ACCOUNTS - Final Accounts preparation

An analysis of turnover by class of business is as follows:

Caseware UK (AP4) 2021.0.152 2021.0.152 2021-12-312021-12-312021-12-31falsetrueSale of software and services2021-01-017071falseThe members have not required the company to obtain an audit in accordance with section 476 of the Companies Act 2006. 05528381 2021-01-01 2021-12-31 05528381 2020-01-01 2020-12-31 05528381 2021-12-31 05528381 2020-12-31 05528381 2020-01-01 05528381 c:Director1 2021-01-01 2021-12-31 05528381 c:Director4 2021-01-01 2021-12-31 05528381 c:Director7 2021-01-01 2021-12-31 05528381 c:Director9 2021-01-01 2021-12-31 05528381 c:Director9 2021-12-31 05528381 c:Director10 2021-01-01 2021-12-31 05528381 c:Director11 2021-01-01 2021-12-31 05528381 c:Director12 2021-01-01 2021-12-31 05528381 c:Director12 2021-12-31 05528381 c:Director13 2021-01-01 2021-12-31 05528381 c:Director13 2021-12-31 05528381 c:Director14 2021-01-01 2021-12-31 05528381 c:Director14 2021-12-31 05528381 c:RegisteredOffice 2021-01-01 2021-12-31 05528381 d:Buildings d:LongLeaseholdAssets 2021-01-01 2021-12-31 05528381 d:FurnitureFittings 2021-01-01 2021-12-31 05528381 d:ComputerEquipment 2021-01-01 2021-12-31 05528381 d:ComputerEquipment 2021-12-31 05528381 d:ComputerEquipment 2020-12-31 05528381 d:ComputerEquipment d:OwnedOrFreeholdAssets 2021-01-01 2021-12-31 05528381 d:CurrentFinancialInstruments 2021-12-31 05528381 d:CurrentFinancialInstruments 2020-12-31 05528381 d:Non-currentFinancialInstruments 2021-12-31 05528381 d:Non-currentFinancialInstruments 2020-12-31 05528381 d:CurrentFinancialInstruments d:WithinOneYear 2021-12-31 05528381 d:CurrentFinancialInstruments d:WithinOneYear 2020-12-31 05528381 d:Non-currentFinancialInstruments d:AfterOneYear 2021-12-31 05528381 d:Non-currentFinancialInstruments d:AfterOneYear 2020-12-31 05528381 d:ShareCapital 2021-01-01 2021-12-31 05528381 d:ShareCapital 2021-12-31 05528381 d:ShareCapital 2020-01-01 2020-12-31 05528381 d:ShareCapital 2020-12-31 05528381 d:ShareCapital 2020-01-01 05528381 d:SharePremium 2021-01-01 2021-12-31 05528381 d:SharePremium 2021-12-31 05528381 d:SharePremium 1 2021-01-01 2021-12-31 05528381 d:SharePremium 2020-01-01 2020-12-31 05528381 d:SharePremium 2020-12-31 05528381 d:SharePremium 2020-01-01 05528381 d:SharePremium 1 2020-01-01 2020-12-31 05528381 d:RetainedEarningsAccumulatedLosses 2021-01-01 2021-12-31 05528381 d:RetainedEarningsAccumulatedLosses 2021-12-31 05528381 d:RetainedEarningsAccumulatedLosses 2020-01-01 2020-12-31 05528381 d:RetainedEarningsAccumulatedLosses 2020-12-31 05528381 d:RetainedEarningsAccumulatedLosses 2020-01-01 05528381 c:OrdinaryShareClass1 2021-01-01 2021-12-31 05528381 c:OrdinaryShareClass1 2021-12-31 05528381 c:OrdinaryShareClass1 2020-12-31 05528381 c:OrdinaryShareClass2 2021-01-01 2021-12-31 05528381 c:OrdinaryShareClass2 2021-12-31 05528381 c:OrdinaryShareClass2 2020-12-31 05528381 c:OrdinaryShareClass3 2021-01-01 2021-12-31 05528381 c:OrdinaryShareClass3 2021-12-31 05528381 c:OrdinaryShareClass3 2020-12-31 05528381 c:OrdinaryShareClass4 2021-01-01 2021-12-31 05528381 c:OrdinaryShareClass4 2021-12-31 05528381 c:OrdinaryShareClass4 2020-12-31 05528381 c:OrdinaryShareClass5 2021-01-01 2021-12-31 05528381 c:OrdinaryShareClass5 2021-12-31 05528381 c:OrdinaryShareClass5 2020-12-31 05528381 c:FRS102 2021-01-01 2021-12-31 05528381 c:Audited 2021-01-01 2021-12-31 05528381 c:FullAccounts 2021-01-01 2021-12-31 05528381 c:PrivateLimitedCompanyLtd 2021-01-01 2021-12-31 05528381 d:Subsidiary1 2021-01-01 2021-12-31 05528381 d:Subsidiary1 1 2021-01-01 2021-12-31 05528381 d:WithinOneYear 2021-12-31 05528381 d:WithinOneYear 2020-12-31 05528381 d:BetweenOneFiveYears 2021-12-31 05528381 d:BetweenOneFiveYears 2020-12-31 05528381 c:Consolidated 2021-12-31 05528381 c:ConsolidatedGroupCompanyAccounts 2021-01-01 2021-12-31 05528381 6 2021-01-01 2021-12-31 xbrli:shares iso4217:GBP xbrli:pure

Registered number: 05528381

LUMEON LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

LUMEON LIMITED

COMPANY INFORMATION

Directors	R M L Hughes
	J J Dittmer
	R A Dekeyser
	A N Patel (resigned 22 April 2021)
	A Q Schmitz
	T H Zajac
	Dr H E Roxborough (appointed 22 April 2021, resigned 24 January 2022)
	V Barathan (appointed 24 January 2022)
	J P Glaser (appointed 4 March 2022)


Registered number	05528381


Registered office	10 York Road
	London
	SE1 7ND


Independent auditors	Ashcroft Partnership LLP
	Chartered Accountants & Statutory Auditor
	Stonecross
	Trumpington High Street
	Cambridge
	CB2 9SU

LUMEON LIMITED

CONTENTS

	Page
Group Strategic Report	1 - 2
Directors' Report	3 - 5
Independent Auditors' Report	6 - 10
Consolidated Statement of Comprehensive Income	11
Consolidated Statement of Financial Position	12
Company Statement of Financial Position	13 - 14
Consolidated Statement of Changes in Equity	15
Company Statement of Changes in Equity	16
Consolidated Statement of Cash Flows	17
Consolidated Analysis of Net Debt	18
Notes to the Financial Statements	19 - 36

LUMEON LIMITED

GROUP STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2021

Introduction

Lumeon is a health care software and services company utilizing its proprietary Care Journey Orchestration (CJO) technology platform to improve healthcare delivery. Founded in 2005, Lumeon helps leading healthcare providers in the US and Europe coordinate care journeys that deliver personalized care, safely, efficiently, and at scale. The Company’s CJO technology platform enables providers to create and automate programmable care journeys, transforming their electronic health record into an agile care delivery platform to engage patients and care teams, improve efficiencies and reduce costs.

Business review

During the completed 2021 fiscal year, Lumeon’s turnover increased 42% to £5.1M. Turnover increased 2% in the UK and 127% in the US. The US now represents more than half of the Company's turnover following market entry in 2019. The overall growth in turnover is the result of expansion of systems and services sales with both UK and US clients.
The Group’s operating loss decreased in 2021 to £10.3M from £10.9M in 2020. Growth in revenue was offset by increased investment in additional sales and marketing expenses in the US and continued investment in the Company's CJO technology platform, resulting in continued operating losses.
As at 31 December 2021, the Group had net assets of £1.4M.

Principal risks and uncertainties

The Company generates its turnover from direct sales to health care systems and medical providers in the US and the UK. The Company believes that the Covid-19 pandemic has created new opportunities for healthcare providers to deploy technologies, including the Company’s CJO technology platform, which will improve clinical and operational performance. The pandemic has resulted in significant disruptions for healthcare systems and has resulted in elongated sales processes.
The Company is majority owned by leading venture capital investors and several of these investors have participated in more than one round of equity financing. The Company continues to incur operating losses and anticipates it will need to raise additional equity and/or debt capital in the future. Should the Company fail to attract such investments, it could be required to make significant adjustments to its operations to reduce operating losses.
The Company earns recurring license or service fees for its CJO software and non-recurring professional fees for the design and implementation of its CJO technology platform. Recurring software services represent 87% of total turnover and such services are provided pursuant to annual or multi-year contracts with its clients. Although the Company has historically experienced high renewal rates, should a client choose not to renew or to cancel its software service contracts, the Company’s turnover would be negatively impacted potentially resulting in greater operating losses.
The Company employs a thorough business continuity plan to ensure continuity of operations. During the pandemic, the Company has successfully operated with limited disruption. The Company closely monitored the impact of Covid-19 on its business and implemented appropriate actions to adapt to the changing circumstances arising from the pandemic, including work from home and remote service delivery.

Page 1

LUMEON LIMITED

GROUP STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2021

Financial key performance indicators

The Company monitors new sales, turnover growth rates and profit margins at both cost of sales and operating levels.

This report was approved by the board and signed on its behalf.

................................................

R M L Hughes

Director

Date: 13 June 2022

Page 2

LUMEON LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2021

The directors present their report and the financial statements for the year ended 31 December 2021.

Directors

The directors who served during the year were:

R M L Hughes

J J Dittmer

R A Dekeyser

A N Patel (resigned 22 April 2021)

A Q Schmitz

T H Zajac

Dr H E Roxborough (appointed 22 April 2021, resigned 24 January 2022)

Directors' responsibilities statement

The directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated 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 have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 Company and the Group and of the profit or loss of the Group for that period.

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

∙select suitable accounting policies for the Group's financial statements and then apply them consistently;

∙make judgments and accounting estimates that are reasonable and prudent;

∙state whether applicable UK Accounting Standards have been followed, 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 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 3

LUMEON LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2021

Financial risk management and policies

Financial Instruments
Lumeon Limited operates a centralised treasury function which has oversight of the groups liquidity, interest and foreign currency risks. The Group’s principal financial instruments are Corporate loan notes. The main purpose of which is to raise finance for the Groups operations. In addition the Group also has financial assets such as trade receivables and liabilities such as trade payables.
Liquidity Risk
The Group manages cash centrally maximising interest income and minimising interest payments whilst ensuring the group has sufficient funds to meet operational requirements.
Interest Rate Risk
The Group is not exposed to floating Interest rate charges.
Foreign Currency Risk
The Group’s principal foreign currency exposure arises from its operations in the US. The Group has minimised this risk by converting cash received through loans or equity into foreign reserves to meet those requirements. In addition, the Group has an element of natural hedging through trade receivables in local currency.
Credit Risk
Cash surpluses are held on deposit with the Group’s bankers. All new customers are subject to credit verification checks and receivables are monitored closely.

Future developments

Lumeon has grown US revenues significantly year on year over the past three years. There is a growing demand for Lumeon solutions among some of the largest US healthcare providers. The Company will continue to invest significantly in sales, marketing and customer support in order to maximize this opportunity for growth.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

Post balance sheet events

Lumeon Limited entered into a €15million secured term loan facility on 9 June 2022.

Auditors

The auditors, Ashcroft Partnership LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Page 4

LUMEON LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2021

This report was approved by the board and signed on its behalf.

................................................

R M L Hughes

Director

Date: 13 June 2022

Page 5

LUMEON LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LUMEON LIMITED

Opinion

We have audited the financial statements of Lumeon Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2021, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated and Company Statements of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated and Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policies.The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (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 December 2021 and of the Group's loss for the year then ended;

∙have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

∙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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard 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.

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.

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's or 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.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Group's ability to continue as a going concern.

Page 6

LUMEON LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LUMEON LIMITED (CONTINUED)

Other information

The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report.
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.

Opinion on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

∙the information given in the Group 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 Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.

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.

Page 7

LUMEON LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LUMEON LIMITED (CONTINUED)

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page 3, 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.

Page 8

LUMEON LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LUMEON LIMITED (CONTINUED)

Auditors' 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 Auditors' 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 Group financial statements.

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:

Discussions with and enquiries of management and those charged with governance were held with a view to identifying those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing, the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity.
The following laws and regulations were identified as being of significance to the entity:
• Those laws and regulations considered to have a direct effect on the financial statements include UK financial reporting standards, Company Law, Tax and Pensions legislation, and distributable profits legislation.
• Those laws and regulations for which non-compliance may be fundamental to the operating aspects of the business include compliance with GDPR, ensuring protection of patient confidentiality. The company must also comply with other regulators such as HFEA (Human Fertilising Embryology Authority).
Audit procedures undertaken in response to the potential risks relating to irregularities (which include fraud and non-compliance with laws and regulations) comprised of:
Inquiries of management and those charged with governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; review of board minutes; testing the appropriateness of journal entries; and the performance of analytical review to identify unexpected movements in account balances which may be indicative of fraud.
No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity’s controls, and the nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently more difficult to detect than irregularities that result from error. As explained above, there is an unavoidable risk that material misstatements may not be detected, even though the audit has been planned and performed in accordance with ISAs (UK).

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' Report.

Page 9

LUMEON LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LUMEON LIMITED (CONTINUED)

Use of our report

This report is made solely to the 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 Company's members those matters we are required to state to them in an Auditors' 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 Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.

Fran Reid FCA (Senior Statutory Auditor)

for and on behalf of

Ashcroft Partnership LLP

Chartered Accountants

Statutory Auditor

Stonecross

Trumpington High Street

Cambridge

CB2 9SU

13 June 2022

Page 10

LUMEON LIMITED

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2021

	2021	2020
Note	£	£


Turnover	4	5,126,723	3,613,935
Cost of sales		(701,971)	(510,419)
Gross profit		4,424,752	3,103,516
Administrative expenses		(14,711,534)	(14,014,500)
Operating loss	5	(10,286,782)	(10,910,984)
Interest receivable and similar income	9	14,864	12,848
Interest payable and similar expenses	10	(41,450)	(168,743)
Loss before taxation		(10,313,368)	(11,066,879)
Tax on loss	11	23,345	31,283
Loss for the financial year		(10,290,023)	(11,035,596)


Currency translation differences	(96,849)	230,139
Other comprehensive income for the year	(96,849)	230,139

Total comprehensive income for the year	(10,386,872)	(10,805,457)

(Loss) for the year attributable to:
Owners of the parent Company	(10,290,023)	(11,035,596)
	(10,290,023)	(11,035,596)

Total comprehensive income for the year attributable to:
Owners of the parent Company	(10,386,872)	(10,805,457)
	(10,386,872)	(10,805,457)

The notes on pages 19 to 36 form part of these financial statements.

Page 11

LUMEON LIMITED

REGISTERED NUMBER: 05528381

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2021

		2021		2020
Note		£		£

Fixed assets
Tangible assets	12		115,949		118,149
			115,949		118,149
Current assets
Debtors: amounts falling due within one year	14	1,553,704		1,849,157
Cash at bank and in hand	15	8,312,747		12,087,525
		9,866,451		13,936,682
Creditors: amounts falling due within one year	16	(1,499,385)		(2,229,627)
Net current assets			8,367,066		11,707,055
Total assets less current liabilities			8,483,015		11,825,204
Creditors: amounts falling due after more than one year	17		(7,044,232)		-

Net assets			1,438,783		11,825,204

Capital and reserves
Called up share capital	18	21	21
Share premium account		53,617,370	53,616,919
Foreign exchange reserve		217,481	314,330
Profit and loss account		(52,396,089)	(42,106,066)
		1,438,783	11,825,204

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

................................................

R M L Hughes

Director

Date: 13 June 2022

The notes on pages 19 to 36 form part of these financial statements.

Page 12

LUMEON LIMITED

REGISTERED NUMBER: 05528381

COMPANY STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2021

		2021		2020
Note		£		£

Fixed assets
Tangible assets	12		115,949		118,149
Investments	13		107,056		107,056
			223,005		225,205
Current assets
Debtors: amounts falling due after more than one year	14	9,164,817		5,349,438
Debtors: amounts falling due within one year	14	842,225		1,025,557
Cash at bank and in hand	15	7,664,326		11,875,643
		17,671,368		18,250,638
Creditors: amounts falling due within one year	16	(970,100)		(1,547,822)
Net current assets			16,701,268		16,702,816
Total assets less current liabilities			16,924,273		16,928,021

Creditors: amounts falling due after more than one year	17		(7,044,232)		-

Net assets excluding pension asset			9,880,041		16,928,021
Net assets			9,880,041		16,928,021

Capital and reserves
Called up share capital	18		21		21
Share premium account			53,617,370		53,616,919
Profit and loss account brought forward		(36,688,919)		(28,401,932)
Loss for the year		(7,048,431)		(8,286,987)
Profit and loss account carried forward			(43,737,350)		(36,688,919)
			9,880,041		16,928,021

Page 13

LUMEON LIMITED

REGISTERED NUMBER: 05528381

COMPANY STATEMENT OF FINANCIAL POSITION (CONTINUED)

AS AT 31 DECEMBER 2021

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

................................................

R M L Hughes

Director

Date: 13 June 2022

The notes on pages 19 to 36 form part of these financial statements.

Page 14

LUMEON LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2021

	Called up share capital	Share premium account	Foreign exchange reserve	Profit and loss account	Total equity
	£	£	£	£	£
At 1 January 2020	12	29,816,198	84,191	(31,070,470)	(1,170,069)
Comprehensive income for the year
Loss for the year	-	-	-	(11,035,596)	(11,035,596)
Currency translation differences	-	-	230,139	-	230,139
Shares issued during the year	9	23,800,721	-	-	23,800,730

At 1 January 2021	21	53,616,919	314,330	(42,106,066)	11,825,204
Comprehensive income for the year
Loss for the year	-	-	-	(10,290,023)	(10,290,023)
Currency translation differences	-	-	(96,849)	-	(96,849)
Shares issued during the year	-	451	-	-	451
At 31 December 2021	21	53,617,370	217,481	(52,396,089)	1,438,783

The notes on pages 19 to 36 form part of these financial statements.

Page 15

LUMEON LIMITED

COMPANY STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2021

	Called up share capital	Share premium account	Profit and loss account	Total equity
	£	£	£	£
At 1 January 2020	12	29,816,198	(28,401,932)	1,414,278
Comprehensive income for the year
Loss for the year	-	-	(8,286,987)	(8,286,987)
Shares issued during the year	9	23,800,721	-	23,800,730

At 1 January 2021	21	53,616,919	(36,688,919)	16,928,021
Comprehensive income for the year
Loss for the year	-	-	(7,048,431)	(7,048,431)
Shares issued during the year	-	451	-	451
At 31 December 2021	21	53,617,370	(43,737,350)	9,880,041

The notes on pages 19 to 36 form part of these financial statements.

Page 16

LUMEON LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE YEAR ENDED 31 DECEMBER 2021

			2021	2020
			£	£

Cash flows from operating activities
Loss for the financial year	(10,290,023)	(11,035,596)
Adjustments for:
Depreciation of tangible assets	54,465	83,295
Loss on disposal of tangible assets	-	30,161
Interest paid	41,450	168,743
Interest received	(14,864)	(12,848)
Taxation charge	(23,345)	(31,283)
Decrease/(increase) in debtors	295,450	(1,118,001)
(Decrease) in creditors	(156,102)	(70,237)
Net fair value (gains)/losses	(96,847)	230,138
Corporation tax received	23,345	31,283
Net cash generated from operating activities	(10,166,471)	(11,724,345)

Cash flows from investing activities
Purchase of tangible fixed assets	(52,265)	(65,653)
Interest received	14,864	12,848
Net cash from investing activities	(37,401)	(52,805)
Cash flows from financing activities
Issue of ordinary shares	451	23,800,730
New convertible loans	7,044,232	-
Repayment of other loans	(574,139)	(562,279)
Interest paid	(41,450)	(168,743)
Net cash used in financing activities	6,429,094	23,069,708
Net (decrease)/increase in cash and cash equivalents	(3,774,778)	11,292,558
Cash and cash equivalents at beginning of year	12,087,525	794,967
Cash and cash equivalents at the end of year	8,312,747	12,087,525

Cash and cash equivalents at the end of year comprise:
Cash at bank and in hand	8,312,747	12,087,525
	8,312,747	12,087,525

Page 17

LUMEON LIMITED

CONSOLIDATED ANALYSIS OF NET DEBT

FOR THE YEAR ENDED 31 DECEMBER 2021


At 1 January 2021	Cash flows	At 31 December 2021
£	£	£

Cash at bank and in hand	12,087,525	(3,774,778)	8,312,747
Debt due after 1 year	-	(7,044,232)	(7,044,232)
Debt due within 1 year	(69,788)	33,345	(36,443)
	12,017,737	(10,785,665)	1,232,072

The notes on pages 19 to 36 form part of these financial statements.

Page 18

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

1.	General information

The principal activity of Lumeon Limited is the production and sale of software and associated services to the healthcare industry.
The company is a private company limited by shares and is incorporated in England and Wales.
The registered office address is 10 York Street, London, SE1 7ND.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

2.2

Basis of consolidation

The consolidated financial statements comprise the financial statements of the company and its
subsidiary undertakings made up to 31 December each year.
Subsidiaries are included within the consolidation where the company has control over such entities,
thereby having the power to govern the financial and operating policies of the entity.
The financial statements of subsidiaries that are acquired or disposed of within the financial year are
included within, or excluded from, the consolidation from the date that the company obtains, or loses
control.
All intra-group transactions, balances, income, and expenses are eliminated on consolidation. Where
necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting
policies used in line with those used by the Group

Page 19

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.3

Going concern

At the balance sheet date the Group had net assets of £1.4m and the Company £9.9m. This follows the completion of a convertible loan note offering raising $9.5m from several existing shareholders.
The Group ended the year with £8.3 million of cash on hand.
On 9 June 2022 Lumeon Limited entered into a €15 million secured term loan facility. The completion of this debt funding combined with cash on hand will fund the Company’s operations for the next 12 month period.
Management is confident that the Group's business plan demonstrates sufficient growth in the US market and the Group will have annual recurring revenue to meet its financial obligations.
Having prepared and considered future cashflow forecasts, the directors are confident that the business plan, combined with the existing cash resources, will be sufficient for the Group and Company to meet its liabilities as they fall due into the foreseeable future. Accordingly, the directors consider it appropriate to prepare the financial statements on a going concern basis.

2.4

Turnover and long term contracts

Recurring revenue is recognised on a straight line basis over the contract period. Where recurring revenue is invoiced in advance, the revenue is deferred on invoice to recognise over the period to which the contract relates.
Income on design and implementation contracts is recognised as the work is carried out if the final outcome can be assessed with reasonable certainty. The turnover recognised is based on the proportion of the work carried out at the year end.
Contract progress is measured based on actual time incurred as a proportion of total expected time to complete the contract.
Revenue derived from variations of contracts are recognised only when they have been accepted by the customer. Full provision is made for losses on contract in the year in which they are first foreseen.

2.5

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 20

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.5

Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Short leasehold	-	20% on cost
Fixtures and fittings	-	25% on cost
Computer equipment	-	25% on cost

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

2.6

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.7

Financial instruments

The Group enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated Statement of Comprehensive Income.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Group would receive for the asset if it were to be sold at the reporting date.

Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Page 21

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.7

Financial instruments (continued)

Convertible loan notes are not basic financial instruments. They are initially recognised at fair value on the date the contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value are recognised in profit or loss in finance costs or income as appropriate.

2.8

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss.

On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

Page 22

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.9

Share based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Group keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

2.10

Operating leases

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

2.11

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

Page 23

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

2.Accounting policies (continued)

2.12

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and

∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

2.13

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred.

Page 24

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses from those estimates. The following judgments (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.
(i) Useful economic lives of tangible assets
The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and the residual values of the assets. The useful economic lives and residual values are re-assessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the assets. See note 12 for the carrying amount of property plant and equipment, and note 2.5 for the useful economic lives for each class of assets.
(ii) Investments
Management make judgments and estimates as to the ability to generate future value from its subsidiary, which in turn has an effect on the valuation of the investment as at the year end. See note 13 for the valuation of the investment.
(iii) Debtors
Management makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience. See note 14 for the carrying amount of the debtors.
(iv) Deferred income
Management makes an estimate of the proportion of subscription-based income that is realised immediately and the proportion allocated to future periods, which in turn has an effect on the valuation of deferred income as at the year end. The carrying amount of deferred income as at the year end date is £424,911 (2020: £832,381).

Page 25

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

Recurring - Support monthly fees	4,477,668	3,247,596
Development	649,055	366,339
	5,126,723	3,613,935

Analysis of turnover by country of destination:

					2021	2020
					£	£

United Kingdom	2,514,427	2,458,784
Rest of the world	2,612,297	1,155,151
	5,126,724	3,613,935

Foreign exchange differences	2,593	1,472,935
Depreciation charge	54,465	72,144
Other operating lease rentals	217,397	203,114
Loss on disposal of fixed assets	-	30,161

Page 26

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

6.	Auditors' remuneration
		2021	2020
		£	£

Fees payable to the Group's auditor and its associates for the audit of the Group's annual financial statements

37,510

28,025

Fees payable to the Group's auditor and its associates in respect of:
All other services	8,490	3,808
	8,490	3,808

7.	Employees
	Staff costs, including directors' remuneration, were as follows:

Group	Group	Company	Company
2021	2020	2021	2020
£	£	£	£


Wages and salaries	9,162,439	7,375,678	5,202,585	4,782,553
Social security costs	856,651	701,042	585,650	536,929
Cost of defined contribution scheme	518,411	359,948	418,589	314,270
	10,537,501	8,436,668	6,206,824	5,633,752

The average monthly number of employees, including the directors, during the year was as follows:

	Group	Group	Company	Company
	2021	2020	2021	2020
	No.	No.	No.	No.

Support	19	18	12	12
Professional services	26	22	15	12
Management and administration	19	9	12	6
Engineering	26	32	23	31
Marketing and sales	16	18	8	10

	106	99	70	71

Page 27

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

8.	Directors' remuneration
		2021	2020
		£	£

Directors' emoluments	211,929	353,873
Group contributions to defined contribution pension schemes	18,099	26,642
	230,028	380,515

	During the year retirement benefits were accruing to 1 director (2020 - 2) in respect of defined contribution pension schemes.
	The highest paid director received remuneration of £211,929 (2020 - £230,833).
	The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £18,099 (2020 - £16,046).
	During the year the Group paid £200,276 (2020: 124,216) to third parties for directors' services.

9.	Interest receivable
		2021	2020
		£	£

	Other interest receivable	14,864	12,848
		14,864	12,848

10.	Interest payable and similar expenses
		2021	2020
		£	£

	Other loan interest payable	41,450	168,743
		41,450	168,743

Page 28

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

Corporation tax
Adjustments in respect of previous periods	(23,345)	(31,283)
	(23,345)	(31,283)

Total current tax	(23,345)	(31,283)

	Factors affecting tax charge for the year
	The company made losses in the year and there is no tax liability arising. The tax credit is as a result of R&D claim in respect of the year ending 31 March 2019.

Factors that may affect future tax charges

The company has tax losses amounting to £42,182,554 (2020: £35,154,438) available to carry forward. The company has a net deferred tax asset in respect of trading losses in excess of accelerated capital allowances, which is valued at £10,529,644 (2020: £6,666,690). The directors have decided not to recognise this asset due to the inherent uncertainties regarding its recoverability.

Page 29

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

12.	Tangible fixed assets
	Group

		Computer equipment
		£
	Cost or valuation
	At 1 January 2021	605,852
	Additions	52,265
	At 31 December 2021	658,117
	Depreciation
	At 1 January 2021	487,703
	Charge for the year on owned assets	54,465
	At 31 December 2021	542,168
	Net book value
	At 31 December 2021	115,949
	At 31 December 2020	118,149

Page 30

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

12.Tangible fixed assets (continued)

	Company

		Computer equipment
		£
	Cost or valuation
	At 1 January 2021	605,852
	Additions	52,265
	At 31 December 2021	658,117
	Depreciation
	At 1 January 2021	487,703
	Charge for the year on owned assets	54,465
	At 31 December 2021	542,168
	Net book value
	At 31 December 2021	115,949
	At 31 December 2020	118,149

Page 31

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

13.	Fixed asset investments

	Company

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 January 2021	107,056
	At 31 December 2021	107,056

Subsidiary undertaking
The following was a subsidiary undertaking of the Company:
Name	Registered office	Class of shares	Holding

Lumeon Inc

1 Lincoln St, Boston, MA 02111, United States

Common Stock

100%

14.	Debtors
		Group	Group	Company	Company
		2021	2020	2021	2020
		£	£	£	£


Amounts owed by group undertakings	-	-	9,164,817	5,349,438
	-	-	9,164,817	5,349,438

Group	Group	Company	Company
2021	2020	2021	2020
£	£	£	£


Trade debtors	907,766	1,340,228	461,692	651,179
Other debtors	110,878	59,650	101,125	54,818
Prepayments and accrued income	535,060	449,279	279,408	319,560
	1,553,704	1,849,157	842,225	1,025,557

Page 32

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

15.	Cash and cash equivalents
		Group	Group	Company	Company
		2021	2020	2021	2020
		£	£	£	£

Cash at bank and in hand	8,312,747	12,087,525	7,664,326	11,875,643
	8,312,747	12,087,525	7,664,326	11,875,643

16.	Creditors: Amounts falling due within one year
		Group	Group	Company	Company
		2021	2020	2021	2020
		£	£	£	£

Trade creditors	447,740	303,514	307,020	134,418
Other taxation and social security	170,772	195,891	170,772	195,891
Other creditors	59,595	684,244	59,595	684,244
Accruals and deferred income	821,278	1,045,978	432,713	533,269
	1,499,385	2,229,627	970,100	1,547,822

The following liabilities were secured:
	Group	Group	Company	Company
	2021	2020	2021	2020
	£	£	£	£

	Other creditors	-	574,139	-	574,139
		-	574,139	-	574,139

Details of security provided:

Included in other creditors due within one year are loans from a third party of £Nil (2020: £574,139) which were secured by way of a fixed and floating charge.

Page 33

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

17.	Creditors: Amounts falling due after more than one year
		Group	Group	Company	Company
		2021	2020	2021	2020
		£	£	£	£

Other creditors > 1 yr	7,044,232	-	7,044,232	-
	7,044,232	-	7,044,232	-

Included in other creditors falling due after more than one year are unsecured convertible loan notes of £7,044,232. Interest of 8% is charged. At the year end interest of £24,666 (2020: £Nil) has been capitalised and is included in the balance. The loan is repayable or convertible to shares on 14 June 2023.

18.	Share capital
		2021	2020
		£	£

Allotted, called up and fully paid

14,373,025 (2020 - 14,323,920) Ordinary shares of - £0.0000001 each	1	1
10,607,000 (2020 - 10,607,000) Preferred A shares of - £0.0000001 each	1	1
18,359,547 (2020 - 18,359,547) Preferred B shares of - £0.0000001 each	2	2
82,713,976 (2020 - 82,713,976) Preferred C shares of - £0.0000001 each	8	8
93,992,856 (2020 - 93,992,856) Preferred D shares of - £0.0000001 each	9	9

	21	21

During the year the Company issued 49,105 Ordinary shares. 25,505 were issued at nominal value of £0.0000001 and 23,600 at a premium of £0.01899999 per share.
The Ordinary Shares, Preferred A Shares, Preferred B shares, Preferred C shares and the Preferred D shares shall rank pari passu in all respects but constitute separate classes of shares, except as on a distribution of assets on a Business Sale, Liquidation Event or Share Sale, the Surplus Assets (in the case of a Liquidation Event or a Business sale) or the proceeds of sale (in the case of a Share Sale) shall be distributed amongst the holders of the shares in the order of priority as set out in Article 7.2 of the Articles of association adopted via special resolution on 8 July 2020.

Page 34

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

19.	Share based payments
	The company has a number of share option schemes in existence. The schemes comprise 2011 EMI, 2016 EMI and Non EMI scheme together with a 2019 EMI, Non EMI and US Sub Option scheme. Exercise price per share for the 2011 is £0.01, for the 2016 Scheme £0.001 and for the 2019 scheme £0.19. Vesting conditions vary from scheme to scheme. The table below shows the overall movement for all options during the year.
		Number 2021	Number 2020

Outstanding at the beginning of the year	12,973,611	9,309,785
Granted during the year	10,310,494	4,121,080
Exercised during the year	(49,105)	(165,815)
Expired during the year	(2,755,278)	(291,439)
Outstanding at the end of the year	20,479,722	12,973,611

20.	Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £418,589 (2020: £314,269). Contributions totaling £36,443 (2020: £69,788) were payable to the fund at the reporting date and are included in creditors.

21.	Commitments under operating leases
	At 31 December 2021 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
		Group	Group	Company	Company
		2021	2020	2021	2020
		£	£	£	£

Not later than 1 year	381,587	599,083	297,432	396,576
Later than 1 year and not later than 5 years	-	380,817	-	297,432
	381,587	979,900	297,432	694,008

Page 35

LUMEON LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2021

22.	Related party transactions
	Remuneration of key management and personnel:

		2021	2020
		£	£

Aggregate compensation

1,185,883

1,257,156

Page 36