment Jun 24 |
348 |
1,999 |
- |
- |
- |
- |
2,347 |
|
Warrant extension |
- |
- |
- |
75 |
- |
- |
75 |
|
Share based compensation - share options |
- |
108 |
- |
34 |
72 |
- |
214 |
|
Total transactions with owners |
585 |
2,949 |
- |
109 |
72 |
- |
3,715 |
|
Balance at 31 March 2025 |
2,427 |
8,903 |
2,715 |
1,294 |
391 |
(14,577) |
1,153 |
|
Total comprehensive expense for the period |
- |
- |
- |
- |
- |
(2,168) |
(2,168) |
|
Transactions with owners |
|
|
|
|
|
|
|
|
Share issue - in lieu of creditors |
46 |
34 |
- |
- |
- |
- |
80 |
|
Share issue - Investment Jul 25 |
286 |
143 |
- |
- |
- |
- |
429 |
|
Lapsed warrants |
- |
- |
- |
(585) |
- |
585 |
- |
|
Share based compensation - share options and warrants |
- |
(17) |
- |
17 |
32 |
- |
32 |
|
Total transactions with owners |
332 |
160 |
- |
(568) |
32 |
585 |
541 |
|
Balance at 31 March 2026 |
2,759 |
9,063 |
2,715 |
726 |
423 |
(16,160) |
(475) |
|
|
|
|
|
|
|
|
|
Consolidated and Company Statements of Cash Flows
for the year ended 31 March 2026
|
|
Group |
|
Company |
|
|
|
Year ended 31 March 2026 |
Year ended 31 March 2025 |
Year ended 31 March 2026 |
Year ended 31 March 2025 |
|
|
£'000 |
£'000 |
£'000 |
£'000 |
|
Cash flows from operating activities |
|
|
|
|
|
Loss before taxation |
(2,168) |
(1,997) |
(1,472) |
(4,428) |
|
Non cash charges |
- |
- |
- |
- |
|
Depreciation and amortisation |
3 |
58 |
- |
- |
|
Impairment |
- |
- |
692 |
3,661 |
|
Share based compensation |
31 |
214 |
31 |
214 |
|
|
(2,134) |
(1,725) |
(749) |
(553) |
|
Changes in working capital |
|
|
|
|
|
Decrease/( increase) in inventory and WIP |
265 |
(869) |
- |
- |
|
Decrease/(increase) in trade and other receivables |
323 |
(697) |
151 |
(159) |
|
Increase/(decrease) in trade and other payables |
1,041 |
196 |
92 |
(2,386) |
|
Sum of Working Capital Changes |
1,629 |
(1,370) |
243 |
(2,545) |
|
Net cash used in operating activities |
(504) |
(3,095) |
(506) |
(3,098) |
|
Cash flows (used in)/generated from investing activities |
|
|
|
|
|
Acquisition of fixed assets |
- |
(7) |
- |
- |
|
Net cash (used in)/generated from investing activities |
- |
(7) |
- |
- |
|
Cash flows from financing activities |
|
|
|
|
|
Proceeds from warrant extension |
- |
75 |
- |
75 |
|
Proceeds from issue of shares |
500 |
3,342 |
500 |
3,342 |
|
Issue costs |
(72) |
(296) |
(72) |
(296) |
|
Net cash generated from financing activities |
428 |
3,121 |
428 |
3,121 |
|
Movements in cash and cash equivalents in the period |
(76) |
19 |
(77) |
23 |
|
Cash and cash equivalents at start of period |
80 |
61 |
79 |
56 |
|
Cash and cash equivalents at end of period |
4 |
80 |
2 |
79 |
Notes to the Financial Statements
1. Basis of Preparation
The consolidated financial statements have been prepared in accordance with UK adopted International Financial Accounting Standards ('IFRS'), IFRIC interpretations and the Companies Act 2006 applicable to companies operating under IFRS.
The consolidated financial statements are presented in Sterling (£) and rounded to the nearest £000. This is the predominant functional currency of the Group and is the currency of the primary economic environment in which it operates. Foreign transactions are accounted in accordance with the policies set out below.
The information above includes extracts from the Company's report and accounts for the year ended 31 March 2026. As such, references and pages numbers will refer to the full version of the financial information and extracted information has been summarised. Shareholders should review the full version of the report and accounts which can be found on the Company's website.
2. Basis of consolidation
The financial statements incorporate the financial statements of the Company and entities controlled by the Company. Control is achieved when the Company has the power over the investee; is exposed, or has rights, to variable return from its involvement with the investee; and, has the ability to use its power to affect its returns. The Company reassesses whether it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Specifically, the results of subsidiaries acquired or disposed of during the period are included in the Consolidated Statement of Comprehensive Income from the date the Company gains control until the date when the Company ceases to control the subsidiary.
Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with the Group's accounting policies.
All intra-Group assets and liabilities, equity, income, expenses and cash flows relating to transactions between the members of the Group are eliminated on consolidation.
3. Going concern
As part of their going concern review the directors have prepared detailed financial forecasts and cash flows covering a period of at least 12 months from the date of approval of these financial statements. In preparing these forecasts, the Directors have made certain assumptions based upon their view of the current and future economic conditions that will prevail over the forecast period.
Financial position and liquidity
On 31 March 2026, the Group had cash and cash equivalents of £4k. During the year the Group completed an institutional fundraise in June 2025, raising gross proceeds of £508,000 to support the commercialisation of skin+CELL. Revenues from the direct-to-consumer launch fell materially short of expectations, with revenue for the year of £12k, and the Group therefore ended the year with a limited cash position. Since the year end the Group has taken a number of steps to strengthen its funding and reduce its cash commitments, as set out below.
Assumptions and Economic Conditions
In preparing these forecasts, the Directors have made several key assumptions based on their view of current and future economic conditions expected to prevail over the forecast period. These assumptions include:
· Revenue generation at levels materially ahead of those achieved in the year under review, including from the supply agreement signed since the year end.
· Continued cost management to maintain operational efficiency, including the deferment of salaries during the year, the lower salary commitment carried by the new management structure, and the agreement of the Directors to take payment in share options rather than cash.
Since the year end the Group has secured additional funding. The Chief Executive Officer has made available a convertible loan note facility of up to £250,000, of which an initial £100,000 has been drawn, and in September 2026 the Group completed a further fundraise raising gross proceeds of £355,000 from the issue of convertible loan notes, £105,000 of which having been received at the date of signing this report. Together with the cost actions described above, these provide additional funding headroom across the forecast period.
Risk Assessment and Sensitivity Analysis
The Directors have considered potential risks and uncertainties that could impact the Group, including:
· Market volatility and economic fluctuations.
· Potential disruptions to revenue streams or increased costs.
· Quantum and timing of future financing event
Revenue in the year under review was materially below budget and the Group has a limited trading history on which to base its forecasts, which assume a significant improvement in revenue over the forecast period. This fact combined with the inherent uncertainty in quantity and timing of a future funding event give rise to a material uncertainty which may cast significant doubt on the Group's ability to continue as a going concern. Sensitivity analysis has been performed on the key assumptions in the forecasts, including delayed and reduced revenue, to assess the Group's ability to withstand adverse scenarios. The Directors confirm that the forecasts and assumptions represent their best estimate of the future development of the business.
Having considered the forecasts, the cost actions taken, the funding secured since the year end and the further funding options available to it, the Directors have a reasonable expectation that the Group will have adequate resources to continue in operational existence for the foreseeable future. In addition mitigating actions can be taken if estimates made are incorrect including, additional fund raise events and cashflow from CEO under the convertible loan note agreement. Accordingly, the financial statements have been prepared on a going concern basis. The material uncertainty described above has not been eliminated, and no adjustments have been made to the financial statements that would be necessary if the going concern basis of preparation were deemed inappropriate.
The Directors are aware of the risks and uncertainties facing the business and the assumptions used in the forecasts are the Directors' best estimate of the future development of the business.
4. Loss Per Share
Basic loss per share is calculated by dividing the loss for the period attributable to equity holders by the weighted average number of ordinary shares outstanding during the year.
As at 31 March 2026, the Group had 15,344,304 (2025: 20,890,689) share options, warrants and subscriptions outstanding which are potentially dilutive.
The calculation of the Group's basic and diluted loss per share is based on the following data:
|
|
Year ended 31 March 2026 £'000 |
Year ended 31 March 2025 £'000 |
|
Loss for the year attributable to equity holders for basic loss and adjusted for the effects of dilution |
(2,168) |
(1,997) |
|
|
Year ended 31 March 2026 Number |
Year ended 31 March 2025 Number |
|
Weighted average number of ordinary shares for basic loss per share |
133,540,422 |
112,595,162 |
|
Effects of dilution: |
|
|
|
Share options |
- |
- |
|
Weighted average number of ordinary shares adjusted for the effects of dilution |
133,540,422 |
112,595,162 |
|
|
Year ended 31 March 2026 Pence |
Year ended 31 March 2025 Pence |
|
Loss per share - basic and diluted |
(1.62) |
(1.77) |
The loss and the weighted average number of ordinary shares for the years ended 31 March 2025 and 2026 used for calculating the diluted loss per share are identical to those for the basic loss per share. This is because the outstanding share options would have the effect of reducing the loss per ordinary share and would therefore not be dilutive under the terms of International Accounting Standard ('IAS') No 33.
5. Dividend
No dividend is recommended (2025: nil) due to the early stage of the development of the Group.
6. Report and Accounts
A copy of the Annual Report and Accounts will shortly be available to download from the Group's website at www.incanthera.com
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