DEI
DEI | 12 Months Ended |
Dec. 31, 2017shares | |
Document Information [Abstract] | |
Document Type | 20-F |
Entity Filer Category | Non-accelerated Filer |
Document Fiscal Year Focus | 2,017 |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2017 |
Document Fiscal Period Focus | FY |
Entity Registrant Name | Verona Pharma PLC |
Entity Central Index Key | 1,657,312 |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | No |
Entity Current Reporting Status | No |
Number of shares outstanding (in shares) | 105,017,400 |
CONSOLIDATED STATEMENT OF FINAN
CONSOLIDATED STATEMENT OF FINANCIAL POSITION - GBP (£) | Dec. 31, 2017 | Dec. 31, 2016 |
Non-current assets: | ||
Goodwill | £ 441,000 | £ 441,000 |
Intangible assets | 1,969,000 | 1,877,000 |
Property, plant and equipment | 16,000 | 14,000 |
Total non-current assets | 2,426,000 | 2,332,000 |
Current assets: | ||
Prepayments and other receivables | 1,810,000 | 2,959,000 |
Current tax receivable | 5,006,000 | 1,067,000 |
Short term investments | 48,819,000 | 0 |
Cash and cash equivalents | 31,443,000 | 39,785,000 |
Total current assets | 87,078,000 | 43,811,000 |
Total assets | 89,504,000 | 46,143,000 |
Capital and reserves attributable to equity holders: | ||
Share capital | 5,251,000 | 2,568,000 |
Share premium | 118,862,000 | 58,526,000 |
Share-based payment reserve | 5,022,000 | 2,103,000 |
Accumulated loss | (49,254,000) | (28,728,000) |
Total equity | 79,881,000 | 34,469,000 |
Current liabilities: | ||
Derivative financial instrument | 1,273,000 | 7,923,000 |
Trade and other payables | 7,154,000 | 2,823,000 |
Tax payable—U.S. Operations | 169,000 | 126,000 |
Total current liabilities | 8,596,000 | 10,872,000 |
Non-current liabilities: | ||
Assumed contingent obligation | 875,000 | 802,000 |
Deferred income | 152,000 | 0 |
Total non-current liabilities | 1,027,000 | 802,000 |
Total equity and liabilities | £ 89,504,000 | £ 46,143,000 |
CONSOLIDATED STATEMENT OF COMPR
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME - GBP (£) £ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Profit or loss [abstract] | |||
Research and development costs | £ (23,717) | £ (4,522) | £ (7,270) |
General and administrative costs | (6,039) | (2,498) | (1,706) |
Operating loss | (29,756) | (7,020) | (8,976) |
Finance income | 7,018 | 1,841 | 45 |
Finance expense | (2,465) | (794) | (73) |
Loss before taxation | (25,203) | (5,973) | (9,004) |
Taxation — credit | 4,706 | 954 | 1,509 |
Loss for the year | (20,497) | (5,019) | (7,495) |
Other comprehensive income / (loss) : | |||
Exchange differences on translating foreign operations | (29) | 43 | 4 |
Total comprehensive loss attributable to owners of the Company | £ (20,526) | £ (4,976) | £ (7,491) |
Loss per ordinary share — basic and diluted (pence per share) | £ (23.4) | £ (15) | £ (37.1) |
CONSOLIDATED STATEMENT OF CASH
CONSOLIDATED STATEMENT OF CASH FLOWS £ in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2017GBP (£) | Dec. 31, 2016GBP (£) | Dec. 31, 2015GBP (£) | |
Cash used in operating activities: | |||
Loss before taxation | £ (25,203) | £ (5,973) | £ (9,004) |
Finance income | (7,018) | (1,841) | (45) |
Finance expense | 2,465 | 794 | 73 |
Share-based payment charge | 2,919 | 577 | 399 |
Decrease / (increase) in prepayments and other receivables | (161) | (1,809) | 59 |
Increase in trade and other payables | 5,363 | 1,068 | 1,274 |
Depreciation of property, plant and equipment | 7 | 10 | 10 |
Loss on disposal of property, plant and equipment | 0 | 3 | 0 |
Loss on disposal of intangible assets | 0 | 0 | 135 |
Amortization of intangible assets | 116 | 52 | 43 |
Cash used in operating activities | (21,512) | (7,119) | (7,056) |
Cash inflow from taxation | 816 | 1,533 | 700 |
Net cash used in operating activities | (20,696) | (5,586) | (6,356) |
Cash flow from investing activities: | |||
Interest received | 128 | 87 | 51 |
Purchase of plant and equipment | (9) | (13) | (1) |
Payment for patents and computer software | (208) | (115) | (142) |
Transfer to short term investments | (54,465) | 0 | 0 |
Maturity of short term investments | 5,085 | 0 | 0 |
Net cash used in investing activities | (49,469) | (41) | (92) |
Cash flow from financing activities: | |||
Gross proceeds from issue of shares and warrants | 0 | 44,750 | 0 |
Gross proceeds from the April 2017 Global Offering | 70,032 | 0 | |
Transaction costs on issue of shares and warrants | 0 | (2,910) | 0 |
Transaction costs on April 2017 Global Offering | (6,786) | (636) | 0 |
Net cash generated from financing activities | 63,246 | 41,204 | 0 |
Net (decrease) / increase in cash and cash equivalents | (6,919) | 35,577 | (6,448) |
Cash and cash equivalents at the beginning of the year | 39,785 | 3,524 | 9,968 |
Effect of exchange rates on cash and cash equivalents | (1,423) | 684 | 4 |
Cash and cash equivalents at the end of the period | £ 31,443 | £ 39,785 | £ 3,524 |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY - GBP (£) £ in Thousands | Total | Share Capital | Share Premium | Share-based Expenses | Total Accumulated Losses |
Beginning balance at Dec. 31, 2014 | £ 12,526 | £ 1,010 | £ 26,650 | £ 1,127 | £ (16,261) |
Loss for the year | (7,495) | (7,495) | |||
Exchange differences on translating foreign operations | 4 | 4 | |||
Total comprehensive loss for the period | (7,491) | (7,491) | |||
Share-based payments | 399 | 399 | |||
Ending balance at Dec. 31, 2015 | 5,434 | 1,010 | 26,650 | 1,526 | (23,752) |
Loss for the year | (5,019) | (5,019) | |||
Exchange differences on translating foreign operations | 43 | 43 | |||
Total comprehensive loss for the period | (4,976) | (4,976) | |||
New share capital issued | 35,707 | 1,556 | 34,151 | ||
Transaction costs on share capital issued | (2,325) | (2,325) | |||
Share options exercised during the period | 52 | 2 | 50 | ||
Share-based payments | 577 | 577 | |||
Ending balance at Dec. 31, 2016 | 34,469 | 2,568 | 58,526 | 2,103 | (28,728) |
Loss for the year | (20,497) | (20,497) | |||
Exchange differences on translating foreign operations | (29) | (29) | |||
Total comprehensive loss for the period | (20,526) | (20,526) | |||
New share capital issued | 70,325 | 2,677 | 67,648 | ||
Transaction costs on share capital issued | (7,453) | (7,453) | |||
Share options exercised during the period | 147 | 6 | 141 | ||
Share-based payments | 2,919 | 2,919 | |||
Ending balance at Dec. 31, 2017 | £ 79,881 | £ 5,251 | £ 118,862 | £ 5,022 | £ (49,254) |
General information
General information | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of notes and other explanatory information [Abstract] | |
General information | General information Verona Pharma plc and its subsidiaries (the "Company") are a clinical-stage biopharmaceutical group focused on developing and commercializing innovative therapeutics for the treatment of respiratory diseases with significant unmet medical needs. The Company is a public limited company, which is dual listed on the Alternative Investment Market of the London Stock Exchange and on April 27, 2017, American Depositary Shares began trading on Nasdaq Global Market. The company is incorporated and domiciled in the United Kingdom. The address of the registered office is 1 Central Square, Cardiff, CF10 1FS, United Kingdom. The Company has two subsidiaries, Verona Pharma Inc. and Rhinopharma Limited ("Rhinopharma"), both of which are wholly owned. On February 10, 2017 the Company effected a 50 -for-1 consolidation of its shares. All references to ordinary shares, options and warrants, as well as share, per share and related information in these consolidated financial statements have been adjusted to reflect the consolidation as if it had occurred at the beginning of the earliest period presented. On April 26, 2017, the Company announced the closing of its global offering of an aggregate of 47,399,001 new ordinary shares, consisting of the initial public offering in the United States of 5,768,000 American Depositary Shares (“ADSs”) at a price of $ 13.50 per ADS and the private placement in Europe of 1,255,001 ordinary shares at a price of £ 1.32 per ordinary share, for gross proceeds of $80 million (the “Global Offering”). Each ADS offered represents eight ordinary shares of the Company. The ordinary shares offered were allotted and issued in a concurrent private placement in Europe and other countries outside of the United States and Canada. In addition, the Chairman of Verona Pharma’s board of directors, Dr David Ebsworth, and an existing shareholder agreed to subscribe for 254,099 new ordinary shares at a price of £ 1.32 per ordinary share in a shareholder private placement separate from the Global Offering (the “Shareholder Private Placement”), contingent on and concurrent with the Global Offering and generating additional gross proceeds of £ 0.3 million. On May 15 and May 23, 2017, pursuant to the Global Offering, the underwriters purchased an additional 733,738 ADSs, representing 5,869,904 ordinary shares, at a price of $ 13.50 per ADS, for additional gross proceeds of $ 9.9 million bringing the total gross proceeds in the Global Offering to $ 89.9 million (£ 70.0 million). Including the Shareholder Private Placement, the total gross proceeds of the capital raising amounted to $ 90.3 million (£ 70.3 million). The ADSs began trading on the Nasdaq Global Market under the ticker symbol “VRNA” on April 27, 2017. Verona Pharma’s ordinary shares continue to trade on the AIM market of the London Stock Exchange (“AIM”) under the symbol “VRP”. |
Accounting policies
Accounting policies | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of changes in accounting policies, accounting estimates and errors [Abstract] | |
Accounting policies | Accounting policies A summary of the principal accounting policies, all of which have been applied consistently throughout the year, is set out below. Basis of preparation The consolidated financial statements of the Company have been prepared in accordance with International Financial Reporting Standards ("IFRSs") as issued by the International Accounting Standards Board and IFRS Interpretations Committee and with the Companies Act 2006 applicable to companies reporting under IFRS. The consolidated financial statements have been prepared under the historical cost convention, with the exception of derivative financial instruments which have been measured at fair value. The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 4. Going concern During the year ended December 31, 2017 , the Company had a loss of £20.5 million ( 2016 : £5.0 million ). As of December 31, 2017 , the Company had net assets of £79.9 million ( 2016 : £34.5 million ) of which £80.3 million ( 2016 : £39.8 million ) was cash and cash equivalents and short term investments. The operation of the Company is currently being financed from funds that the Company raised from share placings. On May 2nd, 2017, the company raised $89.9 million ( £70 million ) from the initial public offering in the United States. On July 29, 2016, the Company raised gross proceeds of £44.7 million from a placing, subscription and open offer (the "July 2016 Placement"). These funds are expected to be used primarily to support the development of RPL554 in chronic obstructive pulmonary disease ("COPD"), other chronic respiratory diseases as well as corporate and general administrative expenditures. The Directors believe that the Company has sufficient funds to complete the current clinical trials, to cover corporate and general administration costs and for it to comply with all commitments for at least 12 months from the end of the reporting period and, accordingly, are satisfied that the going concern basis remains appropriate for the preparation of these consolidated financial statements. Business combination The Company applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred to the former owners of the acquiree and the equity interests issued by the Company. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement and the fair value of any pre-existing equity interest in the subsidiary. The excess of the cost of acquisition over the fair value of the Company's share of the identifiable net assets acquired is recorded as goodwill. Goodwill arising on acquisitions is capitalized and is subject to an impairment review, both annually and when there are indications that the carrying value may not be recoverable. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Acquisition-related costs are expensed as incurred and included in administrative expenses. Basis of consolidation These consolidated financial statements include the accounts of Verona Pharma plc and its wholly owned subsidiaries Verona Pharma, Inc. and Rhinopharma. The acquisition method of accounting was used to account for the acquisition of Rhinopharma. Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Verona Pharma Inc. and Rhinopharma adopt the same accounting policies as the Company. Foreign currency translation Items included in the Company's consolidated financial statements are measured using the currency of the primary economic environment in which the Entity operates ("the functional currency"). The consolidated financial statements are presented in pounds sterling ("£"), which is the functional and presentational currency of the Company and the presentational currency of the Company. Transactions in foreign currencies are recorded using the rate of exchange ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated using the rate of exchange ruling at the balance sheet date and the gains or losses on translation are included in the Consolidated Statement of Comprehensive Income. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the original transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. The assets and liabilities of foreign operations are translated into pounds sterling at the rate of exchange ruling at the balance sheet date. Income and expenses are translated at weighted average exchange rates for the period. The exchange differences arising on translation for consolidation are recognized in Other Comprehensive Income. Cash and cash equivalents Cash and cash equivalents includes cash in hand, deposits held at call with banks and other short-term highly liquid investments with original maturities of three months or less. Deferred taxation Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and expected to apply when the related deferred tax is realized or the deferred liability is settled. Deferred tax assets are recognized to the extent that it is probable that the future taxable profit will be available against which the temporary differences can be utilized. Research and development costs Capitalization of expenditure on product development commences from the point at which technical feasibility and commercial viability of the product can be demonstrated and the Company is satisfied that it is probable that future economic benefits will result from the product once completed. No such costs have been capitalized to date, given the early stage of the Company's product candidate development. Expenditure on research and development activities that do not meet the above criteria is charged to the Consolidated Statement of Comprehensive Income as incurred. Property, plant and equipment Property, plant and equipment are stated at cost, net of depreciation and any provision for impairment. Cost includes the original purchase price of the asset and the costs attributable to bringing the asset to its working condition for its intended use. Depreciation is calculated so as to write off the cost less their estimated residual values, on a straight-line basis over the expected useful economic lives of the assets concerned. The principal annual periods used for this purpose are: Computer hardware 3 years Office equipment 5 years Intangible assets and goodwill (a) Goodwill Goodwill arises on the acquisition of subsidiaries and represents the excess of the consideration transferred over the fair value of the identifiable net assets acquired. (b) Patents Patent costs associated with the preparation, filing, and obtaining of patents are capitalized and amortized on a straight-line basis over the estimated useful lives of the patents of ten years . (c) Computer software Amortization is calculated so as to write off the cost less estimated residual values, on a straight-line basis over the expected useful economic life of two years. (d) In-process research & development ("IPR&D") IP R&D assets acquired through business combinations which, at the time of acquisition, have not reached technical feasibility are recognized at fair value. The amounts are capitalized and are not amortized but are subject to impairment testing until completion, abandonment of the projects or when the research findings are commercialized through a revenue generating project. The Company determines whether intangible assets (including goodwill) are impaired on an annual basis and this requires the estimation of the higher of fair value less costs of disposal and value in use. Upon successful completion or commercialization of the relevant project, IP R&D will be reclassified to developed technology. The Company will make a determination as to the then useful life of the developed technology, generally determined by the period in which the substantial majority of the cash flows are expected to be generated, and begin amortization. In case of abandonment the asset will be impaired. Impairment of intangible assets, goodwill and non-financial assets Goodwill and intangible assets that have an indefinite useful life and intangible assets not ready to use are not subject to amortization. These assets are tested annually for impairment or more frequently if impairment indicators exist. Non-financial assets that are subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value (less costs of disposal) and value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows, which are largely independent of the cash flows from other assets or group of assets (cash generating units "CGUs"). Goodwill is allocated to CGUs for the purpose of impairment testing. The allocation is made to those CGUs or groups of CGUs that are expected to benefit from the business combination in which the goodwill arose. The units or group of units are identified at the lowest level at which goodwill is monitored for internal management purposes, being the operating segments. The Company is a single cash generating unit. Goodwill that arose on the acquisition of Rhinopharma has been thus allocated to this single CGU. IP R&D is tested for impairment at this level as well, since it is the lowest level at which independent cash flows can be identified. Non-financial assets, other than goodwill, that have been previously impaired are reviewed for possible reversal of the impairment at each subsequent reporting date. Employee Benefits (a) Pension The Company operates a defined contribution pension scheme for UK employees. Contributions payable for the year are charged to the Consolidated Statement of Comprehensive Income. The contributions are recognized as employee benefit expense when they are due. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments in the Consolidated Statement of Financial Position. The Company has no further payment obligation once the contributions have been paid. (b) Bonus plans The Company recognizes a liability and an expense for bonus plans if contractually obligated or if there is a past practice that has created a constructive obligation. Share-based payments The Company operates a number of equity-settled, share-based compensation schemes. The fair value of share-based payments under such schemes is expensed on a straight-line basis over the vesting period, based on the Company's estimate of shares that will eventually vest. Where equity settled transactions are entered into with third party service providers, fair value is determined by reference to the value of the services provided in lieu of payment. The expense is measured based on the services received at the date of receipt of those services and is charged to the Consolidated Statement of Comprehensive Income over the period for which the services are received and a corresponding credit is made to reserves. For other equity-settled transactions fair value is determined using the Black-Scholes model and requires several assumptions and estimates as disclosed in note 16. Provisions Provisions are recognized when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and the amount can be reliably estimated. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. Assumed contingent obligation related to the business combinations On September 19, 2006, the Company acquired Rhinopharma for a total consideration of £1.52 million payable in ordinary shares. In addition, the Company assumed certain contingent obligations owed by Rhinopharma to Vernalis under an assignment and license agreement (the "assumed contingent consideration") following the sale of IP by Vernalis to Rhinopharma. Pursuant to the agreement Vernalis (i) assigned to the Company all of its rights to certain patents and patent applications relating to RPL554 and related compounds (the "Vernalis Patents") and (ii) granted to the Company an exclusive, worldwide, royalty-bearing license under certain Vernalis know-how to develop, manufacture and commercialize products (the "Licensed Products") developed using Vernalis Patents, Vernalis know-how and the physical stock of certain compounds. The assumed contingent obligation comprises (a) a milestone payment on obtaining the first approval of any regulatory authority for the commercialization of a Licensed Product; (b) low to mid single digit royalties based on the future sales performance of all Licensed Products; and (c) a portion equal to a midtwenty percent of any consideration received from any sub-licensees for the Vernalis Patents and for Vernalis know-how. On the date of acquisition the fair value of the assumed contingent obligation was estimated as the expected value of the milestone payment, royalty payments and sub-license payments, based on an assessment of the probability of success using standard market probabilities for respiratory drug development. The risk-weighted value of the assumed contingent arrangement was then discounted back to its net present value applying an effective interest rate of 12% . The initial fair value of the assumed contingent obligation as of December 31, 2006 was deemed to be insignificant at the date of the acquisition, so it was not recorded. The amount of royalties payable under the agreement is based on the future sales performance of certain products, and so the total amount payable is unlimited. The level of sales that may be achieved under the agreement is difficult to predict and subject to estimate, which is inherently uncertain. The value of this assumed contingent obligation is measured at amortized cost using the effective interest rate method, and is re-measured for changes in estimated cash flows, when the probability of success changes. The assumed contingent obligation is accounted for as a liability, and any adjustments made to the value of the liability will be recognized in the Consolidated Statement of Comprehensive Income for the period. Government and other grants The Company may receive government, regional or charitable grants to support its research efforts in defined projects where these grants provide for reimbursement of approved costs incurred as defined in the respective grants. Income in respect of such grants would include contributions towards the costs of research and development. Income would be recognized when costs under each grant are incurred in accordance with the terms and conditions of the grant and the collectability of the receivable is reasonably assured. Government, regional and charitable grants relating to costs would be deferred and recognized in the Consolidated Statement of Comprehensive Income over the period necessary to match them with the costs they are intended to compensate. When the cash in relation to recognized government, regional or charitable grants is not yet received the amount is included as a receivable on the Consolidated Statement of Financial Position. Where the grant income is directly related to the specific items of expenditure incurred, the income would be netted against such expenditure. Where the grant income is not a specific reimbursement of expenditure incurred, the Company would include such income under "Other income" in the Consolidated Statement of Comprehensive Income. Grants or investment credits may be repayable if the Company successfully commercializes a relevant program that was funded in whole or in part by the grant or investment credit within a particular timeframe. Prior to successful commercialization, the Company would not make any provision for repayment. Financial instruments — initial recognition and subsequent measurement The Company classifies a financial instrument, or its component parts, as a financial liability, a financial asset or an equity instrument in accordance with the substance of the contractual arrangement and the definitions of a financial liability, a financial asset and an equity instrument. The Company evaluates the terms of the financial instrument to determine whether it contains an asset, a liability or an equity component. Such components shall be classified separately as financial assets, financial liabilities or equity instruments. A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. (a) Financial assets, initial recognition and measurement and subsequent measurement All financial assets not recorded at fair value through profit or loss, such as receivables and deposits, are recognized initially at fair value plus transaction costs. Financial assets carried at fair value through profit or loss are initially recognized at fair value, and transaction costs are expensed in the income statement. The measurement of financial assets depends on their classification. Financial assets such as receivables and deposits are subsequently measured at amortized cost. The Company does not hold any financial assets at fair value through profit or loss or available for sale financial assets. (b) Financial liabilities, initial recognition and measurement and subsequent measurement Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, or payables, as appropriate. All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs. The measurement of financial assets and financial liabilities depends on their classification. Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. These are subsequently measured at fair value with any gains or losses recognized in profit or loss. All other financial liabilities are measured at amortized cost using the effective interest method The Company's financial liabilities include trade and other payables and derivative financial instruments. (c) Derivative financial instruments Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently re-measured at fair value at the end of each reporting date. The Company holds only one type of derivative financial instrument, the warrants, as explained in Note 2.15. The full fair value of the derivative is classified as a non-current liability when the warrants are exercisable in more than 12 months and as a current liability when the warrants are exercisable in less than 12 months. Changes in fair value of a derivative financial liability when related to a financing arrangement are recognized in the Consolidated Statement of Comprehensive Income within Finance income or Finance expense. Fair value gains or losses on derivatives used for non-financing arrangements are recognized in other operating income or expense. Warrants Warrants issued by the Company to investors as part of a share subscription are compound financial instruments where the warrant meets the definition of a financial liability. The financial liability component is initially measured at fair value in the Consolidated Statement of Financial Position. Equity is measured at the residual between the subscription price for the entire instrument and the liability component. The financial liability component is remeasured depending on its classification. Equity is not remeasured. Short Term Investments Short term investments include fixed term deposits held at banks with original maturities of more than three months but less than a year. They are classified as loans and receivables and are measured at amortized cost using the effective interest method. Transaction costs Qualifying transaction costs might be incurred in anticipation of an issuance of equity instruments and may cross reporting periods. The entity defers these costs on the balance sheet until the equity instrument is recognized. Deferred costs are subsequently reclassified as a deduction from equity when the equity instruments are recognized, as the costs are directly attributable to the equity transaction. If the equity instruments are not subsequently issued, the transaction costs are expensed. Any costs not directly attributable to the equity transaction are expensed. Transaction costs that relate to the issue of a compound financial instrument are allocated to the liability and equity components of the instrument in proportion to the allocation of proceeds. Where the liability component is held at fair value through profit or loss, the transaction costs are expensed to the Consolidated Statement of Comprehensive Income. For liabilities held at amortized cost, transaction costs are deducted from the liability and subsequently amortized. The amount of transaction costs accounted for as a deduction from equity in the period is disclosed separately in accordance with IAS 1. Investments in subsidiaries Investments in subsidiaries are shown at cost less any provision for impairment. New standards, amendments and interpretations adopted by the Company The following amendments have been adopted by the Company for the first time for the financial year beginning on or after 1 January, 2017. It did not materially impact the Company’s results: · Annual Improvements to IFRS Standards 2014-2016 Cycle, · Disclosure initiative - amendments to IAS 7, and · Recognition of Deferred Tax Assets for Unrealized Losses - Amendments to IAS 12. The amendments to IAS 7 require disclosure of changes in liabilities arising from financing activities, see note 3.3. New standards, amendments and interpretations issued but not effective for the financial year beginning January 1, 2017 and not early adopted A number of new standards and amendments to standards and interpretations have been issued but are not yet effective for annual periods beginning after January 1, 2017 (noted below), and have not been adopted in preparing these consolidated financial statements. ▪ IFRS 9 "Financial instruments" (effective for annual periods beginning on or after January 1, 2018) ▪ IFRS 15 "Revenue from contracts with customers" (effective for annual periods beginning on or after January 1, 2018 ▪ IFRS 16 "Leases" (effective for annual periods beginning on or after January 1, 2019) IFRS 9 will have no material impact on the accounting or measurement of any of the financial instruments the Company currently holds. IFRS 15 will have no impact on the financial statements of the Company as it is not currently revenue generating. IFRS 16 is effective for accounting periods beginning on or after 1 January 2019 and will replace IAS 17 'leases'. It will eliminate the classification of leases as either operating leases or finance leases and, instead, introduce a single lessee accounting model. The adoption of IFRS 16 will result in the Company recognizing lease liabilities and corresponding 'right to use' assets for agreements that are currently classified as operating leases. See note 20 for further details on operating leases held. |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of detailed information about financial instruments [abstract] | |
Financial Instruments | Financial Instruments Financial Risk Factors The Company's activities have exposed it to a variety of financial risks: market risk (including currency risk and interest rate risk), credit risk, and liquidity risk. The Company's overall risk management program is focused on preservation of capital and the unpredictability of financial markets and has sought to minimize potential adverse effects on the Company's financial performance and position. (a) Currency risk Foreign currency risk reflects the risk that the Company's net assets will be negatively impacted due to fluctuations in exchange rates. The Company has not entered into foreign exchange contracts to hedge against gains or losses from foreign exchange fluctuations. The summary quantitative date about the Company's exposure to currency risk is as follows. Figures are the sterling values of balances in each currency: Year Ended December 31, 2016 Year Ended December 31, 2017 USD EUR USD EUR £'000s £'000s £'000s £'000s Cash and cash equivalents 10,631 242 16,806 301 Short term Investments — — 19,718 — Trade and other payables 305 180 276 403 Sensitivity Analysis A reasonably possible strengthening (weakening) of the Euro, US dollar, or Sterling against all other currencies at 31 December would have affected the measurement of the financial instruments denominated in a foreign currency and affected equity and profit and loss by the amounts shown below. This analysis assumes that all other variables remain constant. Profit or loss and equity Strengthening Weakening December 31, 2017 £'000s £'000s EUR (5% movement) 35 (35 ) USD (5% Movement) 1,840 (1,840 ) December 31, 2016 £'000s £'000s EUR (5% movement) 21 (21 ) USD (5% Movement) 547 (547 ) Foreign currency denominated trade payables are short term in nature (generally 30 to 45 days). The Company has a U.S. operation, the net assets of which are exposed to foreign currency translation risk. (b) Credit risk Credit risk reflects the risk that the Company may be unable to recover contractual receivables. As the Company is still in the development stage no policies are currently required to mitigate this risk. For banks and financial institutions, only independently rated parties with a minimum rating of "B+" are accepted. The Directors recognize that this is an area in which they may need to develop specific policies should the Company become exposed to further financial risks as the business develops. As of December 31, 2017 , and December 31, 2016 , cash and cash equivalents and short term investments were placed at the following banks: Cash and Cash Equivalents Year ended December 31, 2016 Credit rating Year ended December 31, 2017 Credit rating £'000 £'000 Banks Royal Bank of Scotland 11,287 A3 16,623 A2 Lloyds Bank 28,447 A1 13,448 Aa3 Standard Chartered — — 1,242 A1 Wells Fargo 51 Aa1 130 Aa1 Total 39,785 31,443 Short Term Investments Year ended December 31, 2016 Credit Year ended December 31, 2017 Credit £'000 £'000 Banks Royal Bank of Scotland — — 15,316 A2 Lloyds Bank — — 11,036 Aa3 Standard Chartered — — 22,467 A1 Wells Fargo — — — Aa1 Total — 48,819 (c) Management of capital The Company considers capital to be its equity reserves. At the current stage of the Company's life cycle, the Company's objective in managing its capital is to ensure funds raised meet the research and operating requirements until the next development stage of the Company's suite of projects. The Company ensures it is meeting its objectives by reviewing its Key Performance Indicators ("KPIs") to ensure the research activities are progressing in line with expectations, costs are controlled and unused funds are placed on deposit to conserve resources and increase returns on surplus cash held. (d) Interest rate risk As of December 31, 2017 , the Company had cash deposits of £31.4 million ( 2016 : £39.8 million ) and short term investments of £48.8 million ( 2016 : nil ) . The rates of interest received during 2017 ranged between 0.0% and 1.73% . A 0.25% increase in interest rates would not have a material impact on finance income.The Company's exposure to interest rate risk, which is the risk that the interest received will fluctuate as a result of changes in market interest rates on classes of financial assets and financial liabilities, was as follows: December 31, 2016 December 31, 2017 Floating interest rate Fixed Interest rate Floating interest rate Fixed Interest rate £'000s £'000s £'000s £'000s Financial asset Cash deposits 11,338 28,447 25,720 5,723 Short Term Investments — — — 48,819 Total 11,338 28,447 25,720 54,542 (e) Liquidity risk The Company prepares periodic working capital forecasts for the foreseeable future, allowing an assessment of the cash requirements of the Company, to manage liquidity risk. The following table provides an analysis of the Company's financial liabilities. The carrying value of all balances is equal to their fair value. The Company's maturity analysis for the derivative financial instrument from the issue of warrants is given in note 19. LESS THAN 1 YEAR BETWEEN 1 AND 2 YEARS BETWEEN 2 AND 5 YEARS OVER 5 YEARS (1) £'000s £'000s £'000s £'000s At December 31, 2016 Trade payables 719 — — — Other payables 54 — — — Accruals 2,050 — — — Contingent obligation — — — 1,807 Total 2,823 — — 1,807 (1) This table includes the undiscounted amount of the assumed contingent obligation. See note 18. LESS THAN 1 YEAR BETWEEN 1 AND 2 YEARS BETWEEN 2 AND 5 YEARS OVER 5 YEARS (1) £'000s £'000s £'000s £'000s At December 31, 2017 Trade payables 1,214 — — — Other payables 74 — — — Accruals 5,866 — — — Contingent obligation — — — 1,807 Total 7,154 — — 1,807 (1) This table includes the undiscounted amount of the assumed contingent obligation. See note 18. Fair value estimation The carrying amounts of cash and cash equivalents, receivables, accounts payable and accrued liabilities approximate to fair value due to their short-term nature. The carrying amount of the assumed contingent liability approximates to fair value as the underlying assumptions are currently similar. For financial instruments that are measured in the Consolidated Statement of Financial Position at fair value, IFRS 7 requires disclosure of fair value measurements by level of the following fair value measurement hierarchy: ▪ Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1); ▪ Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly or indirectly (level 2); and ▪ Inputs for the asset or liability that are not based on observable market data (level 3). For the year ended December 31, 2017 , and 2016 , fair value adjustments to financial instruments through profit and loss resulted in the recognition of finance income of £6.7 million and £1.1 million respectively. The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. These valuation techniques maximize the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to ascertain the fair value of an instrument are observable, the instrument is included in level 2. If one or more of the significant inputs are not based on observable market data, the instrument is included in level 3. Level 3 Total £'000s £'000s At December 31, 2017 Derivative financial instrument 1,273 1,273 Total 1,273 1,273 Movements in Level 3 items during the years ended December 31, 2016, and 2017 are as follows: Derivative financial instrument 2016 2017 £'000s £'000s At January 1 — 7,923 Initial recognition of derivative financial instrument 8,991 — Fair value adjustments recognized in profit and loss (1,068 ) (6,650 ) At December 31 7,923 1,273 Further details relating to the derivative financial instrument are set out in notes 4 and 19 of these financial statements. In determining the fair value of the derivative financial instrument the Company applied the Black Scholes model; key inputs include the share price at reporting date, estimations on timelines, volatility and risk-free rates. These assumptions and the impact of changes in these assumptions, where material, are disclosed in note 19. Change in liabilities arising from financing activities The Company has provided a reconciliation so that changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes can be evaluated. December 31, 2017 Derivative financial instrument £'000s At January 1 7,923 Fair value adjustments - non cash (6,650 ) At December 31 1,273 See note 19 for information relating to the derivative financial instrument. |
Critical accounting estimates a
Critical accounting estimates and judgments | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of changes in accounting policies, accounting estimates and errors [Abstract] | |
Critical accounting estimates and judgments | Critical accounting estimates and judgments The preparation of financial statements in conformity with IFRS requires the use of accounting estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Although these estimates are based on management's best knowledge of current events and actions, actual results ultimately may differ from those estimates. IFRS also requires management to exercise its judgment in the process of applying the Company's accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are as follows: (a) Assumed contingent obligation The Company has a material obligation for the future payment of royalties and milestones associated with contractual obligations on RPL554, a development product acquired as part of the acquisition of Rhinopharma The estimation of the fair value of the assumed contingent obligation on acquisition requires the selection of an appropriate valuation model, consideration as to the inputs necessary for the valuation model chosen, the estimation of the likelihood that the regulatory approval milestone will be achieved and estimates of the future cash flows and their timing (for further detail see note 19). The estimates for the assumed contingent obligation are based on a discounted cash flow model. Key assessments and judgments included in the fair value calculation of deferred consideration are: ▪ development, regulatory and marketing risks associated with progressing the product to market approval in key target territories; ▪ market size and product acceptance by clinicians, patients and reimbursement bodies; ▪ gross and net selling price; ▪ costs of manufacturing, product distribution and marketing support; ▪ launch of competitive products; and ▪ discount rate and time to crystallization of contingent consideration. In accordance with IAS 39 ("Financial Instruments Recognition and Measurement" (para AG8)), when there is a change in the expected cash flows, the assumed contingent obligation is re-measured with the change in value going through the Consolidated Statement of Comprehensive Income. Cash flow estimates are revised when the probability of success changes. The assumed contingent obligation is measured at amortized cost with the discount unwinding in the Consolidated Statement of Comprehensive Income throughout the year. Actual outcomes could differ significantly from the estimates made. The value of the assumed contingent obligation as of December 31, 2017 amounts to £0.9 million . ( 2016 : £0.8 million ). The increase in value of the assumed contingent obligation during 2017 amounted to £0.1 million ( 2016 : £ 0.2 million ) and the movement relates to unwinding the discount on the liability and retranslating for changes in US$ exchange rates. The increase was recorded in finance expense. There was no change in the year to the probability of success and consequently cash flow estimates were not revised. The discount percentage applied is 12% . (b) Valuation of the July 2016 warrants Pursuant to the July 2016 Placement, the Company issued 31,115,926 units to new and existing investors at the placing price of £1.4365 per unit. Each unit comprises one ordinary share and one warrant. The warrants entitle the investors to subscribe for in aggregate a maximum of 12,446,370 ordinary shares. In accordance with IAS 32 and Company accounting policy, as disclosed in note 2.15, the Company classified the warrants as a derivative financial liability to be presented on the Company's Consolidated Statement of Financial Position. The fair value of these warrants is determined by applying the Black-Scholes model. Assumptions are made on inputs such as time to maturity, the share price, volatility and risk free rate in order to determine the fair value per warrant. For further details see note 19. Transaction costs arising on the issues of these shares and warrants are allocated to the equity and warrant liability components in proportion to the allocation of proceeds. (c) Recognition of research and development expenditure The Company incurs research and development expenditure from third parties. The Company recognizes this expenditure in line with the management’s best estimation of the stage of completion of each research and development project. This includes the calculation of accrued costs at each period end to account for expenditure that has been incurred. This requires management to estimate full costs to complete for each project and also to estimate its current stage of completion. The costs related to the Clinical Research Organization expenses in the year was £18.5 million . The related accruals and prepayments were £4.6 million and £0.5 million respectively. (d) Transaction costs related the Global Offering The Company incurred various transaction costs relating to the Global Offering, including commissions, professional advisor fees, financial advice, listing fees and other costs. When management judged them to be incremental costs directly attributable to the transaction they were accounted for as a deduction from equity. Otherwise the costs were expensed to the consolidated income statement as incurred. |
Earnings per share
Earnings per share | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of earnings per share [Abstract] | |
Earnings per share | Earnings per share Basic loss per ordinary share of 23.4p ( 2016 : 15.0p and 2015: 37.1 p) for the Company is calculated by dividing the loss for the year ended December 31, 2017 by the weighted average number of ordinary shares in issue of 87,748,031 as of December 31, 2017 ( 2016 : 33,499,413 and 2015: 20,198,469 ). Potential ordinary shares are not treated as dilutive as the entity is loss making and such shares would be anti-dilutive. |
Segmental reporting
Segmental reporting | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of entity's operating segments [Abstract] | |
Segmental reporting | Segmental reporting The Company’s activities are covered by one operating and reporting segment: Drug Development. There have been no changes to management’s assessment of the operating and reporting segment of the Company during the period. All non-current assets are based in the United Kingdom. |
Operating loss
Operating loss | 12 Months Ended |
Dec. 31, 2017 | |
Analysis of income and expense [abstract] | |
Operating loss | Operating loss Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s £'000s Operating Loss is stated after charging: Research and development costs: Employee benefits (note 8) 1,322 2,037 3,435 Amortization of patents (note 12) 43 51 111 Legal, professional consulting and listing fees — — 331 Loss on disposal of patents 136 — — Other research and development expenses 5,769 2,434 19,840 Total research and development costs 7,270 4,522 23,717 General and administrative costs: Employee benefits (note 8) 625 865 2,857 Legal, professional consulting and listing fees 608 884 2,045 Amortization of computer software (note 12) — 1 5 Loss on disposal of property, plant and equipment (note 13) — 3 — Depreciation of property, plant and equipment (note 13) 10 10 7 Operating lease charge — land and buildings 157 169 294 Loss on variations in foreign exchange rate 21 139 36 Other general and administrative expenses 285 427 795 Total general and administrative costs 1,706 2,498 6,039 Operating loss 8,976 7,020 29,756 |
Directors' emoluments and staff
Directors' emoluments and staff costs | 12 Months Ended |
Dec. 31, 2017 | |
Analysis of income and expense [abstract] | |
Directors' emoluments and staff costs | Directors' emoluments and staff costs Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 The average number of employees (excluding directors) of the Company during the year: Research and Development 5 5 7 General and Administrative 3 2 5 Total 8 7 12 Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s £'000s Aggregate emoluments of directors: Salaries and other short-term employee benefits 722 951 897 Social security costs 132 118 103 Incremental payment for additional services 89 44 — Other pension costs 38 19 17 Total directors' emoluments 981 1,132 1,017 Share-based payment charge 232 257 1,037 Directors' emoluments including share-based payment charge 1,213 1,389 2,054 Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s £'000s Aggregate other staff costs: Wages and salaries 540 1,027 2,136 Social security costs 42 98 182 Incremental payment for additional services — 58 — Share-based payment charge 137 319 1,882 Other pension costs 15 11 38 Total other staff costs 734 1,513 4,238 The Company operates a defined contribution pension scheme for U.K. employees and executive directors. The total pension cost during the year ended December 31, 2017 was £55 thousand ( 2016 : £30 thousand and 2015: £ 53 thousand ). There were no prepaid or accrued contributions to the scheme at December 31, 2017 (2016 and 2015: £ nil ). |
Finance income and expense
Finance income and expense | 12 Months Ended |
Dec. 31, 2017 | |
Analysis of income and expense [abstract] | |
Finance income and expense | Finance income and expense Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s £'000s Finance income: Interest received on cash balances 45 86 345 Foreign exchange gain on translating foreign currency denominated bank balances — 687 — Fair value adjustment on derivative financial instruments (note 19) — 1,068 6,650 Other Income — — 23 Total finance income 45 1,841 7,018 Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s £'000s Finance expense: Transaction costs allocated to the issue of warrants (note 19) — 586 — Foreign exchange loss on translating foreign currency denominated balances — — 2,392 Remeasurement of assumed contingent arrangement (note 18) 10 122 — Unwinding of discount factor and foreign exchange movements related to the assumed contingent arrangement (note 18) 63 86 73 Total finance expense 73 794 2,465 |
Taxation
Taxation | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of income tax [Abstract] | |
Taxation | Taxation Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s £'000s Analysis of tax credit for the year Current tax: UK tax credit (1,520 ) (1,067 ) (5,006 ) US tax charge — 129 306 Adjustment in respect of prior periods 11 (16 ) (6 ) Total tax credit (1,509 ) (954 ) (4,706 ) Factors affecting the tax charge for the year Loss on ordinary activities (9,002 ) (5,973 ) (25,203 ) Multiplied by standard rate of corporation tax of 19.25% (2016: 20% and 2015: 20.25%) (1,823 ) (1,195 ) (4,852 ) Effects of: Non-deductible expenses 114 292 675 Fair value adjustment on derivative financial instruments — (214 ) (1,280 ) Research and development incentive (600 ) (427 ) (2,116 ) Temporary differences not recognized (1 ) (4 ) (2 ) Difference in overseas tax rates — 56 136 Tax losses carried forward not recognized 790 554 2,739 Adjustment in respect of prior periods 11 (16 ) (6 ) Total tax credit (1,509 ) (954 ) (4,706 ) UK corporation tax is charged at 19.25% ( 2016 : 20.00% and 2015: 20.25% ) and U.S. federal tax at 35% ( 2016 and 2015: 35% ). The following tables represent deferred tax balances recognized in the Consolidated Statement of Financial Position. There were no movements in either the deferred tax asset or the deferred tax liability. Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s Deferred tax assets 250 250 Deferred tax liabilities (250 ) (250 ) Net balances — — The deferred tax liability relates to the difference between the accounting and tax bases of the IP R&D intangible asset. A deferred tax asset relating to UK tax losses has been recognized and offset against the liability. Factors that may affect future tax charges The Company has UK tax losses available for offset against future profits in the UK. However an additional deferred tax asset has not been recognized in respect of such items due to uncertainty of future profit streams. As of December 31, 2017 , the unrecognized deferred tax asset at 17% is estimated to be £5.43 million ( 2016 : £3.15 million at 17% ). |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of detailed information about intangible assets [abstract] | |
Goodwill | Goodwill As of December 31, 2016 As of December 31, 2017 £'000s £'000s Goodwill at January 1 and December 31 441 441 Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in connection with the acquisition of Rhinopharma in September 2006. Goodwill is not amortized, but is tested annually for impairment. Annual impairment testing is performed by comparing the expected recoverable amount of the CGU to the carrying amount of the CGU to which goodwill has been allocated to the carrying amount of the CGU. See note 2.8 to the consolidated financial statements. |
Intangible assets
Intangible assets | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of detailed information about intangible assets [abstract] | |
Intangible assets | Intangible assets IP R&D Computer software Patents Total £'000s £'000s £'000s £'000s Cost At January 1, 2016 1,469 25 482 1,976 Additions — 5 110 115 Disposals — (24 ) — (24 ) At December 31, 2016 1,469 6 592 2,067 Accumulated amortization At January 1, 2016 — 24 138 162 Charge for year — 1 51 52 Disposals — (24 ) — (24 ) At December 31, 2016 — 1 189 190 Net book value At December 31, 2016 1,469 5 403 1,877 IP R&D Computer software Patents Total £'000s £'000s £'000s £'000s Cost At January 1, 2017 1,469 6 592 2,067 Additions — 5 203 208 Disposals — — (68 ) (68 ) At December 31, 2017 1,469 11 727 2,207 Accumulated amortization At January 1, 2017 — 1 189 190 Charge for year — 5 111 116 Disposals — — (68 ) (68 ) At December 31, 2017 — 6 232 238 Net book value At December 31, 2017 1,469 5 495 1,969 Intangible assets comprise patents, computer software and an IP R&D asset that arose on the acquisition of Rhinopharma and investment in patents to protect RPL554. IP R&D is currently not amortized and is reviewed for impairment on an annual basis or where there is an indication that the assets might be impaired until the asset is brought into use. Patents are amortized over a period of ten years and are regularly reviewed for impairment to ensure the carrying amount exceeds the recoverable amount in accordance with note 2.8. Recognizing that the Company is still in its pre-revenue phase and that the research projects are not yet ready for commercial use, the Company assesses the recoverable amount of the CGU containing the IP R&D with reference to the Company's market capitalization as of December 31, 2017 , the date of testing of goodwill impairment. The market capitalization of the Company was approximately £109.7 million as of December 31, 2017, ( 2016 : £80.0 million ) compared to the Company's net assets of £79.9 million ( 2016 : £34.5 million ). Therefore, no impairment was recognized. |
Property, plant and equipment
Property, plant and equipment | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of detailed information about property, plant and equipment [abstract] | |
Property, plant and equipment | Property, plant and equipment Computer hardware Office equipment Total £'000s £'000s £'000s Cost At January 1, 2016 43 36 79 Additions 13 — 13 Disposals (39 ) (36 ) (75 ) At December 31, 2016 17 — 17 Accumulated depreciation At January 1, 2016 39 27 66 Charge for the year 3 7 10 Disposals (39 ) (34 ) (73 ) At December 31, 2016 3 — 3 Net book value At December 31, 2016 14 — 14 Computer hardware Office equipment Total £'000s £'000s £'000s Cost At January 1, 2017 17 — 17 Additions 9 — 9 At December 31, 2017 26 — 26 Accumulated depreciation At January 1, 2017 3 — 3 Charge for the year 7 — 7 At December 31, 2017 10 — 10 Net book value At December 31, 2017 16 — 16 |
Prepayments and other receivabl
Prepayments and other receivables | 12 Months Ended |
Dec. 31, 2017 | |
Subclassifications of assets, liabilities and equities [abstract] | |
Prepayments and other receivables | Prepayments and other receivables As of December 31, 2016 As of December 31, 2017 £'000s £'000s Prepayments 1,361 1,138 Deferred IPO costs 1,527 — Other receivables 71 672 Total prepayments and other receivables 2,959 1,810 Deferred IPO costs related to the Global Offering. These costs were offset against share premium in 2017 when the Global Offering was completed. The prepayments balance includes prepayments for insurance and clinical activities. There are no impaired assets within prepayments and other receivables. |
Share Capital
Share Capital | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of share capital, reserves and other equity interest [Abstract] | |
Share Capital | Share Capital On February 8, 2017, the board of the Company approved a share consolidation where every 50 existing ordinary shares of £0.001 were consolidated into one ordinary share of £0.05 . The movements in the Company's share capital are summarized below: Date Description Number of shares Share Capital amounts in £'000 January 1, 2016 20,198,469 1,010 July 29, 2016 Issuance of shares 31,115,926 1,556 September 12, 2016 Exercise of options 3,334 — October 24, 2016 Exercise of options 3,334 — December 28, 2016 Exercise of options 40,000 2 As at December 31, 2016 51,361,063 2,568 May 2, 2017 Issuance of shares 47,653,100 2,383 May 18, 2017 Issuance of shares 5,539,080 277 May 26, 2017 Issuance of shares 330,824 17 September 13, 2017 Exercise of options 133,333 6 December 31, 2017 105,017,400 5,251 The total number of authorized ordinary shares, with a nominal value of £0.05 each, is 200,000,000 (share capital of £10,000,000 ). All 105,017,400 ordinary shares at December 31, 2017 are allotted, unrestricted, called up and fully paid. On April 26, 2017, the Company announced the closing of its Global Offering of an aggregate of 47,399,001 new ordinary shares, comprising 5,768,000 American Depositary Shares (“ADSs”) at a price of $ 13.50 per ADS and 1,255,001 ordinary shares at a price of £ 1.32 per ordinary share. During May 2017 the underwriters purchased an additional 733,738 ADSs, representing 5,869,904 ordinary shares, at a price of $ 13.50 per ADS. The total gross proceeds in the Global Offering amounted to $ 89.9 million (£ 70.0 million). In addition, the Chairman of Verona Pharma’s board of directors, Dr David Ebsworth, and an existing shareholder agreed to subscribe for 254,099 new ordinary shares at a price of £ 1.32 per ordinary share in the Shareholder Private Placement, contingent on and concurrent with the Global Offering and generating gross proceeds of £ 0.3 m. Where there is a time and foreign exchange difference between proceeds from a share issue becoming due and being received, the movement is taken to Finance income or Finance expense as appropriate. In respect of the Global Offering and Shareholder Private Placement, the Company recorded a finance expense of £ 439 thousand arising from movements in exchange rates on funds receivable, offset by a saving on commission payable of £31 thousand, for a net finance expense of £ 408 thousand. On September 13, 2017, the company issued 133,333 new shares upon exercise of share options at 110 p per share, resulting in proceeds of £147 thousand to the Company. On July 29, 2016, the Company issued 31,115,926 units to new and existing investors at the placing price of £1.4365 per unit. Each unit comprises one ordinary share and one warrant (see note 19). During 2016, the Company issued 46,666 ordinary shares upon exercise of employee share options. As at December 31, 2017, the number of ordinary shares in issue was 105,017,400 . All new ordinary shares rank pari passu with existing ordinary shares. |
Share-based payments charge
Share-based payments charge | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of share-based payment arrangements [Abstract] | |
Share-based payments charge | Share-based payments charge In accordance with IFRS 2 "Share Based Payments," the cost of equity-settled transactions is measured by reference to their fair value at the date at which they are granted. Where equity-settled transactions were entered into with third party service providers, fair value is determined by reference to the value of the services provided. For other equity-settled transactions fair value is determined using the Black-Scholes model. The cost of equity-settled transactions is recognized over the period until the award vests. No expense is recognized for awards that do not ultimately vest. At each reporting date, the cumulative expense recognized for equity-based transactions reflects the extent to which the vesting period has expired and the number of awards that, in the opinion of the Directors at that date, will ultimately vest. The costs of equity-settled share-based payments to employees are recognized in the Statement of Comprehensive Income, together with a corresponding increase in equity during the vesting period. During the twelve months ended December 31, 2017 , the Company recognized a share-based payment expense of £ 2.92 million ( 2016 : £ 0.58 million ). The charge is included within both general and administrative costs as well as in research and development costs and represents the current year's allocation of the expense for relevant share options. The Company grants share options under an Unapproved Share Option Scheme (the "Unapproved Scheme"). Under the Unapproved Scheme, options are granted to employees, directors and consultants to acquire shares at a price to be determined by the Directors. In general, options granted prior to December 31, 2016 were granted at a premium to the share price at the date of grant and vested over a period of three years from the date of grant, one third vesting on the first anniversary of grant, a further third vesting on the second anniversary of grant and the remainder vesting on the third anniversary of grant. Options granted since January 1, 2017 generally vest over three or four years from the date of the grant using two different methods. The first method is one third vesting over one year , the second third vesting over two years and the final third vesting over three years . The second method is one quarter vesting over one year , the second quarter vesting over two years , the third quarter vesting over three years and the final quarter vesting over four years. The vesting period is defined as the period between the date of grant and the date when the options become exercisable. The options are exercisable during a period ending ten years after the date of grant. Options are also issued to advisors under the Unapproved Scheme. Such options generally vest immediately and are exercisable between one and two years after grant. In 2016 the Company issued options under its tax efficient EMI Option Scheme (the "EMI Scheme"). Under the EMI Scheme, options were granted to employees and directors who are contracted to work at least 25 hours a week for the Company or for at least 75% of their working time. The options granted under the EMI Scheme are exercisable at a price that is above the share price at the date of the grant and in accordance with a vesting schedule determined by the Directors at the time of grant and have an exercise period of ten years from the date of grant. The Company grants Restricted Stock Units to employees and directors. The RSUs vest over a period of three or four years from the date of the grant using 2 different methods. The first method is one third vesting over one year , the second third vesting over two years and the final third vesting over three years . The second method is one quarter vesting over one year, the second quarter vesting over two years , the third quarter vesting over three years and the final quarter vesting over four years. In the year ended December 31, 2017 , the Company granted 4,656,828 ( 2016 : 1,670,000 ) share options, nil (2016: 32,000 ) share options under the EMI Scheme and 1,052,236 Restricted Stock Units (“RSUs”) (2016: nil ). The total fair values of the Options and RSUs were estimated using the Black-Scholes option-pricing model for equity-settled transactions and amounted to £ 5.33 million ( 2016 : £ 1.93 million ). The cost is amortized over the vesting period of the options on a straight-line basis. Prior to the July 2016 Placement in 2016, management determined to take an option's contractual maximum life as an input into the Black-Scholes option-pricing model. Starting from the July 2016 Placement and in line with the continued development of the Company's clinical trials, the Company determined the time to maturity to be used in the valuation model to be better represented by the weighted-average life of the options granted. The following assumptions were used for the Black-Scholes valuation of share options granted in 2016 and 2017 . For the options granted under the Unapproved Scheme the table indicates the ranges used in determining the fair-market values, aligning with the various dates of the underlying grants. The volatility is calculated using historic weekly averages of the Company's share price over a period that is in line with the expected life of the options. Issued in 2016 EMI Scheme Unapproved Options granted 32,000 1,670,000 Risk-free interest rate 1.42 % 0.23%-1.42% Expected life of options 10 years 5.5-10 years Annualized volatility 88.0 % 74.3% - 88.0% Dividend rate 0.00 % 0.00 % Vesting period 3 years 3 years Issued in 2017 Unapproved Restricted Stock Units Options granted 4,656,828 1,052,236 Risk-free interest rate 0.29% - 0.62% 0.42%-0.62% Expected life of options 5.5 – 7.0 years 5.5 – 7.0 years Annualized volatility 71.3% - 73.3% 71.3% - 73.3% Dividend rate 0.00 % 0.00 % Vesting period 3 and 4 years 3 and 4 years The Company had the following share options movements in the year ended December 31, 2017 : Year of issue Exercise At January 1, 2017 Options granted Options exercised Options forfeited Options expired At December 31, 2017 Expiry date 2012 2.50 - 7.50 100,000 — — — — 100,000 June 1, 2022 2013 2 100,000 — — — — 100,000 April 15, 2023 2013 2.00 20,000 — — — (20,000 ) — June 1, 2023 * 2013 2.00 160,000 — — — — 160,000 July 29, 2023 2014 1.75 110,000 — — — — 110,000 May 15, 2024 2014 1.75 63,333 — — — (13,333 ) 50,000 May 15, 2024 * 2014 1.10 - 1.75 200,000 — (133,333 ) — — 66,667 August 6, 2018 ** 2015 1.25 82,000 — — — — 82,000 January 29, 2025 * 2015 1.25 510,000 — — — — 510,000 January 29, 2025 2016 2 260,000 — — — — 260,000 February 2, 2026 2016 2.00 22,000 — — — — 22,000 February 2, 2026 * 2016 1.80 810,000 — — — — 810,000 August 3, 2026 2016 1.89 300,000 — — — — 300,000 September 13, 2026 2016 2.04 300,000 — — — — 300,000 September 16, 2026 2017 1.32 - 1.525 — 4,656,828 — — — 4,656,828 April 26, 2027 Total 3,037,333 4,656,828 (133,333 ) — (33,333 ) 7,527,495 * Options granted under the EMI Scheme. * * Valued based on fair value of services received. The Company had the following Restricted Share Units movements in the year ended December 31, 2017 : Year of issue Exercise At January 1, 2017 Units Units Units Units At December 31, 2017 Expiry date 2017 — 1,052,236 — — — 1,052,236 April 26, 2027 Total — — 1,052,236 — — — — — — — 1,052,236 The average fair value at grant date, by year of grant and plan, of the exercisable options as per December 31, 2017 is presented in the below table. Year of issue EMI Scheme (£) Unapproved RSU (£) 2012 0.63 - 1.20 — — 2013 0.83 0.79 - 0.95 2014 0.76 0.23 - 0.76 2015 0.57 0.57 2016 1.35 0.93 - 1.35 2017 — 0.84 1.33 Outstanding and exercisable share options by scheme as of December 31, 2017 : Plan Outstanding Exercisable Weighted average exercise price in £ for Outstanding Weighted average exercise price in £ for Exercisable Unapproved 7,313,473 773,333 1.50 1.64 EMI 213,984 185,333 3.06 3.28 Total 7,527,457 958,666 1.54 1.95 As at December 31, 2017 there were no restricted share options exercisable ( 2016 : nil ) and there is no exercise price for restricted share options. The options outstanding at December 31, 2017 had a weighted average remaining contractual life of 8.6 years ( 2016 : 8.2 years). For 2016 and 2017 , the number of options granted and expired and the weighted average exercise price of options were as follows: Number of options Weighted average exercise price (£) At January 1, 2016 1,792,000 1.78 Options granted in 2016: Employees 1,002,000 1.92 Directors 700,000 2.05 Options exercised in the year (46,666 ) 1.12 Options forfeited in the year (150,001 ) 1.24 Options expired in the year (260,000 ) 2.46 At December 31, 2016 3,037,333 1.87 Exercisable at December 31, 2016 846,667 2.25 Number of options Weighted average exercise price (£) At January 1, 2017 3,037,333 1.87 Options granted in 2017: Employees 3,150,846 1.32 Directors 1,505,982 1.32 Options exercised in the year (133,333 ) 1.10 Options forfeited in the year — — Options expired in the year (33,333 ) 1.90 At December 31, 2017 7,527,495 1.53 Exercisable at December 31, 2017 797,333 2.04 The following table shows the number of RSUs issued in 2017. No RSUs were granted in 2016 and none of the RSUs granted in 2017 were forfeited, canceled or vested in the year. The fair value of each unvested RSU at grant date was £1.32 . Number of At January 1, 2017 — Granted: Employees 705,841 Directors 346,395 At December 31, 2017 1,052,236 |
Trade and other payables
Trade and other payables | 12 Months Ended |
Dec. 31, 2017 | |
Subclassifications of assets, liabilities and equities [abstract] | |
Trade and other payables | Trade and other payables As of December 31, 2016 As of December 31, 2017 £'000s £'000s Trade payables 719 1,214 Other payables 54 74 Accruals 2,050 5,866 Total trade and other payables 2,823 7,154 As of December 31, 2016 , accruals included £0.89 million related to expenses associated with the Global Offering which was fully paid during the year ended December 31, 2017. |
Assumed contingent obligation r
Assumed contingent obligation related to the business combination | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of other provisions, contingent liabilities and contingent assets [Abstract] | |
Assumed contingent obligation related to the business combination | Assumed contingent obligation related to the business combination The value of the assumed contingent obligation as of December 31, 2017 amounts to £875 thousand ( 2016 : £802 thousand ). The increase in value of the assumed contingent obligation during 2017 amounted to £73 thousand ( 2016 : £208 thousand ) and was recorded in finance expense as it related to the unwind of the discount on the liability and retranslation for changes in US$ exchange rates. Periodic re-measurement is triggered by changes in the probability of success. In 2016 the remeasurement was triggered by the success of the Company's Phase 2a clinical trial, presented in March 2016. The discount percentage applied is 12% . In 2017 there were no events that triggered remeasurement. 2016 2017 £'000s £'000s January 1 594 802 Re-measurement of assumed contingent obligation 86 — Impact of changes in foreign exchange rates 37 (23 ) Unwinding of discount factor 85 96 December 31 802 875 The table below describes the reported change to the value of the liability during 2017 of £73 thousand ( 2016 : £208 thousand ) compared to what this number would be following the presented variations to the underlying assumptions (assuming the probability of success does not change): 2016 2017 £'000s £'000s Change in value of the assumed contingent obligation 208 73 10% lower revenue assumption 202 72 10% higher revenue assumption 215 73 1% lower risk assumption 205 69 1% higher risk assumption 211 76 |
Warrants
Warrants | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of share capital, reserves and other equity interest [Abstract] | |
Warrants | Warrants Pursuant to the July 2016 Placement, on July 29, 2016 the Company issued 31,115,926 units to new and existing investors at the placing price of £1.4365 per unit. Each unit comprises one ordinary share and one warrant. The warrant holders can subscribe for 0.4 of an ordinary share at a per share exercise price of 120% of the placing price or £ 1.7238 . The warrant holders can opt for a cashless exercise of their warrants, whereby the warrant holders can choose to exchange the warrants held for reduced number of warrants exercisable at nil consideration. The reduced number of warrants is calculated based on a formula considering the share price and the exercise price of the warrants. The warrants are therefore classified as a derivative financial liability, since their exercise could result in a variable number of shares to be issued. The warrants entitled the investors to subscribe for in aggregate a maximum of 12,446,370 shares. The warrants can be exercised on the earlier of the consummation of the Global Offering (being April 26, 2017) or the first anniversary of the grant, and the exercise period shall end on the fifth anniversary of the date of grant (being July 29, 2021). The ordinary shares and warrants were accounted for as a compound financial instrument. The warrants component of the instrument issued at the July 2016 Placement was classified as a derivative financial liability and was initially measured at fair value of £9.0 million . The residual amount of proceeds totaling £35.7 million was recognized within equity. Subsequently the financial liability was re-measured at the reporting date at fair value through profit or loss. The total of transaction costs the Company incurred for the above transactions amounted to £2.9 million of which £0.6 million was allocated to the warrants and the remaining £2.3 million was presented as a reduction to share premium, by reference to the proceeds allocated to each component. The amount assigned to the financial liability of the warrants was subsequently presented as finance expense in the Consolidated Statement of Comprehensive Income. In the year ended 31 December 2017 warrants over 45,108 shares were forfeited (2016: nil ). The table below presents the assumptions in applying the Black-Scholes model to determine the fair value of the warrants. As of December 31, 2016 As of December 31, 2017 Shares available to be issued under warrants 12,446,370 12,401,262 Exercise price £ 1.7238 £ 1.7238 Risk-free interest rate 0.088 % 0.420 % Expected term to exercise 2.43 years 1.79 years Annualized volatility 73.53 % 47.35 % Dividend rate 0.00 % 0.00 % The figures disclosed above relating to the issue of the shares and warrants have been retrospectively adjusted to reflect the 50 -for- 1 share consolidation as described in note 1. The original number of units issued to new and existing investors was 1,555,796,345 units at a placing price of 2.873 pence per unit and an exercise price of 3.4476 pence per share. This entitled the investors to subscribe for in aggregate a maximum of 622,318,538 shares. As per the reporting date the Company updated the underlying assumptions and calculated a fair value of these warrants amounting to £1.3 million . The variance of £6.7 million is recorded as finance income in the Consolidated Statement of Comprehensive Income. Derivative financial instrument Derivative financial instrument 2016 2017 £'000s £'000s At January 1 — 7,923 On issuance of shares 8,991 — Fair value adjustments recognized in profit or loss (1,068 ) (6,650 ) At December 31 7,923 1,273 For the amount recognized at December 31, 2017 , the effect when some of these underlying parameters would deviate up or down is presented in the below table. Volatility (up / down 10% pts) Time to maturity (up / down 6 months) £'000s £'000s Variable up 1,921 1,677 Base case, reported fair value 1,273 1,273 Variable down 694 843 |
Financial commitments
Financial commitments | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of leases [Abstract] | |
Financial commitments | Financial commitments As of December 31, 2017 , the Company was committed to making the following payments under non-cancellable operating leases related to its facilities. Land and Buildings Land and Buildings 2016 2017 £'000s £'000s Operating lease obligations: Within one year 270 291 Between one and five years — 277 Total 270 568 |
Related parties transactions an
Related parties transactions and other shareholder matters | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of related party [Abstract] | |
Related parties transactions and other shareholder matters | Related parties transactions and other shareholder matters (i) Related party transactions The Directors have authority and responsibility for planning, directing and controlling the activities of the Company and they therefore comprise key management personnel as defined by IAS 24, ("Related Party Disclosures"). (ii) Other shareholder matters The Company has entered into the following arrangements with parties who are significant shareholders of the Company, though they are not classed as related parties. The Company entered into relationship agreements with Vivo Capital Fund VIII ("Vivo Capital"), Orbimed Private Investments VI L.P. ("Orbimed"), Abingworth Bioventures VI L.P. ("Abingworth"), and Arix Bioscience plc ("Arix") and Arthurian Life Sciences SPV GP Limited, ("Arthurian"). As agreed in these relationship agreements, the above parties invested in the Company as part of the July 2016 Placement, and the Company agreed to appoint representatives designated by Vivo Capital, OrbiMed, Abingworth, and Arix and Arthurian, to the board of directors, who are Dr. Mahendra Shah, Mr. Rishi Gupta, Dr. Andrew Sinclair and Dr. Ken Cunningham respectively. The appointment rights within the relationship agreement with Arix and Arthurian terminated on closing of the Global Offering on April 26, 2017; Dr Cunningham has agreed to continue to serve on the Company's board of directors as an independent director. The respective appointment rights under the remaining relationship agreements will automatically terminate upon (i) Vivo Capital, OrbiMed or Abingworth (or any of their associates), as applicable, ceasing to beneficially hold 6.5% of the issued ordinary shares, or (ii) the ordinary shares ceasing to be admitted to AIM. The Company also entered into a management rights agreement with Novo A/S under which Novo A/S was entitled to appoint an observer to the Board; the appointment rights within the management rights agreement terminated on closing of the Global Offering on April 26, 2017. |
Accounting policies (Policies)
Accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of changes in accounting policies, accounting estimates and errors [Abstract] | |
Going concern | Going concern During the year ended December 31, 2017 , the Company had a loss of £20.5 million ( 2016 : £5.0 million ). As of December 31, 2017 , the Company had net assets of £79.9 million ( 2016 : £34.5 million ) of which £80.3 million ( 2016 : £39.8 million ) was cash and cash equivalents and short term investments. The operation of the Company is currently being financed from funds that the Company raised from share placings. On May 2nd, 2017, the company raised $89.9 million ( £70 million ) from the initial public offering in the United States. On July 29, 2016, the Company raised gross proceeds of £44.7 million from a placing, subscription and open offer (the "July 2016 Placement"). These funds are expected to be used primarily to support the development of RPL554 in chronic obstructive pulmonary disease ("COPD"), other chronic respiratory diseases as well as corporate and general administrative expenditures. The Directors believe that the Company has sufficient funds to complete the current clinical trials, to cover corporate and general administration costs and for it to comply with all commitments for at least 12 months from the end of the reporting period and, accordingly, are satisfied that the going concern basis remains appropriate for the preparation of these consolidated financial statements. |
Business combination | Business combination The Company applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred to the former owners of the acquiree and the equity interests issued by the Company. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement and the fair value of any pre-existing equity interest in the subsidiary. The excess of the cost of acquisition over the fair value of the Company's share of the identifiable net assets acquired is recorded as goodwill. Goodwill arising on acquisitions is capitalized and is subject to an impairment review, both annually and when there are indications that the carrying value may not be recoverable. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Acquisition-related costs are expensed as incurred and included in administrative expenses. |
Basis of consolidation | Basis of consolidation These consolidated financial statements include the accounts of Verona Pharma plc and its wholly owned subsidiaries Verona Pharma, Inc. and Rhinopharma. The acquisition method of accounting was used to account for the acquisition of Rhinopharma. Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Verona Pharma Inc. and Rhinopharma adopt the same accounting policies as the Company. |
Foreign currency translation | Foreign currency translation Items included in the Company's consolidated financial statements are measured using the currency of the primary economic environment in which the Entity operates ("the functional currency"). The consolidated financial statements are presented in pounds sterling ("£"), which is the functional and presentational currency of the Company and the presentational currency of the Company. Transactions in foreign currencies are recorded using the rate of exchange ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated using the rate of exchange ruling at the balance sheet date and the gains or losses on translation are included in the Consolidated Statement of Comprehensive Income. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the original transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. The assets and liabilities of foreign operations are translated into pounds sterling at the rate of exchange ruling at the balance sheet date. Income and expenses are translated at weighted average exchange rates for the period. The exchange differences arising on translation for consolidation are recognized in Other Comprehensive Income. |
Cash and cash equivalents | Cash and cash equivalents Cash and cash equivalents includes cash in hand, deposits held at call with banks and other short-term highly liquid investments with original maturities of three months or less. |
Deferred taxation | Deferred taxation Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and expected to apply when the related deferred tax is realized or the deferred liability is settled. Deferred tax assets are recognized to the extent that it is probable that the future taxable profit will be available against which the temporary differences can be utilized. |
Research and development costs | Research and development costs Capitalization of expenditure on product development commences from the point at which technical feasibility and commercial viability of the product can be demonstrated and the Company is satisfied that it is probable that future economic benefits will result from the product once completed. No such costs have been capitalized to date, given the early stage of the Company's product candidate development. Expenditure on research and development activities that do not meet the above criteria is charged to the Consolidated Statement of Comprehensive Income as incurred. |
Property, plant and equipment | Property, plant and equipment Property, plant and equipment are stated at cost, net of depreciation and any provision for impairment. Cost includes the original purchase price of the asset and the costs attributable to bringing the asset to its working condition for its intended use. Depreciation is calculated so as to write off the cost less their estimated residual values, on a straight-line basis over the expected useful economic lives of the assets concerned. |
Intangible assets and goodwill | Intangible assets and goodwill (a) Goodwill Goodwill arises on the acquisition of subsidiaries and represents the excess of the consideration transferred over the fair value of the identifiable net assets acquired. (b) Patents Patent costs associated with the preparation, filing, and obtaining of patents are capitalized and amortized on a straight-line basis over the estimated useful lives of the patents of ten years . (c) Computer software Amortization is calculated so as to write off the cost less estimated residual values, on a straight-line basis over the expected useful economic life of two years. (d) In-process research & development ("IPR&D") IP R&D assets acquired through business combinations which, at the time of acquisition, have not reached technical feasibility are recognized at fair value. The amounts are capitalized and are not amortized but are subject to impairment testing until completion, abandonment of the projects or when the research findings are commercialized through a revenue generating project. The Company determines whether intangible assets (including goodwill) are impaired on an annual basis and this requires the estimation of the higher of fair value less costs of disposal and value in use. Upon successful completion or commercialization of the relevant project, IP R&D will be reclassified to developed technology. The Company will make a determination as to the then useful life of the developed technology, generally determined by the period in which the substantial majority of the cash flows are expected to be generated, and begin amortization. In case of abandonment the asset will be impaired. |
Impairment of intangible assets, goodwill and non-financial asset | Impairment of intangible assets, goodwill and non-financial assets Goodwill and intangible assets that have an indefinite useful life and intangible assets not ready to use are not subject to amortization. These assets are tested annually for impairment or more frequently if impairment indicators exist. Non-financial assets that are subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value (less costs of disposal) and value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows, which are largely independent of the cash flows from other assets or group of assets (cash generating units "CGUs"). Goodwill is allocated to CGUs for the purpose of impairment testing. The allocation is made to those CGUs or groups of CGUs that are expected to benefit from the business combination in which the goodwill arose. The units or group of units are identified at the lowest level at which goodwill is monitored for internal management purposes, being the operating segments. The Company is a single cash generating unit. Goodwill that arose on the acquisition of Rhinopharma has been thus allocated to this single CGU. IP R&D is tested for impairment at this level as well, since it is the lowest level at which independent cash flows can be identified. Non-financial assets, other than goodwill, that have been previously impaired are reviewed for possible reversal of the impairment at each subsequent reporting date. |
Employee Benefits | Employee Benefits (a) Pension The Company operates a defined contribution pension scheme for UK employees. Contributions payable for the year are charged to the Consolidated Statement of Comprehensive Income. The contributions are recognized as employee benefit expense when they are due. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments in the Consolidated Statement of Financial Position. The Company has no further payment obligation once the contributions have been paid. (b) Bonus plans The Company recognizes a liability and an expense for bonus plans if contractually obligated or if there is a past practice that has created a constructive obligation. |
Share-based payments | Share-based payments The Company operates a number of equity-settled, share-based compensation schemes. The fair value of share-based payments under such schemes is expensed on a straight-line basis over the vesting period, based on the Company's estimate of shares that will eventually vest. Where equity settled transactions are entered into with third party service providers, fair value is determined by reference to the value of the services provided in lieu of payment. The expense is measured based on the services received at the date of receipt of those services and is charged to the Consolidated Statement of Comprehensive Income over the period for which the services are received and a corresponding credit is made to reserves. For other equity-settled transactions fair value is determined using the Black-Scholes model and requires several assumptions and estimates as disclosed in note 16. |
Provisions | Provisions Provisions are recognized when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and the amount can be reliably estimated. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. |
Assumed contingent obligation related to the business combinations | Assumed contingent obligation related to the business combinations On September 19, 2006, the Company acquired Rhinopharma for a total consideration of £1.52 million payable in ordinary shares. In addition, the Company assumed certain contingent obligations owed by Rhinopharma to Vernalis under an assignment and license agreement (the "assumed contingent consideration") following the sale of IP by Vernalis to Rhinopharma. Pursuant to the agreement Vernalis (i) assigned to the Company all of its rights to certain patents and patent applications relating to RPL554 and related compounds (the "Vernalis Patents") and (ii) granted to the Company an exclusive, worldwide, royalty-bearing license under certain Vernalis know-how to develop, manufacture and commercialize products (the "Licensed Products") developed using Vernalis Patents, Vernalis know-how and the physical stock of certain compounds. The assumed contingent obligation comprises (a) a milestone payment on obtaining the first approval of any regulatory authority for the commercialization of a Licensed Product; (b) low to mid single digit royalties based on the future sales performance of all Licensed Products; and (c) a portion equal to a midtwenty percent of any consideration received from any sub-licensees for the Vernalis Patents and for Vernalis know-how. On the date of acquisition the fair value of the assumed contingent obligation was estimated as the expected value of the milestone payment, royalty payments and sub-license payments, based on an assessment of the probability of success using standard market probabilities for respiratory drug development. The risk-weighted value of the assumed contingent arrangement was then discounted back to its net present value applying an effective interest rate of 12% . The initial fair value of the assumed contingent obligation as of December 31, 2006 was deemed to be insignificant at the date of the acquisition, so it was not recorded. The amount of royalties payable under the agreement is based on the future sales performance of certain products, and so the total amount payable is unlimited. The level of sales that may be achieved under the agreement is difficult to predict and subject to estimate, which is inherently uncertain. The value of this assumed contingent obligation is measured at amortized cost using the effective interest rate method, and is re-measured for changes in estimated cash flows, when the probability of success changes. The assumed contingent obligation is accounted for as a liability, and any adjustments made to the value of the liability will be recognized in the Consolidated Statement of Comprehensive Income for the period. |
Government and other grants | Government and other grants The Company may receive government, regional or charitable grants to support its research efforts in defined projects where these grants provide for reimbursement of approved costs incurred as defined in the respective grants. Income in respect of such grants would include contributions towards the costs of research and development. Income would be recognized when costs under each grant are incurred in accordance with the terms and conditions of the grant and the collectability of the receivable is reasonably assured. Government, regional and charitable grants relating to costs would be deferred and recognized in the Consolidated Statement of Comprehensive Income over the period necessary to match them with the costs they are intended to compensate. When the cash in relation to recognized government, regional or charitable grants is not yet received the amount is included as a receivable on the Consolidated Statement of Financial Position. Where the grant income is directly related to the specific items of expenditure incurred, the income would be netted against such expenditure. Where the grant income is not a specific reimbursement of expenditure incurred, the Company would include such income under "Other income" in the Consolidated Statement of Comprehensive Income. Grants or investment credits may be repayable if the Company successfully commercializes a relevant program that was funded in whole or in part by the grant or investment credit within a particular timeframe. Prior to successful commercialization, the Company would not make any provision for repayment. |
Financial instruments — initial recognition and subsequent measurement | Financial instruments — initial recognition and subsequent measurement The Company classifies a financial instrument, or its component parts, as a financial liability, a financial asset or an equity instrument in accordance with the substance of the contractual arrangement and the definitions of a financial liability, a financial asset and an equity instrument. The Company evaluates the terms of the financial instrument to determine whether it contains an asset, a liability or an equity component. Such components shall be classified separately as financial assets, financial liabilities or equity instruments. A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. (a) Financial assets, initial recognition and measurement and subsequent measurement All financial assets not recorded at fair value through profit or loss, such as receivables and deposits, are recognized initially at fair value plus transaction costs. Financial assets carried at fair value through profit or loss are initially recognized at fair value, and transaction costs are expensed in the income statement. The measurement of financial assets depends on their classification. Financial assets such as receivables and deposits are subsequently measured at amortized cost. The Company does not hold any financial assets at fair value through profit or loss or available for sale financial assets. (b) Financial liabilities, initial recognition and measurement and subsequent measurement Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings, or payables, as appropriate. All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs. The measurement of financial assets and financial liabilities depends on their classification. Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. These are subsequently measured at fair value with any gains or losses recognized in profit or loss. All other financial liabilities are measured at amortized cost using the effective interest method The Company's financial liabilities include trade and other payables and derivative financial instruments. (c) Derivative financial instruments Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently re-measured at fair value at the end of each reporting date. The Company holds only one type of derivative financial instrument, the warrants, as explained in Note 2.15. The full fair value of the derivative is classified as a non-current liability when the warrants are exercisable in more than 12 months and as a current liability when the warrants are exercisable in less than 12 months. Changes in fair value of a derivative financial liability when related to a financing arrangement are recognized in the Consolidated Statement of Comprehensive Income within Finance income or Finance expense. Fair value gains or losses on derivatives used for non-financing arrangements are recognized in other operating income or expense. |
Warrants | Warrants Warrants issued by the Company to investors as part of a share subscription are compound financial instruments where the warrant meets the definition of a financial liability. The financial liability component is initially measured at fair value in the Consolidated Statement of Financial Position. Equity is measured at the residual between the subscription price for the entire instrument and the liability component. The financial liability component is remeasured depending on its classification. Equity is not remeasured. |
Short Term Investments | Short Term Investments Short term investments include fixed term deposits held at banks with original maturities of more than three months but less than a year. They are classified as loans and receivables and are measured at amortized cost using the effective interest method. |
Transaction costs | Transaction costs Qualifying transaction costs might be incurred in anticipation of an issuance of equity instruments and may cross reporting periods. The entity defers these costs on the balance sheet until the equity instrument is recognized. Deferred costs are subsequently reclassified as a deduction from equity when the equity instruments are recognized, as the costs are directly attributable to the equity transaction. If the equity instruments are not subsequently issued, the transaction costs are expensed. Any costs not directly attributable to the equity transaction are expensed. Transaction costs that relate to the issue of a compound financial instrument are allocated to the liability and equity components of the instrument in proportion to the allocation of proceeds. Where the liability component is held at fair value through profit or loss, the transaction costs are expensed to the Consolidated Statement of Comprehensive Income. For liabilities held at amortized cost, transaction costs are deducted from the liability and subsequently amortized. The amount of transaction costs accounted for as a deduction from equity in the period is disclosed separately in accordance with IAS 1. |
Investments in subsidiaries | Investments in subsidiaries are shown at cost less any provision for impairment. |
New standards, amendments and interpretations adopted by the Group | New standards, amendments and interpretations adopted by the Company The following amendments have been adopted by the Company for the first time for the financial year beginning on or after 1 January, 2017. It did not materially impact the Company’s results: · Annual Improvements to IFRS Standards 2014-2016 Cycle, · Disclosure initiative - amendments to IAS 7, and · Recognition of Deferred Tax Assets for Unrealized Losses - Amendments to IAS 12. The amendments to IAS 7 require disclosure of changes in liabilities arising from financing activities, see note 3.3. |
New standards, amendments and interpretations issued but not effective for the financial year beginning January 1, 2016 and not early adopted | New standards, amendments and interpretations issued but not effective for the financial year beginning January 1, 2017 and not early adopted A number of new standards and amendments to standards and interpretations have been issued but are not yet effective for annual periods beginning after January 1, 2017 (noted below), and have not been adopted in preparing these consolidated financial statements. ▪ IFRS 9 "Financial instruments" (effective for annual periods beginning on or after January 1, 2018) ▪ IFRS 15 "Revenue from contracts with customers" (effective for annual periods beginning on or after January 1, 2018 ▪ IFRS 16 "Leases" (effective for annual periods beginning on or after January 1, 2019) IFRS 9 will have no material impact on the accounting or measurement of any of the financial instruments the Company currently holds. IFRS 15 will have no impact on the financial statements of the Company as it is not currently revenue generating. |
Accounting policies (Tables)
Accounting policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of changes in accounting policies, accounting estimates and errors [Abstract] | |
Description of property, plant and equipment useful life | The principal annual periods used for this purpose are: Computer hardware 3 years Office equipment 5 years |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of detailed information about financial instruments [abstract] | |
Summary quantitative data about entity's exposure to risk | The summary quantitative date about the Company's exposure to currency risk is as follows. Figures are the sterling values of balances in each currency: Year Ended December 31, 2016 Year Ended December 31, 2017 USD EUR USD EUR £'000s £'000s £'000s £'000s Cash and cash equivalents 10,631 242 16,806 301 Short term Investments — — 19,718 — Trade and other payables 305 180 276 403 |
Disclosure of effect of changes in foreign exchange rates | A reasonably possible strengthening (weakening) of the Euro, US dollar, or Sterling against all other currencies at 31 December would have affected the measurement of the financial instruments denominated in a foreign currency and affected equity and profit and loss by the amounts shown below. This analysis assumes that all other variables remain constant. Profit or loss and equity Strengthening Weakening December 31, 2017 £'000s £'000s EUR (5% movement) 35 (35 ) USD (5% Movement) 1,840 (1,840 ) December 31, 2016 £'000s £'000s EUR (5% movement) 21 (21 ) USD (5% Movement) 547 (547 ) |
Disclosure of cash and cash equivalents and short term investments | As of December 31, 2017 , and December 31, 2016 , cash and cash equivalents and short term investments were placed at the following banks: Cash and Cash Equivalents Year ended December 31, 2016 Credit rating Year ended December 31, 2017 Credit rating £'000 £'000 Banks Royal Bank of Scotland 11,287 A3 16,623 A2 Lloyds Bank 28,447 A1 13,448 Aa3 Standard Chartered — — 1,242 A1 Wells Fargo 51 Aa1 130 Aa1 Total 39,785 31,443 Short Term Investments Year ended December 31, 2016 Credit Year ended December 31, 2017 Credit £'000 £'000 Banks Royal Bank of Scotland — — 15,316 A2 Lloyds Bank — — 11,036 Aa3 Standard Chartered — — 22,467 A1 Wells Fargo — — — Aa1 Total — 48,819 |
Disclosure of financial instruments by type of interest rate | The Company's exposure to interest rate risk, which is the risk that the interest received will fluctuate as a result of changes in market interest rates on classes of financial assets and financial liabilities, was as follows: December 31, 2016 December 31, 2017 Floating interest rate Fixed Interest rate Floating interest rate Fixed Interest rate £'000s £'000s £'000s £'000s Financial asset Cash deposits 11,338 28,447 25,720 5,723 Short Term Investments — — — 48,819 Total 11,338 28,447 25,720 54,542 |
Disclosure of maturity analysis of undiscounted cash outflows to repurchase derecognised financial assets or amounts payable to transferee in respect of transferred assets | The following table provides an analysis of the Company's financial liabilities. The carrying value of all balances is equal to their fair value. The Company's maturity analysis for the derivative financial instrument from the issue of warrants is given in note 19. LESS THAN 1 YEAR BETWEEN 1 AND 2 YEARS BETWEEN 2 AND 5 YEARS OVER 5 YEARS (1) £'000s £'000s £'000s £'000s At December 31, 2016 Trade payables 719 — — — Other payables 54 — — — Accruals 2,050 — — — Contingent obligation — — — 1,807 Total 2,823 — — 1,807 (1) This table includes the undiscounted amount of the assumed contingent obligation. See note 18. LESS THAN 1 YEAR BETWEEN 1 AND 2 YEARS BETWEEN 2 AND 5 YEARS OVER 5 YEARS (1) £'000s £'000s £'000s £'000s At December 31, 2017 Trade payables 1,214 — — — Other payables 74 — — — Accruals 5,866 — — — Contingent obligation — — — 1,807 Total 7,154 — — 1,807 (1) This table includes the undiscounted amount of the assumed contingent obligation. See note 18. |
Disclosure of fair value measurement of assets | Level 3 Total £'000s £'000s At December 31, 2017 Derivative financial instrument 1,273 1,273 Total 1,273 1,273 |
Disclosure of fair value measurement of liabilities | Level 3 Total £'000s £'000s At December 31, 2017 Derivative financial instrument 1,273 1,273 Total 1,273 1,273 December 31, 2017 Derivative financial instrument £'000s At January 1 7,923 Fair value adjustments - non cash (6,650 ) At December 31 1,273 |
Disclosure of significant unobservable inputs used in fair value measurement of liabilities | Movements in Level 3 items during the years ended December 31, 2016, and 2017 are as follows: Derivative financial instrument 2016 2017 £'000s £'000s At January 1 — 7,923 Initial recognition of derivative financial instrument 8,991 — Fair value adjustments recognized in profit and loss (1,068 ) (6,650 ) At December 31 7,923 1,273 |
Operating loss (Tables)
Operating loss (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Analysis of income and expense [abstract] | |
Description of operating loss | Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s £'000s Operating Loss is stated after charging: Research and development costs: Employee benefits (note 8) 1,322 2,037 3,435 Amortization of patents (note 12) 43 51 111 Legal, professional consulting and listing fees — — 331 Loss on disposal of patents 136 — — Other research and development expenses 5,769 2,434 19,840 Total research and development costs 7,270 4,522 23,717 General and administrative costs: Employee benefits (note 8) 625 865 2,857 Legal, professional consulting and listing fees 608 884 2,045 Amortization of computer software (note 12) — 1 5 Loss on disposal of property, plant and equipment (note 13) — 3 — Depreciation of property, plant and equipment (note 13) 10 10 7 Operating lease charge — land and buildings 157 169 294 Loss on variations in foreign exchange rate 21 139 36 Other general and administrative expenses 285 427 795 Total general and administrative costs 1,706 2,498 6,039 Operating loss 8,976 7,020 29,756 |
Directors' emoluments and sta31
Directors' emoluments and staff costs (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Analysis of income and expense [abstract] | |
Disclosure of information about employees | Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 The average number of employees (excluding directors) of the Company during the year: Research and Development 5 5 7 General and Administrative 3 2 5 Total 8 7 12 Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s £'000s Aggregate emoluments of directors: Salaries and other short-term employee benefits 722 951 897 Social security costs 132 118 103 Incremental payment for additional services 89 44 — Other pension costs 38 19 17 Total directors' emoluments 981 1,132 1,017 Share-based payment charge 232 257 1,037 Directors' emoluments including share-based payment charge 1,213 1,389 2,054 Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s £'000s Aggregate other staff costs: Wages and salaries 540 1,027 2,136 Social security costs 42 98 182 Incremental payment for additional services — 58 — Share-based payment charge 137 319 1,882 Other pension costs 15 11 38 Total other staff costs 734 1,513 4,238 |
Finance income and expense (Tab
Finance income and expense (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Analysis of income and expense [abstract] | |
Disclosure of finance income | Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s £'000s Finance income: Interest received on cash balances 45 86 345 Foreign exchange gain on translating foreign currency denominated bank balances — 687 — Fair value adjustment on derivative financial instruments (note 19) — 1,068 6,650 Other Income — — 23 Total finance income 45 1,841 7,018 |
Disclosure of finance expense | Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s £'000s Finance expense: Transaction costs allocated to the issue of warrants (note 19) — 586 — Foreign exchange loss on translating foreign currency denominated balances — — 2,392 Remeasurement of assumed contingent arrangement (note 18) 10 122 — Unwinding of discount factor and foreign exchange movements related to the assumed contingent arrangement (note 18) 63 86 73 Total finance expense 73 794 2,465 |
Taxation (Tables)
Taxation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of income tax [Abstract] | |
Disclosure of major tax components | Year ended December 31, 2015 Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s £'000s Analysis of tax credit for the year Current tax: UK tax credit (1,520 ) (1,067 ) (5,006 ) US tax charge — 129 306 Adjustment in respect of prior periods 11 (16 ) (6 ) Total tax credit (1,509 ) (954 ) (4,706 ) Factors affecting the tax charge for the year Loss on ordinary activities (9,002 ) (5,973 ) (25,203 ) Multiplied by standard rate of corporation tax of 19.25% (2016: 20% and 2015: 20.25%) (1,823 ) (1,195 ) (4,852 ) Effects of: Non-deductible expenses 114 292 675 Fair value adjustment on derivative financial instruments — (214 ) (1,280 ) Research and development incentive (600 ) (427 ) (2,116 ) Temporary differences not recognized (1 ) (4 ) (2 ) Difference in overseas tax rates — 56 136 Tax losses carried forward not recognized 790 554 2,739 Adjustment in respect of prior periods 11 (16 ) (6 ) Total tax credit (1,509 ) (954 ) (4,706 ) |
Disclosure of temporary difference, unused tax losses and unused tax credits | The following tables represent deferred tax balances recognized in the Consolidated Statement of Financial Position. There were no movements in either the deferred tax asset or the deferred tax liability. Year ended December 31, 2016 Year ended December 31, 2017 £'000s £'000s Deferred tax assets 250 250 Deferred tax liabilities (250 ) (250 ) Net balances — — |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of detailed information about intangible assets [abstract] | |
Disclosure of reconciliation of changes in goodwill | As of December 31, 2016 As of December 31, 2017 £'000s £'000s Goodwill at January 1 and December 31 441 441 |
Intangible assets (Tables)
Intangible assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of detailed information about intangible assets [abstract] | |
Disclosure of reconciliation of changes in intangible assets and goodwill | IP R&D Computer software Patents Total £'000s £'000s £'000s £'000s Cost At January 1, 2016 1,469 25 482 1,976 Additions — 5 110 115 Disposals — (24 ) — (24 ) At December 31, 2016 1,469 6 592 2,067 Accumulated amortization At January 1, 2016 — 24 138 162 Charge for year — 1 51 52 Disposals — (24 ) — (24 ) At December 31, 2016 — 1 189 190 Net book value At December 31, 2016 1,469 5 403 1,877 IP R&D Computer software Patents Total £'000s £'000s £'000s £'000s Cost At January 1, 2017 1,469 6 592 2,067 Additions — 5 203 208 Disposals — — (68 ) (68 ) At December 31, 2017 1,469 11 727 2,207 Accumulated amortization At January 1, 2017 — 1 189 190 Charge for year — 5 111 116 Disposals — — (68 ) (68 ) At December 31, 2017 — 6 232 238 Net book value At December 31, 2017 1,469 5 495 1,969 |
Property, plant and equipment (
Property, plant and equipment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of detailed information about property, plant and equipment [abstract] | |
Disclosure of detailed information about property, plant and equipment | Computer hardware Office equipment Total £'000s £'000s £'000s Cost At January 1, 2016 43 36 79 Additions 13 — 13 Disposals (39 ) (36 ) (75 ) At December 31, 2016 17 — 17 Accumulated depreciation At January 1, 2016 39 27 66 Charge for the year 3 7 10 Disposals (39 ) (34 ) (73 ) At December 31, 2016 3 — 3 Net book value At December 31, 2016 14 — 14 Computer hardware Office equipment Total £'000s £'000s £'000s Cost At January 1, 2017 17 — 17 Additions 9 — 9 At December 31, 2017 26 — 26 Accumulated depreciation At January 1, 2017 3 — 3 Charge for the year 7 — 7 At December 31, 2017 10 — 10 Net book value At December 31, 2017 16 — 16 |
Prepayments and other receiva37
Prepayments and other receivables (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Subclassifications of assets, liabilities and equities [abstract] | |
Description of prepayments and other receivables | As of December 31, 2016 As of December 31, 2017 £'000s £'000s Prepayments 1,361 1,138 Deferred IPO costs 1,527 — Other receivables 71 672 Total prepayments and other receivables 2,959 1,810 |
Share Capital (Tables)
Share Capital (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of share capital, reserves and other equity interest [Abstract] | |
Movements in the Company's share capital | The movements in the Company's share capital are summarized below: Date Description Number of shares Share Capital amounts in £'000 January 1, 2016 20,198,469 1,010 July 29, 2016 Issuance of shares 31,115,926 1,556 September 12, 2016 Exercise of options 3,334 — October 24, 2016 Exercise of options 3,334 — December 28, 2016 Exercise of options 40,000 2 As at December 31, 2016 51,361,063 2,568 May 2, 2017 Issuance of shares 47,653,100 2,383 May 18, 2017 Issuance of shares 5,539,080 277 May 26, 2017 Issuance of shares 330,824 17 September 13, 2017 Exercise of options 133,333 6 December 31, 2017 105,017,400 5,251 |
Share-based payments charge (Ta
Share-based payments charge (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of share-based payment arrangements [Abstract] | |
Disclosure of indirect measurement of fair value of goods or services received, share options granted during period | The following assumptions were used for the Black-Scholes valuation of share options granted in 2016 and 2017 . For the options granted under the Unapproved Scheme the table indicates the ranges used in determining the fair-market values, aligning with the various dates of the underlying grants. The volatility is calculated using historic weekly averages of the Company's share price over a period that is in line with the expected life of the options. Issued in 2016 EMI Scheme Unapproved Options granted 32,000 1,670,000 Risk-free interest rate 1.42 % 0.23%-1.42% Expected life of options 10 years 5.5-10 years Annualized volatility 88.0 % 74.3% - 88.0% Dividend rate 0.00 % 0.00 % Vesting period 3 years 3 years Issued in 2017 Unapproved Restricted Stock Units Options granted 4,656,828 1,052,236 Risk-free interest rate 0.29% - 0.62% 0.42%-0.62% Expected life of options 5.5 – 7.0 years 5.5 – 7.0 years Annualized volatility 71.3% - 73.3% 71.3% - 73.3% Dividend rate 0.00 % 0.00 % Vesting period 3 and 4 years 3 and 4 years |
Disclosure of number and weighted average exercise prices of share options | The average fair value at grant date, by year of grant and plan, of the exercisable options as per December 31, 2017 is presented in the below table. Year of issue EMI Scheme (£) Unapproved RSU (£) 2012 0.63 - 1.20 — — 2013 0.83 0.79 - 0.95 2014 0.76 0.23 - 0.76 2015 0.57 0.57 2016 1.35 0.93 - 1.35 2017 — 0.84 1.33 Outstanding and exercisable share options by scheme as of December 31, 2017 : Plan Outstanding Exercisable Weighted average exercise price in £ for Outstanding Weighted average exercise price in £ for Exercisable Unapproved 7,313,473 773,333 1.50 1.64 EMI 213,984 185,333 3.06 3.28 Total 7,527,457 958,666 1.54 1.95 As at December 31, 2017 there were no restricted share options exercisable ( 2016 : nil ) and there is no exercise price for restricted share options. The options outstanding at December 31, 2017 had a weighted average remaining contractual life of 8.6 years ( 2016 : 8.2 years). For 2016 and 2017 , the number of options granted and expired and the weighted average exercise price of options were as follows: Number of options Weighted average exercise price (£) At January 1, 2016 1,792,000 1.78 Options granted in 2016: Employees 1,002,000 1.92 Directors 700,000 2.05 Options exercised in the year (46,666 ) 1.12 Options forfeited in the year (150,001 ) 1.24 Options expired in the year (260,000 ) 2.46 At December 31, 2016 3,037,333 1.87 Exercisable at December 31, 2016 846,667 2.25 Number of options Weighted average exercise price (£) At January 1, 2017 3,037,333 1.87 Options granted in 2017: Employees 3,150,846 1.32 Directors 1,505,982 1.32 Options exercised in the year (133,333 ) 1.10 Options forfeited in the year — — Options expired in the year (33,333 ) 1.90 At December 31, 2017 7,527,495 1.53 Exercisable at December 31, 2017 797,333 2.04 The Company had the following share options movements in the year ended December 31, 2017 : Year of issue Exercise At January 1, 2017 Options granted Options exercised Options forfeited Options expired At December 31, 2017 Expiry date 2012 2.50 - 7.50 100,000 — — — — 100,000 June 1, 2022 2013 2 100,000 — — — — 100,000 April 15, 2023 2013 2.00 20,000 — — — (20,000 ) — June 1, 2023 * 2013 2.00 160,000 — — — — 160,000 July 29, 2023 2014 1.75 110,000 — — — — 110,000 May 15, 2024 2014 1.75 63,333 — — — (13,333 ) 50,000 May 15, 2024 * 2014 1.10 - 1.75 200,000 — (133,333 ) — — 66,667 August 6, 2018 ** 2015 1.25 82,000 — — — — 82,000 January 29, 2025 * 2015 1.25 510,000 — — — — 510,000 January 29, 2025 2016 2 260,000 — — — — 260,000 February 2, 2026 2016 2.00 22,000 — — — — 22,000 February 2, 2026 * 2016 1.80 810,000 — — — — 810,000 August 3, 2026 2016 1.89 300,000 — — — — 300,000 September 13, 2026 2016 2.04 300,000 — — — — 300,000 September 16, 2026 2017 1.32 - 1.525 — 4,656,828 — — — 4,656,828 April 26, 2027 Total 3,037,333 4,656,828 (133,333 ) — (33,333 ) 7,527,495 * Options granted under the EMI Scheme. * * Valued based on fair value of services received. |
Disclosure of number and weighted average exercise prices of other equity instruments | The following table shows the number of RSUs issued in 2017. No RSUs were granted in 2016 and none of the RSUs granted in 2017 were forfeited, canceled or vested in the year. The fair value of each unvested RSU at grant date was £1.32 . Number of At January 1, 2017 — Granted: Employees 705,841 Directors 346,395 At December 31, 2017 1,052,236 The Company had the following Restricted Share Units movements in the year ended December 31, 2017 : Year of issue Exercise At January 1, 2017 Units Units Units Units At December 31, 2017 Expiry date 2017 — 1,052,236 — — — 1,052,236 April 26, 2027 Total — — 1,052,236 — — — — — — — 1,052,236 |
Trade and other payables (Table
Trade and other payables (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Subclassifications of assets, liabilities and equities [abstract] | |
Disclosure of trade and other payables | As of December 31, 2016 As of December 31, 2017 £'000s £'000s Trade payables 719 1,214 Other payables 54 74 Accruals 2,050 5,866 Total trade and other payables 2,823 7,154 |
Assumed contingent obligation41
Assumed contingent obligation related to the business combination (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of other provisions, contingent liabilities and contingent assets [Abstract] | |
Disclosure of contingent liabilities in business combination | 2016 2017 £'000s £'000s January 1 594 802 Re-measurement of assumed contingent obligation 86 — Impact of changes in foreign exchange rates 37 (23 ) Unwinding of discount factor 85 96 December 31 802 875 The table below describes the reported change to the value of the liability during 2017 of £73 thousand ( 2016 : £208 thousand ) compared to what this number would be following the presented variations to the underlying assumptions (assuming the probability of success does not change): 2016 2017 £'000s £'000s Change in value of the assumed contingent obligation 208 73 10% lower revenue assumption 202 72 10% higher revenue assumption 215 73 1% lower risk assumption 205 69 1% higher risk assumption 211 76 |
Warrants (Tables)
Warrants (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of share capital, reserves and other equity interest [Abstract] | |
Disclosure of indirect measurement of fair value of goods or services received, other equity instruments granted during period | The table below presents the assumptions in applying the Black-Scholes model to determine the fair value of the warrants. As of December 31, 2016 As of December 31, 2017 Shares available to be issued under warrants 12,446,370 12,401,262 Exercise price £ 1.7238 £ 1.7238 Risk-free interest rate 0.088 % 0.420 % Expected term to exercise 2.43 years 1.79 years Annualized volatility 73.53 % 47.35 % Dividend rate 0.00 % 0.00 % Derivative financial instrument Derivative financial instrument 2016 2017 £'000s £'000s At January 1 — 7,923 On issuance of shares 8,991 — Fair value adjustments recognized in profit or loss (1,068 ) (6,650 ) At December 31 7,923 1,273 For the amount recognized at December 31, 2017 , the effect when some of these underlying parameters would deviate up or down is presented in the below table. Volatility (up / down 10% pts) Time to maturity (up / down 6 months) £'000s £'000s Variable up 1,921 1,677 Base case, reported fair value 1,273 1,273 Variable down 694 843 |
General information (Details)
General information (Details) £ / shares in Units, $ / shares in Units, £ in Thousands, $ in Millions | May 02, 2017USD ($)shares | May 02, 2017GBP (£)shares | Feb. 10, 2017 | Feb. 08, 2017 | May 31, 2017USD ($) | May 31, 2017GBP (£)£ / sharesshares | Dec. 31, 2017USD ($)subsidiary | Dec. 31, 2017GBP (£)subsidiary£ / sharesshares | Dec. 31, 2016GBP (£) | May 31, 2017$ / sharesshares | May 26, 2017shares | May 18, 2017shares | Apr. 26, 2017£ / sharesshares | Apr. 26, 2017$ / sharesshares | Jul. 29, 2016£ / sharesshares |
Disclosure of classes of share capital [line items] | |||||||||||||||
Number of subsidiaries | subsidiary | 2 | 2 | |||||||||||||
Consolidation of shares | 0.02 | 0.02 | 0.02 | 0.02 | |||||||||||
Number of units issued (in shares) | 47,653,100 | 47,653,100 | 1,555,796,345 | 330,824 | 5,539,080 | 31,115,926 | |||||||||
Shares issued price (in dollars or pounds per share) | £ / shares | £ 0.02873 | £ 1.4365 | |||||||||||||
Gross proceeds from the April 2017 Global Offering | $ 89.9 | £ 70,000 | £ 70,032 | £ 0 | |||||||||||
Global Offering | |||||||||||||||
Disclosure of classes of share capital [line items] | |||||||||||||||
Number of units issued (in shares) | 47,399,001 | 47,399,001 | |||||||||||||
Gross proceeds from the April 2017 Global Offering | $ 89.9 | £ 70,000 | $ 89.9 | 70,000 | |||||||||||
IPO | |||||||||||||||
Disclosure of classes of share capital [line items] | |||||||||||||||
Number of units issued (in shares) | 5,768,000 | 5,768,000 | |||||||||||||
Shares issued price (in dollars or pounds per share) | $ / shares | $ 13.50 | ||||||||||||||
Gross proceeds from the April 2017 Global Offering | $ 90.3 | 70,300 | |||||||||||||
Private Placement | |||||||||||||||
Disclosure of classes of share capital [line items] | |||||||||||||||
Number of units issued (in shares) | 1,255,001 | 1,255,001 | |||||||||||||
Shares issued price (in dollars or pounds per share) | £ / shares | £ 1.32 | ||||||||||||||
Gross proceeds from the April 2017 Global Offering | £ | 80,000 | ||||||||||||||
Shareholder Private Placement | |||||||||||||||
Disclosure of classes of share capital [line items] | |||||||||||||||
Number of units issued (in shares) | 254,099 | 254,099 | 254,099 | 254,099 | |||||||||||
Shares issued price (in dollars or pounds per share) | £ / shares | £ 1.32 | £ 1.32 | |||||||||||||
Gross proceeds from the April 2017 Global Offering | £ | £ 300 | £ 300 | |||||||||||||
Over-Allotment Option | |||||||||||||||
Disclosure of classes of share capital [line items] | |||||||||||||||
Gross proceeds from the April 2017 Global Offering | $ | $ 9.9 | ||||||||||||||
Over-Allotment Option | ADS | |||||||||||||||
Disclosure of classes of share capital [line items] | |||||||||||||||
Number of units issued (in shares) | 733,738 | 733,738 | |||||||||||||
Shares issued price (in dollars or pounds per share) | $ / shares | $ 13.50 | ||||||||||||||
Over-Allotment Option | Ordinary shares | |||||||||||||||
Disclosure of classes of share capital [line items] | |||||||||||||||
Number of units issued (in shares) | 5,869,904 | 5,869,904 |
Accounting policies - Going con
Accounting policies - Going concern (Details) £ in Thousands, $ in Millions | May 02, 2017USD ($) | May 02, 2017GBP (£) | Jul. 29, 2016GBP (£) | Dec. 31, 2017GBP (£) | Dec. 31, 2016GBP (£) | Dec. 31, 2015GBP (£) | Dec. 31, 2014GBP (£) |
Disclosure of changes in accounting policies, accounting estimates and errors [Abstract] | |||||||
Loss for the year | £ (20,497) | £ (5,019) | £ (7,495) | ||||
Net assets | 79,881 | 34,469 | 5,434 | £ 12,526 | |||
Cash and cash equivalents and short term investments | 80,300 | ||||||
Cash and cash equivalents | 31,443 | 39,785 | 3,524 | £ 9,968 | |||
Gross proceeds from the April 2017 Global Offering | $ 89.9 | £ 70,000 | 70,032 | 0 | |||
Gross proceeds from issue of shares and warrants | £ 44,700 | £ 0 | £ 44,750 | £ 0 |
Accounting policies - Descripti
Accounting policies - Description of property, plant and equipment useful life (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Computer hardware | |
Disclosure of detailed information about property, plant and equipment [line items] | |
Property, plant and equipment life | 3 years |
Office equipment | |
Disclosure of detailed information about property, plant and equipment [line items] | |
Property, plant and equipment life | 5 years |
Accounting policies - Intangibl
Accounting policies - Intangible assets and goodwill (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Patents | |
Disclosure of detailed information about intangible assets [line items] | |
Estimated useful lives | 10 years |
Computer software | |
Disclosure of detailed information about intangible assets [line items] | |
Estimated useful lives | 2 years |
Accounting policies - Assumed c
Accounting policies - Assumed contingent obligation related to the business combinations (Details) - GBP (£) £ in Thousands | Sep. 19, 2006 | Dec. 31, 2017 | Dec. 31, 2016 |
Disclosure of detailed information about business combination [line items] | |||
Effective interest rate | 12.00% | ||
Rhinopharma Limited | |||
Disclosure of detailed information about business combination [line items] | |||
Consideration payable | £ 1,520 | ||
Effective interest rate | 12.00% | 12.00% |
Financial Instruments - Summary
Financial Instruments - Summary quantitative data about entity's exposure to risk (Details) - Currency risk - GBP (£) £ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
USD | Cash and cash equivalents | ||
Disclosure of credit risk exposure [line items] | ||
Cash deposits | £ 16,806 | £ 10,631 |
USD | Short Term Investments | ||
Disclosure of credit risk exposure [line items] | ||
Cash deposits | 19,718 | 0 |
USD | Trade and other payables | ||
Disclosure of credit risk exposure [line items] | ||
Cash deposits | 276 | 305 |
EUR | Cash and cash equivalents | ||
Disclosure of credit risk exposure [line items] | ||
Cash deposits | 301 | 242 |
EUR | Short Term Investments | ||
Disclosure of credit risk exposure [line items] | ||
Cash deposits | 0 | 0 |
EUR | Trade and other payables | ||
Disclosure of credit risk exposure [line items] | ||
Cash deposits | £ 403 | £ 180 |
Financial Instruments - Disclos
Financial Instruments - Disclosure of effect of changes in foreign exchange rates [text block] (Details) - GBP (£) £ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
EUR | Strengthening | ||
Disclosure of credit risk exposure [line items] | ||
Profit or loss and equity | £ 35 | £ 21 |
EUR | Weakening | ||
Disclosure of credit risk exposure [line items] | ||
Profit or loss and equity | (35) | (21) |
USD | Strengthening | ||
Disclosure of credit risk exposure [line items] | ||
Profit or loss and equity | 1,840 | 547 |
USD | Weakening | ||
Disclosure of credit risk exposure [line items] | ||
Profit or loss and equity | £ (1,840) | £ (547) |
Financial Instruments - Narrati
Financial Instruments - Narrative (Details) - GBP (£) | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure of fair value measurement of assets [line items] | ||||
Cash deposits | £ 31,443,000 | £ 39,785,000 | £ 3,524,000 | £ 9,968,000 |
Short-term deposits, not classified as cash equivalents | £ 48,819,000 | 0 | ||
Increase in interest rates | 0.25% | |||
Bottom of range | ||||
Disclosure of fair value measurement of assets [line items] | ||||
Trade payable term | 30 years | |||
Rates of interest | 0.00% | |||
Top of range | ||||
Disclosure of fair value measurement of assets [line items] | ||||
Trade payable term | 45 years | |||
Rates of interest | 1.73% | |||
Derivative financial instrument | ||||
Disclosure of fair value measurement of assets [line items] | ||||
Gains (losses) recognised in profit or loss, fair value measurement, liabilities | £ 6,650,000 | |||
Derivative financial instrument | Level 3 | ||||
Disclosure of fair value measurement of assets [line items] | ||||
Gains (losses) recognised in profit or loss, fair value measurement, liabilities | £ (6,650,000) | £ (1,068,000) |
Financial Instruments - Discl51
Financial Instruments - Disclosure Of Detailed Information About Cash And Cash Equivalents Placement Explanatory (Details) - GBP (£) | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Disclosure of financial assets [line items] | ||||
Cash and cash equivalents | £ 31,443,000 | £ 39,785,000 | £ 3,524,000 | £ 9,968,000 |
Short term investments | 48,819,000 | 0 | ||
Royal Bank of Scotland | ||||
Disclosure of financial assets [line items] | ||||
Cash and cash equivalents | 16,623,000 | 11,287,000 | ||
Short term investments | 15,316,000 | 0 | ||
Lloyds Bank | ||||
Disclosure of financial assets [line items] | ||||
Cash and cash equivalents | 13,448,000 | 28,447,000 | ||
Short term investments | 11,036,000 | 0 | ||
Standard Chartered | ||||
Disclosure of financial assets [line items] | ||||
Cash and cash equivalents | 1,242,000 | 0 | ||
Short term investments | 22,467,000 | 0 | ||
Wells Fargo | ||||
Disclosure of financial assets [line items] | ||||
Cash and cash equivalents | 130,000 | 51,000 | ||
Short term investments | £ 0 | £ 0 |
Financial Instruments - Discl52
Financial Instruments - Disclosure of financial instruments by type of interest rate (Details) - Interest rate risk - GBP (£) £ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Floating interest rate | ||
Disclosure of financial instruments by type of interest rate [line items] | ||
Cash deposits | £ 25,720 | £ 11,338 |
Fixed Interest rate | ||
Disclosure of financial instruments by type of interest rate [line items] | ||
Cash deposits | 54,542 | 28,447 |
Cash deposits | Floating interest rate | ||
Disclosure of financial instruments by type of interest rate [line items] | ||
Cash deposits | 25,720 | 11,338 |
Cash deposits | Fixed Interest rate | ||
Disclosure of financial instruments by type of interest rate [line items] | ||
Cash deposits | 5,723 | 28,447 |
Short Term Investments | Floating interest rate | ||
Disclosure of financial instruments by type of interest rate [line items] | ||
Cash deposits | 0 | 0 |
Short Term Investments | Fixed Interest rate | ||
Disclosure of financial instruments by type of interest rate [line items] | ||
Cash deposits | £ 48,819 | £ 0 |
Financial Instruments - Discl53
Financial Instruments - Disclosure of maturity analysis of undiscounted cash outflows to repurchase derecognised financial assets or amounts payable to transferee in respect of transferred assets (Details) - Liquidity risk - GBP (£) £ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
LESS THAN 1 YEAR | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | £ 7,154 | £ 2,823 |
BETWEEN 1 AND 2 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
BETWEEN 2 AND 5 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
OVER 5 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 1,807 | 1,807 |
Trade payables | LESS THAN 1 YEAR | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 1,214 | 719 |
Trade payables | BETWEEN 1 AND 2 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
Trade payables | BETWEEN 2 AND 5 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
Trade payables | OVER 5 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
Other payables | LESS THAN 1 YEAR | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 74 | 54 |
Other payables | BETWEEN 1 AND 2 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
Other payables | BETWEEN 2 AND 5 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
Other payables | OVER 5 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
Accruals | LESS THAN 1 YEAR | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 5,866 | 2,050 |
Accruals | BETWEEN 1 AND 2 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
Accruals | BETWEEN 2 AND 5 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
Accruals | OVER 5 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
Contingent obligation | LESS THAN 1 YEAR | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
Contingent obligation | BETWEEN 1 AND 2 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
Contingent obligation | BETWEEN 2 AND 5 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | 0 | 0 |
Contingent obligation | OVER 5 YEARS | ||
Disclosure of financial liabilities [line items] | ||
Trade and other payables, undiscounted cash flows | £ 1,807 | £ 1,807 |
Financial Instruments - Discl54
Financial Instruments - Disclosure of fair value measurement of assets and liabilities (Details) - Derivative financial instrument - GBP (£) £ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Disclosure of fair value measurement of assets [line items] | |||
Financial assets | £ 1,273 | £ 7,923 | |
Level 3 | |||
Disclosure of fair value measurement of assets [line items] | |||
Financial assets | £ 1,273 | £ 7,923 | £ 0 |
Financial Instruments - Discl55
Financial Instruments - Disclosure of significant unobservable inputs used in fair value measurement of assets and liabilities (Details) - GBP (£) £ in Thousands | Jul. 29, 2016 | Dec. 31, 2017 | Dec. 31, 2016 |
Reconciliation of changes in fair value measurement, liabilities [abstract] | |||
Initial recognition of derivative financial instrument | £ 9,000 | £ 0 | £ 8,991 |
Derivative financial instrument | |||
Reconciliation of changes in fair value measurement, liabilities [abstract] | |||
Beginning balance | 7,923 | ||
Fair value adjustments recognized in profit and loss | 6,650 | ||
Ending balance | 1,273 | 7,923 | |
Level 3 | Derivative financial instrument | |||
Reconciliation of changes in fair value measurement, liabilities [abstract] | |||
Beginning balance | 7,923 | 0 | |
Initial recognition of derivative financial instrument | 0 | 8,991 | |
Fair value adjustments recognized in profit and loss | (6,650) | (1,068) | |
Ending balance | £ 1,273 | £ 7,923 |
Financial Instruments - Change
Financial Instruments - Change in liabilities arising from financing activities (Details) - Derivative financial instrument £ in Thousands | 12 Months Ended |
Dec. 31, 2017GBP (£) | |
Changes in fair value measurement, liabilities [abstract] | |
Beginning balance | £ 7,923 |
Fair value adjustments - non cash | (6,650) |
Ending balance | £ 1,273 |
Critical accounting estimates57
Critical accounting estimates and judgments (Details) £ / shares in Units, £ in Thousands | Sep. 19, 2006 | Dec. 31, 2017GBP (£)£ / sharesshares | Dec. 31, 2016GBP (£)shares | Dec. 31, 2015GBP (£) | May 26, 2017shares | May 18, 2017shares | May 02, 2017shares | Jul. 31, 2016shareswarrant | Jul. 29, 2016shareswarrant£ / shares |
Disclosure of detailed information about business combination [line items] | |||||||||
Assumed contingent obligation | £ 875 | £ 802 | £ 594 | ||||||
Discount percent | 12.00% | ||||||||
Number of units issued (in shares) | shares | 1,555,796,345 | 330,824 | 5,539,080 | 47,653,100 | 31,115,926 | ||||
Placing price (in pounds per unit) | £ / shares | £ 0.02873 | £ 1.4365 | |||||||
Number of ordinary shares (in shares) | shares | 1 | 1 | |||||||
Number warrants (in warrants) | warrant | 1 | 1 | |||||||
Number of shares subscribed from warrant maximum (in shares) | shares | 622,318,538 | ||||||||
Research and development expense | £ 23,717 | £ 4,522 | £ 7,270 | ||||||
Rhinopharma Limited | |||||||||
Disclosure of detailed information about business combination [line items] | |||||||||
Reported change to the value of the liability | £ 73 | £ 200 | |||||||
Discount percent | 12.00% | 12.00% | |||||||
Warrants | |||||||||
Disclosure of detailed information about business combination [line items] | |||||||||
Number of shares subscribed from warrant maximum (in shares) | shares | 12,401,262 | 12,446,370 | 12,446,370 | ||||||
Clinical Research Organization | |||||||||
Disclosure of detailed information about business combination [line items] | |||||||||
Research and development expense | £ 18,500 | ||||||||
Accruals | 4,600 | ||||||||
Prepayments | £ 500 |
Earnings per share (Details)
Earnings per share (Details) - £ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of earnings per share [Abstract] | |||
Basic loss per share (pounds per share) | £ 0.234 | £ 0.150 | £ 37.100 |
Weighted average number of ordinary shares (in shares) | 87,748,031 | 33,499,413 | 20,198,469 |
Segmental reporting (Details)
Segmental reporting (Details) | 12 Months Ended |
Dec. 31, 2017segment | |
Disclosure of entity's operating segments [Abstract] | |
Number of operating and reportable segments | 1 |
Operating loss - Description Of
Operating loss - Description Of Operating Loss (Details) - GBP (£) £ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Research and development costs: | |||
Total research and development costs | £ 23,717 | £ 4,522 | £ 7,270 |
General and administrative costs: | |||
Total general and administrative costs | 6,039 | 2,498 | 1,706 |
Operating loss | 29,756 | 7,020 | 8,976 |
Research and development costs | |||
Research and development costs: | |||
Employee benefits (note 8) | 3,435 | 2,037 | 1,322 |
Legal, professional consulting and listing fees | 331 | 0 | 0 |
Loss on disposal of patents | 0 | 0 | 136 |
Other research and development expenses | 19,840 | 2,434 | 5,769 |
Total research and development costs | 23,717 | 4,522 | 7,270 |
General and administrative costs: | |||
Employee benefits (note 8) | 3,435 | 2,037 | 1,322 |
Legal, professional consulting and listing fees | 331 | 0 | 0 |
Research and development costs | Patents | |||
Research and development costs: | |||
Amortization | 111 | 51 | 43 |
General and administrative costs: | |||
Amortization | 111 | 51 | 43 |
General and administrative costs | |||
Research and development costs: | |||
Employee benefits (note 8) | 2,857 | 865 | 625 |
Legal, professional consulting and listing fees | 2,045 | 884 | 608 |
General and administrative costs: | |||
Employee benefits (note 8) | 2,857 | 865 | 625 |
Legal, professional consulting and listing fees | 2,045 | 884 | 608 |
Loss on disposal of property, plant and equipment (note 13) | 0 | 3 | 0 |
Depreciation of property, plant and equipment (note 13) | 7 | 10 | 10 |
Operating lease charge — land and buildings | 294 | 169 | 157 |
Loss on variations in foreign exchange rate | 36 | 139 | 21 |
Other general and administrative expenses | 795 | 427 | 285 |
Total general and administrative costs | 6,039 | 2,498 | 1,706 |
Operating loss | 29,756 | 7,020 | 8,976 |
General and administrative costs | Computer software | |||
Research and development costs: | |||
Amortization | 5 | 1 | 0 |
General and administrative costs: | |||
Amortization | £ 5 | £ 1 | £ 0 |
Directors' emoluments and sta61
Directors' emoluments and staff costs (Details) | 12 Months Ended | ||
Dec. 31, 2017GBP (£)employee | Dec. 31, 2016GBP (£)employee | Dec. 31, 2015GBP (£)employee | |
Disclosure of transactions between related parties [line items] | |||
The average number of employees (excluding directors) of the Company during the year: | employee | 12 | 7 | 8 |
Aggregate emoluments of directors: | |||
Share-based payment charge | £ 2,920,000 | £ 580,000 | |
Aggregate other staff costs: | |||
Share-based payment charge | 2,920,000 | 580,000 | |
Post-employment benefit expense, defined contribution plans | 55,000 | 30,000 | £ 53,000 |
Prepaid or accrued contributions | 0 | 0 | 0 |
Directors | |||
Aggregate emoluments of directors: | |||
Salaries and other short-term employee benefits | 897,000 | 951,000 | 722,000 |
Social security costs | 103,000 | 118,000 | 132,000 |
Incremental payment for additional services | 0 | 44,000 | 89,000 |
Other pension costs | 17,000 | 19,000 | 38,000 |
Total directors' emoluments | 1,017,000 | 1,132,000 | 981,000 |
Share-based payment charge | 1,037,000 | 257,000 | 232,000 |
Directors' emoluments including share-based payment charge | 2,054,000 | 1,389,000 | 1,213,000 |
Aggregate other staff costs: | |||
Social security costs | 103,000 | 118,000 | 132,000 |
Incremental payment for additional services | 0 | 44,000 | 89,000 |
Share-based payment charge | 1,037,000 | 257,000 | 232,000 |
Other pension costs | 17,000 | 19,000 | 38,000 |
Other staff | |||
Aggregate emoluments of directors: | |||
Social security costs | 182,000 | 98,000 | 42,000 |
Incremental payment for additional services | 0 | 58,000 | 0 |
Other pension costs | 38,000 | 11,000 | 15,000 |
Share-based payment charge | 1,882,000 | 319,000 | 137,000 |
Aggregate other staff costs: | |||
Wages and salaries | 2,136,000 | 1,027,000 | 540,000 |
Social security costs | 182,000 | 98,000 | 42,000 |
Incremental payment for additional services | 0 | 58,000 | 0 |
Share-based payment charge | 1,882,000 | 319,000 | 137,000 |
Other pension costs | 38,000 | 11,000 | 15,000 |
Total other staff costs | £ 4,238,000 | £ 1,513,000 | £ 734,000 |
Research and Development | |||
Disclosure of transactions between related parties [line items] | |||
The average number of employees (excluding directors) of the Company during the year: | employee | 7 | 5 | 5 |
General and Administrative | |||
Disclosure of transactions between related parties [line items] | |||
The average number of employees (excluding directors) of the Company during the year: | employee | 5 | 2 | 3 |
Finance income and expense (Det
Finance income and expense (Details) - GBP (£) £ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Finance income: | |||
Interest received on cash balances | £ 345 | £ 86 | £ 45 |
Foreign exchange gain on translating foreign currency denominated bank balances | 0 | 687 | 0 |
Fair value adjustment on derivative financial instruments (note 19) | 6,650 | 1,068 | 0 |
Other Income | 23 | 0 | 0 |
Total finance income | 7,018 | 1,841 | 45 |
Finance expense: | |||
Transaction costs allocated to the issue of warrants (note 19) | 0 | 586 | 0 |
Foreign exchange loss on translating foreign currency denominated balances | 2,392 | 0 | 0 |
Remeasurement of assumed contingent arrangement (note 18) | 0 | 122 | 10 |
Unwinding of discount factor and foreign exchange movements related to the assumed contingent arrangement (note 18) | 73 | 86 | 63 |
Total finance expense | £ 2,465 | £ 794 | £ 73 |
Taxation - Disclosure of major
Taxation - Disclosure of major components of tax expense (income) (Details) - GBP (£) £ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current tax: | |||
Adjustment in respect of prior periods | £ (6) | £ (16) | £ 11 |
Total tax credit | (4,706) | (954) | (1,509) |
Factors affecting the tax charge for the year | |||
Loss on ordinary activities | (25,203) | (5,973) | (9,002) |
Multiplied by standard rate of corporation tax of 19.25% (2016: 20% and 2015: 20.25%) | £ (4,852) | £ (1,195) | £ (1,823) |
Standard rate of corporation tax | 19.25% | 20.00% | 20.25% |
Effects of: | |||
Non-deductible expenses | £ 675 | £ 292 | £ 114 |
Fair value adjustment on derivative financial instruments | (1,280) | (214) | 0 |
Research and development incentive | (2,116) | (427) | (600) |
Temporary differences not recognized | (2) | (4) | (1) |
Difference in overseas tax rates | 136 | 56 | 0 |
Tax losses carried forward not recognized | 2,739 | 554 | 790 |
Adjustment in respect of prior periods | (6) | (16) | 11 |
Total tax credit | (4,706) | (954) | (1,509) |
UK | |||
Current tax: | |||
UK tax credit | (5,006) | (1,067) | (1,520) |
US | |||
Current tax: | |||
UK tax credit | £ 306 | £ 129 | £ 0 |
Factors affecting the tax charge for the year | |||
Standard rate of corporation tax | 35.00% | 35.00% | 35.00% |
Taxation - Narrative (Details)
Taxation - Narrative (Details) - GBP (£) £ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Standard rate of corporation tax | 19.25% | 20.00% | 20.25% |
Unrecognized deferred tax asset percent | 17.00% | 17.00% | |
Unrecognized deferred tax asset | £ 5,430 | £ 3,150 | |
U.S. federal tax | |||
Disclosure of temporary difference, unused tax losses and unused tax credits [line items] | |||
Standard rate of corporation tax | 35.00% | 35.00% | 35.00% |
Taxation - Disclosure of tempor
Taxation - Disclosure of temporary difference, unused tax losses and unused tax credits (Details) - GBP (£) £ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Disclosure of income tax [Abstract] | ||
Deferred tax assets | £ 250 | £ 250 |
Deferred tax liabilities | (250) | (250) |
Net balances | £ 0 | £ 0 |
Goodwill (Details)
Goodwill (Details) - GBP (£) £ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Disclosure of detailed information about intangible assets [abstract] | ||
Goodwill at January 1 and December 31 | £ 441 | £ 441 |
Intangible assets - Disclosure
Intangible assets - Disclosure of reconciliation of changes in intangible assets and goodwill (Details) - GBP (£) £ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | £ 1,877 | |
Ending balance | 1,969 | £ 1,877 |
Cost | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 2,067 | 1,976 |
Additions | 208 | 115 |
Disposals | (68) | (24) |
Ending balance | 2,207 | 2,067 |
Accumulated depreciation | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 190 | 162 |
Disposals | (68) | (24) |
Charge for year | 116 | 52 |
Ending balance | 238 | 190 |
IP R&D | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 1,469 | |
Ending balance | 1,469 | 1,469 |
IP R&D | Cost | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 1,469 | 1,469 |
Additions | 0 | 0 |
Disposals | 0 | 0 |
Ending balance | 1,469 | 1,469 |
Computer software | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 5 | |
Ending balance | 5 | 5 |
Computer software | Cost | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 6 | 25 |
Additions | 5 | 5 |
Disposals | 0 | (24) |
Ending balance | 11 | 6 |
Computer software | Accumulated depreciation | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 1 | 24 |
Disposals | 0 | (24) |
Charge for year | 5 | 1 |
Ending balance | 6 | 1 |
Patents | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 403 | |
Ending balance | 495 | 403 |
Patents | Cost | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 592 | 482 |
Additions | 203 | 110 |
Disposals | (68) | 0 |
Ending balance | 727 | 592 |
Patents | Accumulated depreciation | ||
Disclosure of detailed information about intangible assets [line items] | ||
Beginning balance | 189 | 138 |
Disposals | (68) | 0 |
Charge for year | 111 | 51 |
Ending balance | £ 232 | £ 189 |
Intangible assets - Narrative (
Intangible assets - Narrative (Details) - GBP (£) | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure of detailed information about intangible assets [line items] | ||||
Market capitalization | £ 109,700,000 | £ 80,000,000 | ||
Net assets | 79,881,000 | £ 34,469,000 | £ 5,434,000 | £ 12,526,000 |
Impairment | £ 0 | |||
Patents | ||||
Disclosure of detailed information about intangible assets [line items] | ||||
Amortization period | 10 years |
Property, plant and equipment69
Property, plant and equipment (Details) - GBP (£) £ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cost | ||
Property, plant and equipment beginning balance | £ 14 | |
Property, plant and equipment ending balance | 16 | £ 14 |
Accumulated depreciation | ||
Property, plant and equipment beginning balance | 14 | |
Property, plant and equipment ending balance | 16 | 14 |
Net book value | ||
Property plant and equipment | 14 | 14 |
Cost | ||
Cost | ||
Property, plant and equipment beginning balance | 17 | 79 |
Additions | 9 | 13 |
Disposals | (75) | |
Property, plant and equipment ending balance | 26 | 17 |
Accumulated depreciation | ||
Property, plant and equipment beginning balance | 17 | 79 |
Disposals | (75) | |
Property, plant and equipment ending balance | 26 | 17 |
Net book value | ||
Property plant and equipment | 17 | 79 |
Accumulated depreciation | ||
Cost | ||
Property, plant and equipment beginning balance | 3 | 66 |
Disposals | (73) | |
Property, plant and equipment ending balance | 10 | 3 |
Accumulated depreciation | ||
Property, plant and equipment beginning balance | 3 | 66 |
Charge for the year | 7 | 10 |
Disposals | (73) | |
Property, plant and equipment ending balance | 10 | 3 |
Net book value | ||
Property plant and equipment | 3 | 66 |
Computer hardware | ||
Cost | ||
Property, plant and equipment beginning balance | 14 | |
Property, plant and equipment ending balance | 16 | 14 |
Accumulated depreciation | ||
Property, plant and equipment beginning balance | 14 | |
Property, plant and equipment ending balance | 16 | 14 |
Net book value | ||
Property plant and equipment | 14 | 14 |
Computer hardware | Cost | ||
Cost | ||
Property, plant and equipment beginning balance | 17 | 43 |
Additions | 9 | 13 |
Disposals | (39) | |
Property, plant and equipment ending balance | 26 | 17 |
Accumulated depreciation | ||
Property, plant and equipment beginning balance | 17 | 43 |
Disposals | (39) | |
Property, plant and equipment ending balance | 26 | 17 |
Net book value | ||
Property plant and equipment | 17 | 43 |
Computer hardware | Accumulated depreciation | ||
Cost | ||
Property, plant and equipment beginning balance | 3 | 39 |
Disposals | (39) | |
Property, plant and equipment ending balance | 10 | 3 |
Accumulated depreciation | ||
Property, plant and equipment beginning balance | 3 | 39 |
Charge for the year | 7 | 3 |
Disposals | (39) | |
Property, plant and equipment ending balance | 10 | 3 |
Net book value | ||
Property plant and equipment | 3 | 39 |
Office equipment | ||
Cost | ||
Property, plant and equipment beginning balance | 0 | |
Property, plant and equipment ending balance | 0 | 0 |
Accumulated depreciation | ||
Property, plant and equipment beginning balance | 0 | |
Property, plant and equipment ending balance | 0 | 0 |
Net book value | ||
Property plant and equipment | 0 | 0 |
Office equipment | Cost | ||
Cost | ||
Property, plant and equipment beginning balance | 0 | 36 |
Additions | 0 | 0 |
Disposals | (36) | |
Property, plant and equipment ending balance | 0 | 0 |
Accumulated depreciation | ||
Property, plant and equipment beginning balance | 0 | 36 |
Disposals | (36) | |
Property, plant and equipment ending balance | 0 | 0 |
Net book value | ||
Property plant and equipment | 0 | 36 |
Office equipment | Accumulated depreciation | ||
Cost | ||
Property, plant and equipment beginning balance | 0 | 27 |
Disposals | (34) | |
Property, plant and equipment ending balance | 0 | 0 |
Accumulated depreciation | ||
Property, plant and equipment beginning balance | 0 | 27 |
Charge for the year | 0 | 7 |
Disposals | (34) | |
Property, plant and equipment ending balance | 0 | 0 |
Net book value | ||
Property plant and equipment | £ 0 | £ 27 |
Prepayments and other receiva70
Prepayments and other receivables (Details) - GBP (£) £ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Subclassifications of assets, liabilities and equities [abstract] | ||
Prepayments | £ 1,138 | £ 1,361 |
Deferred IPO costs | 0 | 1,527 |
Other receivables | 672 | 71 |
Total prepayments and other receivables | £ 1,810 | £ 2,959 |
Share Capital - Movements in th
Share Capital - Movements in the Company's share capital (Details) £ in Thousands | Sep. 13, 2017GBP (£)shares | May 26, 2017GBP (£)shares | May 18, 2017GBP (£)shares | May 02, 2017GBP (£)shares | Dec. 28, 2016GBP (£)shares | Oct. 24, 2016shares | Sep. 12, 2016shares | Jul. 29, 2016GBP (£)shares | Dec. 31, 2017GBP (£)shares | Dec. 31, 2016GBP (£)shares |
Number of shares | ||||||||||
Beginning balance (in shares) | shares | 51,361,063 | 20,198,469 | ||||||||
Issuance of shares (in shares) | shares | 330,824 | 5,539,080 | 47,653,100 | 31,115,926 | 1,555,796,345 | |||||
Exercise of options (in shares) | shares | 133,333 | 40,000 | 3,334 | 3,334 | 133,333 | 46,666 | ||||
Ending balance (in shares) | shares | 105,017,400 | 51,361,063 | ||||||||
Share Capital amounts in | ||||||||||
Beginning balance | £ | £ 2,568 | £ 1,010 | ||||||||
Issuance of shares | £ | £ 17 | £ 277 | £ 2,383 | £ 1,556 | 70,325 | 35,707 | ||||
Exercise of options | £ | £ 6 | £ 2 | ||||||||
Ending balance | £ | £ 5,251 | £ 2,568 |
Share Capital - Narrative (Deta
Share Capital - Narrative (Details) £ / shares in Units, $ / shares in Units, $ in Millions | Sep. 13, 2017GBP (£)shares£ / shares | May 02, 2017USD ($)shares | May 02, 2017GBP (£)shares | Apr. 26, 2017GBP (£)£ / sharesshares | Feb. 10, 2017 | Feb. 08, 2017£ / shares | Dec. 28, 2016shares | Oct. 24, 2016shares | Sep. 12, 2016shares | Jul. 29, 2016GBP (£)shareswarrant£ / shares | May 31, 2017USD ($) | May 31, 2017GBP (£)£ / sharesshares | Dec. 31, 2017USD ($)shares | Dec. 31, 2017GBP (£)shares£ / shares | Dec. 31, 2016GBP (£)shares | Dec. 31, 2015GBP (£)shares | May 31, 2017$ / sharesshares | May 26, 2017shares | May 18, 2017shares | Apr. 26, 2017$ / sharesshares | Feb. 07, 2017£ / shares | Jul. 31, 2016shareswarrant |
Disclosure of classes of share capital [line items] | ||||||||||||||||||||||
Consolidation of shares | 0.02 | 0.02 | 0.02 | 0.02 | ||||||||||||||||||
Price per share (in pounds per share) | £ / shares | £ 0.05 | £ 0.05 | £ 0.001 | |||||||||||||||||||
Number of shares authorized | 200,000,000 | |||||||||||||||||||||
Share capital | £ | £ 10,000,000 | |||||||||||||||||||||
Number of shares allotted, unrestricted, called up and fully paid (in shares) | 105,017,400 | 51,361,063 | 20,198,469 | |||||||||||||||||||
Number of ordinary shares in issue (in shares) | 47,653,100 | 47,653,100 | 31,115,926 | 1,555,796,345 | 330,824 | 5,539,080 | ||||||||||||||||
Shares issued price (in dollars or pounds per share) | £ / shares | £ 1.4365 | £ 0.02873 | ||||||||||||||||||||
Gross proceeds from the April 2017 Global Offering | $ 89.9 | £ 70,000,000 | £ 70,032,000 | £ 0 | ||||||||||||||||||
Finance expense from movements in exchange rates | £ | £ 439,000 | |||||||||||||||||||||
Saving on commission payable | £ | 31,000 | |||||||||||||||||||||
Finance expense | £ | £ 408,000 | £ 2,900,000 | £ 7,453,000 | £ 2,325,000 | ||||||||||||||||||
Number of shares subscribed from warrant maximum (in shares) | 133,333 | 40,000 | 3,334 | 3,334 | 133,333 | 133,333 | 46,666 | |||||||||||||||
Exercise price (pounds per share) | £ / shares | £ 1.10 | |||||||||||||||||||||
Proceeds from warrant exercise | £ | £ 147,000 | |||||||||||||||||||||
Number of ordinary shares (in shares) | 1 | 1 | ||||||||||||||||||||
Number warrants (in warrants) | warrant | 1 | 1 | ||||||||||||||||||||
Number of shares subscribed (in shares) | 0.4 | |||||||||||||||||||||
Exercise price percent | 120.00% | |||||||||||||||||||||
Gross proceeds from issue of shares and warrants | £ | £ 44,700,000 | £ 0 | £ 44,750,000 | £ 0 | ||||||||||||||||||
Ordinary shares | ||||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||||
Finance expense | £ | £ 2,300,000 | |||||||||||||||||||||
Global Offering | ||||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||||
Number of ordinary shares in issue (in shares) | 47,399,001 | 47,399,001 | ||||||||||||||||||||
Gross proceeds from the April 2017 Global Offering | $ 89.9 | £ 70,000,000 | $ 89.9 | 70,000,000 | ||||||||||||||||||
IPO | ||||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||||
Number of ordinary shares in issue (in shares) | 5,768,000 | 5,768,000 | ||||||||||||||||||||
Shares issued price (in dollars or pounds per share) | $ / shares | $ 13.50 | |||||||||||||||||||||
Gross proceeds from the April 2017 Global Offering | $ 90.3 | 70,300,000 | ||||||||||||||||||||
Private Placement | ||||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||||
Number of ordinary shares in issue (in shares) | 1,255,001 | 1,255,001 | ||||||||||||||||||||
Shares issued price (in dollars or pounds per share) | £ / shares | £ 1.32 | |||||||||||||||||||||
Gross proceeds from the April 2017 Global Offering | £ | 80,000,000 | |||||||||||||||||||||
Over-Allotment Option | ||||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||||
Gross proceeds from the April 2017 Global Offering | $ | $ 9.9 | |||||||||||||||||||||
Over-Allotment Option | ADS | ||||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||||
Number of ordinary shares in issue (in shares) | 733,738 | 733,738 | ||||||||||||||||||||
Shares issued price (in dollars or pounds per share) | $ / shares | $ 13.50 | |||||||||||||||||||||
Over-Allotment Option | Ordinary shares | ||||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||||
Number of ordinary shares in issue (in shares) | 5,869,904 | 5,869,904 | ||||||||||||||||||||
Shareholder Private Placement | ||||||||||||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||||||||||||
Number of ordinary shares in issue (in shares) | 254,099 | 254,099 | 254,099 | 254,099 | ||||||||||||||||||
Shares issued price (in dollars or pounds per share) | £ / shares | £ 1.32 | £ 1.32 | ||||||||||||||||||||
Gross proceeds from the April 2017 Global Offering | £ | £ 300,000 | £ 300,000 |
Share-based payments charge - N
Share-based payments charge - Narrative (Details) | 12 Months Ended | |
Dec. 31, 2017GBP (£)sharesyearvesting_methodhour | Dec. 31, 2016GBP (£)sharesyear | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Share-based payment charge | £ | £ 2,920,000 | £ 580,000 |
Number of share options granted (in shares) | 4,656,828 | |
Fair value of equity instruments | £ | £ 5,330,000 | £ 1,930,000 |
Weighted average remaining contractual life of outstanding share options | year | 8.6 | 8.2 |
Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 3 years | |
Number of vesting methods | vesting_method | 2 | |
Exercise period | 10 years | |
Number of share options granted (in shares) | 4,656,828 | 1,670,000 |
EMI Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 3 years | |
Exercise period | 10 years | |
Hours worked per week (at least) | hour | 25 | |
Percent of working time (at least) | 75.00% | |
Number of share options granted (in shares) | 0 | 32,000 |
Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Number of vesting methods | vesting_method | 2 | |
Number of share options granted (in shares) | 1,052,236 | 0 |
Number of other equity instruments exercisable in share-based payment arrangement (in shares) | 0 | 0 |
Granted, Weighted average exercise price in £ for Outstanding (pounds per share) | £ | £ 1.32 | |
Bottom of range | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 3 years | |
Bottom of range | Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 3 years | |
Top of range | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 4 years | |
Top of range | Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 4 years | |
Method one, tranche one | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 1 year | |
Vesting portion | 0.3333 | |
Method one, tranche one | Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 1 year | |
Vesting portion | 0.3333 | |
Method one, tranche two | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 2 years | |
Vesting portion | 0.3333 | |
Method one, tranche two | Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 2 years | |
Vesting portion | 0.3333 | |
Method one, tranche three | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 3 years | |
Vesting portion | 0.3333 | |
Method one, tranche three | Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 3 years | |
Vesting portion | 0.3333 | |
Method two, tranche one | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting portion | 0.25 | |
Method two, tranche one | Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting portion | 0.25 | |
Method two, tranche two | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting portion | 0.25 | |
Method two, tranche two | Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 2 years | |
Vesting portion | 0.25 | |
Method two, tranche three | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting portion | 0.25 | |
Method two, tranche three | Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 3 years | |
Vesting portion | 0.25 | |
Method two, tranche four | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 4 years | |
Vesting portion | 0.25 | |
Method two, tranche four | Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Vesting period | 4 years | |
Vesting portion | 0.25 | |
Advisor Options | Bottom of range | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Exercise period | 1 year | |
Advisor Options | Top of range | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Exercise period | 2 years |
Share-based payments charge - D
Share-based payments charge - Disclosure of indirect measurement of fair value of goods or services received, share options granted during period (Details) | 12 Months Ended | |
Dec. 31, 2017sharesyear | Dec. 31, 2016sharesyear | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Options granted (in shares) | shares | 4,656,828 | |
EMI Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Options granted (in shares) | shares | 0 | 32,000 |
Risk-free interest rate | 1.42% | |
Expected life of options | 10 | |
Annualized volatility | 88.00% | |
Dividend rate | 0.00% | |
Vesting period | 3 years | |
Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Options granted (in shares) | shares | 4,656,828 | 1,670,000 |
Dividend rate | 0.00% | 0.00% |
Vesting period | 3 years | |
Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Options granted (in shares) | shares | 1,052,236 | 0 |
Dividend rate | 0.00% | |
Bottom of range | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Risk-free interest rate | 0.29% | 0.23% |
Expected life of options | 5.5 | 5.5 |
Annualized volatility | 71.30% | 74.30% |
Vesting period | 3 years | |
Bottom of range | Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Risk-free interest rate | 0.42% | |
Expected life of options | 5.5 | |
Annualized volatility | 71.30% | |
Vesting period | 3 years | |
Top of range | Unapproved Scheme | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Risk-free interest rate | 0.62% | 1.42% |
Expected life of options | 7 | 10 |
Annualized volatility | 73.30% | 88.00% |
Vesting period | 4 years | |
Top of range | Restricted Stock Units | ||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||
Risk-free interest rate | 0.62% | |
Expected life of options | 7 | |
Annualized volatility | 73.30% | |
Vesting period | 4 years |
Share-based payments charge - S
Share-based payments charge - Share options movements (Details) | Sep. 13, 2017GBP (£)shares | Dec. 28, 2016GBP (£)shares | Oct. 24, 2016shares | Sep. 12, 2016shares | Dec. 31, 2017GBP (£)shares | Dec. 31, 2016shares |
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 6,000 | £ 2,000 | ||||
Beginning balance (in shares) | 3,037,333 | 1,792,000 | ||||
Options granted (in shares) | 4,656,828 | |||||
Options exercised (in shares) | (133,333) | (40,000) | (3,334) | (3,334) | (133,333) | (46,666) |
Options forfeited (in shares) | 0 | 150,001 | ||||
Options expired (in shares) | (33,333) | (260,000) | ||||
Ending balance (in shares) | 7,527,495 | 3,037,333 | ||||
Year Of Issue, 2012, Expiry Date June 1, 2022 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Beginning balance (in shares) | 100,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 100,000 | 100,000 | ||||
Year Of Issue, 2012, Expiry Date June 1, 2022 | Bottom of range | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 2.50 | |||||
Year Of Issue, 2012, Expiry Date June 1, 2022 | Top of range | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | 7.50 | |||||
Year Of Issue, 2013, Expiry Date April 15, 2023 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 2 | |||||
Beginning balance (in shares) | 100,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 100,000 | 100,000 | ||||
Year Of Issue, 2013, Expiry Date July 29, 2023 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 2 | |||||
Beginning balance (in shares) | 160,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 160,000 | 160,000 | ||||
Year Of Issue, 2014, Expiry Date May 15, 2024 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 1.75 | |||||
Beginning balance (in shares) | 110,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 110,000 | 110,000 | ||||
Year Of Issue, 2014, Expiry Date August 6, 2018 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Beginning balance (in shares) | 200,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | (133,333) | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 66,667 | 200,000 | ||||
Year Of Issue, 2014, Expiry Date August 6, 2018 | Bottom of range | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 1.10 | |||||
Year Of Issue, 2014, Expiry Date August 6, 2018 | Top of range | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | 1.75 | |||||
Year Of Issue, 2015, Expiry Date January 29, 2025 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 1.25 | |||||
Beginning balance (in shares) | 510,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 510,000 | 510,000 | ||||
Year Of Issue, 2016, Expiry Date February 2, 2026 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 2 | |||||
Beginning balance (in shares) | 260,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 260,000 | 260,000 | ||||
Year Of Issue, 2016, Expiry Date August 3, 2026 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 1.80 | |||||
Beginning balance (in shares) | 810,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 810,000 | 810,000 | ||||
Year Of Issue, 2016, Expiry Date September 13, 2026 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 1.89 | |||||
Beginning balance (in shares) | 300,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 300,000 | 300,000 | ||||
Year Of Issue, 2016, Expiry Date September 16, 2026 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 2.04 | |||||
Beginning balance (in shares) | 300,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 300,000 | 300,000 | ||||
Year Of Issue, 2017, Expiry Date April 26, 2027 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Beginning balance (in shares) | 0 | |||||
Options granted (in shares) | 4,656,828 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 4,656,828 | 0 | ||||
Year Of Issue, 2017, Expiry Date April 26, 2027 | Bottom of range | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 1.32 | |||||
Year Of Issue, 2017, Expiry Date April 26, 2027 | Top of range | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 1.525 | |||||
EMI Scheme | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Options granted (in shares) | 0 | 32,000 | ||||
Ending balance (in shares) | 213,984 | |||||
EMI Scheme | Year Of Issue, 2013, Expiry Date June 1, 2023 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 2 | |||||
Beginning balance (in shares) | 20,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | (20,000) | |||||
Ending balance (in shares) | 0 | 20,000 | ||||
EMI Scheme | Year Of Issue, 2014, Expiry Date May 15, 2024 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 1.75 | |||||
Beginning balance (in shares) | 63,333 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | (13,333) | |||||
Ending balance (in shares) | 50,000 | 63,333 | ||||
EMI Scheme | Year Of Issue, 2015, Expiry Date January 29, 2025 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 1.25 | |||||
Beginning balance (in shares) | 82,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 82,000 | 82,000 | ||||
EMI Scheme | Year Of Issue, 2016, Expiry Date February 2, 2026 | ||||||
Disclosure of terms and conditions of share-based payment arrangement [line items] | ||||||
Exercise of options | £ | £ 2 | |||||
Beginning balance (in shares) | 22,000 | |||||
Options granted (in shares) | 0 | |||||
Options exercised (in shares) | 0 | |||||
Options forfeited (in shares) | 0 | |||||
Options expired (in shares) | 0 | |||||
Ending balance (in shares) | 22,000 | 22,000 |
Share-based payments charge -76
Share-based payments charge - Disclosure of number and weighted average exercise prices of other equity instruments (Details) - Restricted Stock Units | 12 Months Ended |
Dec. 31, 2017shares | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Beginning balance (in shares) | 0 |
Options granted (in shares) | 1,052,236 |
Options exercised (in shares) | 0 |
Options forfeited (in shares) | 0 |
Options expired (in shares) | 0 |
Ending balance (in shares) | 1,052,236 |
Year Of Issue, 2017, Expiry Date April 26, 2027 | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Beginning balance (in shares) | 0 |
Options granted (in shares) | 1,052,236 |
Options exercised (in shares) | 0 |
Options forfeited (in shares) | 0 |
Options expired (in shares) | 0 |
Ending balance (in shares) | 1,052,236 |
Share-based payments charge - A
Share-based payments charge - Average fair value at grant date, by year of grant and plan, of the exercisable options (Details) | Dec. 31, 2017USD ($) |
2012 | Bottom of range | EMI Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | $ 0.63 |
2012 | Top of range | EMI Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 1.20 |
2013 | EMI Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 0.83 |
2013 | Bottom of range | Unapproved Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 0.79 |
2013 | Top of range | Unapproved Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 0.95 |
2014 | EMI Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 0.76 |
2014 | Bottom of range | Unapproved Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 0.23 |
2014 | Top of range | Unapproved Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 0.76 |
2015 | EMI Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 0.57 |
2015 | Unapproved Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 0.57 |
2016 | EMI Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 1.35 |
2016 | Bottom of range | Unapproved Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 0.93 |
2016 | Top of range | Unapproved Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 1.35 |
2017 | EMI Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 0 |
2017 | Unapproved Scheme | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | 0.84 |
2017 | Restricted Stock Units | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Average fair value at grant date (pounds per share) | $ 1.33 |
Share-based payments charge - O
Share-based payments charge - Outstanding and exercisable share options by scheme (Details) | Dec. 31, 2017GBP (£)shares | Dec. 31, 2016GBP (£)shares | Dec. 31, 2015GBP (£)shares |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Outstanding (in shares) | shares | 7,527,495 | 3,037,333 | 1,792,000 |
Exercisable (in shares) | shares | 797,333 | 846,666.76 | |
Weighted average exercise price in £ for Outstanding (pounds per share) | £ | £ 1.53 | £ 1.87 | £ 1.78 |
Weighted average exercise price in £ for Exercisable (pounds per share) | £ | £ 2.04 | £ 2.25 | |
Unapproved Scheme | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Outstanding (in shares) | shares | 7,313,473 | ||
Exercisable (in shares) | shares | 773,333 | ||
Weighted average exercise price in £ for Outstanding (pounds per share) | £ | £ 1.50 | ||
Weighted average exercise price in £ for Exercisable (pounds per share) | £ | £ 1.64 | ||
EMI Scheme | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Outstanding (in shares) | shares | 213,984 | ||
Exercisable (in shares) | shares | 185,333 | ||
Weighted average exercise price in £ for Outstanding (pounds per share) | £ | £ 3.06 | ||
Weighted average exercise price in £ for Exercisable (pounds per share) | £ | £ 3.28 | ||
Unapproved And EMI Share Option Schemes [Member] | |||
Disclosure of terms and conditions of share-based payment arrangement [line items] | |||
Outstanding (in shares) | shares | 7,527,457,000 | ||
Exercisable (in shares) | shares | 958,666,000 | ||
Weighted average exercise price in £ for Outstanding (pounds per share) | £ | £ 1.54 | ||
Weighted average exercise price in £ for Exercisable (pounds per share) | £ | £ 1.95 |
Share-based payments charge -79
Share-based payments charge - Number of options granted, expired and the weighted average exercise price of options (Details) | Sep. 13, 2017shares | Dec. 28, 2016shares | Oct. 24, 2016shares | Sep. 12, 2016shares | Dec. 31, 2017GBP (£)shares | Dec. 31, 2016GBP (£)shares |
Disclosure of number and weighted average remaining contractual life of outstanding share options [line items] | ||||||
Beginning balance (in shares) | 3,037,333 | 1,792,000 | ||||
Options granted (in shares) | 4,656,828 | |||||
Options exercised (in shares) | (133,333) | (40,000) | (3,334) | (3,334) | (133,333) | (46,666) |
Options forfeited (in shares) | 0 | (150,001) | ||||
Options expired (in shares) | (33,333) | (260,000) | ||||
Ending balance (in shares) | 7,527,495 | 3,037,333 | ||||
Exercisable (in shares) | 797,333 | 846,666.76 | ||||
Beginning balance, Weighted average exercise price in £ for Outstanding (pounds per share) | £ | £ 1.87 | £ 1.78 | ||||
Exercised, Weighted average exercise price in £ for Outstanding (pounds per share) | £ | 1.10 | 1.12 | ||||
Forfeited, Weighted average exercise price in £ for Outstanding (pounds per share) | £ | 0 | 1.24 | ||||
Expired, Weighted average exercise price in £ for Outstanding (pounds per share) | £ | 1.90 | 2.46 | ||||
Ending balance, Weighted average exercise price in £ for Outstanding (pounds per share) | £ | 1.53 | 1.87 | ||||
Weighted average exercise price in £ for Exercisable (pounds per share) | £ | £ 2.04 | £ 2.25 | ||||
Employees | ||||||
Disclosure of number and weighted average remaining contractual life of outstanding share options [line items] | ||||||
Options granted (in shares) | 3,150,846 | 1,002,000 | ||||
Granted, Weighted average exercise price in £ for Outstanding (pounds per share) | £ | £ 1.32 | £ 1.92 | ||||
Directors | ||||||
Disclosure of number and weighted average remaining contractual life of outstanding share options [line items] | ||||||
Options granted (in shares) | 1,505,982 | 700,000 | ||||
Granted, Weighted average exercise price in £ for Outstanding (pounds per share) | £ | £ 1.32 | £ 2.05 |
Share-based payments charge - E
Share-based payments charge - Equity instruments other than options granted (Details) - Restricted Stock Units | 12 Months Ended |
Dec. 31, 2017shares | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Beginning balance (in shares) | 0 |
Options granted (in shares) | 1,052,236 |
Ending balance (in shares) | 1,052,236 |
Employees | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Options granted (in shares) | 705,841 |
Directors | |
Disclosure of terms and conditions of share-based payment arrangement [line items] | |
Options granted (in shares) | 346,395 |
Trade and other payables (Detai
Trade and other payables (Details) - GBP (£) £ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Subclassifications of assets, liabilities and equities [abstract] | ||
Trade payables | £ 1,214 | £ 719 |
Other payables | 74 | 54 |
Accruals | 5,866 | 2,050 |
Total trade and other payables | £ 7,154 | 2,823 |
Accruals related to offering expenses | £ 890 |
Assumed contingent obligation82
Assumed contingent obligation related to the business combination - Narrative (Details) - GBP (£) £ in Thousands | Sep. 19, 2006 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Disclosure of detailed information about business combination [line items] | ||||
Assumed contingent obligation | £ 875 | £ 802 | £ 594 | |
Discount percent | 12.00% | |||
Rhinopharma Limited | ||||
Disclosure of detailed information about business combination [line items] | ||||
Increase in value of the assumed contingent obligation | £ 73 | £ 208 | ||
Discount percent | 12.00% | 12.00% | ||
Reported change to the value of the liability | £ 73 | £ 200 |
Assumed contingent obligation83
Assumed contingent obligation related to the business combination - Reconciliation of changes in contingent liabilities (Details) - GBP (£) £ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of changes in contingent liabilities recognised in business combination [abstract] | ||
Beginning balance | £ 802 | £ 594 |
Re-measurement of assumed contingent obligation | 0 | 86 |
Impact of changes in foreign exchange rates | (23) | 37 |
Unwinding of discount factor | 96 | 85 |
Ending balance | £ 875 | £ 802 |
Assumed contingent obligation84
Assumed contingent obligation related to the business combination - Reported change to the value of the liability (Details) - Rhinopharma Limited - GBP (£) £ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Disclosure of detailed information about business combination [line items] | ||
Change in value of the assumed contingent obligation | £ 73 | £ 208 |
10% lower revenue assumption | 72 | 202 |
10% higher revenue assumption | 73 | 215 |
1% lower risk assumption | 69 | 205 |
1% higher risk assumption | £ 76 | £ 211 |
Revenue assumption, % lower | 10.00% | |
Revenue assumption, % higher | 10.00% | |
Risk assumption, % lower | 1.00% | |
Risk assumption, % higher | 1.00% |
Warrants - Narrative (Details)
Warrants - Narrative (Details) £ / shares in Units, £ in Thousands | Apr. 26, 2017GBP (£) | Feb. 10, 2017 | Feb. 08, 2017 | Jul. 29, 2016GBP (£)shareswarrant£ / shares | Dec. 31, 2017GBP (£)shares£ / shares | Dec. 31, 2016GBP (£)shares£ / shares | Dec. 31, 2015GBP (£) | Sep. 13, 2017£ / shares | May 26, 2017shares | May 18, 2017shares | May 02, 2017shares | Jul. 31, 2016shareswarrant |
Disclosure of classes of share capital [line items] | ||||||||||||
Number of units issued (in shares) | shares | 31,115,926 | 1,555,796,345 | 330,824 | 5,539,080 | 47,653,100 | |||||||
Placing price (in pounds per unit) | £ / shares | £ 1.4365 | £ 0.02873 | ||||||||||
Number of ordinary shares (in shares) | shares | 1 | 1 | ||||||||||
Number warrants (in warrants) | warrant | 1 | 1 | ||||||||||
Number of shares subscribed (in shares) | shares | 0.4 | |||||||||||
Exercise price percent | 120.00% | |||||||||||
Exercise price (pounds per share) | £ / shares | £ 1.10 | |||||||||||
Number of shares subscribed from warrant maximum (in shares) | shares | 622,318,538 | |||||||||||
Change in fair value | £ | £ 9,000 | £ 0 | £ 8,991 | |||||||||
Warrant proceeds | £ | 35,700 | |||||||||||
Transaction costs allocated to the issue of warrants (note 19) | £ | £ 408 | £ 2,900 | £ 7,453 | £ 2,325 | ||||||||
Warrants forfeited (in shares) | shares | 0 | 150,001 | ||||||||||
Consolidation of shares | 0.02 | 0.02 | 0.02 | |||||||||
Exercise price (pence per share) | £ / shares | £ 0.034476 | |||||||||||
Fair value warrant | £ | £ 1,273 | £ 7,923 | £ 0 | |||||||||
Variance recorded | £ | £ 6,650 | £ 1,068 | £ 0 | |||||||||
Warrants | ||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||
Exercise price (pounds per share) | £ / shares | £ 1.7238 | £ 1.7238 | £ 1.7238 | |||||||||
Number of shares subscribed from warrant maximum (in shares) | shares | 12,446,370 | 12,401,262 | 12,446,370 | |||||||||
Transaction costs allocated to the issue of warrants (note 19) | £ | £ 600 | |||||||||||
Warrants forfeited (in shares) | shares | 45,108 | 0 | ||||||||||
Ordinary shares | ||||||||||||
Disclosure of classes of share capital [line items] | ||||||||||||
Transaction costs allocated to the issue of warrants (note 19) | £ | £ 2,300 |
Warrants - Assumptions in apply
Warrants - Assumptions in applying the Black-Scholes model, fair value warrants (Details) - £ / shares | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Sep. 13, 2017 | Jul. 29, 2016 | |
Disclosure of classes of share capital [line items] | ||||
Warrants (in shares) | 622,318,538 | |||
Exercise price (pounds per share) | £ 1.10 | |||
Warrants | ||||
Disclosure of classes of share capital [line items] | ||||
Warrants (in shares) | 12,401,262 | 12,446,370 | 12,446,370 | |
Exercise price (pounds per share) | £ 1.7238 | £ 1.7238 | £ 1.7238 | |
Risk-free interest rate | 0.42% | 0.088% | ||
Expected term to exercise | 1 year 9 months 15 days | 2 years 5 months 5 days | ||
Annualized volatility | 47.35% | 73.53% | ||
Dividend rate | 0.00% | 0.00% |
Warrants - Fair value adjustmen
Warrants - Fair value adjustments (Details) - GBP (£) £ in Thousands | Jul. 29, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Reconciliation Of Changes in Warrants Outstanding [Roll Forward] | ||||
Beginning balance | £ 7,923 | £ 0 | ||
On issuance of shares | £ 9,000 | 0 | 8,991 | |
Fair value adjustments recognized in profit or loss | (6,650) | (1,068) | £ 0 | |
Ending balance | £ 1,273 | £ 7,923 | £ 0 |
Warrants - Effect when underlyi
Warrants - Effect when underlying parameters deviate (Details) - GBP (£) £ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of share capital, reserves and other equity interest [Abstract] | |||
Variable up, Volatility (up / down 10% pts) | £ 1,921 | ||
Base case, Volatility (up / down 10% pts) | 1,273 | £ 7,923 | £ 0 |
Variable down, Volatility (up / down 10% pts) | 694 | ||
Variable up, Time to maturity (up / down 6 months) | 1,677 | ||
Variable down, Time to maturity (up / down 6 months) | £ 843 | ||
Volatility (up/down), percentage | 10.00% | ||
Time to maturity (up, down), months | 6 months |
Financial commitments (Details)
Financial commitments (Details) - Land and Buildings - GBP (£) £ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Operating lease obligations: | ||
Minimum lease payments payable under non-cancellable operating lease | £ 568 | £ 270 |
Within one year | ||
Operating lease obligations: | ||
Minimum lease payments payable under non-cancellable operating lease | 291 | 270 |
Between one and five years | ||
Operating lease obligations: | ||
Minimum lease payments payable under non-cancellable operating lease | £ 277 | £ 0 |
Related parties transactions 90
Related parties transactions and other shareholder matters (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Vivo Capital, OrbiMed And Abingworth | Entities with joint control or significant influence over entity | |
Disclosure of transactions between related parties [line items] | |
Percent of issued ordinary shares | 6.50% |