Combat Medical Holdings Ltd - Accounts to registrar - small 17.2

REGISTERED NUMBER: 10743075 (England and Wales)

Unaudited Financial Statements for the Year Ended 31 December 2018

for

Combat Medical Holdings Ltd

Page

Company Information

1

Abridged Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

E Bruce-White

A Martinez

R Potel

SECRETARY:

REGISTERED OFFICE:

Lamer House Office

Lamer Lane

Wheathampstead

Hertfordshire

AL4 8RL

REGISTERED NUMBER:

10743075 (England and Wales)

ACCOUNTANTS:

Fenlon & Co

Chartered Certified Accountants

6 High Street

Wheathampstead

Hertfordshire

AL4 8AA

SOLICITORS:

Gordons Partnership LLP

22 Great James Street

London

WC1N 3ES

FIXED ASSETS

Investments

3

30,785,291

30,785,291

CURRENT ASSETS

Debtors

1,242,333

-

Cash at bank

99,990

485

1,342,323

485

CREDITORS

Amounts falling due within one year

115,496

1,495

NET CURRENT ASSETS/(LIABILITIES)

1,226,827

(1,010

)

TOTAL ASSETS LESS CURRENT LIABILITIES

32,012,118

30,784,281

CAPITAL AND RESERVES

Called up share capital

4

227

218

Share premium

1,283,129

-

Capital Reserve

30,785,073

30,785,073

Retained earnings

(56,311

)

(1,010

)

SHAREHOLDERS' FUNDS

32,012,118

30,784,281

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2018.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2018 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The financial statements have been prepared and delivered in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

All the members have consented to the preparation of an abridged Balance Sheet for the year ended 31 December 2018 in accordance with Section 444(2A) of the Companies Act 2006.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors on 30 September 2019 and were signed on its behalf by:

E Bruce-White - Director

1.	GENERAL INFORMATION

Combat Medical Holdings Ltd is a private company limited by shares and incorporated in

England. Its registered office is Lamer House Office, Lamer Lane, Wheathampstead, Herts,

AL4 8RL.

The financial statements are present in Sterling, which is the functional currency of the

company.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with the provisions of Section 1A "Small Entities" of Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Revenue recognition

Revenue is measured at the fair value of the consideration received or receivable for goods

and services. Revenue is reduced for estimated customer returns, rebates and other similar

allowances. Revenue from the sale of goods is recognised when goods are delivered and

legal title has passed.

Taxation

Taxation represents the sum of tax currently payable and deferred tax.

The company's liability for current tax is calculated using tax rates that have been enacted or

substantively enacted by the end of the reporting period.

Deferred tax is recognised on all timing differences between the carrying amounts of assets

and liabilities in the financial statements and the corresponding tax bases in the computation

of taxable profit. The carrying amount of deferred tax assets is reviewed at the end of each

reporting period and reduced to the extent that it is no longer probable that sufficient taxable

profits will be available to allow all or part of the asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in

the period in which the liability is settled or the asset realised, based on tax rates (and tax

laws) that have been enacted or substantively enacted by the end of the reporting period

Foreign currencies

Transactions in currencies, other than the functional currency of the company, are recorded

at the rate of exchange on the date the transaction occurred. Monetary items denominated

in other currencies are translated at the rate prevailing at the end of the reporting period. All

differences are taken to the profit and loss account. Non-monetary items that are measured

at historic cost in a foreign currency are not retranslated.

Consolidation

The company and its subsidiaries are a small group subject to the small companies regime.

The company is therefore not required to and has chosen not to prepare group accounts.

Research & development

Research and development expenditure is charged to the income statement in the period in

which it is incurred. Development expenditure is capitalised when the criteria for recognising

an asset are met, usually when a regulatory filing has been made and approval is

considered highly probable. Equipment used for research and development is treated as an

expense and hence not capitalised.

Research & development tax credits

Research & Development Tax Credits are recognised to the extent that it is regarded as

more likely than not that they will be recovered. Research & Development Tax Credits are

not discounted

3.	FIXED ASSET INVESTMENTS

Cost of Investments

Combat Medical Limited £21,315,830 (2017 : £21,315,830)

Biosurgical SL £9,469,461 (2017 : £9,469,461)

Total £30,785,291 (2017 :£30,785,291)

Both Companies are subsidiaries 100% owned by Combat Medical Holdings Limited.

Combat Medical Limited was acquired via an exchange of shares on 24th August 2017.

It was incorporated on 29th May 2012 and its principal activity is that of research,

development and commercialisation of Hyperthermic Drug Delivery Solutions; sales and

distribution of HIVEC PRS+ systems. At 31st December 2018 it had the aggregate capital

and reserves of £266,431 (2017 : £1,066,612).

Biosurgical SL was also acquired via an exchange of shares on 31st October 2017. It was

incorporated on 30th October 2008 in Spain. It was formerly known as Genethia Iberica SL.

Its principal activity is the manufacture of PRS systems used to treat late stage peritoneal

cancers. At 31st December 2018 it had aggregate capital and reserves amounting to a

deficit of £33,344 2017 :deficit £159,213).

The investment in the subsidiaries is valued at £14.10 per share based on the proceeds from

further issues of shares in 2018.

4.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.18

31.12.17

value:

£

£

2,274,083

Shares

£0.0001

227

218

5.	RELATED PARTY TRANSACTIONS

At 31st December 2018 the company was owed £98,542 by its subsidiary Combat Medical

Limited.

At 31st December 2017 the company owed £745 to its subsidiary Combat Medical Limited.

6.	POST BALANCE SHEET EVENTS

A further £2,191,055 was raised from shares issued up to September 2019. 3,525 shares

were issued at £11.62 per share and 190,606 shares were issued at £11.28 per share.

7.	ULTIMATE CONTROLLING PARTY

The company is ultimately controlled by its Directors who own over 50% of the issued share

capital.

8.	EMPLOYEE STOCK OPTIONS

Combat Medical Group is highly innovative company and is committed to employing and

retaining highly talented individuals. With this in mind the Combat Board and Shareholders

have approved and created a share option pool of 385,298 shares which currently equates

14.5% of the current issued share capital. There is an established and approved scheme

that allows all staff to be granted share options to incentivise and retain them in line with

normal practices. For UK employed staff the scheme has gained EMI approval from HM

Revenue & Customs.