Advancing cancer care
Commercialisation building
Annual Report and Financial Statements
for the year ended 31 December 2023
WELCOME
We are ANGLE plc
ANGLE is a world-leading liquid biopsy
company with innovative circulating
tumour cell (CTC) solutions for use in
research, drug development and clinical
oncology, using a simple blood sample
ANGLE’s FDA Cleared* Parsortix® PC1 system has
the potential to deliver profound improvements, to
patients and healthcare systems, in the diagnosis,
treatment and monitoring of cancer.
* Any reference to regulatory authorisations such as FDA clearance, CE marking or UK MHRA registration
of the Parsortix® PC1 system shall be read in conjunction with the full intended use of the product:
The Parsortix PC1 system is an in vitro diagnostic device intended to enrich circulating tumor cells (CTCs)
from peripheral blood collected in K2EDTA tubes from patients diagnosed with metastatic breast cancer.
The system employs a microfluidic chamber (a Parsortix cell separation cassette) to capture cells of a
certain size and deformability from the population of cells present in blood. The cells retained in the cassette
are harvested by the Parsortix PC1 system for use in subsequent downstream assays. The end user is
responsible for the validation of any downstream assay. The standalone device, as indicated, does not
identify, enumerate or characterize CTCs and cannot be used to make any diagnostic/prognostic claims for
CTCs, including monitoring indications or as an aid in any disease management and/or treatment decisions.
Any other product or services offered are for research use only and not for use in diagnostic procedures.
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Our purpose
To revolutionise
cancer diagnosis,
treatment and monitoring
Mission
To enable personalised
cancer care by providing
intact cancer cells as the
best sample for a complete
picture of the patient’s
cancer from a simple
blood test
Vision
To make personalised
medicine a reality
Strategic Report
Chairman's and Chief Executive's Statement
Operational Update
Market Opportunity
Strategy
Strategic Aims in Action
Key Performance Indicators
Principal Risks and Uncertainties
Corporate Responsibility Report
Financial Review
Governance
Board of Directors
Scientific Advisory Board
Directors’ Report
Corporate Governance Report
Remuneration Report
Financial Statements
Independent Auditors’ Report
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Cash Flows
Consolidated Statement of Changes in Equity
Notes to the Consolidated Financial Statements
Company Statement of Financial Position
Company Statement of Cash Flows
Company Statement of Changes in Equity
Notes to the Company Financial Statements
Notice of Annual General Meeting
Notice of Annual General Meeting
General Information for Shareholders in
respect of the Annual General Meeting
Additional Information
Cancer, Liquid Biopsy, CTCs and the Parsortix system
Explanation of Frequently Used Terms
Company Information
The Annual Report and Financial Statements may contain forward-looking
statements. These statements reflect the Board’s current view, are subject
to a number of material risks and uncertainties and could change in the
future. Factors that could cause or contribute to such changes include, but
are not limited to, the general economic climate and market conditions, as
well as specific factors including the success of the Group’s research and
development activities, commercialisation strategies, the uncertainties related
to clinical study outcomes and regulatory clearance, obtaining reimbursement
and payor coverage, acceptance into national guidelines and the acceptance
of the Group’s products and services by customers.
Visit our website for
more information at:
www.angleplc.com
@parsortix
ANGLEplc
ANGLE plc Annual Report and Financial Statements 2023
02
CHAIRMAN'S AND CHIEF EXECUTIVE'S STATEMENT
Commercialisation building with revenue more
than doubled
The Company has made significant commercial progress and has
remained resilient and adaptive in challenging economic conditions.
Over the year, the Company delivered significant revenue growth
through execution of our strategic plans achieving key milestones.
Overview of Financial Results
Following FDA clearance, the beginning of the anticipated revenue
ramp is reflected in revenues more than doubling to £2.2 million
(2022: £1.0 million) and was driven by a combination of product sales
of the Parsortix system, pharma services contracts and corporate
partnerships. Gross margins averaged 70% (2022: 59%) reflecting the
product-service mix.
Product-related revenues were £1.4 million (2022: £0.7 million) while
services-related revenues were £0.8 million (2022: £0.3 million). In
addition, sales of up to £1.8 million had been booked at the year end for
future periods. The installed base of Parsortix systems is over 290 with
cumulative samples processed of 210,000 as at 31 December 2023.
Continued investment in studies to develop and validate the clinical
application and commercial use of the Parsortix system as well as the
ongoing growth of the commercial team and infrastructure was partly
offset by carefully controlling operating costs and the expected cost
savings from the closure of the Canadian operations in late 2022,
resulting in reduced operating costs of £23.3 million (2022: £24.8
million). The loss for the year was reduced to £20.1 million (2022:
loss £21.7 million).
Cash and cash equivalents were £16.2 million at 31 December 2023
(2022: £31.9 million) with R&D Tax Credits due at 31 December 2023
of £1.5 million (2022: £2.9 million).
The Company is committed to carefully controlling costs and focusing
on near-term commercialisation. This includes building sales capability,
investing in molecular solutions and enhancing the UK-based clinical
laboratory centre of excellence. Management has identified cost
reductions expected to result in cash savings of c. £8 million in the
period to 31 December 2024, as the US clinical laboratory was closed,
and non-critical R&D and other activities are deferred or reduced. Whilst
some longer-term growth objectives and planned investment for 2024
will be delayed, the proposed cash savings are not expected to have any
impact on revenues over the next 24 months, which we expect to grow
strongly.
The Company continues to invest in its commercialisation strategy to
support customers using Parsortix products and services and its R&D
activities on downstream analysis of CTCs using third-party molecular
platforms and commercially available diagnostic assays.
Completion of a fundraising of £8.77 million before expenses,
announced 5 June 2024, alongside delivery of market expectations
is anticipated by the Company to secure cash flow breakeven on a
monthly basis by the end of 2025.
Executing business strategy to drive growth
ANGLE has made robust progress in the year as the Company
continues to execute its strategy to commercialise the Parsortix
system through its products business (for Parsortix instruments and
consumables) and its services business (to utilise the Parsortix system
in cancer drug trials).
Product sales have been particularly busy, with the expansion of the
Company’s direct salesforce and the establishment of an international
network of oncology focused distribution partners. First product sales
by distributors were achieved in Q4 2023, with sales of products,
associated consumables, and the newly launched Portrait+ CTC
Staining Kit expected to grow in 2024.
1. Current consensus revenue £6.45m for FY24. (Source: Bloomberg).
ANGLE has made considerable commercial progress
in 2023 through the ongoing execution of our strategy.
Major efforts have been focused on both the products
and services commercialisation channels and on the
development of “content” to provide applications of
the Parsortix system for customers. This has resulted
in the launch of four imaging assays, a strategic
partnership with BioView for the development of a
quantitative HER2 assay kit, repeat and new business
with pharmaceutical customers for services and
positive research study results for the Company’s
comprehensive solution for dual molecular analysis
of CTC-DNA and ctDNA from a single blood sample.
2024 Progress and Outlook
● Strong start to 2024 with product and services customer
relationships developing well and significant expansion of pharma
services business
- three service agreements announced with two large pharma
customers, Eisai and AstraZeneca
- development of HER2 assay for Eisai to detect and assess
HER2 low and HER2+ cancers in a Phase II clinical trial at a
value to ANGLE of US$250,000
- development of a DDR assay for AstraZeneca with the initial
six month development phase worth £150,000 to ANGLE
- development of an Androgen Receptor assay for AstraZeneca
with the initial 12-month development phase worth £550,000
to ANGLE
- active discussion ongoing with multiple prospective pharma
customers including six large pharma customers
- product sales building with expansion of direct salesforce and
highly engaged network of global distributors
● Revenue for H1 2024 is expected to be between £1.0 million and
£1.3 million with a total of c.40% of FY24 market expectations
for revenue1 already contracted year to date. The Company
has a strong current pipeline of opportunities that has more
than doubled year to date, with significant potential growth
opportunities across a variety of end customers, including large
pharma. As such, the management remains confident in delivering
strong growth in 2024 in line with current market expectations
● Completion of a fundraising of £8.77 million before expenses,
announced 5 June 2024, alongside delivery of market
expectations is anticipated by the Company to secure cash flow
breakeven on a monthly basis by the end of 2025
ANGLE plc Annual Report and Financial Statements 2023Strategic Report03
I am delighted that 2024 has started strongly with three new contracts
with two large pharma customers and we look forward to continuing
this commercial momentum in the year ahead.
The services business is also performing strongly. Four downstream
assays were launched in 2023, Portrait Flex, Portrait DDR (γH2AX and
pKAP1), and Portrait PD-L1, available as a service to pharma customers
from our GCLP-compliant laboratory. These assays have the potential
for substantial revenues in the large and rapidly growing cancer drug
trials market. During 2023, the Company announced two new pharma
contracts. Crescendo Biologics is using ANGLE’s Portrait Flex assay in
an ongoing Phase I clinical prostate cancer study and Artios Pharma
signed a further contract for use of ANGLE’s Portrait DDR assays in a
Phase I study in multiple advanced cancers.
In addition to our commercial achievements the Company has also
made significant progress in R&D, developing sample-to-answer
solutions utilising commercially available third-party molecular platforms
for the analysis of CTCs harvested by the Parsortix system. This has
included the development of a solution for dual sequencing of CTC-DNA
and ctDNA from a single blood sample. Study results demonstrated
that clinically relevant DNA variants were identified in CTCs that were
not present in ctDNA from the same blood draw, potentially expanding
actionable information available to guide personalised therapy.
Outlook
ANGLE plans to build revenues in 2024 by continued expansion
of pharma services customers, strategic partnerships and global
distributors. The Company will continue to drive near-term revenue
through sales of products and services.
Product sales are gaining momentum through our established and
growing global distribution network, with the Parsortix system now
registered in the US, EU, UK, and New Zealand. The pharma services
business has made a strong start in 2024 with revenues expected to
build further and discussions ongoing with multiple potential customers.
Three services agreements with two large pharmaceutical companies,
Eisai and AstraZeneca, have been announced year-to-date at a
combined value of c.£900,000.
In addition to its bespoke imaging assays, the Company plans to
capitalise on the high-value molecular diagnostic market by developing
assays which can be run on well-established and widely available
third-party molecular platforms for downstream analysis. ANGLE is
particularly excited about the encouraging results being achieved from
analysis of Parsortix CTC harvests using digital PCR and high multiplex
next-generation sequencing systems. Technical data from evaluations,
supported by patient data from ANGLE’s ongoing clinical studies, is
expected to deliver a comprehensive offering of cancer specific and
pan-cancer assays that ANGLE believes will address a substantial and
growing market need.
With the continued drive to further sales of our products and services,
continued assay development and the move towards third-party
molecular systems, the Company is now well positioned to successfully
deliver against its strategic objectives. It is against this backdrop of
scientific and commercial momentum alongside careful control of
costs, that the Board is confident in the Company’s commercial future
delivering increasing value to shareholders.
Dr. Jan Groen
Chairman
12 June 2024
Andrew D W Newland
Chief Executive
Operational Highlights
Pharma Services
● Contracts signed with new and repeat customers including:
- services agreement signed at year end and announced early
2024 with global Japanese pharma company, Eisai, for use of
ANGLE’s quantitative HER2 assay in a Phase II clinical trial
- new contract with Crescendo Biologics to use ANGLE’s Portrait
Flex assay in a Phase I clinical study in prostate cancer
- follow-on contract with Artios Pharma for use of DNA Damage
Response (DDR) assays in a Phase I clinical trial in multiple
advanced cancers
● Launch of Portrait Flex, Portrait DDR (γH2AX and pKAP1), and
Portrait PD-L1 assays from the Company’s GCLP-compliant
laboratory
Products
● Expansion of global distribution network and associated
infrastructure (including product management, logistics, service,
and maintenance) across Europe, Africa, the Middle East and
Asia-Pacific with first commercial sales in fourth quarter
● Launch of Portrait+ CTC Staining Kit as first sample-to-answer
product providing laboratories with a fully validated, standardised
protocol for CTC identification and analysis across multiple
cancer types
● Strategic partnership with BioView to develop a quantitative
breast cancer CTC HER2 assay kit. Development work generating
revenue for ANGLE of £1.2 million
Content (applications)
● 16 peer-reviewed scientific papers published in 2023 bringing the
total number of peer-reviewed publications as at 31 December
2023 to 92 (2022: 76)
● Good progress made in clinical studies:
- recruitment on track in INFORM study across four major cancer
types building a biobank of samples for assay development
and validation
- recruitment in ovarian and prostate cancer studies completed
and Parsortix cell harvest stored for future molecular analysis
● Development of a dual analysis solution for comprehensive
DNA molecular analysis of CTCs and ctDNA from a single blood
sample:
- research study results found that clinically relevant DNA
variants were identified in CTCs that were not present in ctDNA
from the same blood draw
- potential to expand clinically relevant information to inform
personalised therapy when the two are analysed together
Corporate
● Board strengthened for the next phase of the Company’s
development with the appointment of a new Non-executive
Chairman and two new Non-executive Directors
● Senior management team strengthened with the appointment
of highly experienced, commercially focused industry
professionals to the positions of Chief Commercial Officer
and Chief Scientific Officer
ANGLE plc Annual Report and Financial Statements 2023
04
OPERATIONAL UPDATE
Launch of multiple assays accelerates
commercialisation
Commercial strategy
ANGLE’s vision is to secure widespread adoption
of the Parsortix system by providing circulating
tumour cells (CTCs) as the “best sample” for
analysis coupled with state-of-the-art molecular
and imaging assays to provide high-throughput,
low cost, highly sensitive, downstream analysis. To
drive commercialisation, ANGLE has established
both a product business and a services business.
1. Product business area
ANGLE’s Parsortix system including instruments and one-time
use cassettes, that are sold to third-party laboratories for their
use in translational research and clinical use. In December 2023,
ANGLE’s quality management system was re-certified as meeting
ISO/EN/BSI 13485:2016 with the exemplary condition of our
laboratories commended. To enable customers to carry out
downstream analysis of the Parsortix harvest, ANGLE now offers
the Portrait+ CTC Staining Kit and CellKeepTM Slide for enhanced
cell recovery and imaging. ANGLE will continue to develop further
assay kits and protocols for third-party molecular platforms.
2. Services business area
ANGLE has established a GCLP-compliant laboratory in the
UK, with the capability, capacity and required quality systems to
provide biopharma customers with assay services to support
drug discovery and development. In the longer term, ANGLE’s
clinical laboratory will process patient samples and offer validated
assays to support clinical decision making.
Both business areas are supported by a growing body of internal
and published evidence and content from leading cancer
centres showing the utility of the system through peer-reviewed
publications, scientific data, and clinical research evidence,
highlighting a wide range of potential applications.
2023 also saw the first product
sales from our newly established
global distribution network and we
are optimistic about the growth in
global sales of the Parsortix system,
consumables, and assay kits during
the current financial year.
Parsortix products and services
In 2023, ANGLE launched multiple downstream assays available to
customers as a service from our GCLP-compliant laboratory.
● The Portrait Flex assay is designed to allow the detection of CTCs
regardless of epithelial, mesenchymal or transitioning CTC status, with
the opportunity to include an additional protein biomarker tailored to
individual customer needs. The clinical utility of CTC biomarkers is a
rapidly growing field facilitating the identification of druggable targets
to guide treatment selection throughout the patient care pathway,
as well as providing prognostic information, predicting treatment
response, resistance, and patient relapse. Combining the use of the
Parsortix system and the Portrait Flex assay allows for testing that
is specific to customer needs and can enhance their clinical study
evaluations. ANGLE is offering a flexible, full-service solution to help
unlock personalised medicine for patients.
● The Portrait DNA Damage Response (DDR) assays were developed
to identify two DNA damage markers, phosphorylated histone variant
H2AX (γH2AX) and phosphorylated KRAB-associated protein 1
(pKAP1) on CTCs enriched using the Parsortix system. The increasing
investigation of DDR/PARP inhibitors, alone and in combination with
chemotherapy or immunotherapy, broadens the utility of γH2AX and
pKAP1 assays as indicators of DNA damage and clinical effectiveness.
The assays, for use in the research setting, make longitudinal
repeatable monitoring of treatment response possible.
● The Portrait PD-L1 assay is designed to allow the detection of CTCs
and determine their PD-L1 status, which has the potential to not only
facilitate efficient, timely and cost-effective drug discovery, but may
also enable the more accurate identification of suitable candidates for
immunotherapy studies and provide longitudinal monitoring of patient
response to therapy.
In addition, in December 2023 the Portrait+ CTC Staining Kit was
launched as our first sample-to-answer product. The launch follows
extensive development, optimisation and validation to provide advanced
immunofluorescence (IF) staining of CTCs harvested from a patient
blood sample by the Parsortix system in multiple cancer types including
breast, lung, prostate and ovarian cancers. The performance of current
CTC protocols being used by academic and research institutions varies
considerably. ANGLE has developed this kit for reliable repeatable
results with a fully validated, standardised protocol to make it easy for
customers to adopt in their laboratories.
Capitalising on newly established global distribution network
With a view to driving longer-term product revenues, during the
year ANGLE has continued to expand its commercial operations
team, including product management, logistics and service and
maintenance, as it seeks to capitalise on the FDA clearance and UK
and European product registrations received in May 2022. ANGLE
has successfully established an international network of oncology
focused distribution partners, covering major territories in Europe,
Africa, the Middle East and Asia-Pacific, with additional geographies in
discussion. Training programmes for distributor representatives were
initiated, new marketing materials developed, and service and support
infrastructure strengthened. These partners will open distribution
channels for Parsortix instruments and consumables globally. In addition
to sales these partners provide invaluable market access, service and
maintenance support in their jurisdictions.
ANGLE plc Annual Report and Financial Statements 2023Strategic Report05
In May 2024, the Company was delighted to announce a second
services contract with AstraZeneca. Under the terms of this agreement,
worth an initial £550,000, the Company will develop a CTC-based
Androgen Receptor (AR) assay. Assay development will take place in
ANGLE's UK laboratories, with project completion expected in Q1 2025.
A successful development phase will demonstrate the importance
of the Parsortix system in assessing the efficacy of prostate cancer
therapeutics and offers the potential for long-term, ongoing revenues
for the Company supporting prostate cancer clinical trials. There is wide
applicability, both to AstraZeneca and other pharma customers, for an
AR assay to measure protein expression, which can only be undertaken
on intact cancer cells. There are currently 135 active, interventional
oncology clinical studies specifically involving the androgen receptor
listed on clinicaltrials.gov involving ~39,000 participants.
The use of CTC biomarkers in clinical trials is a rapidly growing field
enabling longitudinal monitoring of genomic, transcriptomic and
proteomic changes. ANGLE believes that there is considerable potential
for further business with all its existing pharma customers as they
have a pipeline of drugs in development where CTC assays could
provide additional valuable information. In addition, ANGLE anticipates
that further new pharma services contracts will continue to be signed
throughout 2024.
Expansion of pharma services
The pharma services business utilising the Parsortix system offers the
potential for substantial revenues in the large cancer drug trials market
where ANGLE is strongly differentiated. The pipeline of opportunities
has continued to progress, and ANGLE secured Crescendo Biologics
as a new customer. Crescendo Biologics is a UK-based, clinical stage
immune-oncology company and will use ANGLE’s Portrait Flex assay
in an ongoing Phase I clinical trial investigating the safety and efficacy
of their drug for the treatment of patients with PSMA positive prostate
cancer.
ANGLE has also secured follow-on contracts with several existing
customers including Artios Pharma, its first bespoke assay development
customer. In May 2023, Artios Pharma signed a new contract with
ANGLE to utilise the two DDR assays, developed and validated by
ANGLE, in a Phase I clinical trial expected to commence shortly and
complete towards the end of 2024. The assays identify two target
proteins on CTCs that are implicated in DNA damage response, γH2AX
and pKAP1. This is an area of focus for drug companies developing
PARP or DDR inhibitors for a range of solid tumours and the assays have
been added to the “menu” of pre-developed tests and are being offered
to other prospective customers.
While the pharma services business continued to gain commercial
traction, the negative funding environment and slowdown in biopharma
spending regrettably led to multiple biopharma expected sales falling
away as these companies found themselves unable to pursue their
expansion plans, for which they had intended to contract ANGLE’s
Parsortix-based pharma services, until their own funding environment
stabilises. ANGLE has responded proactively to this market pressure
by increasing its focus on large pharma customers (where there are no
such funding issues). This proactive strategy is delivering and has so far
lead to three contracts with large pharma with major long-term potential
with multiple others in discussion.
Late December 2023 (announced 4 January 2024), ANGLE signed an
agreement with the global Japanese pharmaceutical company Eisai.
Under the terms of the agreement worth an initial US$250,000, ANGLE
will provide CTC analysis with its HER2 assay in a Phase II breast cancer
study of BB-1701. BB-1701 is an antibody-drug conjugate (ADC) that
is composed of Eisai’s proprietary anticancer agent eribulin conjugated
to an anti-HER2 antibody. It is expected to have anti-tumour effects on
breast, lung and other solid tumours that express HER2. Success in
this study has the potential to build through to much larger revenues
for Phase II and Phase III studies, with the ultimate goal of approval as a
companion diagnostic.
In April 2024, ANGLE announced an agreement, worth an initial
£150,000, with the global pharmaceutical company AstraZeneca for the
development and validation of an assay based on the existing pKAP1
DDR assay. This assay is being developed for use in subsequent large-
scale clinical studies run by AstraZeneca to assess the efficacy of DDR
therapeutics enabling longitudinal, repeatable monitoring of treatment
response. Success in the development phase offers the potential for
large scale revenues for multiple clinical trials and follow-up studies.
ANGLE plc Annual Report and Financial Statements 202306
OPERATIONAL UPDATE CONTINUED
Strategic partnerships
Addressing a large and complex healthcare market with a new
technology requires significant resources and ANGLE is seeking long-
term strategic partnerships with healthcare companies for market
deployment and development of clinical applications incorporating the
Parsortix system.
In April 2023, ANGLE entered into an agreement with BioView to develop
a CTC HER2 (human epidermal growth factor receptor 2) assay kit for
breast cancer using a combination of ANGLE’s Parsortix system and
BioView’s automated microscopy systems and software. The HER2
assay aims to detect and assess the HER2 expression and/or gene
amplification in CTCs and is another significant development for the
Company. The changing market dynamics of the HER2 breast cancer
marketplace, with the introduction of new drugs targeting tumours with
low HER2 expression, have provided a major commercial opportunity
to develop a quantitative CTC-based HER2 assay kit, to assess HER2
protein expression and/or gene amplification levels by analysing
fluorescence intensities.
This would be the only product-based solution on the market for this
purpose. Unlike current standard of care tests developed for use on
FFPE tissue, a CTC HER2 assay kit could be used for longitudinal
monitoring of HER2 status throughout disease progression, thereby
ensuring the patient receives the most appropriate targeted treatment
at every stage. The development phase, which is already underway
and making very good progress, is estimated to take around a year to
complete generating revenue for ANGLE of £1.2 million.
Given the significant third-party interest in a new assay kit for
quantitative HER2 analysis based on CTCs, the agreement allows
for the inclusion of third parties in this project and its funding at the
commercialisation stage, after the initial development work is complete.
ANGLE plans to continue to grow its HER2 pharma services business
and capitalise on expanded HER2 use due to the development of ADCs,
that allow targeted delivery of chemotherapy agents to cancer cells.
Development of cutting-edge molecular solutions
ANGLE has developed a research use sample-to-answer solution for
dual sequencing of DNA from CTCs and ctDNA from a single patient
blood sample. This method enables parallel DNA profiling of CTCs
and ctDNA for comprehensive molecular analysis utilising third-
party downstream technologies. Originally thought to be competing
analytes, CTCs and ctDNA are now known to provide additional and
complementary information which has the potential to expand clinically
actionable information, for personalised therapy, when the two are
analysed together.
In ANGLE’s study of 47 samples from breast, lung, ovarian and prostate
cancer patients the dual analyte assay utilised a pan-cancer panel
run on a high-throughput Illumina Next Generation Sequencing (NGS)
system. This study found that clinically relevant DNA variants were
identified in CTCs that were not present in ctDNA from the same
blood draw in 70% of breast cancer patient samples, 70% of lung
cancer patient samples and 60% of ovarian cancer patient samples,
highlighting the potential benefit of CTC-DNA analysis alongside ctDNA
analysis.
ANGLE will expand both its product sales and pharma services offerings
with this new sample-to-answer molecular solution combining CTC-
DNA and ctDNA analysis from a single blood sample. The Company
is engaging with Illumina and working closely with key opinion leaders
(KOLs) and clinicians to seek input and consideration of the benefits
of this assay in providing unique insight into cancer clonal evolution.
Moreover, ANGLE is working with these contacts to expedite the
adoption of this combined molecular profiling approach to establish
key performance data under analytical conditions and design of robust
clinical studies to build on the data presented.
ANGLE will continue the development of downstream molecular
solutions, in collaboration with leaders in the molecular field, so that
CTCs harvested by the Parsortix system can be sequenced using
existing laboratory instruments. This will allow ANGLE to benefit from the
existing installed base of digital PCR and NGS instruments and for the
molecular assays to be easily incorporated into existing workflows and,
in the longer term, clinical practice. ANGLE plans to offer a molecular
solution for Research Use Only in 2024, which will then be implemented
in ongoing clinical studies (see below).
The molecular assays in development include the following:
● DNA digital PCR assays: a solution for low-multiplexing assays for
specific targets such as EGFR and KRAS. This includes the evaluation
of Stilla Technologies solutions utilising their EGFR 6-color Crystal
Digital PCR™ Kit and naica® system
● DNA NGS assays: a solution for high-multiplexing assays including
a pan-cancer NGS panel with Illumina’s NextSeq 2000, which is now
installed in ANGLE’s R&D laboratory
ANGLE plc Annual Report and Financial Statements 2023Strategic Report07
Peer-reviewed publications update
The medical devices industry is evidence led, and in addition to the
clinical studies and regulatory studies described previously, peer-
reviewed publications from independent research groups are a key
performance metric.
ANGLE’s product-based approach means that we can deploy our
system to leading cancer centres for use by KOLs and research
customers. ANGLE’s unique approach to capturing and harvesting
CTCs is enabling translational researchers to undertake a wide range of
research leading to new uses and applications for the Parsortix system
as well as achieving breakthrough research. This deployment of the
Parsortix system for translational research now means that the system
is widely presented and discussed at leading cancer conferences
around the world.
There were 92 peer-reviewed publications as at 31 December 2023
with 15 new publications announced during the year. These publications
span 41 independent study centres across 14 countries. ANGLE’s
unique approach to capturing and harvesting CTCs has enabled
researchers to leverage a diverse array of downstream techniques for
cell analysis. This includes cutting-edge DNA and RNA sequencing,
mass-array protein analysis and digital PCR. In addition to furthering
our understanding of the metastatic process, these studies continue
to build upon the evidence that CTCs can provide complementary
information to ctDNA.
Andrew D W Newland
Chief Executive
12 June 2024
Parsortix clinical studies
ANGLE is conducting clinical studies to generate patient data
demonstrating the value of Parsortix CTC analysis and has established
a substantial biobank of clinical samples for this purpose. The aim is to
generate data in four major cancer types, breast, prostate, ovarian and
lung, which globally account for 37% of solid cancer cases.
INFORM is ANGLE’s largest study, targeting enrolment of up to 1,000
patients with advanced stage cancer over a five-year period in four
different cancer types (breast, prostate, ovarian and lung), involving six
NHS Trusts. Up to 1,000 patients will have blood drawn across multiple
time points during their diagnosis, treatment and follow-up. As of the
year end, 299 patients had been enrolled into the INFORM study, with
a total of 1,037 blood draws performed and 2,835 tubes of blood
received for either storage or processing using the Parsortix system.
Cells harvested by the system are being evaluated using various
immunofluorescence and/or molecular assays or being stored for future
molecular analysis.
The objectives of this study are to:
● Evaluate and characterise cells harvested from cancer patients using
multiple downstream techniques such as imaging, protein analyses,
fluorescent in-situ hybridization (FISH), multiplex gene expression
analyses, mutational analyses and sequencing
● Evaluate changes in CTCs and other rare cells in cancer patients over
the course of their treatment
● Perform additional development and refinement of ANGLE’s Parsortix
system
● Utilise blood samples for assay development and validation.
Prostate cancer
In May 2022, ANGLE partnered with the US based, specialist clinical
service provider, MidLantic Urology part of Solaris Health Partners, to
undertake a study in prostate cancer. The study, known as DOMINO, is
based on the highly successful pilot studies conducted independently
by Barts Cancer Institute (Queen Mary University London). DOMINO
has completed the initial enrolment of 100 men with either an elevated
blood PSA or an abnormal rectal exam, who were scheduled to undergo
a prostate tissue biopsy. The blood tubes drawn from each patient
have been processed using the Parsortix system and the cell harvest
stored for future molecular analysis for comparison with the results of
the prostate tissue biopsy. Third-party molecular systems are under
assessment for the processing of these samples. The timescales will be
confirmed once this assessment is complete.
Ovarian cancer
Following the successful completion of the pelvic mass study for the
detection of ovarian cancer reported in 2022, ANGLE has continued
enrolment of women with a pelvic mass into the EMBER2 clinical study.
Study recruitment completed in September 2023 after reaching 400
patients with 1,400 blood tubes processed on the Parsortix system.
The cell harvest has been stored for future molecular analysis.
Third-party molecular systems are under assessment for the
processing of these samples. The timescales will be confirmed
once this assessment is complete.
The Company’s investment in these clinical studies and the collection
of the associated patient records has provided a tremendous resource
for large-scale evaluation of the third-party molecular platforms that are
currently under investigation. These studies will have a major impact
on ANGLE’s commercialisation strategy providing data to support the
ANGLE laboratory services and assay development.
ANGLE plc Annual Report and Financial Statements 202308
MARKET OPPORTUNITY
A major opportunity in an emerging and growing
global market
Market drivers
Key drivers of cancer
diagnostics market
Growing market with significant unmet need
Liquid biopsy: Emerging multi-US$ billion market
● Annual increase in number of cancer
cases in all major markets
US oncology diagnostics liquid biopsy market valued at US$100+
billion per annum1
● Requirement for earlier cancer
diagnosis to improve outcomes
and reduce burden on healthcare
systems
● Widespread use of targeted
treatment requires matched
diagnostic for patient selection
● Need for early and accurate
treatment response and remission
monitoring
Personalised medicine
With the multi-omics revolution moving
towards rapid, low-cost analysis of
DNA, RNA, and proteins together with
the increasing availability of targeted
drugs, personalised medicine is set to
become the standard of care for many
cancer types and ensures the right
drug is given to the right patient at the
right time.
Key drivers
● Each patient’s cancer is different
● Each patient’s cancer changes
over time
● Effective treatment requires
personalised care
Key drivers of cancer incidence
● Increasing average lifespan
● Smoking, poor diet, obesity
and alcohol
● Overexposure to the sun
● Lack of exercise
● Exposure to carcinogens
● Infections and HIV
● Hormones
● Inherited gene mutations
Global burden of cancer
New cancer cases2
(per annum)
+54% 28.8m
2045
18.7m
2022
Living with and after cancer3
(diagnosed in last 5 years)
49.3m
2022
Deaths from cancer2
(per annum)
9.7m
2022
+40% 69.0m
2045
+70% 16.5m
2045
1. TD Cowan, Liquid Biopsy: 10 years in and we’ve only just begun. 4 December 2023.
2. International Agency for Research on Cancer (Globocan 2022). All cancers excluding non-melanoma skin
cancer.
3. Global projection based on percentage change forecast in UK: www.macmillan.org.uk/about-us/what-we-
do/research/cancer-statistics-fact-sheet
ANGLE plc Annual Report and Financial Statements 2023Strategic Report09
STRATEGY
Product and Service revenues
Our strategy
ANGLE’s vision is to revolutionise cancer diagnosis and treatment by securing widespread adoption of the Parsortix system
to enable circulating tumour cell (CTC) analysis to become an established part of the standard of care. ANGLE is driving
commercialisation through Products and Services:
Drive sales of Products and
Services
In 2023, ANGLE launched multiple
downstream assays available to
customers as a service from our GCLP-
compliant laboratory. In addition, the
Portrait+ CTC Staining Kit was launched
as our first sample-to-answer product.
2024 will see further expansion of
ANGLE’s offering to the market.
Expansion of pharma services
business
The use of CTC biomarkers in clinical
trials is a rapidly growing field, enabling
longitudinal monitoring of genomic,
transcriptomic, and proteomic changes.
ANGLE will continue to drive the growth
of its pharma services business through
repeat business and new customers.
Development and launch of
cutting-edge molecular solutions
Dual analysis of CTCs and ctDNA
from the same blood sample has
the potential to provide additional
biomarkers for targeted treatment
selection.
ANGLE will continue to develop
molecular assays using state-of-the art
sequencing platforms.
Read more on pages 10 and 11
Read more on pages 13 to 16
Read more on pages 17 and 18
t e s
s e t
s
a
C
Reagents
P R ODUCTS
s a y development
s
A
Parsortix
A
s
s
a
y
k
i
t
s
Clinical s t u d i e s
SERVIC E S
C li nic al services
nts
e
m
u
r
t
s
n
I
P
h
a
r
m
a
s
e
r
vic
e
s
Expansion of global distribution network
The establishment of a global distribution network has extended
ANGLE’s geographical reach and will further drive product sales
in 2024.
Strategic Partnerships
ANGLE continues to expand its strategic partnerships with
healthcare companies for market deployment and development
of clinical applications incorporating the Parsortix system.
Read more on page 12
Read more on page 16
ANGLE plc Annual Report and Financial Statements 2023
10
STRATEGIC AIMS IN ACTION
Products
The Parsortix
PC1 system: a
US FDA cleared
and European CE
marked device
On 25 May 2022, the US
regulator, the FDA, granted a
De Novo Class II classification
request for the Parsortix PC1
system for the capture and
harvest of CTCs from metastatic
breast cancer (MBC) patient
blood for subsequent, user
validated, downstream analysis.
This was closely followed by an
IVD CE mark in Europe for the
same indication and registration
of the system, with the UK
MHRA, in October 2022.
In August 2023, the analytical
studies for the Parsortix PC1
system were published in
the Journal of Circulating
Biomarkers. These studies
demonstrated that the Parsortix
PC1 system linearly and
reproducibly harvests circulating
tumour cells from blood.
For the full publication see:
www.ncbi.nlm.nih.gov/pmc/
articles/PMC10434983/
Parsortix PC1 system –
key milestones
Portrait+ CTC Staining Kit
2015
2020
Initial dialogue
with FDA
FDA De Novo
submission
May 2022
FDA De Novo
request granted
In December 2023, ANGLE launched the Portrait+
CTC Staining Kit; an immunofluorescence (IF) based
quantitative assay* to enumerate and characterise
CTCs.
The Portrait+ CTC Staining Kit is a ready-to-use laboratory kit,
with high analytical sensitivity and specificity, for the identification,
characterisation, and enumeration of epithelial and mesenchymal
cancer cells, including those undergoing epithelial-to-
mesenchymal transition (EMT). EMT is a key transition step in
cancer cell development, and is associated with tumour progression,
the development of drug resistance, and metastasis.
What is epithelial-to-mesenchymal transition (EMT)
and why is it important?
Read more on pages 13 and 117
*
Downstream assays covered in this report are currently for research use only
and not for use in diagnostic procedures.
Epithelial
Mesenchymal
May 2022
97%
Analytical Sensitivity
83%Analytical Sensitivity
95%Analytical Specificity
92%Analytical Specificity
Analytical sensitivity = proportion of harvested cells known to express the marker(s) of
interest which were marker positive in the assay.
Analytical specificity = proportion of harvested cells known to NOT express the
marker(s) of interest which were marker negative in the assay.
Oct 2022
Oct 2022
Aug 2023
Device
registration in
Europe with
IVD CE Mark
Device registered
with UK MHRA
Publication of
ANG-002 clinical
study results
Publication
of PC1 analytical
performance
ANGLE plc Annual Report and Financial Statements 2023Strategic Report11
The launch of the Portrait+ CTC Staining Kit follows extensive development, optimisation, and validation to provide advanced
immunofluorescent (IF) staining of CTCs harvested using the Parsortix system. The kit has been tested with blood samples from cancer patients,
including patients with breast, lung, prostate, and ovarian cancer for research purposes.
Cluster of EMT CTCs
Key features of the product include:
● use of a direct staining technique and an optimised, vivid
dye combination to ensure high signal intensity while
maintaining high analytical specificity and sensitivity,
● pre-mixed and freeze-dried antibodies for ease-of-use
and long-term storage,
● inclusion of a CellKeep Slide, a unique CTC harvesting
technology developed by ANGLE (see below).
Breast
cancer patient
Lung
cancer patient
It is well established that the number of CTCs is not only prognostic to overall survival, but can help monitor drug
treatment response, detect early development of (micro)metastases and assess therapeutic response earlier than
traditional imaging methods.1
CellKeep Slide
As part of its innovative product development work,
ANGLE has developed a new CTC harvesting
technology, carefully engineered to maximise the
retention of CTCs harvested from blood samples for
imaging. The slide confines the harvested CTCs to a
small area, reducing the volume of antibodies required
for staining, decreasing processing time and cost, and
minimising cell loss between the Parsortix system and
the imaging process.
In April 2024 the European Patent office and the
United States Patent and Trademark Office granted
European and US patents for the CellKeep Slide,
providing commercial exclusivity through to 2042.
The CellKeep Slide is provided to customers as part of
the Portrait+ CTC Staining Kit and can be leveraged by
pharma services customers as part of ANGLE’s assay
services provision.
CellKeep Slide
1. Lucci A et al. Cancers (Basel). 15(14): 3630 (2023).
ANGLE plc Annual Report and Financial Statements 202312
STRATEGIC AIMS IN ACTION CONTINUED
Global distribution network
Direct salesforce
Distributors
To drive product revenues, ANGLE has
continued to expand its commercial
operations team, including product
management, logistics, service and
maintenance.
>290
Installed base of Parsortix instruments
ANGLE has successfully established an international network of
oncology focused distribution partners in Europe (including France,
Spain, Portugal, Italy, Germany, Austria, Switzerland, Scandinavia, Poland, the
Czech Republic, Slovakia, Romania and Türkiye), Africa (including Morocco,
Algeria, Lebanon, Egypt, South Africa, Zimbabwe, Tanzania, Zambia,
Botswana and Nigeria), the Middle East (including Saudi Arabia, the UAE,
Qatar, Jordan, Iran, Israel, Pakistan and India), Asia-Pacific (including South
Korea, China, Singapore, Thailand, Vietnam, Malaysia, Australia and New
Zealand). Additional geographies are in discussion.
These partners will open routes to market and distribution channels for
Parsortix instruments and consumables globally. In addition to sales, these
partners all provide invaluable market access and ongoing service and
maintenance support in their jurisdictions.
>210,000
Cumulative samples processed
210,000
171,000
141,000
115,000
93,000
64,000
41,000
24,000
11,000
2015 2016
2017
2018
2019
2020
2021
2022
2023
In 2023, we fully integrated several commercial partners around
the globe. These companies are representing ANGLE through
product registration, national promotion, and local evaluations
and demonstrations. The majority have received extensive
product training and technical support which has already
resulted in commercial orders from across Europe, China, and
Asia-Pacific.
Our direct sales in North America are progressing while we
continue to explore partner options in that territory, and new
commercial partners are being established, including sub-
Saharan Africa and South America.
Our close relationships with our partner companies will drive
significant product uptake in the years ahead.
Nick Claxton
Senior Vice President Commercial Operations
ANGLE plc Annual Report and Financial Statements 2023Strategic Report13
Services – assays
Portrait Flex assay
The Portrait Flex assay allows the identification of
CTCs regardless of EMT status in combination with
a bespoke protein biomarker.
In September 2023, ANGLE launched the Portrait Flex assay, which
is available to customers for research use only as a service from
ANGLE’s GCLP-compliant laboratory.
CTCs captured and harvested using ANGLE's Parsortix system
are subsequently enumerated and characterised with the Portrait
Flex assay. Samples are analysed on the CellKeep Slide using
immunofluorescence staining for epithelial, mesenchymal,
blood lineage and nuclear markers, with the opportunity to include
an additional biomarker tailored to customer needs. Examples of
clinically relevant biomarkers that have been researched using
Parsortix enriched CTCs and published in peer-reviewed publications
include HER2, PIK3CA, PD-L1, EGFR, BRAF, and AR-V7 among
others1-7.
The Portrait Flex assay has an analytical sensitivity* of 94%, and an
analytical specificity** of 96% for both epithelial and mesenchymal
markers. Data from the analysis of 16 metastatic breast cancer
patient clinical samples identified CTCs in 81% of patients. 39% of
the CTC-positive patients were reported to have ≥1 CTC with high
HER2 levels, highlighting the potential capability to assess current
HER2 status in breast cancer patients. Of the patients with CTCs,
approximately half showed a mesenchymal only phenotype, while the
others showed a mixed phenotype, highlighting the importance of
epitope-independent isolation of CTCs.
Epithelial
Mesenchymal
99%
Analytical Sensitivity
94%Analytical Sensitivity
96%Analytical Specificity
100%Analytical Specificity
Portrait Flex supporting clinical drug development
The analysis of CTC biomarkers to support drug development
is a rapidly growing field. CTCs can enable the identification of
novel targets for drug discovery and provide insight into the
pharmacokinetics of drugs. They can also be analysed for the
presence or absence of clinically relevant biomarkers and may
provide insight into patient treatment response, emergence of drug
resistance and disease recurrence.
Combining the use of the Parsortix system and the Portrait Flex assay
allows for CTC analysis that is specific to customer needs and can
enhance their clinical study evaluations. ANGLE is offering a flexible,
full-service solution to help unlock precision medicine for patients.
ANGLE has signed a contract with Crescendo Biologics Limited
for the use of Portrait Flex in its ongoing Phase I clinical trial
(NCT04839991). This study is investigating the safety and
efficacy of CB307, Crescendo's first-in-class therapeutic for
the treatment of men with prostate-specific membrane antigen
(PSMA) positive prostate cancer.
The study will enrol 70 patients and is expected to complete in
Q3,2024. Crescendo Biologics plans to use the analysis of CTCs
to further illustrate the mechanism by which CB307 could bring
clinical benefit to patients. If Portrait Flex is successful in this
Phase I study then there is the potential for additional contracts
for use in next-stage, larger scale, clinical studies.
*
Analytical sensitivity = proportion of harvested cells known to express the marker(s)
of interest which were marker positive in the assay.
** Analytical specificity = proportion of harvested cells known to NOT express the
marker(s) of interest which were marker negative in the assay.
1. Mittal, V. Annu. Rev. Pathol. Mech. Dis. 13, 395–412 (2018).
2. Silvestri, M. et al. Sci. Rep. 12, 1470 (2022).
3. Payne, K. et al. Head Neck 44, 2545–2554 (2022).
4. Roche, J. Cancers 10, 52 (2018).
5. Cohen, E. N. et al. Cancers 14, 5238 (2022).
6. Reinhardt, F. et al. Cancers 11, (2019).
7. Borreguero-Munoz N, et al. Poster presented at AACR 2023 #1033. Cancer Res.
83(7_supplement), 1033 (2023).
Example images of epithelial and mesenchymal staining in CTCs using the
Portrait Flex assay.
Why is capturing a range of phenotypes of CTCs from a
single blood sample important?
The Parsortix system can capture CTC subpopulations, including
epithelial or mesenchymal cells or those undergoing epithelial-
to-mesenchymal transition (EMT). EMT is a key transition
step in cancer cells associated with tumour progression, the
development of drug resistance and metastasis1–3. EMT results in
a loss of expression of the epithelial markers (such as EpCAM), the
loss of adherence ability, and the gain of mesenchymal markers
(such as Vimentin), along with migration and invasion properties1.
Hybrid cells in partial EMT can be more aggressive than cells
with a distinct phenotype4. Thus, the ability to identify EMT and
mesenchymal subpopulations is of great importance due to their
clinical relevance in disease progression and metastasis.
ANGLE plc Annual Report and Financial Statements 202314
STRATEGIC AIMS IN ACTION CONTINUED
Services – assays continued
Portrait DDR
γH2AX and pKAP1 immunofluorescence assays
for DNA Damage Response with high analytical
sensitivity and specificity.
Defects in the DNA Damage Response (DDR) pathway, that can
drive cancer progression, occur in many tumour types. This can be
exploited by drugs that further damage the repair pathway, resulting
in catastrophic genome instability and cell death. Normal cells with
an intact DDR are not affected, making this an effective, targeted
approach to cancer treatment.
Due to the rapid expansion in the development and approval of DDR/
PARP inhibitors there is a need for minimally invasive and repeatable
blood-based DDR assays.
ANGLE has developed immunofluorescence assays for research
use to identify two DNA damage markers – phosphorylated histone
variant H2AX (γH2AX) and phosphorylated KRAB-associated protein
1 (pKAP1) – in CTCs enriched using ANGLE’s Parsortix system.
The assays have been evaluated and verified in cancer cell
models and tested for feasibility in cancer patient samples. They
demonstrated high analytical sensitivity and analytical specificity,
with positive nuclear staining in epithelial and mesenchymal CTCs.
The assays, for use in the research setting as an endpoint in clinical
studies, make longitudinal, repeatable monitoring of DNA
damage response possible.
In May 2023, Artios Pharma signed a second contract with ANGLE
for the use of ANGLE’s CTC-based DDR assays in a Phase I clinical
study.
Artios Pharma is a clinical-stage biotech company pioneering the
development of small molecule therapeutics that target the DDR
process to treat patients with a broad range of cancer types. Artios
has an extensive drug pipeline and strategic partnerships with global
pharma companies.
The expression of DDR biomarkers on CTCs harvested using the
Parsortix system, is being used to assess the pharmacodynamic
effects and treatment response to the study drug over multiple
timepoints.
In April 2024, ANGLE signed a contract with the global
pharmaceutical company AstraZeneca for the development and
validation of a DDR assay based on the existing pKAP1 DDR assay.
This assay is being developed for use in subsequent large-scale
clinical studies run by AstraZeneca to assess the efficacy of DDR
therapeutics, enabling longitudinal, repeatable monitoring of
treatment response. Success in the development phase offers the
potential for multiple large-scale follow-up studies.
What are γH2AX and pKAP1 and why are they
important?
Tumour progression is strongly correlated with
defects in the DDR pathway, which results in
uncontrolled cell proliferation.
γH2AX acts as a critical and early sensor to DNA damage,
responsible for the activation of DDR pathways. This marker is
reliable, sensitive and specific, and has become the gold standard
for visualising DNA damage via immunofluorescence.
Similarly, pKAP1 acts as a sensor for DNA damage, and the
expression of pKAP1 has potential as a biomarker for cancer
diagnosis, prognosis and disease monitoring.
An increase in γH2AX positive CTCs can be seen
after a single treatment dose1.
Monitoring γH2AX and pKAP1 in CTCs can allow the assessment
of DNA damage and the effectiveness of treatment.
γH2AX
pKAP1
87%
Analytical Sensitivity
82%Analytical Sensitivity
>99%Analytical Specificity
100%Analytical Specificity
Analytical sensitivity: proportion of harvested cells known to express the
Analytical specificity: proportion of harvested cells known to NOT express the
marker(s) of interest which were marker positive in the assay.
marker(s) of interest which were marker negative in the assay.
US$5.9bn
estimated global market value of DDR therapeutics in 20222
US$10.4bn
estimated global market value of DDR therapeutics by 2031 with
a CAGR of 6.5%2
122,000
patients currently enrolled in active DDR clinical studies3
90+DDR drugs in development4
1. Wang, L. H. et al. Clin Cancer Res.16(3),1073-1084 (2010).
2. www.transparencymarketresearch.com/dna-repair-drugs-market.html
3. www.clinicaltrials.gov
4. www.rootsanalysis.com/reports/dna-damage-response-targeting-therapeutics-
market.html
ANGLE plc Annual Report and Financial Statements 2023Strategic Report15
Portrait PD-L1 assay
PD-L1 assay with the potential for patient
selection and monitoring treatment response to
Immune Checkpoint Inhibitors
In November 2023, ANGLE launched the Portrait PD-L1 assay for the
evaluation of PD-L1 protein expression on CTCs. The assay is provided
as a service from ANGLE's GCLP-compliant laboratories.
As CTCs are live, intact cancer cells, PD-L1 expression can be measured
on CTCs as an alternative to tissue biopsy. It has been demonstrated
that changes in CTC numbers and CTC PD-L1 status in cancer
patient samples may provide an early indication of immunotherapy
treatment resistance and progressive disease1-4. Studies have
also shown that PD-L1 expression on CTCs isolated from patients
with solid cancers may serve as a clinically actionable biomarker
for immunotherapy. Eleven independent peer-reviewed research
publications report on the assessment of PD-L1 on CTCs isolated using
the Parsortix system across four cancer types. These include non-small
cell lung, small cell lung, ovarian, and head and neck cancer.
ANGLE's Portrait PD-L1 service is an end-to-end solution using the
Parsortix system combined with ANGLE’s Portrait PD-L1 assay which
uses the CellKeep Slide for the precise assessment of CTC PD-L1
status. This has the potential to not only facilitate efficient, timely and
cost-effective drug discovery, but also to enable the more accurate
identification of suitable candidates for immunotherapy drug trials
and provide longitudinal monitoring of those patients’ subsequent
response to therapy.
PD-L1
80%
Analytical Sensitivity
98%Analytical Specificity
Please find further information on our website www.angleplc.com
Analytical sensitivity: proportion of harvested cells known to express the
Analytical specificity: proportion of harvested cells known to NOT express the
marker(s) of interest which were marker positive in the assay.
marker(s) of interest which were marker negative in the assay.
US$2.9bn
Estimated PD-L1 pharma
services market value in 20235
~430,000
Patients currently enrolled in
an active PD-1/PD-L1 clinical
study7
US$45.8bn
spend on PD-L1 immunotherapy
drugs in 2023 growing at a nine-
year CAGR of 17.96%6
US$198,000
Average PD-1/PD-L1 inhibitor
treatment cost per patient per
year5
1. Mondelo-Macía, P. et al. Mol. Oncol. 15, 2923–2940 (2021).
2. Strati, A. et al. Biomedicines 11, 1768 (2023).
3. Chiang, P.-J. et al. Biology 10, 674 (2021).
4. Ouyang, Y. et al. Cancer Med. 10, 7021–7039 (2021).
5. Company estimate.
6. www.expertmarketresearch.com/reports/pd-1-and-pd-l1-inhibitors-market
7. www.clinicaltrials.gov
What is PD-L1?
Immunotherapy utilises the body’s own immune system to fight
the growth of cancer cells. Current immunotherapy options are
broad; however, it is the immune checkpoint inhibitors (ICI),
specifically PD-1 and PD-L1 inhibitors, that have been the most
transformative for the treatment of solid tumour cancers to date.
Many tumours express PD-L1 which helps the tumour evade
immune response mechanisms that would normally keep the
growth and development of these abnormal cells in check. As
such, PD-1/PD-L1 inhibitors have emerged as an important
treatment strategy for many types of cancers.
Why does industry need a reliable, cost-effective and
easy to repeat diagnostic for PD-L1 inhibitors?
The eligibility for ICI therapy currently relies on the identification
of PD-L1 protein expression on tumour tissue. The clinical utility
of current PD-L1 testing varies greatly between cancer types and
treatment settings.
Limitations of current tissue-based PD-L1 testing include;
● invasive, requiring a tissue biopsy;
● inability to perform repeat testing to assess current biomarker status;
● time-lapse between primary tissue biopsy and PD-L1/PD-1
treatment means biomarker status has changed;
● variability in reagents and assay platforms;
● non-standardised expression and cut-offs;
● assessment of protein expression can vary between pathologists;
● whether tissue is fresh or archival/stored can impact expression;
● tumour heterogeneity, expression may vary throughout the tumour;
● expression may vary between primary and metastatic tumour
tissue; and
● tumour tissue may be inaccessible, or the sample may be insufficient.
A liquid biopsy-based immunofluorescence assay that allows the
determination of PD-L1 status on CTCs has the capacity to overcome
the many limitations of the current tissue-based PD-1/PD-L1 assays.
The presence of PD-L1 positive CTCs, and changes in CTC
PD-L1 expression throughout immunotherapy treatment has
the potential to provide prognostic and predictive information
regarding treatment response and disease progression. The
ability to determine the PD-L1 status of CTCs via a simple blood
test could enable minimally invasive, repeatable, and longitudinal
monitoring of PD-L1 status throughout the evolution of the
tumour, during and following treatment.
A robust diagnostic for PD-L1 inhibitors also offers the
potential to optimise clinical study design and patient
selection.
Many new PD-1/PD-L1 inhibitors fail in late-stage clinical
development or post-approval due to a failure to demonstrate
suitable treatment response in patients. This is both costly and
time-consuming for the pharmaceutical and biotech industries.
ANGLE’s Portrait PD-L1 CTC assay has the potential to provide
an early competitive advantage by understanding the therapeutic
response of novel inhibitors during pre-clinical and clinical trials,
improving trial efficiency by reducing trial size, costs, and time.
ANGLE plc Annual Report and Financial Statements 202316
STRATEGIC AIMS IN ACTION CONTINUED
Strategic partnerships
ANGLE has partnered with BioView to develop a
Portrait+ HER2 kit
In April 2023, ANGLE announced an agreement with BioView Limited
for the development of a CTC based HER2 assay for breast cancer.
The assay will utilise ANGLE's Parsortix system to harvest CTCs and
BioView's automated microscopy systems and software to identify and
assess the HER2 expression and gene amplification in CTCs on the
same sample.
BioView develops, manufactures, and markets innovative automated cell
imaging and analysis solutions and has received FDA product clearance
for its FISH application for HER2 analysis of FFPE breast tissue sections.
ANGLE has already successfully integrated BioView's technology into
its R&D and clinical laboratories for assay development and pharma
services.
The collaboration aims to develop and fully validate a HER2 kit
that will enable the detection of HER2 protein and HER2/neu gene
amplification via immunofluorescence (IF) and fluorescence in situ
hybridisation (FISH) in CTCs from breast cancer blood samples.
Why is HER2 important?
Human Epidermal Growth Factor Receptor 2 (HER2/ERBB2) plays
an integral role in many growth and development pathways.
Overexpression, mutation, or amplification of HER2 results in
uncontrolled cell proliferation and, as such, plays a key role in the
progression of several types of cancers.
HER2 testing is recommended for all newly diagnosed breast cancer
patients and at disease recurrence. As the absolute incidence of
breast cancer is increasing globally year on year, this will result in an
increased need for HER2 testing1.
In the current guidelines, HER2 protein expression is routinely
detected using a qualitative immunohistochemistry (IHC) test. If
results are ambiguous this is followed by HER2 gene amplification
detection using a quantitative in situ hybridization (ISH) test. Both
methods currently rely on tumour tissue for testing.
The development of a CTC-based HER2 assay could provide a way
to successfully assess HER2 status in patients where a tissue biopsy
either fails or is not feasible. A CTC-based assay, such as the one
ANGLE is developing, will be suitable for assessment of both HER2
protein expression (IF) and HER2 gene amplification (FISH).
US$426m
Value of the global HER2 breast cancer testing market in 2022
growing at a seven-year CAGR of 7.9%3
US$3bn
Predicted increase in annual sales due to the expanded use of
ENHERTU, an antibody-drug conjugate, in HER2-low breast cancer
patients4
1. www.nccn.org/professionals/physician_gls/pdf/breast.pdf (2023).
2. Yamaguchi, K. et al. J. Clin. Oncol. 41, 816–825 (2023).
3. www.giiresearch.com/report/vmr1306541-global-her2-breast-cancer-test-market-
research.html
4. www.pharmaphorum.com/news/enhertu-gets-breakthrough-tag-in-her2-low-breast-
cancer
A changing market dynamic
Historically, only patients with HER2-high (i.e., positive) tumours were
treated with HER2 targeted therapies which consisted of either a
monoclonal antibody, tyrosine kinase inhibitors, and, more recently,
antibody-drug conjugates (ADCs).
Results from a recent study have revealed that patients with HER2-
low breast cancer can also benefit from HER2-targeted ADCs such
as ENHERTU. Evidence now also exists that such drugs may also be
effective for patients with other types of HER2-low cancers2. This
suggests ADCs may have a broader treatment scope than previously
considered, and that greater differentiation in the quantification of
HER2 expression will be needed for more accurate patient treatment
stratification in the future.
This changing market dynamic has provided ANGLE and BioView with
a major commercial opportunity to develop a quantitative CTC-based
HER2 assay, to assess HER2 protein expression and gene amplification
levels by analysing fluorescence intensities. This would be the only
product-based solution on the market for this purpose. Unlike
current standard of care tests developed for use on FFPE tissue, a
CTC HER2 assay could be used for longitudinal monitoring of HER2
status throughout disease progression, thereby ensuring the patient is
targeted for the most appropriate treatment at every stage.
ANGLE's Portrait HER2 assay service to be used by
Eisai in a Phase II study
In early January 2024, ANGLE announced a contract with the global
pharmaceutical company, Eisai. As part of this agreement, worth
US$250,000, ANGLE will provide CTC analysis with its Portrait HER2
assay to assess breast cancer patients' HER2 status in a Phase II study
of the HER2 targeting ADC, BB-1701. Success in this preliminary study
could lead to larger Phase II and Phase III studies with the long-term
potential for companion diagnostic revenue.
ANGLE plans to grow its HER2 pharma services business and capitalise
on the expanded use of ADCs in HER2-low cancers.
What is an antibody-drug conjugate (ADC)?
ADCs are targeted medicines that deliver chemotherapy agents only
to cancer cells. ADCs consist of an antibody that binds to a specific
biomarker, such as HER2, on the cancer cell. This antibody is linked
to a cytotoxic drug, which is then released into the cancer cell,
killing it.
ANGLE plc Annual Report and Financial Statements 2023Strategic Report17
Assay development – molecular solutions
The Parsortix system is compatible with multiple
downstream molecular techniques
ANGLE is collaborating with leaders in the molecular field to develop
downstream molecular solutions. ANGLE plans to offer a molecular
solution for research use in 2024.
1. DNA digital PCR assays
ANGLE is developing digital PCR assays for specific targets such
as EGFR and KRAS. This includes evaluation of Stilla Technologies
solutions, utilising their EGFR 6-color Crystal Digital PCRTM Kit and
naica® system.
2. DNA NGS assays
ANGLE is developing research assays using NGS. This includes a pan-
cancer NGS panel that targets hundreds of loci across 61 genes using
Illumina’s NextSeq 2000, which is now installed in ANGLE’s
R&D laboratory.
The biology of cancer is extremely complex and ever-changing.
This requires up-to-date information for successful patient
care. Molecular analysis of tumour status can inform personalised
treatment and significantly improve patient outcomes.
Molecular diagnostics is a collection of techniques used to analyse
genes (DNA) and the transcriptome (RNA), and is seen as the future
of cancer diagnostic testing. The identification of a variant or
mutation provides a signpost for targeted treatment and is often
referred to as clinically actionable information.
ANGLE is developing molecular solutions so that the CTCs harvested
by the Parsortix system can be analysed using existing laboratory
instruments. This will allow ANGLE to benefit from the existing
installed base of digital PCR (dPCR) and Next Generation Sequencing
(NGS) instruments and for Parsortix-based assays to be easily
incorporated into existing workflows and clinical practice.
23,000
Illumina sequencing instruments installed globally across 155
countries
US$12.4 billion
Value of global DNA sequencing market in 20231
1. https://www.grandviewresearch.com/industry-analysis/dna-sequencing-market
Drug Discovery World recently published
ANGLE’s article showcasing the utility of
liquid biopsies as a tool to employ molecular
solutions towards treatment advances:
Liquid Biopsy – A multifaceted, cost-
effective tool in drug discovery and
development.
www.ddw-online.com/can-liquid-
biopsies-transform-precision-
medicine-27935-202401/
ANGLE plc Annual Report and Financial Statements 202318
STRATEGIC AIMS IN ACTION CONTINUED
Harnessing the complementary
nature of CTCs & ctDNA
Find out more about the use of the Parsortix system
for dual CTC and ctDNA analysis:
A body of literature investigating the molecular evaluation of CTCs
and ctDNA from liquid biopsies in multiple cancer types is growing
in this research field2-5. CTCs and ctDNA have been described as
cornerstones of liquid biopsy and pave the way for exciting new
diagnostic opportunities.
Numerous peer-reviewed publications are emerging utilising ctDNA
extraction and the Parsortix system for CTC isolation for dual
molecular analysis in various cancer types.
ANGLE has recently published a review paper highlighting Parsortix-
based literature that harness the dual analysis of CTCs and ctDNA.
For the full peer-reviewed article published in the journal of ‘Current
Issues in Molecular Biology: Special Issue: Advanced Molecular
Solutions for Cancer Therapy’ see: www.mdpi.com/1467-
3045/46/1/50
CTCs as live cells contain whole sequences containing genomic (DNA),
transcriptomic (RNA) and proteomic information. ctDNA consists
of fragmented DNA mainly from dead or dying cells. First thought
to be competing analytes, there has been a shift in understanding
and CTCs and ctDNA are now known to provide additional and
complementary information that could impact clinical decision
making, potentially expanding the amount of clinically actionable
information to inform personalised therapy when the two are analysed
together1,2.
ANGLE has developed a research use sample-to-answer solution
for parallel sequencing of CTC-DNA and ctDNA from a single blood
sample. ANGLE’s solution enables DNA profiling of CTCs and ctDNA
for comprehensive molecular analysis utilising third party downstream
technologies.
Data using this dual analysis solution highlights the additional and
complementary nature of CTCs and ctDNA, with the potential to identify
clinically actionable biomarkers for the treatment of patients in
multiple cancer types. This molecular profiling holds potential as a
key step for clinicians tracking tumour evolution to inform treatment
decisions, monitoring response to treatment, identifying drug
resistance mechanisms and disease progression.
ANGLE will expand both its products sales and pharma services
offerings with new sample-to-answer molecular solutions
combining CTC and ctDNA analysis.
ANGLE is working closely with key opinion leaders and clinicians for
the development of this solution to help expedite the adoption of this
combined molecular profiling approach.
In a preliminary study of 47 samples from breast, lung, ovarian, and
prostate cancer patients, ANGLE’s dual analysis solution utilised a pan-
cancer panel run on an Illumina NGS system.
Results demonstrated that clinically relevant DNA variants were
identified in CTCs that were not present in ctDNA from the same
blood draw.
1. Keller, L. & Pantel, K. Nat. Rev. Cancer 19, 553–567 (2019).
2. Markou, A. N. et al. Cancers 15, 1877 (2023).
3. Kong, S. L. et al. Front. Oncol. 11, 698551 (2021).
4. Ntzifa, A., Kotsakis, A., Georgoulias, V. & Lianidou, E. Cancers 13, 2736 (2021).
5. Gorges, K. et al. Cancers 11, (2019).
ANGLE plc Annual Report and Financial Statements 2023Strategic Report19
Clinical studies
ANGLE is building a biobank of patient
samples to advance assay development
on well-established and widely installed
third-party molecular systems for
multiple clinical uses.
The aim is to generate data in four major cancer types: prostate, breast,
lung, and ovarian cancer, which globally account for 40% of all solid
tumour (cancer) cases.
These studies will have a major impact on ANGLE’s commercialisation
strategy, providing data to support ANGLE’s laboratory services and
assay development.
To support assay development ANGLE has
installed a high throughput sequencing platform,
the Illumina NextSeq 2000.
This instrument enables affordable and scalable next generation
sequencing (NGS) and is fully automated to achieve fast turnaround
times and reduced operating costs.
The installation of this instrument demonstrates ANGLE's
commitment to accelerate commercially scalable molecular assay
development.
INFORM
breast, prostate, lung, ovarian
DOMINO
prostate cancer
EMBER2
pelvic mass
299 patients recruited at year end.
Up to 1,000 patients and 24,000
blood tubes
100 patients, >400 blood tubes
recruitment completed and cell
harvest stored for future analysis
400 patients, >1,400 blood tubes
recruitment completed and cell
harvest stored for future analysis
Biobank of patient samples available for assay development on molecular platforms
Prostate
Cancer
1.5m cases in 2022
and 5.0m patients
living with cancer
Breast
Cancer
2.3m new cases
in 2022 and 8.2m
patients living with
cancer
40%
of all solid tumours
Ovarian
Cancer
325,000 new cases
in 2022 and 930,000
patients living with
cancer
Lung
Cancer
2.5m new cases
in 2022 and 3.2m
patients living with
cancer
WHO International Agency
for Research on Cancer:
Cancer Today www.
gco.iarc.fr/today/ -
reporting incidence and five
year prevalence for 2022.
ANGLE plc Annual Report and Financial Statements 202320
STRATEGIC AIMS IN ACTION CONTINUED
INFORM
INFORM is ANGLE’s largest clinical
study, targeting enrolment of up to 1,000
breast, prostate, lung and ovarian cancer
patients over a five year period
This study is UK based, involving six NHS Trusts.
Patients will have blood drawn across multiple time
points during their diagnosis, treatment, and follow-up.
The objectives of this study are to:
● Evaluate and characterise cells harvested from cancer patients using
multiple downstream techniques such as imaging, protein analyses,
fluorescent in-situ hybridization (FISH), multiplex gene expression
analyses, mutational analyses and sequencing
● Evaluate changes in CTCs and other rare cells in cancer patients over
the course of their treatment
● Perform additional development and refinement of ANGLE’s Parsortix
system
● Utilise blood samples for assay development and validation
As of 31 December 2023, 299 patients had been enrolled into the
INFORM study, with a total of 1,037 blood draws being performed and
2,835 tubes of blood being received for either storage or processing
using the Parsortix system. Cells harvested by the system are being
evaluated using various immunofluorescence and/or molecular assays
or being stored for future molecular analysis.
Processed on the Parsortix system for the capture and harvest
of rare cells
Harvested cells are evaluated using immunoflorescence, FISH
and/or DNA/RNA molecular analysis (using digital PCR, NGS and
others).
ANGLE plc Annual Report and Financial Statements 2023Strategic Report21
DOMINO – prostate
In May 2022, ANGLE initiated a partnership with the
US based, specialist clinical service provider, Solaris
Health, to undertake a study in prostate cancer.
The purpose of the study is to evaluate whether a CTC based assay
in combination with the current standard of care (PSA levels, patient
history, and physical examination), can reduce the overdetection of
indolent prostate cancer while also identifying aggressive disease.
This could improve patient stratification and avoid overdiagnosis and
treatment.
The study, known as ‘DOMINO’, is based on the highly successful pilot
studies conducted independently by Barts Cancer Institute (Queen
Mary University London).
DOMINO has completed the initial enrolment of 100 men with either
an elevated blood PSA or an abnormal rectal exam, who are scheduled
to undergo a prostate tissue biopsy. The blood tubes drawn from each
patient have been processed using the Parsortix system and the cell
harvest stored for future molecular analysis.
EMBER2 – pelvic mass (ovarian)
Following the successful completion of the pelvic mass
study for the detection of ovarian cancer reported in
2022, ANGLE has continued the enrolment of women
with a pelvic mass into the EMBER2 clinical study.
Study recruitment was completed in September 2023 after reaching
400 patients with 1,400 blood tubes processed on the Parsortix system.
The cell harvest has been stored for future molecular analysis.
ANGLE plc Annual Report and Financial Statements 202322
STRATEGIC AIMS IN ACTION CONTINUED
Translational research
The medical device industry is evidence led, and in addition to the analytical and clinical studies described
previously, peer-reviewed publications from independent research groups are a key performance metric.
There were 92 peer-reviewed research publications as of 31 December 2023, with 16 new
publications announced during the year (see: www.angleplc.com/library/publications/).
Highlights of these publications included:
● The Parsortix system was utilised to isolate head and neck squamous cell carcinoma
(HNSCC) CTCs from 14 treatment naïve patients. The research demonstrated that downstream
mass cytometry can facilitate high-plex proteomic characterisation of CTCs at single-cell
resolution, and can be used for novel biomarker development and immune checkpoint inhibitor
treatment stratification1.
● ANGLE published results in the Journal of Circulating Biomarkers showcasing the analytical
performance of the FDA-cleared Parsortix PC1 system, in which the characterisation of linearity,
detection limit, precision, and reproducibility for this device were reported for 0-100 CTCs spiked
into healthy blood samples and/or MBC patient blood samples. This research supported the
De Novo Class II FDA clearance2.
● A study undertaken at the Institute of Oncology, Ljubljana, Slovenia, utilised the Parsortix
system to study 59 metastatic breast cancer patients’ CTCs to research cluster formation,
the presence of megakaryocytes, immune inflammatory blood cells, and their relation to
clinical data and overall survival. The data is the first to report a positive association between
megakaryocytes in MBC patient blood and CTC count, clusters, and inflammation, indicating the
importance of megakaryocytes in the metastatic process3.
● Radboud University Medical Center, Nijmegen, The Netherlands, recently published a study
into 40 castration resistant metastatic prostate cancer patients in the International Journal of
Molecular Sciences. The authors reported that transcriptomic profiling of Parsortix enriched
CTCs stratified patient survival, therapy response and highlighted potential novel
biomarkers for assay development4.
● The Parsortix system was recently employed to confirm the origin of CTCs from a parental brain
tumour in a study published in the International Journal of Molecular Sciences. Primary tumour
and CTC genotyping showed common mutations as well as exclusive mutations. Additional
copy number variants (CNVs) and specific mutations in CTCs as compared to primary tissue
suggest CTCs originate from subclones and adopt aggressive disseminating behaviour5.
● A study undertaken by the Lungen Clinic Grosshansdorf, Germany, and published in the journal
Molecular Oncology, investigated PD-L1 status in 68 lung cancer patients. The researchers
concluded that the addition of CTC PD-L1 analysis to histological and cytological analysis
remarkably improved the positivity prediction capacity for PD-L1. Moreover, the authors
state that the Parsortix system can help overcome issues of tumour heterogeneity while
enabling PD-L1 assessment of patients where tissue is not available, something that is critical in
determining patient eligibility for immunotherapy treatment6.
● The Laboratory of Analytical Chemistry, National and Kapodistrian University of Athens published
research in the journal Cancers (Basel), in which mutations in BRAF, EGFR, KRAS, and PIK3CA,
were analysed and compared in Parsortix derived-CTCs, cfDNA, and matched tissue-derived
DNA from 49 early-stage lung cancer patients. Whole genome amplification and ddPCR revealed
that CTCs reported a higher prevalence of mutations as compared to cfDNA. Overall, the
researchers conclude that CTCs and cfDNA provide complementary molecular information
and a greater range of genetic information for the treatment and prognosis of cancer7.
● Barts Cancer Institute published research in the journal Frontiers in Oncology demonstrating that
combining CTC counts with prostate specific antigen and alkaline phosphatase levels enabled
more accurate prediction of response to docetaxel treatment than either serum PSA or
serum ALP alone in castration-resistant prostate cancer patients8.
ANGLE’s product-based approach means
that we are able to deploy our system globally
to leading cancer centres for use by key
opinion leaders and research customers.
This deployment of the Parsortix system for
translational research means that the system
is widely published in peer-reviewed articles
and is presented and discussed at cancer
conferences around the world.
ANGLE’s unique approach to capturing and
harvesting CTCs has enabled researchers
to leverage a diverse array of downstream
techniques for cell analysis. This includes
cutting-edge DNA and RNA sequencing, mass-
array protein analysis and digital PCR.
In addition to furthering our understanding of
the metastatic process, these studies continue
to build upon the evidence that CTCs can
provide key information that can potentially
impact clinical decision making, as well as
providing complimentary information to ctDNA.
41independent study centres in 14
countries
24cancer types representing 90% of solid
tumours
1. Payne, K. et al. Br. J. Cancer 129, 1590–1598 (2023).
2. Templeman, A. et al. J. Circ. Biomark. 12, 26–33 (2023).
3. Grašič Kuhar, C. et al. Cancers 15, 3397 (2023).
4. Groen, L. et al. Int. J. Mol. Sci. 24, 9002 (2023).
5. Lessi, F. et al. Int. J. Mol. Sci. 24, 10147 (2023).
6. Abdo, M. et al. Mol. Oncol. 17, 737–746 (2023).
7. Markou, A. N. et al. Cancers 15, 1877 (2023).
8. Davies, C. R. et al. Front. Oncol. 12, 1060864 (2023).
ANGLE plc Annual Report and Financial Statements 2023Strategic Report23
The Parsortix system
A growing body of evidence expanding the potential clinical utility of CTCs and methods for molecular analysis
As of 31 December 2023
Variety of clinically
relevant biomarkers:
EGFR
BRAF
KRAS
PD-L1
HER2
TP53
AR
AR-V7
PIK3CA
# of publications by
cancer type: top 5
Breast
Lung
Prostate
Melanoma
Head and Neck
36
25
14
7
6
76published in
high impact
journals
37publications
studying clinically
relevant
biomarkers
41independent
centres in
14 countries
At least
3,800
patient samples
processed
92peer-reviewed
journal
publications
Complete
Picture
DNA, RNA
& proteins
24cancer types
representing 90%
of solid tumours
14studies
demonstrating
superiority
to other
methods
2nd
most published
CTC system in last
5 years
Variety of downstream
analysis techniques:
Immunofluorescence
RT-qPCR
dPCR
RNAseq
NGS
WGA, WES & WTA
Mass Spectrometry
Some of our professional research partners
ANGLE plc Annual Report and Financial Statements 2023
24
KEY PERFORMANCE INDICATORS
Strong progress against key milestones
The Group measures its performance according to a range of key performance indicators (KPIs).
The main KPIs and details of performance against them are as follows:
KPI
Performance
Cash position
Manage cash and expenditure
to deliver the strategy
The cash position at 31 December 2023 was £16.2 million (2022: £31.9 million). The Group is loss
making while it invests in and develops the business and therefore diligently plans expenditure with rolling
cash flow forecasts and tight financial control.
The Company announced the decision to close its US clinical laboratory operations on 9 November
2023 and to centralise its laboratory services to a centre of excellence in the UK making savings of up
to £3.0 million per annum and extending the cash runway. The decision was driven by the ongoing highly
unfavourable global economic environment that is affecting access to capital for growth companies
such as ANGLE and the need to invest in molecular capabilities for downstream analysis for both pharma
services customers and ANGLE’s own tests. The Group also has a high level of discretionary expenditure
given the nature of its activities.
The Group utilises a collaborative cost sharing leveraged R&D model approach with key opinion leaders
(KOLs), an outsourced approach with third-party suppliers, in particular for the manufacturing of
instruments and cassettes, and an international distributor network for product sales, thereby enabling a
flexible and scalable approach while avoiding the associated capital and operational expenses necessary
for such facilities and operations.
Clinical
laboratories
Develop clinical laboratories
Develop service offering
Secure pharma services
contracts
The Company continues to build out of the capacity and capability of the UK clinical laboratory by
investing in molecular downstream analysis tools and moving and expanding the facilities and capabilities
for delivering pharma services and laboratory developed tests (LDTs). The UK clinical laboratory is
progressing ISO 15189:2022 accreditation.
In November 2023 the Company announced the decision to close its US clinical laboratory operations
and to centralise its laboratory services to a centre of excellence in the UK.
The clinical laboratory is processing clinical samples and validating assays for use internally and by
customers. Two biopharma customers were onboarded in the year – see research use sales below.
Intellectual
property
Increase the depth and
breadth of IP
Intellectual property strengthened with new patent filings increasing the breadth of patent coverage and
the range of medical applications covered. Patent applications associated with the core Parsortix system
and new product development are being progressed worldwide.
23 patents protecting the Parsortix system were granted at the reporting date (2022: 23) in the United
States, Europe, Australia, Canada, China, Japan, India and Mexico, extending patent coverage out to
2034, and two patents protecting the CellKeep Slide granted at the reporting date (2022: one) in the
United States.
Ovarian cancer
clinical application:
triaging abnormal
pelvic mass
Headline results reported
Transfer to third-party
downstream analysis
systems
There have been two successful 200-patient studies for the detection of ovarian cancer in patients
undergoing surgery for an abnormal pelvic mass. The optimisation of the ovarian assay combining the
Parsortix system and HyCEAD was completed. The optimised assay was tested in a new 200-patient
study run by the University of Rochester Medical Center Wilmot Cancer Institute (URMC). The headline
results were reported in June 2022 demonstrating best in class performance with 95.4% accuracy.
Given significant improvements in sensitivity, specificity, throughput and cost, a commercial decision was
taken to leverage globally adopted third-party systems for downstream molecular analysis, rather than
the in-house HyCEAD platform. The ovarian assay is now being evaluated using these systems before
proceeding with commercial launch as a laboratory developed test.
ANGLE plc Annual Report and Financial Statements 2023Strategic Report25
KPI
Performance
Product
development
Deliver ongoing upgrades,
enhancements and
optimisation of our systems
The Parsortix cell capture and harvesting technology has been developed and comprises an automated
instrument to run blood samples through the separation cassette, a single use consumable.
Extensive product development and system optimisation has been successfully completed to address
the operational requirements of a wide range of KOLs and customers. Product development work has
been completed to develop, test, optimise, characterise and document key operating protocols enabling
customers to undertake analysis in a specific area of interest.
The Parsortix system has been demonstrated to be reliable and easy to use and produces robust
reproducible results. There are more than 290 Parsortix instruments in active use (in-house, KOLs and
customers) at the reporting date (2022: c.260). Over 210,000 blood separations have been performed
on the system at the reporting date (2022: 171,000). This experimental data provides a broad body of
evidence that demonstrates the system’s potential to be applicable to a wide range of cancer types and
multiple methods of downstream analysis. To date the Parsortix system has been used successfully with
24 different types of cancer.
Upgrades, enhancements and optimisation of the Parsortix system are ongoing to further enhance
operational performance, product reliability and to develop additional utility and operating protocols,
based on customer and KOL feedback, and to meet pharma services’ needs, for example, in blood
sample stability.
Prostate cancer
clinical application:
presence and
severity prior to
tissue biopsy
Partnership signed with
Solaris Health
In May 2022, ANGLE signed an agreement with MidLantic Urology, an affiliate of Solaris Health, to
conduct clinical studies in prostate cancer. There is a major unmet need for a pre-screening tool ahead
of invasive tissue biopsy as an aid to assessing prostate cancer presence and aggressiveness to guide
treatment choices.
Together with MidLantic Urology, ANGLE has successfully completed enrolment of a 100-patient study
to evaluate Parsortix based imaging and molecular assays in this setting. Results from this study are
expected following the optimisation of the molecular assay. Compelling data could form the basis for a
laboratory developed test which ANGLE would offer from its clinical laboratory in the UK. Solaris Health is
one of the largest urology groups in the US and offers a potential route to market with a substantial and
established patient base.
Published evidence
Build the body of
independent data
Regulatory
authorisation
Breakthrough FDA clearance
achieved
Successful evaluations and studies with 41 independent cancer centres have led to a growing body of
published evidence:
● 92 publications in peer-reviewed journals as at 31 December 2023 (2022: 76) plus many posters
Regulatory authorisation is a requirement before the Parsortix system can be sold for use in the clinical
diagnostics market (where results obtained are used for the purposes of patient management).
ANGLE successfully achieved FDA clearance (the gold standard) in May 2022 for the Parsortix PC1
system for harvesting CTCs, intact living cancer cells, from patient blood for user validated analysis in
metastatic breast cancer patients. CE marking and MHRA registration of the Parsortix PC1 system in the
European Union and United Kingdom respectively were received for the same intended use.
Four leading US cancer centres conducted the FDA clinical studies:
● The University of Texas MD Anderson Cancer Center
● University of Rochester Medical Center Wilmot Cancer Institute
● University of Southern California Norris Comprehensive Cancer Center
● Robert H Lurie Comprehensive Cancer Center Northwestern University
ANGLE Europe Ltd maintains its quality control system to ISO 13485:2016 and has a BSI certificate of
registration certifying its compliance with this standard and is subject to and continues to receive annual
compliance audits by BSI. Work is ongoing to prepare for 21CFR820 compliance in support of FDA clearance.
The UK clinical laboratory is progressing ISO 15189:2022 accreditation, the international standard for medical
laboratories.
ANGLE plc Annual Report and Financial Statements 202326
KEY PERFORMANCE INDICATORS CONTINUED
KPI
Performance
Research use sales
Build product sales to leading
translational researchers
Build distributor network
Secure additional pharma
services contracts
Pipeline building but new
customer adoption slower
than expected
Product (and associated product services) sales have been made to multiple customers in Europe,
North America and certain other countries including existing KOLs, new research users, big pharma
and immunotherapy companies comprising new instrument sales and repeat orders for cassettes and
support and maintenance contracts. The sales environment has remained challenging with customers
experiencing continued post COVID-19 impacts and a restricted grant funding environment. Revenues
from products (and associated product services) for the year were £1.4 million (2022: £0.7 million).
ANGLE has successfully established an international network of oncology focused distribution partners,
covering major territories in Europe, Africa, the Middle East and Asia-Pacific, with additional geographies
in discussion. Training programmes for distributor representatives were initiated, new marketing materials
developed, and service and support infrastructure strengthened. These partners will open distribution
channels for Parsortix instruments and consumables globally. In addition to sales these partners all
provide invaluable market access and service and maintenance support in their jurisdictions. Sales are
expected to build gradually as downstream assays are developed, clinical validity studies are completed,
and reimbursement codes are secured. Included in revenues from products for the year were £0.2 million
(2022: £nil) revenues generated from the distributor network.
In 2023 ANGLE launched three downstream assays, Portrait Flex, Portrait DDR, and Portrait PD-L1,
available as a service to customers from our clinical laboratory. The Portrait Flex assay is designed to
allow the identification of circulating tumour cells (CTCs) of all phenotypes (epithelial, mesenchymal and
those undergoing EMT) in combination with a bespoke protein biomarker. The Portrait DDR assays were
developed to identify the expression of DNA damage markers γH2AX and pKAP1 in CTCs, enabling
longitudinal, repeatable monitoring of treatment response for clinical studies in the research setting.
The Portrait PD-L1 assay is designed to allow the detection of CTCs and determine their PD-L1 status,
which has the potential to aid in patient selection for treatment with Immune Checkpoint Inhibitors. These
assays are available from ANGLE’s pharma services business, which offers the potential for substantial
revenues in the large and rapidly growing cancer drug trials market.
During 2023 ANGLE secured new pharma contracts, with both new and existing customers. These
include Crescendo Biologics who are using ANGLE’s Portrait Flex assay in an ongoing Phase I clinical trial
investigating the safety and efficacy of their drug for the treatment of patients with prostate cancer, and
Artios Pharma who signed a new contract with ANGLE to utilise the two DDR assays in a Phase I clinical
trial commenced in May 2023 and expected to complete at the end of 2024.
In addition to pharma services contracts, ANGLE has entered into strategic partnerships to further
develop and validate CTC-based downstream assays. This includes a partnership with BioView to
develop a quantitative CTC HER2 assay kit, for the detection and assessment of HER2 expression and/
or gene amplification in breast cancer CTCs, leveraging both companies’ respective FDA clearances to
harvest the CTCs and then image them. The assay development phase, which is already underway and
making good progress, is estimated to take around a year to complete and will generate revenue for
ANGLE of £1.2 million.
Onboarding of new pharma services customers was slower than expected during the year, reflecting an
adverse funding environment for biopharma and an uncertain macroeconomic outlook, although the
pipeline of potential customers has continued to build strongly following the FDA clearance. Revenues for
the year from pharma services were £0.8 million (2022: £0.3 million).
ANGLE plc Annual Report and Financial Statements 2023Strategic Report
27
PRINCIPAL RISKS AND UNCERTAINTIES
Managing risks
The nature of medical diagnostics development and the early stage and scale of our operations means there are
a number of risks and uncertainties.
The Directors maintain a risk register and have summarised the principal risks and uncertainties that could have a material impact on the Group.
These are set out in the table below, along with mitigation strategies.
Risk
Description
Mitigation
The Group engages an experienced clinical studies director, who
has developed detailed clinical study programmes (including prior
experience in CTCs and ovarian and prostate cancer) which have
had thorough internal and third-party reviews, including by the study
lead and other experts.
A significant amount of preparation, including additional R&D
on proposed biomarkers and study processes, is undertaken to
minimise the risks. The Group carefully selects clinical applications
based on a set of key criteria including strong pilot study data,
access to leading KOLs and access to patients.
In relation to ovarian cancer, data from the successful clinical
verification study gives the Group confidence that the RNA markers
and algorithms selected can be used to produce similar results
using a third-party molecular sequencing platform.
The Group assembles multiple study sites and partners where
possible to achieve patient enrolment rates in a timely fashion.
The Group undertakes independent market research to understand
end user needs and ensure the studies produce the necessary
data.
In order to mitigate ongoing global supply chain issues, the Group
holds higher levels of inventory, reagents and consumables than it
normally would, however, certain reagents either cannot be ordered
until their precise make-up is known and/or have a short shelf-life.
The Group takes independent advice on reimbursement codes and
commercialisation strategy.
Clinical
applications
(ovarian
cancer,
prostate
cancer)
The Group is developing a clinical
application for the triage of women
presenting with an abnormal pelvic
mass. This is dependent on both a
successful harvest of CTCs by the
Parsortix system and identifying a set
of RNA markers that can discriminate
between malignant ovarian cancer and
other benign conditions. The Group
achieved best in class results from a
clinical verification study using its in-house
HyCEAD molecular sequencing platform
for the downstream analysis. The assay
is now being transferred to commercially
available third-party systems as they have
improved in sensitivity and reduced in cost
and this approach will support the widest
commercial adoption. There can be no
guarantee that this transfer will ultimately
be successful.
The Group has also initiated studies in
prostate cancer in partnership with a
leading group of urology clinics in the
United States to identify the presence
of prostate cancer and its clinical
significance prior to tissue biopsy or
surgery. The studies include an imaging
assay and a molecular assay using a third-
party platform.
The development and commercialisation
of clinical applications is subject to a
variety of risks including those set out
below.
Clinical studies may be delayed due to
slow or insufficient patient enrolment or
may be temporarily ceased due to factors
outside our control.
Data produced may not be sufficient to
support roll out of the clinical application.
There can be no guarantee that clinical
applications will be developed into
commercially viable laboratory tests or
regulated devices.
Appropriate third-party payer
reimbursement codes may be delayed
or may not be obtained thereby limiting
commercial uptake of the application.
Vested and competing interests may
impede market acceptance for either
a laboratory developed test or a regulated
device.
ANGLE plc Annual Report and Financial Statements 202328
PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED
Risk
Description
Mitigation
Competitive
position
There are numerous competitive groups
seeking to develop alternative cancer
diagnostic products in direct competition
(other CTC technologies) and indirect
competition (other liquid biopsy methods,
for example, ctDNA analysis). It is possible
at any time that a competing technology
which out-performs Parsortix may enter
the market. Some competitors have
greater resources which may allow them to
deploy commercial tactics, such as price
undercutting, which restrict the Group.
The Group manages its product development and IP position,
accelerates product launch and monitors customer needs
and competitors internally, with its Scientific Advisory Board
(SAB), through its relationships with key opinion leaders (KOLs),
customers and prospective customers, and through attendance at
conferences.
The Directors believe that the patented Parsortix technology has
the potential to be more effective and affordable than competing
technologies. The Group has developed a low-cost affordable
solution, which puts it in a strong position for pricing, and it is
antibody independent allowing for a range of cancers to be
analysed that other CTC systems may not be able to handle. Liquid
biopsy CTCs may be the closest solution to a conventional solid
tissue biopsy allowing all types of cellular and molecular analyses
to be undertaken and is therefore differentiated from a liquid biopsy
ctDNA analysis. Recent scientific developments by ANGLE are
showing that CTC derived biopsy information may well be additive
to, rather than competing with information taken from ctDNA
analysis.
ANGLE plc Annual Report and Financial Statements 2023Strategic Report29
Risk
Description
Mitigation
Financial
The Group continues to invest in R&D,
clinical studies, product development,
clinical laboratories and product marketing
and consequently is loss making and
utilising cash reserves to support
operational activities. The commencement
of material revenues is difficult to predict
as 1) the Group is launching a new product
and services in an emerging market and
suitable clinical applications need to be
identified, have successful clinical studies
completed, achieve regulatory approvals
and achieve market acceptance, and 2)
the impact of the Group’s FDA clearance
to boost research use sales and in
particular to be employed in pharma drug
trials is still in the early stages. Operating
losses are anticipated to continue for a
period while revenues build.
In the event that new funds are required
there can be no guarantee that these will
be available on acceptable terms, at the
quantum required, or at all, which could
affect the ability to commercialise the
technology and may require operations to
be scaled back, delayed or even affect the
ability to continue as a going concern.
The Group incurs costs in US Dollars and
is exposed to exchange rates which it
is unable to control. The Group also has
critical European and US suppliers and
incurs costs in Euros and US Dollars and is
exposed to Euro and US Dollar exchange
rates which it is unable to control.
Post-Brexit EU trading and human
resource issues may impact the Group’s
operations. With the UK status as a
“Third Country”, the movement of goods
between ANGLE and European customers
and within ANGLE’s European supply chain
may be adversely affected.
The Board undertakes careful planning, management of expenditure
and rolling cash flow forecasting, has a strong focus on milestone
and performance delivery and avoids long-term supplier contracts
where it can.
The Group seeks to maintain a reasonable cash balance to mitigate
against the need to raise funding in potentially adverse market
conditions (macroeconomic factors such as high interest rates,
market correction etc.). Discretionary and/or non-mission critical
expenditure can be deferred or reduced where necessary to
conserve cash until the environment is more certain. The Group
may utilise Government support schemes where appropriate.
The research use market offers the potential for earlier revenues
than the clinical market and sales have been initiated in this area to
leading translational researchers and to pharma/biotech customers.
The development of a laboratory service-based offer to the pharma/
biotech sector providing CTC capture and analysis services that
support the use of CTC derived information in drug development
studies, pre-clinical and clinical drug trials is an important aspect.
The Group is developing and launching multiple sample-to-answer
assays to support this offering.
The Group is working with KOLs, SAB members and specialist
consultants to identify suitable clinical applications which offer
significant revenue potential either as a laboratory developed test or
FDA cleared product. Clinical applications need to meet key criteria
and the Group is progressing its clinical application in ovarian
cancer and potential clinical application in prostate cancer.
The Board maintains close shareholder relations, high standards
of corporate governance and explores different sources of funding
including potential partners. The Group has successfully raised
funds in the past.
The Group monitors its currency exposures on an ongoing basis.
The Group has closed its US clinical laboratory which both reduces
cash burn and mitigates any adverse exchange rate movements.
The Group is building US and European sales to provide a natural
hedge.
The Group holds a modest inventory of parts and finished goods,
held in multiple locations to help mitigate any supply chain
problems.
The Group established a Dutch subsidiary to facilitate EU sales
and mitigate post-Brexit trading issues. The Group is considering
establishing a European logistics centre to overcome ongoing
friction in exporting to and the servicing of equipment in the EU.
Details of the Group’s financial risk objectives and policies are
disclosed in Note 14 of the Financial Statements.
Intellectual
property
The Group’s success depends in part
on its intellectual property (IP) in order
that it can stop others from exploiting
its inventions. There is a risk that patent
pending applications will not be issued. It
is possible that competitors may infringe
this IP or otherwise challenge its validity,
which may result in uncertainty, litigation
costs and/or loss of earnings.
The Group invests significantly in its IP, employs experienced patent
agents and protects its IP with confidentiality agreements, patents
and patent applications in order to reduce the risks over their
validity and enforceability. The Group has also undertaken freedom-
to-operate searches.
The Group had 23 granted patents protecting the Parsortix system
at the reporting date in the USA, Europe, Australia, Canada, China,
India, Japan and Mexico, with others in progress, extending patent
coverage out to 2034, and two patents protecting the CellKeep
Slide granted at the reporting date in the USA.
ANGLE plc Annual Report and Financial Statements 202330
PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED
Risk
Description
Mitigation
The Group has outsourced manufacturing to specialist
organisations that can manufacture the separation cassettes at the
required tolerances, can assemble instruments and have capacity
for scale-up of production. Investment has been made in specialist
moulding tools and validated processes to help achieve the highest
standards. Key suppliers are ISO 13485:2016 certified and subject
to ongoing audit by the Group. Where possible, designs use
standard components and any components on long lead times are
held in inventory. Designs are subject to continuous improvement to
help eliminate issues as they arise.
To manage the risk of loss or disruption of supply “safety” inventory
levels have been established, (held at multiple locations) of critical
components and also finished product, thereby enabling the
Group to continue to supply for a finite period whilst manufacturing
capability and/or supply lines are restored. Dual sourcing of product
from key suppliers is actively being pursued but it is unlikely that this
will be fully achievable in the short term.
Third-party and on-site product manufacture is subject to good
manufacturing practice and Group regulatory control and oversight.
The Group also has product liability insurance.
Certain short shelf life or low volume controls or products and
product parts are manufactured in-house or using a key third-party
supplier with a view to some of these being outsourced as volumes
increase.
Manufacturing It is extremely important that
manufacturing of precision equipment is
of a consistent and extremely high quality
to ensure that instruments and cassettes
operate as specified and produce
consistent results and meet the necessary
manufacturing tolerances specified.
Product lead times need to be appropriate
for timely delivery whilst maintaining
product quality. The Group is dependent
on three key single source suppliers.
Problems at outsourced manufacturers
and their suppliers could lead to disruption
in supplies, delays, product inconsistency
and product failure.
The Group has also established a flexible,
small volume pilot manufacturing facility
in the UK to support the roll out of
sample-to-answer imaging and molecular
assays to the Group clinical service
laboratories and early adopter customers.
This provides high levels of operational
flexibility whilst maintaining quality system
standards. However, the Group remains
exposed to global supply chain issues
in relation to highly application specific
reagents and materials.
Certain products are manufactured
internally. Manufacturing problems
including insufficient capacity could lead
to these products not being available when
required for use in R&D or for customers
as elements of planned product kits.
ANGLE plc Annual Report and Financial Statements 2023Strategic Report31
Risk
Description
Mitigation
Market
acceptance
Success depends on both clinical and
health economic acceptance of the
Group’s products. Studies are required
to demonstrate the utility of clinical
applications and there is a risk that
the data may be weak, inconclusive or
negative. The medical diagnostics market
is conservative by nature, CTC systems
are an emerging technology, customers
may be slow to adopt new products,
vested interests may impede market
penetration and products may not achieve
commercial success. The Group may not
be able to sell its products profitably if
reimbursement by third-party payers is
limited or unavailable. The Group may be
subject to price limits on reimbursement
of products which are outside its control,
negatively impacting revenues.
Although relatively modest, the research use sales market to
leading translational researchers is a good market in its own right
and will help generate additional data on utility, new uses and clinical
applications as well as generating peer-reviewed publications.
The Group undertakes in-house R&D and works with partners
and KOLs to act as reference customers, to obtain data relating
to clinical applications and the efficacy, safety and quality of the
product. It monitors industry developments and customer needs
through its interaction with customers and prospects, attendance at
conferences and through the Group Scientific Advisory Board (SAB)
and KOLs.
The Group has a laboratory service-based offer for research use
sales to the pharmaceutical sector providing CTC capture and
analysis services that supports the use of CTC derived information
in drug development studies, pre-clinical and clinical drug trials.
This aims to promote the wider use of the Parsortix system and
associated technology in the development of drugs and treatment
protocols, which may ultimately lead to the establishment of the
Parsortix system as a companion diagnostic for particular therapies
in the oncology space.
Clinical studies are set up to generate clinical data and analysis for
accurate and complete submissions to secure regulatory approvals.
Health economic studies, advocacy and other activities will be
undertaken at the appropriate time.
The Group is working with KOLs and SAB members including
specialist consultants to identify suitable clinical applications which
offer significant revenue potential either as a laboratory developed
test or FDA (or other regulatory body cleared) IVD product. Clinical
applications need to meet key criteria and the Group is progressing
its clinical applications in ovarian and prostate cancer.
Operational
In order for the Group to operate
effectively the infrastructure needs to be
robust, efficient and scalable.
Unexpected events (such as COVID-19)
could disrupt the business by affecting a
key facility or critical equipment or donor
or patient enrolment which could lead
to an inability to undertake development
work (e.g. clinical studies with partners).
Cyber-crime is increasing in
sophistication, consequences and
incidence, with risks including virus and
malware infection, unauthorised access
and fraud.
The Group has a disaster recovery and business continuity plan
to ensure a rapid response in an effective and managed way to
a variety of situations. This plan was deployed in the COVID-19
pandemic due to its impact across the entire operations of the
business and allowed a rapid and effective response, ensuring a
practical level of continuity of Group operations, despite ongoing
restrictions across the world.
Business critical systems are cloud-based facilitating remote
working and back-up mechanisms are also regularly tested.
Critical equipment has service and maintenance contracts.
The Group uses expert IT firms to ensure it operates with
appropriate cyber defences. There is daily offsite back-up for rapid
recovery from a problem. The back-up is regularly tested.
ANGLE plc Annual Report and Financial Statements 202332
PRINCIPAL RISKS AND UNCERTAINTIES CONTINUED
Risk
Description
Mitigation
Regulation
and quality
assurance
The Group operates in a highly regulated
industry and needs to meet recognised
quality assurance standards that are
subject to third-party audit.
Regulatory authorisation has been achieved in the United States
(FDA), Europe (CE mark) and the UK (MHRA) for the indicated clinical
use. Authorisations in other territories are being investigated in
partnership with distributors and will be sought in due course.
The Group must comply with a broad
range of regulations relating to the
development, approval, manufacturing and
marketing of its products and is subject
to regulatory inspection. There is a risk
that a regulatory audit will find problems
that could have severe consequences
on the Group’s ability to sell products
in the relevant country, lead to a loss
of marketing authorisation, a loss of
reputation, a loss of customers, recall or
remediation costs as well as enforcement
action and sanctions from a regulator.
Major success with the cancer diagnostic
product (and other products) will require
regulatory authorisation for clinical use
from various regulatory authorities which
will require data from studies relating to
the efficacy, safety and effectiveness
of the product. Regulatory regimes are
complex and dynamic, and it can be
difficult to predict their exact requirements,
so authorisations may be delayed and
alterations to the regulations may also
result in delays. If it proves difficult to
achieve authorisations, major revenues
may be delayed or without authorisation
may not be achievable.
Research and
development
The Group undertakes significant research
and development activity with the aim of
launching improved and new products and
services, but there remain considerable
technical risks, which may result in delays,
increased costs or ultimately failure.
The Group conducts its manufacturing operations within ISO
13485:2016 quality management systems requirements in
the UK and continues to invest in its systems and people. The
quality system is subject to annual Notified Body audit (BSI). The
Group uses external specialist resources (regulatory, design,
manufacturing etc.) as required to achieve business objectives.
The Group engages an experienced clinical studies director to
design and develop clinical study programmes that will meet
international regulatory requirements and adhere to ICH GCP
Guidelines as appropriate.
The Group is currently responding to significant changes in the
European regulatory environment driven by the release of the ISO
13485:2016 standard to which we have already transitioned and the
new In Vitro Diagnostic Device Regulation (IVDR), which replaced
the previous IVD Directive in 2022. The Group is confident that
compliance with the new IVDR requirements can be successfully
achieved in line with the certified transition period.
The United Kingdom clinical laboratory centre of excellence is
working towards ISO 15189:2022 and CLIA accreditations. This is
particularly relevant for pharma services customers that require
evidence that the laboratories are stable, robust, compliant,
and subject to periodic external inspections by recognised
organisations and allows the laboratory to engage in testing
activities that are required for the purposes of patient management
(not just research) in both clinical study and disease management
scenarios.
The current CE mark regime for IVD devices is based upon a
European Regulation. This has not been implemented yet in the UK.
How this regulation will evolve beyond current UK law and what the
impact on the Group will be is not clear at this time. The Group’s UK
based Notified Body BSI has put in place contingency measures
such that European IVDR compliance certificates and quality
system certificates can continue to be issued from within Europe
and hence the CE mark can be applied. We continue to monitor
the development of and transition to the relevant UKCA conformity
assessment procedures being put in place by the UK Government
post-Brexit.
The Group uses skilled staff and third-party experts in various fields
from science and product design to engineering and manufacturing.
There is good knowledge and experience within the Group and
third-party experts in place with established relationships. The
nature of medical devices means that although development can be
challenging, there should generally be a technical solution, provided
sufficient resources and expertise are applied to the problem.
As developments and enhancements are generally to existing
products there is somewhat less risk than developing a completely
new product.
ANGLE plc Annual Report and Financial Statements 2023Strategic Report33
Risk
Description
Mitigation
Staff, key
suppliers and
key partners
The Group's future success is dependent
on its management team and staff and
there is the risk of loss of key personnel.
With complex and critical development
projects, alignment of business and
project objectives, good project planning
and clear staff focus are required.
The Group manages staff requirements closely, invests in skills
development and new staff and has staff incentive schemes for
retention and motivation. Using our competency framework, staff
are assessed regularly to ensure they develop and maintain the
skills needed for high performance. Individual competencies and
skills are aligned with business objectives and requirements and
personal development goals.
The Group also outsources certain
aspects of product development,
regulatory advice and manufacturing
and is heavily dependent on these key
suppliers.
The Group is also heavily dependent on its
clinical study partners who are responsible
for patient and subject enrolment and on
occasion core laboratory work.
Suppliers, clinical study partners and KOLs are carefully chosen and
actively managed.
Written agreements are in place for all staff and key suppliers in line
with local laws and are reviewed and updated on a regular basis.
Quality system requirements and compliance are assured through
regular auditing.
Work with collaborators is controlled using contracts and clinical
study protocols where appropriate. Clinical study protocols are
generally subject to institutional scientific and ethics approval prior
to study commencement.
ANGLE plc Annual Report and Financial Statements 202334
CORPORATE RESPONSIBILITY REPORT
Sustainability and Environment, Social and
Governance (ESG) overview
ANGLE’s mission is to change the way that
cancer is diagnosed, treated and monitored
ANGLE continues to measure and monitor its social,
economic and environmental impact, benchmarking
against key policies, standards and frameworks
that map directly to the United Nations Sustainable
Development Goals (SDGs).
The 17 SDGs were set in 2015, as agreed by all United Nation Member
states, and underline the commitment of the members to “peace and
prosperity for people and the planet, now and into the future”1. This
agreement put into place ambitious sustainability targets to be
achieved by 2030.
ANGLE has targeted 10 of the total 17 SDGs which are of high
materiality to both the industry within which ANGLE operates, and
ANGLE as an individual business entity. ANGLE also continues to track,
meet and monitor Sustainability Accounting Standards Board (SASB)
standards.
ANGLE ESG Priorities
Good corporate
governance
and responsible
marketing
Minimise our
impact on the
planet – reduce,
reuse, recycle
ernance
v
o
G
E
n
v
i
r
o
n
m
e
n
t
Liquid
biopsy
Social (com m u n i
t
y )
Sustainability
Accounting
Standards
Board
Encourage diversity,
inclusion and equality
1. www.concern.org.uk/news/explained-sustainable-development-goals
ANGLE plc Annual Report and Financial Statements 2023Strategic Report35
The role of liquid biopsy in improving
healthcare
The targets of the Good Health and Wellbeing SDG goal are reflected in
the UK’s NHS Long-Term Plan which sets out ambitions for cancer care.
These include that:
● by 2028, the NHS aims to improve diagnosis of stage 1 and 2 cancers
from 50% to 75%. This translates to 55,000 more patients surviving
cancer per year for at least five years after diagnosis;
● faster cancer diagnosis will enable those patients who are diagnosed
with cancer to receive treatment sooner;
● genomic testing will be offered to all cancer patients;
● in line with the NHS Comprehensive Model for Personalised Care, all
cancer patients will have access to personalised care and targeted
treatment; and
● after treatment, patients will have rapid access to clinical support when
they are worried that their cancer may have recurred.
The socio-economic impact of cancer is vast. An estimated one in
two men, and one in three women will be diagnosed with cancer during
their lifetime. This equates to almost 18 million new cases globally
per year, of which ~50% will be fatal1. The incidence of cancer is also
rising, and it is estimated that the cost to the global economy could be
in the region of $25.2 trillion international dollars between 2020 and
20502. Each patient’s cancer is unique, highly complex and changes
over time. Effective treatment requires personalised care that evolves
as the cancer progresses. As such, there is a desperate need for more
accurate, cost-effective and less invasive means to enable cancer
diagnosis and monitoring.
The existing standard of care for obtaining tumour material for
evaluation and diagnosis is a solid tissue biopsy. Tissue biopsy is
invasive, time-consuming, potentially harmful and unsuitable for
longitudinal monitoring. Furthermore, it is well established that tumours
are highly heterogeneous and single, or even multiple biopsies, may be
insufficient to accurately determine the expression of biomarkers which
may facilitate patient candidacy for targeted therapies.
1. https://gco.iarc.who.int/media/globocan/factsheets/populations/900-world-fact-sheet.pdf
2. Chen, S. et al. JAMA Oncol. 9, 465 (2023).
Liquid biopsy
Towards a sustainable future of
cancer care
Good Health and Wellbeing,
Goal 3 of the United Nations 17
Sustainable Development Goals.
This goal sets out to “ensure healthy
lives and promote well-being for all
at all ages” and includes a target
to reduce mortality by one-third
from all non-communicable diseases, including
cancer, by 2030. This goal also aims to increase
accessibility to affordable healthcare by all, while also
supporting research and improving health financing
to reduce deaths from both communicable and non-
communicable diseases.
ANGLE’s stated mission is to change the way that cancer
is diagnosed, treated and monitored. The Parsortix
system enables the capture and harvest of circulating
tumour cells (CTCs), which are cells shed from a tumour
into the peripheral blood, for analysis. This is known as a
liquid biopsy.
Liquid biopsy is a minimally-invasive diagnostic technique that
involves the analysis of various biomarkers in a patient's bodily fluids,
such as blood or urine, to detect and monitor diseases, particularly
cancer, and ANGLE believes its Parsortix liquid biopsy system has
the potential to significantly improve care for cancer patients while
also reducing the significant costs and resources involved in cancer
care.
ANGLE’s Parsortix liquid biopsy system has the potential
to contribute to the health and wellbeing of millions of people
worldwide by:
● reducing or eliminating many of the risks associated with current
standard of care cancer diagnosis;
● providing complementary and additional diagnostic and prognostic
information for clinical decision making;
● providing complementary information on suitable treatment, and
the early detection of response or resistance to treatment;
● enabling the monitoring of tumour evolution and metastasis; and
● detecting minimal residual disease (MRD) prior to current standard
of care.
As the Parsortix system relies on a blood rather than a tissue sample,
the technology has the potential to significantly reduce patient
travel and the consumption of healthcare resources, as blood can
be drawn locally and shipped (with other laboratory specimens)
reducing the higher travel and healthcare costs associated with an
individual travelling to a hospital or clinic for a tissue biopsy.
The Parsortix system and the analysis of the CTCs isolated using
this liquid biopsy technology has the potential to revolutionise the
future of cancer care, both by improving the health and wellbeing of
millions of cancer sufferers worldwide, while also helping to reduce
the impact of healthcare provision on the environment.
ANGLE plc Annual Report and Financial Statements 202336
CORPORATE RESPONSIBILITY REPORT CONTINUED
Social (community)
The importance of our employees
An open and inclusive work environment
ANGLE actively strives to foster an environment of inclusivity and
equality. ANGLE does not tolerate, and will take strong action against
discrimination or harassment of any kind and specifically on the
grounds of race, colour, nationality, ethnic or national origin, religion,
gender, marital status, sexual orientation or medical condition including
progressive illness, age and disability.
Mental health
ANGLE recognises the importance of the mental health of our
employees and the relationship between physical health and mental
health. ANGLE promotes a cycle to work scheme and encourages the
use of Surrey Research Park’s extensive grounds and facilities.
Managers and HR are proactive in encouraging staff to take annual
leave regularly throughout the year, offer flexible working to staff and
provide Employee Assistance Plans and the option to enrol for private
health insurance. ANGLE's offices provide wellness rooms and breakout
spaces for use by all employees, as well as providing access to trained
mental health first aiders throughout the organisation.
ANGLE offers
Competitive &
comprehensive
salary and
benefits
Flexible & part-
time working
arrangements
120
permanent staff at year end
56%female staff at year end
Ongoing training
& development
30nationalities represented
Seeks to
promote staff
internally
82%of staff have higher education
qualifications including
Degrees, Masters and
Doctorates
ADAPTABILITY
RESILIENCE
GETTING IT DONE
LOYALTY
TOGETHERNESS
Our core values
Adaptability
We embrace change with
resilience and innovation,
we believe in the power of
flexibility, continuously evolving
to meet challenges and seize
opportunities
Resilience
Our determination helps us
navigate adversity, learn from
setbacks and emerge stronger
Getting it done
Our go-getting attitude
empowers us to achieve
success with an optimistic,
can-do spirit
Loyalty
The glue that keeps us together,
we are honest and committed to
our mission and each other
Togetherness
We embrace unity and
collaboration; we foster a culture
of togetherness that empowers
every individual to contribute
their unique strengths towards
our shared success
As well as supporting and promoting World Mental Health Day, ANGLE
piloted a Mental Health Awareness Training Course on 11 October
2023. This face-to-face workshop was designed to help the team learn
more about mental health including spotting the warning signs, starting
conversations, and supporting each other.
Communication is key
ANGLE recognises the importance and impact of clear and timely
communication throughout all levels of the organisation. To this end,
ANGLE makes use of multiple platforms, including the appropriate use of
information technology, to ensure the dissemination of relevant, accurate
and prompt organisational and operational information.
ANGLE uses various platforms to increase communication and feedback
including the performance management platform Clear Review, PeopleHR
for management of employee data, MS Teams for communications, and
monday.com to assist with project management. These technologies are
used to increase transparency and ownership and to streamline workflow
processes, improving the overall employee experience and improving
efficiencies. Companywide meetings are scheduled regularly to include a
CEO business update, project spotlights from across the organisation and
a social/team building element.
ANGLE plc Annual Report and Financial Statements 2023Strategic ReportSocial (community)
37
Health and Safety: a shared responsibility
ANGLE takes ultimate responsibility for employee health and
safety and takes every reasonable precaution for the protection
of workers in the workplace, including providing employees with
information, training and competent supervision for their specific
work tasks. However, Health and Safety is a shared responsibility,
and ANGLE requires that every employee must also strive to
protect their own health and safety by working in compliance with
the law, and with safe work practices and procedures established
by the employer to reduce the risk of injury and occupational
disease. ANGLE makes every effort to provide a safe, healthy
work environment and commitment to health and safety forms
an integral part of this organisation from the executives to the
employees.
Quality runs through all we do
ANGLE is committed to fulfilling market and regulatory
requirements to meet both the needs of the customer and for
the benefit of the patient. This ensures that ANGLE produces
quality in vitro diagnostic devices and accessories for the capture,
harvest and analysis of cells present in blood based on their larger
size and deformability. The quality of medical devices produced
by ANGLE will conform, as a minimum, to the In Vitro Diagnostic
Directive 98/79/EC (transitioning to In Vitro Diagnostic Regulation
EU 2017/746), FDA GMP 21 CFR 820 and other requirements
as applicable to the countries in which the device or service is
intended to be offered for sale.
Staff are encouraged to identify non-conformities and
inefficiencies with the intent of creating and operating systems
which cause zero harm to the patient. It is the policy of the Group
to have a commitment to quality, with all quality procedures being
maintained to ISO 13485:2016 +A11:2021 reflecting the current
state of the art and post market surveillance findings. This policy is
regularly reviewed and notified to all employees to ensure that it is
understood, implemented and maintained.
ANGLE’s Quality Management System falls within the scope of
ISO 13485:2016 +A11:2021 and covers the design, development,
manufacture, testing, storage, distribution, service and sale of in
vitro diagnostic devices, associated equipment and consumables
for the capture and harvest of cells present in blood. There are
no exclusions within the Quality Management System. Customer
requirements, national standards, directives, external documents
and regulatory and statutory requirements are all considered as
inputs to our Quality Management System. To ensure that ANGLE’s
Quality Management System remains effective Key Performance
Indicators (KPIs) are established and performance data is analysed.
Issues arising are investigated in accordance with
ISO 13485:2016 Corrective and Preventative Action (CAPA)
and Defect Reporting Procedures. The CAPA process requires
evidence of effective completion and all information is captured in
our Quality Management System records and confirmed through
internal and external audits.
ANGLE’s Quality Management System is subject to inspection
audits by an external Notified Body (British Standards Institution,
BSI). A complete annual programme of internal audits is also
established. ANGLE recently committed to a re-certification audit
by BSI which resulted in a positive recommendation and valuable
feedback. The audit focused on all critical areas of the standard
requirements and ANGLE's Quality Management System. Based
on the samples assessed, we were commended for our robust
practices, which effectively meet the requirements of the ISO/EN/
BSI 13485:2016 standards.
The BSI auditors were particularly impressed with several aspects
of our organisation, including our state-of-the-art facilities and
the exemplary condition of our laboratories. Additionally, they
commended the effectiveness of our robust risk management
and analysis frameworks, alongside the effectiveness of
our automations, internal audit procedures, and document
management systems, noting their significant contribution to the
effectiveness of our Quality Management System.
ANGLE plc
Works with
Cancer Research UK
Local universities
ANGLE has donated products and
funded medical research in pursuit
of our mission to transform the way
cancer is diagnosed and treated
Promotes
World Cancer Day
World Cancer Research Days
World Mental Health Day
Mental Health Awareness Week
Offered
Six science placements
● Four in Engineering
● Two in R&D
Two apprenticeships
● Successfully completed in 2023
Several work experience
placements
Our staff fundraise on behalf of
ANGLE plc Annual Report and Financial Statements 202338
CORPORATE RESPONSIBILITY REPORT CONTINUED
Governance
Ethical and responsible management
Leadership from the Board of Directors
The Board is committed to high standards of corporate
governance and adheres to the Quoted Companies
Alliance (QCA) Corporate Governance Code for small
and mid-size quoted companies (the “QCA Code”).
Section 172 statement
The Corporate Governance Report on pages 50 to 57 and this
Corporate Responsibility Report set out how the Board has approached
its duty under Section 172 of the Companies Act, which is summarised
below, in order to meet these requirements. Specifically, it refers the
reader to QCA Principle 1 (Strategy and business model), Principle 2
(Meeting shareholder needs), Principle 3 (Manage our responsibilities
to wider stakeholders) and, in particular within this report, the sections
headed ‘The importance of our employees’ and ‘Health and safety: a
shared responsibility’ and the section headed ‘Environment: a core
priority’ for the impact of the Group’s operations on the community and
environment. The Corporate Governance Report can also be found on
the Company’s website www.angleplc.com.
In accordance with Section 172 of the Companies Act 2006, the
Directors recognise the importance of our wider stakeholders to the
sustainability of our business. The Directors behave and carry out their
activities to promote the long-term success of the Group for the benefit
of the Company’s shareholders, employees, partners, customers,
suppliers and other stakeholders such as regulatory authorities.
The Group engages with stakeholders to reflect their insights and
views when making decisions on strategy, delivering operational
effectiveness, driving initiatives and delivering outcomes.
The culture and values promoted by the Directors create a focus across
the Group on observing and maintaining high standards of regulatory
compliance, quality control and business conduct whilst promoting the
long-term success of the Group.
Employee share schemes are used as a means of encouraging
ownership and aligning the interests of employees and external
shareholders. Awards are generally made annually to all qualifying staff.
This facilitates an inclusive environment, one where all staff benefit from
ANGLE’s success.
Marketing ANGLE products and services
ANGLE is required to have systems in place to ensure it meets medical
device regulatory standards for the accurate marketing of function and
performance of in vitro diagnostic (IVD) and research use only (RUO)
products in the territories in which ANGLE operates. ANGLE is in the
process of transitioning from IVDD to IVDR in Europe, while maintaining
MDR 2002 status in the UK.
On 25 May 2022, the US regulator, FDA, granted a De Novo Class II
classification request for the Parsortix PC1 system for the capture
and harvest of CTCs from metastatic breast cancer (MBC) patient
blood for subsequent, user validated, downstream analysis. This was
closely followed by an IVD CE mark in Europe for the same indication
and registration of the system with the UK Medical and Healthcare
Regulatory Agency (MHRA), in October 2022 and 21CFR 801, 809, 820,
830 and 1010 in the USA.
ANGLE currently holds ISO/EN/BSI 13485:2016 certification for ANGLE
Europe Limited, while ANGLE's clinical laboratory is working towards
securing ISO 15189:2022 registration in the UK. MHRA registration is
in place for the Parsortix PC1 system and ANGLE retains membership
of the British In Vitro Diagnostics Association (BIVDA) and Regulatory
Affairs Professionals Society (RAPS) in the UK.
To retain CE IVD status of the Parsortix PC1 system in the European
market, ANGLE is required to produce a Post-Market Performance
Follow-up (PMPF) Report and a Periodic Safety Update Report
(PSUR) annually as part of ongoing post-market surveillance (PMS)
and vigilance activities. The primary goal of PMPF activities is to
continuously review the performance of the device to ensure that it
reflects the current state of the art. PMPF also confirms the safety
and scientific validity throughout the expected lifetime of the device,
identifying previously unknown or emergent risks and any events of
misuses. The PSUR summarises all the PMS activities including PMPF,
device usage, vigilance and quality assurance, as well as describing the
safety profile of the product based on the analysis of both internal and
external data from those who use the device. The PSUR is designed to
assess and confirm that the benefit-risk profile of the product has not
been (or has been) adversely impacted and remains unchanged.
ANGLE plc Annual Report and Financial Statements 2023Strategic ReportGovernance
39
ANGLE clinical studies
It is essential that ANGLE engages in clinical
studies to evaluate new medical applications.
To engage in clinical studies ANGLE must comply with
applicable national and international ethics, medical device
and IVD regulations and requirements, which includes
conforming to:
Our governance values
Integrity
● Meeting commitments and earning trust
Customer focus
● The ability to identify, assess, understand and meet customer/
stakeholder needs
● Food and Drug Administration (FDA) Rules and Regulations
● Passionate about meeting or exceeding customer/stakeholder
● Code of Federal Regulations (CFR)
needs
● European Union Medical Device and IVD Regulations
● Institutional Review Boards (IRB) / Ethics Committees (EC)
Collaboration and inclusion
● Building effective, beneficial and enduring relationships, internally
● International Council for Harmonization of Technical
and externally
Requirements for Pharmaceuticals for Human Use (ICH)
● Engaging positively with diverse views and cultures
Shared excellence
● Driving to do things better, striving for and setting new standards
of performance
● Being constantly curious, fostering and rewarding innovation
ANGLE sponsored study investigators are responsible for
ensuring that the study is performed in accordance with
the study protocol, current ICH guidance E6(R2) on Good
Clinical Practice (GCP), and in-line with applicable regulatory
and institution-specific requirements.
Voluntary informed consent from patients involved in
clinical studies is obtained prior to the commencement of
any study-related activity. Informed consent is gathered
in accordance with principles that originated in the
Declaration of Helsinki, current ICH and GCP guidelines,
applicable regulatory and/or country specific requirements,
and institutional policies.
Our pharma services clients must provide assurances
that any samples have been ethically provided in line with
ICH GCP and other applicable regulations prior to the
commencement of processing.
ANGLE is committed to ensuring the highest standards of
health and safety for employees, visitors, the general public
and those involved in our clinical studies. ANGLE complies
with all applicable laws and regulations wherever it operates
and holds all the licences necessary to operate its business
and studies.
ANGLE plc Annual Report and Financial Statements 2023
40
CORPORATE RESPONSIBILITY REPORT CONTINUED
ANGLE strives to find new
ways to reduce our waste and
energy footprint.
Environment
A core priority
Waste management
ANGLE aims to recycle as much as is feasibly possible,
both through our landlords, Surrey Research Park and via
specialist recycling. We recycle:
● Electrical equipment
● Coffee pods
● Shipment materials
We use plumbed water coolers and reusable bottles to
reduce our consumption of plastic bottles.
ANGLE participates in Surrey Research Park’s Food Waste
scheme launched in March 2023. Food waste collected
from participating buildings is collected and processed to
produce biogas and digestate. Gas engines then convert
the biogas to renewable energy while the digestate is used
as fertiliser on local farmland.
Energy management
100% of our energy comes from renewable sources.
Office lighting and heating are sensor-controlled to reduce
consumption.
Plumbed boiling water taps are used in our offices which are
more energy efficient than kettles.
Travel
ANGLE aims to reduce fossil fuel use by:
● Encouraging the use of technology to reduce business-
related travel
● Carpooling
● Encouraging hybrid and flexible working
● Promoting a cycle-to-work scheme
ANGLE's technology, the Parsortix system, has the
potential to significantly reduce patient travel and
the consumption of healthcare resources.
Blood can be drawn locally by a phlebotomist and shipped
(with other laboratory specimens) rather than an individual
having to drive to a clinic for a tissue biopsy.
Parsortix technology uses pressure to harvest
cells rather than a chemical approach thereby
reducing/negating the need for antibody reagents
and other chemicals and their resultant impact on
the environment.
ANGLE plc Annual Report and Financial Statements 2023Strategic ReportEnvironment
41
ANGLE plc Annual Report and Financial Statements 202342
FINANCIAL REVIEW
Carefully executing our strategy in challenging
market conditions
The Group has continued to make substantial
investment in various studies, new services and
product development, the clinical laboratory and sales
and marketing to advance and drive the development
and adoption of the Parsortix cell separation system.
ANGLE has made good progress across all these areas
although revenues are taking time to develop reflecting
adverse markets making customers more cautious.
The wider economic and market headwinds resulted
in the Group carefully reviewing its costs and plans
and the need to streamline operations and increase
the cash runway. This led to the decision to close the
Group’s US clinical laboratory operations and focus on
the UK as a centre of excellence. The results reflect the
impact of the closure of the US clinical laboratory.
Consolidated Statement of Comprehensive Income
Revenues have increased by 110% in the year to £2.2 million (2022:
£1.0 million) with a gross profit margin of 70% (2022: 59%). Product
(and associated product services) sales have been made to multiple
customers in Europe, North America and certain other countries including
to existing KOLs, new research users, big pharma and immunotherapy
companies, and comprises new instrument sales and repeat orders
for cassettes and support and maintenance contracts. The sales
environment has remained challenging with evaluations taking longer to
close than expected, generally because of limitations in the downstream
analytical techniques outside the Parsortix system and the restricted
grant funding environment for our research customers. ANGLE‘s
distributor network of oncology focused distribution partners is opening
new channels for sales of Parsortix instruments and consumables
globally. Sales are expected to build as additional downstream assays are
developed and clinical studies are completed. Revenues for product and
product services for the year were £1.4 million (2022: £0.7 million).
Research use sales for services from our laboratories have also been
made to pharma customers with new contracts during the year both
supporting drug trials and undertaking assay development ahead of
being included in clinical trials. This is a new area for the business, and we
offered some introductory pricing to initial customers as well as taking a
cost-sharing approach on assay development activities so that we can
retain the assay and add this to our “menu” of offerings. Consequently,
this area of the business has operated with lower margins in this
establishment phase. During the year ANGLE launched three downstream
assays, Portrait Flex, Portrait DDR, and Portrait PD-L1, available as
a service to customers from our clinical laboratory, which offers the
potential for substantial revenues in the large and rapidly growing cancer
drug trials market.
In addition to pharma services contracts, ANGLE entered a partnership
with BioView to develop a quantitative CTC HER2 assay kit to further
develop and validate CTC-based downstream assays. The assay
development phase made good progress in 2023 and is estimated to
complete in H1-2025 and will generate revenue for ANGLE of £1.2 million.
Onboarding of new pharma services customers was slower than
expected during the year, reflecting an adverse funding environment
for biopharma and an uncertain macroeconomic outlook, although the
pipeline of potential customers is building strongly following the FDA
clearance. Revenues from pharma services (assay development and
clinical trials support) for the year were £0.8 million (2022: £0.3 million).
Revenues more than doubled as we
begin to see the impact of the FDA
clearance and the benefits of CTCs
being better understood. Substantial
investment has continued across the
business, although a number of cost
reduction measures have also been
implemented given the ongoing wider
economic and market headwinds.
Ian F Griffiths
Finance Director
Financial Highlights
£2.2 million
Research use revenues for the year of £2.2 million (2022:
£1.0 million) at a gross profit margin of 70% (2022: 59%)
£23.3 million
Planned expenditure on Parsortix system of £23.3 million
(2022: £24.8 million)
£20.1 million
Loss of £20.1 million (2022: loss £21.7 million)
£16.2 million
Cash and cash equivalents balance at 31 December 2023 of
£16.2 million (2022: £31.9 million)
ANGLE plc Annual Report and Financial Statements 2023Strategic Report43
Our ongoing sales efforts through our direct sales force and distributor
network, combined with pharma contracts and the launch in the year
of multiple downstream assays available as a service from our clinical
laboratory give us confidence of continued robust revenue growth in
2024.
Planned investment in building capacity, capability and studies to develop
and validate the clinical application and commercial use of the Parsortix
system resulted in operating costs for the year of £23.3 million (2022:
£24.8 million).
This planned expenditure includes investment of £9.5 million (2022:
£10.8 million) in research and development, in particular clinical studies,
assay and product development and ongoing work with KOLs on
pilot studies and other potential uses of the system as well as patent
prosecution and new patent grants.
Expenditure includes sales and marketing costs associated with product
promotion and attendance at conferences for marketing purposes.
Corporate costs including costs associated with being a listed company.
Following an impairment review arising from the closure of the US
clinical laboratory the right-of-use asset in respect of the lease on the
US facility was impaired by £0.4 million. Other non-cash costs include a
share-based payment charge of £1.9 million (2022: £4.4 million) offset
by an unrealised foreign exchange loss on the retranslation of Group
balances of £1.2 million (2022: £2.1 million gain).
The trade and other payables (current and non-current) balance has
reduced to £2.8 million (2022: £4.0 million). The movement includes
a reduction in trade payables (due to decreased spending following
the closure of the US operations and cost containment measures) of
£0.4 million, a reduced accrual of £0.3 million for costs associated with
the closure of the Canadian operations, and a reduced provision for
employers’ taxes on the theoretical gain on the exercise of unapproved
share options and LTIP Options of £0.4 million (2022: £0.5 million)
resulting from prior share option awards and a lower share price.
Provisions (current and non-current) of £0.9 million (2022: £0.8 million)
is comprised of a provision for closure costs of £0.5 million (2022:
£0.6 million) and a provision for dilapidations of £0.4 million (2022: £0.2
million). The decision to close the US clinical laboratory and centralise
activities in the UK made in November 2023 has given rise to a provision
of £0.2 million in respect of ongoing facility costs and some remaining
costs of winding down operations. The Company closed its operations
in Canada in 2022 in an orderly wind down. The closure is substantially
complete but there remain potential costs associated with redundancy
pay, compliance matters and formal company dissolution and a
provision of £0.3 million (2022: £0.6 million) remains for the estimated
costs to complete the winding down of these operations.
Cash
The Group ended the year with cash and cash equivalents of
£16.2 million (2022: £31.9 million).
The Group made a loss before tax for the year of £21.6 million (2022:
loss £24.4 million). Changes to R&D tax credit conditions by UK HMRC
resulted in reduced tax credits of £1.5 million for the year (2022: £2.8
million). The Group made a loss after tax of £20.1 million for the year
(2022: £21.7 million) resulting in a basic and diluted loss per share
attributable to owners of the parent of 7.73 pence for the year (2022:
8.79 pence).
The ongoing careful control of operating costs and streamlining of
the Company’s operations, together with growing revenue forecasts,
increased the cash runway and put ANGLE in a position to deliver on
planned objectives and milestones. Completion of a fundraising of
£8.77 million before expenses, announced 5 June 2024, alongside
delivery of market expectations is anticipated by the Company to
secure cash flow breakeven on a monthly basis by the end of 2025.
Consolidated Statement of Financial Position
Intangible assets decreased slightly in the year to £2.7 million (2022:
£2.8 million). Intellectual property costs in relation to patents and
trademarks of £0.1 million (2022: £0.2 million) were capitalised
during the year in accordance with IAS 38 Intangible Assets offset
by amortisation charges.
Property, plant and equipment decreased to £2.9 million (2022: £3.5
million) with the addition of key items of laboratory equipment offset by
impairments associated with the closure of the US clinical laboratory
and depreciation charges.
The right-of-use assets represented by our leased office and laboratory
premises reduced to £4.3 million (2022: £5.0 million). The movement
includes the addition of a new lease in respect of laboratory equipment
(£0.3 million) offset by the impairment of the lease on the US facility
(£0.4 million) and depreciation charges.
Inventories of £1.7 million (2022: £2.1 million) have reduced as the levels
of inventory required to mitigate Brexit and COVID-19 supply chain
issues has eased. Levels remain on the higher side as mitigation for the
fact that the Group relies on a number of single-source key suppliers.
The trade and other receivables balance remains static at £1.8 million
(2022: £1.8 million).
The reduction in the tax receivable balance of £1.5 million (2022:
£2.9 million) mainly reflects the changes made by HMRC to the UK
R&D tax credit regime effective April 2023.
Summary
The Group is carefully executing its strategy so that business activities
are in line with the available and anticipated cash resources. Good
progress has been made against key milestones, in particular launching
three new assays, securing new pharma contracts and the strategic
partnership with BioView, expanding the global distribution network and
launching the Portrait+ CTC staining kit and progressing third-party
molecular solutions to work with CTCs. The adverse market related
impacts do mean that certain commercial activities have taken longer
than expected but we are seeing the revenues developing and the
pipeline building. The immediate priorities are building research use
sales to pharma customers, particularly large pharma, and translational
researchers, undertaking key service and product development
activities and developing molecular capability.
The Directors have a reasonable expectation that the Group has
adequate resources to continue in business for the foreseeable future
as detailed in Note 1.3 to the Financial Statements.
On behalf of the Board
Ian F Griffiths
Finance Director
12 June 2024
ANGLE plc Annual Report and Financial Statements 202344
BOARD OF DIRECTORS
New Chairman and two Non-executive Directors
appointed during the year bring additional
experience and views to next stage of growth
Dr. Jan Groen
Chairman
R
N
A
Andrew D W Newland
Chief Executive
Ian F Griffiths
Chief Financial Officer
Appointed
November 2018
Appointed
March 2004
Appointed
March 2004
Skills and experience
Ian Griffiths is the Chief Financial Officer of
ANGLE plc. He has specialised in technology
commercialisation for over 30 years and is an
expert on the development and growth of new
technology-based businesses. Ian has a BSc
in Mathematics with Management Applications
from Brunel University and is qualified as a
chartered accountant. For seven years he
worked for KPMG, initially in accountancy with
a special work focus, then in management
consulting within KPMG’s High Technology
Consulting Group where he specialised
in financial modelling, business planning,
corporate finance, market development
and strategy work.
Ian joined ANGLE in 1995. As well as leading
the finance function at ANGLE plc, he has
been closely involved with the development
and delivery of the former UK, US and Middle
East Consulting and Management services
businesses and in developing new Ventures,
both third-party and ANGLE’s own. Ian has
been heavily involved in the start-up phase
and also the ongoing development of
ANGLE’s own ventures by working closely
with management on business plans, financial
and operational management, fundraising and
commercial aspects, including both medical
and physical sciences companies. Ian led the
financial aspects of ANGLE plc listing on the
Alternative Investment Market.
Brings to the Board
Over 30 years’ experience in finance and
technology-based businesses, and 14 years
in the liquid biopsy space.
Skills and experience
Dr. Jan Groen’s career spans over 25 years
in clinical diagnostics and life science global
markets. Jan is the former CEO and Chairman
of the board at Intravacc B.V., a contract
development and manufacturing organisation
for infectious disease and therapeutic vaccines
in the Netherlands. Jan was previously the
President and CEO of MDxHealth, a Euronext
listed genomic diagnostics company that
improves the lives of patients by reducing
diagnostic ambiguity in urological cancers.
MDxHealth’s genomic tests are setting
new standards in prostate and bladder
cancer diagnosis, where they have helped
over 100,000 patients avoid unnecessary
diagnostic procedures.
Prior to this Jan was the President and COO
of Agendia, responsible for their United
States and European diagnostic operations,
respectively. Jan is co-founder of Viroclinics
and DxOrange and has held numerous
management and scientific positions at Focus
Diagnostics, a subsidiary of Quest Diagnostics,
the Erasmus Medical Center, and Akzo-Nobel.
Jan has had board mandates in several
diagnostic companies.
Currently he serves on the board of Novigenix
SA in Switzerland, SPL Medical and Delta
Diagnostics, both in the Netherlands. Jan holds
a PhD degree in Medical Microbiology from
the Erasmus University Rotterdam, a BSc in
Clinical Laboratory Studies and has published
more than 125 papers in international scientific
journals in the field of clinical diagnostics.
Jan joined ANGLE as a Non-executive Director
in November 2018 and became Chairman in
May 2023.
Brings to the Board
Expertise in new product development,
including development and successful
commercialisation of CE marked and FDA
cleared diagnostic products and laboratory
developed tests in Europe and the USA.
Skills and experience
Andrew Newland is Chief Executive of ANGLE
plc. He has an MA in Engineering Science from
the University of Cambridge and is a qualified
Chartered Accountant. He has over 20 years
of medical diagnostics experience and has
specialised in the liquid biopsy space for the
last 14 years. Andrew has led the development
of technology-based businesses based
on strong intellectual property for over 30
years and for the last 20 years he has been
Chairman, or on the Board of several specialist
medical technology companies.
After working with the engineering
conglomerate TI plc, Andrew worked for
KPMG from 1982 to 1994 and during this
time provided corporate finance and business
advice to technology firms. In 1994, Andrew
founded ANGLE with the goal of developing
and commercialising technologies that enable
precision medicine and translational research.
Andrew has overseen the launch and regulatory
filings of the Company’s flagship rare cell
separation and capture liquid biopsy device, the
Parsortix system which culminated in the US
Food and Drug Administration approval for the
Parsortix PC1 system in 2022 and subsequent
EU and UK medical device regulatory approvals.
Andrew previously led the team that founded the
medical diagnostic company Acolyte Biomedica
in 1999. Acolyte was the first spin-out of the
Defence Science and Technology Laboratory
(Dstl) Porton Down, which specialised in rapid
diagnosis of MRSA, the ‘hospital super-bug’.
Andrew chaired the company through three
major rounds of venture capital investment.
Andrew also founded Provexis, the first spin-out
of Rowett Institute, Europe’s leading nutrition
research institute. Andrew chaired Provexis,
a specialist nutraceutical company with a
heart-health product, through to its successful
flotation in 2005.
Brings to the Board
Over 30 years’ experience establishing, leading
and building technology-based businesses, over
20 years leading specialist MedTech businesses,
and 14 years in the liquid biopsy space.
ANGLE plc Annual Report and Financial Statements 2023Governance45
Committees key
Chair of Committee
Member of the Committee
A Audit Committee
R Remuneration Committee
N Nomination Committee
Dr. Joseph E Eid
Non-executive Director
R
N
Brian Howlett
Non-executive Director and
Senior Independent Director
A
R
N
Juliet Thompson
Non-executive Director
A
R
N
Appointed
January 2023
Appointed
January 2013
Appointed
January 2023
Skills and experience
Dr. Joseph Eid is a qualified physician, board
certified in medical oncology, haematology and
internal medicine. He is a highly experienced
pharmaceutical industry executive with over
25 years of proven expertise in people and
portfolio management, planning, designing
and executing Phase I to IV clinical trials and
building and managing clinical and medical
affairs teams and strategies.
He has successfully designed and
implemented clinical development, medical
affairs and life cycle management plans for
pharmaceutical products including cytotoxic
agents, monoclonal antibodies, immune-
oncology agents, antibody-drug conjugates
and CAR-T cell therapies. His previous
experience includes senior positions in clinical
development and medical affairs at Bristol
Myers Squibb, Merck & Co. and Hoffman-La
Roche. Whilst at Merck, Joe led the global
Keytruda® (pembrolizumab, MK-3475, immune
checkpoint inhibitor) first-in-human strategy,
including oversight of the clinical, regulatory
and manufacturing planning and execution and
development of the PD-L1 biomarker strategy
on tissue biopsy, which led to a first-in-class
anti-PD-1 BLA filing and approval in the US.
Brings to the Board
Valuable knowledge and experience in
oncology drug development and the use of
biomarkers in the clinical trials process and as
companion diagnostics.
Skills and experience
Brian Howlett has a wealth of international
experience as a MedTech leader which he
is currently applying in a Non-executive/
Chairman capacity for medical device
coating and surface modification company
Accentus Medical Ltd, as well as ANGLE plc.
Brian was formerly CEO of Lombard Medical
Technologies PLC, an AIM listed company
specialising in stents for abdominal aortic
aneurysms, from 2005 to 2009. During
his tenure significant capital was raised
to fund the development of operations to
commercialise the Aorfix stent graft towards
regulatory approvals and growing revenues in
the EU, USA, Russia and Brazil. Brian recently
retired from the Board of neuro-endovascular
company Oxford Endovascular Ltd.
Corporate experience includes six years as
UK Country Leader of Boston Scientific Ltd,
between 1999 and 2005, during which time
major medical devices such as the TAXUS drug
eluting stent were launched driving sales and
profits to the point where the UK and Ireland
subsidiary became one of the leading revenue
contributors to the corporation’s European
operations. Between 1987 and 1999, Brian
was Managing Director of the UK sales and
manufacturing subsidiary of Cobe Laboratories
Inc. In addition, Brian spent almost 20 years
in the pharmaceutical industry, gaining strong
sales and marketing experience through a
number of senior management positions in the
UK, Scandinavia and Benelux markets within
Fisons plc.
Brings to the Board
Extensive commercial operations experience
of the MedTech sector.
Skills and experience
Juliet Thompson has over 30 years of finance,
banking and board experience with significant
focus on the healthcare sector. Juliet is a
proven FTSE 250 non-executive and audit
chair, and a former investment banker who
has spent her career advising life science
companies. She played a leading role in
setting up Code Securities, which was quickly
acquired by Nomura (becoming Nomura
Code) but remained independent. At Nomura
Code, Juliet was advising companies on their
financing and strategic options. She worked
on over 50 transactions including IPOs,
secondary offerings, private placements and
M&A. As Nomura Code was devolved, she
joined Stifel with a team from Nomura Code to
head up the life sciences team. Since leaving
the City, Juliet has built a diverse portfolio;
she currently chairs the Audit Committee of
Indivior PLC (FTSE 250) and Novacyt, both
listed companies and is also a Non-Executive
Director of Organox, a private company spun
out of Oxford University. She previously
served on the Board of Vectura plc (FTSE
250) as well as GI Dynamics, a Boston-based
medical device company. She holds a BSc in
Economics from the University of Bristol and
qualified as a Chartered Accountant in 1993.
Juliet replaced Brian Howlett as Chair of the
Audit Committee in January 2023.
Brings to the Board
Over 20 years’ experience in advising listed
healthcare companies in UK and Europe as an
investment banker.
ANGLE plc Annual Report and Financial Statements 2023
46
SCIENTIFIC ADVISORY BOARD
Wealth of experience and expertise
The Scientific Advisory Board (SAB) is comprised of a group of individuals that have significant scientific
technical backgrounds in medical devices, diagnostics and other areas related to ANGLE’s products.
SAB members provide strategic input, insight and expertise in the blood and cancer fields and also advise
the Company on technical aspects in relation to platform development, product development and clinical
studies as well as providing broader industry input.
Dr. Daniel Danila
Dr. Joseph Khoury
Dr. James M. Reuben
Skills and experience
Dr. Daniel Danila is an associate attending
physician at Memorial Hospital Cancer
Center in New York. Dr. Danila also serves
as an associate professor of medicine with
the Weill Cornell Medical College. Dr. Danila’s
primary research focuses on prostate cancer.
Specifically, Dr. Danila is exploring a hypothesis
that molecular profiling of CTCs can be used
to assess biological determinants of the
growth of prostate cancer tumors.
Dr. Danila served as the principal investigator
(PI) for “Circulating Tumor Cells as Biomarkers
for Patients with Metastatic Prostate Cancer:
Developing Assays for Androgen Receptor
Signaling Pathway,” which focused on analysing
CTCs from patients with metastatic prostate
cancer for molecular biomarkers predictive
of tumour sensitivity to targeted treatments.
Funding for the research was provided by
the Department of Defense Congressionally
Directed Medical Research Programs, Prostate
Cancer Research Program, Physician Research
Training Award. Dr. Danila received his MD
from Carol Davila University of Medicine
and Pharmacy in Bucharest, Romania and
was a research fellow, intern and resident
at Massachusetts General Hospital prior to
joining Memorial Sloan Kettering Cancer
Center in 2005.
Brings to the SAB expertise in –
development and adoption of CTCs as
predictive biomarkers to help clinicians select
appropriate treatments, prostate cancer and
wide network of contacts in the field.
Skills and experience
Dr. Joseph Khoury is the Stokes-Shackleford
professor at the Department of Pathology and
Microbiology, University of Nebraska, Omaha,
Nebraska. Dr. Khoury is an expert in diagnostic
pathology and has significant experience in
the cytological and morphological analysis of
cancer cells as well as molecular diagnostics,
immunophenotyping, and other advanced
diagnostic laboratory techniques.
Dr. Khoury is internationally recognised as
a leader in translational research focused
on haematolymphoid neoplasia, a class of
tumours that affect the blood, bone marrow
and organs of the immune system. He
has authored over 300 publications, many
in prestigious peer-review scientific and
medical journals, two textbooks and several
book chapters. He has trained numerous
clinical and research fellows. Dr. Khoury is an
active member of the College of American
Pathologists and has lectured extensively at
various institutions and conferences globally.
Brings to the SAB expertise in – diagnostic
pathology and cytological and morphological
analysis of cancer cells.
Skills and experience
Dr. James Reuben is Professor in the
Department of Hematopathology, Division of
Pathology/Lab Medicine at The University of
Texas MD Anderson Cancer Center, Houston,
Texas. Dr. Reuben is a leading authority and has
conducted significant research on circulating
tumour cell subsets, including those with
epithelial and mesenchymal phenotypes and
their clinical relevance to minimal residual
disease in breast cancer and non-small cell
lung cancer.
Some related publications include ”Circulating
tumor cells, disease progression, and survival
in metastatic breast cancer” in the New
England Journal of Medicine; “Circulating
tumor cells are associated with increased risk
of venous thromboembolism in metastatic
breast cancer patients” in the British Journal
of Cancer; and “Circulating tumor cells in
metastatic inflammatory breast cancer”
published in the Annals of Oncology. Dr.
Reuben received his PhD in immunology from
McGill University in Montreal, Canada and his
MBA from University of Houston, Houston,
Texas. Dr. Reuben completed his research
fellowship in the Department of Experimental
Therapeutics at The University of Texas MD
Anderson Cancer Center with Evan M. Hersh,
MD and Emil J Freireich, MD, as mentors.
Brings to the SAB expertise in – knowledge
and understanding of CTCs, breast cancer and
wide network of contacts in the field.
ANGLE plc Annual Report and Financial Statements 2023Governance47
Prof. Greg L Shaw
Dr. Harold Swerdlow
Prof. Ashok Venkitaraman
Skills and experience
Prof. Greg Shaw is a Consultant Urological
Surgeon at University College Hospital in
London and is a clinical academic with a
strong interest in prostate cancer diagnostics
and treatment. Having completed an M.D. in
prostate cancer at the University of London
investigating circulating tumour cells in
prostate cancer, and subsequently completed
four years as a lecturer at the University of
Cambridge, Prof. Shaw has published widely
on prostate cancer and is Professor of Urology
at University College London.
Prof. Shaw leads several research programmes
focused on current weaknesses in the way
prostate cancer is treated and is interested in
exploring the role novel biomarkers may play in
advancing practice in these areas. Prof. Shaw
is currently chief investigator for several NIHR
portfolio studies investigating prostate cancer.
Prof Shaw has performed over a thousand
robotic radical prostatectomies and is lead
surgeon for the largest robotic surgery team
in the UK at UCLH. Prof. Shaw is known for
his innovative approach and commitment to
quality assurance.
Brings to the SAB expertise in –
prostate cancer diagnostics and treatment.
Skills and experience
Dr. Harold Swerdlow is currently a freelance
consultant. He was previously Senior Director
of NGS R&D at DNA Electronics (DNAe) in
London. His role there involved managing
Next Generation Sequencing (NGS) technology
and product development. Dr. Swerdlow is a
leading expert in NGS and recently served as
a consultant for ONI (Oxford Nanoimaging,
a super-resolution microscopy company),
Nuclera Nucleics (a DNA synthesis start-
up) and LGC Genomics. He was VP of
Sequencing at the New York Genome Center
(NYGC) from 2014-17, Head of Research and
Development for the Wellcome Trust Sanger
Institute in Cambridge, UK (2008-2014) and
Chief Technology Officer for Dolomite Ltd.
(microfluidics and microfabrication). Prior to
Dolomite, from 2000-2006, Dr. Swerdlow was
Senior Director of Research at Solexa Ltd.,
and a key inventor of their innovative NGS
technology. Subsequently acquired by Illumina,
Solexa’s technology became the core of
Illumina’s world-leading NGS products.
Brings to the SAB expertise in –
Next Generation Sequencing, genomics,
operational management and system
integration.
Skills and experience
Prof. Ashok Venkitaraman is the Director,
Cancer Science Institute of Singapore, and
Distinguished Professor of Medicine at the
Yong Loo Lin School of Medicine, National
University of Singapore. He also holds
appointments as Senior Principal Investigator
and Senior Adviser at the Agency for Science,
Technology and Research (A*STAR).
Prof. Venkitaraman’s research has contributed
fundamentally to our understanding of
how cancer is suppressed by genes that
maintain the integrity of DNA in the human
genome. His laboratory first discovered that
mutations in the breast and ovarian cancer
gene, BRCA2, provoke genome instability
leading to carcinogenesis. In his current
roles, Prof. Venkitaraman aims to achieve
a deeper understanding of the steps that
underlie carcinogenesis to find new strategies
to intercept cancer development before
the disease reaches an advanced and
hard-to-treat stage. To help translate such
fundamental insights to clinical practice, Prof.
Venkitaraman has worked with colleagues
from many different disciplines to develop
new approaches for the discovery and
early development of next-generation
medicines. He has developed new technology
platforms for therapeutics discovery that
have led to serial Cambridge University
spin-out companies like PhoreMost.
In his previous roles, Prof. Venkitaraman held
the Ursula Zoellner Professorship of Cancer
Research at the University of Cambridge from
1998-2020, where he was Director of the
Medical Research Council’s Cancer Unit and
Joint Director of the Medical Research Council/
Hutchison Research Centre from 2006-2019.
Prof. Venkitaraman was elected a Fellow of
the Academy of Medical Sciences, London,
in 2001, and a member of the European
Molecular Biology Organization (EMBO)
European Academy, Heidelberg, in 2004.
Brings to the SAB expertise in –
cancer cell biology and personalised
cancer care.
ANGLE plc Annual Report and Financial Statements 202348
DIRECTORS’ REPORT
For the year ended 31 December 2023
The Directors present their audited Annual Report and Financial Statements for the year ended 31 December 2023 for ANGLE plc (the “Company”)
and its subsidiaries (the “Group” or “ANGLE”). ANGLE plc, Company registration number 04985171, is a public limited company limited by shares,
incorporated and domiciled in the United Kingdom and quoted on the London Stock Exchange Alternative Investment Market (AIM). ANGLE plc also
has a Level 1 American Depository Receipt (ADR) program that trades on the Over-The-Counter (OTC) market in the United States.
Principal activities
The principal activity of the Company is that of a holding company. The Group’s principal trading activity is undertaken in relation to the
development and commercialisation of the Parsortix cell separation system, with deployment in liquid biopsy – non-invasive cancer diagnostics.
Review of the business and future developments
The Strategic Report (including the Chairman’s and Chief Executive’s Statement and the Financial Review) on pages 02 to 43 reports on the
Group’s performance during the financial year ended 31 December 2023 and its prospects.
The information that fulfils the requirements of the Business Review is contained within the Strategic Report (including the Chairman’s and
Chief Executive’s Statement and the Financial Review) on pages 02 to 43 and is incorporated into this report by reference.
Key Performance Indicators (KPIs)
The Group’s main KPIs and details of performance against them are set out on pages 24 to 26.
Results and dividends
The Consolidated Statement of Comprehensive Income for the year is set out on page 68.
The Group made a loss for the year of £20.1 million (2022: loss £21.7 million).
The Directors do not recommend the payment of a dividend for the year (2022: £nil). The Board periodically reviews the Company’s dividend policy
in the context of its financial position.
Research and development
Total expenditure on research and development in the year including both third-party research and development costs and own staff costs
amounted to £9.5 million (2022: £10.8 million).
Directors and their interests
The Directors of the Company who were in office during the year and up to the date of approval of the Financial Statements, unless otherwise
stated, were:
J E Eid
I F Griffiths
J Groen
B Howlett
A D W Newland
J Thompson
G R Selvey
Appointed 19 January 2023
Appointed 5 January 2023
Resigned 29 September 2023
The Directors’ interests, including beneficial interests, in the Ordinary shares and share options of the Company are shown in the Directors’
Remuneration Report on pages 59 to 61.
Directors’ and Officers’ liability insurance
As permitted by the Companies Act 2006, the Directors and Officers of the Company and its subsidiaries are indemnified under the Group’s
Directors’ and Officers’ liability insurance in respect of proceedings which might be brought by a third party. The cover was in place for the duration
of the reporting year and is in place at the date of approval of these Financial Statements. No cover is provided in respect of any fraudulent or
dishonest acts.
Significant shareholdings
The following fund managers and shareholders had an interest in 3% or more of the Company’s Ordinary share capital, according to the Argus
Vickers share register analysis 27 February 2024 as updated by subsequent TR-1 announcements and the LINK share register updated at
14 May 2024:
Fund manager/shareholder
Conifer Management LLC
Global Frontier Investments LLC
Dermot Keane
Number of shares
19,979,790
17,747,160
12,777,088
Holding
7.67%
6.81%
4.90%
Financial risk management
Details of the Group’s financial risk management objectives and policies are disclosed in Note 14 to the Financial Statements, along with further
information on the Group’s use of financial instruments.
Principal Risks and Uncertainties
The Directors consider that the Group is exposed to a number of risks and uncertainties which it seeks to mitigate, and the principal ones are set
out on pages 27 to 33.
ANGLE plc Annual Report and Financial Statements 2023Governance
49
Directors’ responsibilities
The Directors are responsible for preparing the Strategic Report, Directors’ Report and the Financial Statements in accordance with applicable law
and regulations.
Company law requires the Directors to prepare Financial Statements for each financial year. Under that law the Directors have prepared Group and
Company Financial Statements in accordance with UK-adopted international accounting standards.
Under company law the Directors must not approve the Financial Statements unless they are satisfied that they give a true and fair view of the state
of affairs of the Group and the Company and of the profit or loss of the Group for that year.
In preparing the Group and Company Financial Statements, the Directors are required to:
● select suitable accounting policies and then apply them consistently;
● state whether applicable UK-adopted international accounting standards have been followed, subject to any material departures disclosed and
explained in the Financial Statements;
● make judgements and accounting estimates that are reasonable and prudent; and
● prepare the Financial Statements on the going concern basis unless it is inappropriate to presume that the Group and the Company will continue
in business.
The Directors are responsible for safeguarding the assets of the Group and the Company and hence for taking reasonable steps for the prevention
and detection of fraud and other irregularities.
The Directors are also responsible for keeping adequate accounting records that are sufficient to show and explain the Group’s and the Company’s
transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company and enable them to ensure that
the Financial Statements comply with the Companies Act 2006.
The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the ANGLE plc website.
The Group’s website is intended to meet the legal requirements for the United Kingdom. Legislation in the United Kingdom governing the
preparation and dissemination of financial information may differ from legislation in other jurisdictions.
Directors’ confirmations
The Directors who held office as at the date of approval of this Directors’ Report confirm that, so far as they are each aware, there is no relevant
audit information of which the Company’s auditors are unaware, and each Director has taken all the steps that they ought to have taken as a
Director to make themselves aware of any relevant audit information and to establish that the Company’s auditors are aware of that information.
Post reporting date events
As reported in the Chairman’s and Chief Executive's Statement and elsewhere, the Group has had a strong start to 2024 with three new pharma
service agreements signed with two large pharma customers, Eisai and AstraZeneca. The Group also completed a fundraising which is described
below.
Going concern
The Directors have considered the uncertainties, risks and potential impact on the business associated with potential negative trading scenarios.
In these circumstances discretionary expenditure within the business provides flexibility to scale back operations to address adverse events if
required.
The Group completed a Placing and Subscription of £8.77 million before costs on 5 June 2024, and an Open Offer to raise up to £2.06 million is in
progress for which the results will be known on 21 June 2024.
The Directors have prepared and reviewed the financial projections for a period in excess of 12 months from the date of approval of these
Financial Statements with discretionary expenditure carefully controlled in line with available resources, as certain projects may be deferred until
additional resources are available. Based on the level of existing cash, the net proceeds from the Placing and Subscription element of the fundraise
announced on 5 June 2024 and expected R&D tax credits, the projected income and expenditure (the quantum and timing of some of which is at
the Group’s discretion), the Directors have a reasonable expectation that the Group and Company have adequate resources to continue in business
for the foreseeable future. Accordingly, the going concern basis has been used in preparing the Financial Statements. Note 1.3 provides additional
information.
Independent auditors
The auditors PricewaterhouseCoopers LLP, Chartered Accountants, were appointed by the Board during the year and have indicated their
willingness to continue in office.
Annual General Meeting
The Annual General Meeting (AGM) of the Company will be held at 12:00 pm on Thursday 11 July 2024 at the Surrey Technology Centre,
40 Occam Road, Guildford, Surrey, GU2 7YG. The Board is looking forward to welcoming shareholders to the AGM in person. The Notice of
Annual General Meeting is enclosed within this report on pages 104 to 110.
This report was approved by the Board of Directors on 12 June 2024 and is signed on its behalf by:
Andrew D W Newland
Chief Executive
12 June 2024
ANGLE plc Annual Report and Financial Statements 202350
CORPORATE GOVERNANCE REPORT
Corporate Governance
The Company’s shares trade on the Alternative Investment Market (AIM) of the London Stock Exchange.
The Board is committed to high standards of corporate governance and adheres to the Quoted Companies Alliance (QCA) Corporate Governance
Code for small and mid-size quoted companies (the QCA Code).
The Board has voluntarily applied the QCA Code since 2014, with elements of the UK Corporate Governance Code prior to that. From
28 September 2018, AIM companies are required to comply or explain against a recognised corporate governance code. The QCA Code was
revised in April 2018 (QCA Code 2018) and sets out ten broad principles of corporate governance, states what are considered to be appropriate
corporate governance arrangements for growing companies and requires companies to provide an explanation about how they are meeting the
principles through certain prescribed disclosures.
The Board has considered how each principle of the QCA Code 2018 is applied and provides below an explanation of the approach taken in relation
to each and how they support the Company’s medium to long-term success.
In accordance with Section 172 of the Companies Act 2006, as described on page 38, the Board recognises the importance of our stakeholders to
our business. The Board has thought carefully about how to formalise its consideration of the impact of its decisions on key stakeholders and how
it applies the S172 duties under the Companies Act 2006, in particular as it relates to QCA Principles 2 and 3.
Chairman’s Statement
As Chairman of the ANGLE plc (ANGLE) Board, it is my responsibility to ensure that the Board is performing its role effectively and has the capacity,
ability, structure and support to enable it to continue to do so.
We believe that a sound and well understood governance structure is essential to maintain the integrity of the Group in all its actions, to enhance
performance and to impact positively on our shareholders, staff, customers, suppliers and other stakeholders.
ANGLE applies the QCA Code 2018 as the benchmark for measuring our adherence to good governance principles. These principles provide us
with a clear framework for assessing our performance as a Board and as a Company, and the report below shows how we apply the Code’s ten
guiding principles in practice and also incorporate Section 172 of the Companies Act 2006.
Strategy and business model (QCA Principle 1)
The Group’s strategy and business model is explained within the Strategic Report on pages 02 to 43 and is summarised below.
ANGLE is a world-leading liquid biopsy company commercialising a platform technology that can capture cells circulating in blood, such as
circulating tumour cells (CTCs), intact living cancer cells, even when they are as rare in number as one cell in one billion blood cells, and harvest
the cells for analysis.
ANGLE’s cell separation technology is called the Parsortix system and is the subject of granted patents in multiple jurisdictions. The system is
based on a microfluidic device that captures cells based on a combination of their size and compressibility.
The analysis of the cells that can be harvested from patient blood with ANGLE’s Parsortix system has the potential to deliver profound
improvements in clinical and health economic outcomes in the treatment and diagnosis of various forms of cancer.
ANGLE’s vision is to secure widespread adoption of the Parsortix system by providing CTCs as the “best sample” for analysis coupled with state-
of-the-art molecular assays to provide high-throughput, low cost, highly sensitive, downstream multi-omic analysis. To drive commercialisation,
ANGLE has established both a product business and a services business
1. Product business area
ANGLE’s Parsortix system including instruments and one-time use cassettes, that are sold to third-party laboratories for their use in research,
pharmaceutical development, and clinical use. In December 2023, ANGLE’s quality management system was re-certified as meeting ISO/EN/BSI
13485:2016 with the exemplary condition of our laboratories commended. To enable customers to carry out downstream analysis of the Parsortix
harvest, ANGLE now offers the Portrait+ CTC Staining Kit and the CellKeep Slide for enhanced cell recovery and imaging. ANGLE will continue to
develop further assay kits and protocols for third-party molecular platforms.
2. Services business area
ANGLE has established a GCLP-compliant clinical laboratory in the UK, with the capability, capacity and required quality systems to provide
biopharma customers with assay services to support clinical drug development. In the longer term, ANGLE’s clinical laboratory will process patient
samples and offer validated assays to support clinical decision making.
Both business areas are supported by a growing body of internal and published evidence and content from leading cancer centres showing
the utility of the system through peer-reviewed publications, scientific data and clinical research evidence, highlighting a wide range of potential
applications.
ANGLE plc Annual Report and Financial Statements 2023Governance51
Meeting shareholder needs (QCA Principle 2)
The Company seeks to maintain and enhance good relations with its shareholders and analysts. The Group’s Interim and Annual Reports are
supplemented by regular webinars and published presentation and RNS/RNS Reach updates to investors on commercial progress. All investors
have access to up-to-date information on the Group via its website, www.angleplc.com, which has an investor relations section providing contact
details for investor relations queries, details on the Company’s share price, share price graphs and share trading activity. The Company also
distributes Group announcements electronically. Shareholders and other interested parties wishing to receive announcements via email are invited
to sign up to the “Email Alert” facility in the Investor Relations, Regulatory News section on the Company’s website.
The Directors seek to build on a mutual understanding of objectives between the Company and its shareholders, especially considering the
specialist and medium-term nature of the business. Institutional shareholders, private client brokers and analysts are in contact with the Directors
through a regular programme of briefing presentations and meetings to discuss issues and give feedback, primarily following the announcement
of the preliminary and interim results, but also throughout the year as required. The Board also uses and receives formal feedback through the
Company’s stockbroker, financial public relations advisor and other advisors. Investor forums, presentation seminars and shows provide other
channels of communication to shareholders, analysts and potential investors. Individual shareholders are welcome to and regularly make contact
with the Company via email or telephone. The Company held a number of non-deal roadshows in the UK and US and also presented at a number of
face-to-face and virtual investor events, both for institutional and retail investors.
All shareholders are encouraged to make use of the Company’s Annual General Meeting (AGM) to vote on resolutions (see Principle 10) and to raise
any questions regarding the strategy, management, operations and corporate governance of the Group. The Chairs of the Audit, Remuneration and
Nomination Committees are available to answer any questions from shareholders at the AGM.
Berenberg acts as broker and NOMAD to the Company, to further improve the quality and quantity of investor relations activities.
The ongoing development of a Corporate Responsibility Report on pages 34 to 41 is in response to shareholder requests to better understand how
the Group deals with sustainability and environmental, social and governance (ESG) matters.
Manage our responsibilities to wider stakeholders (QCA Principle 3)
The Board recognises its prime responsibility under UK corporate law is to promote the success of the Group for the benefit of its members as a
whole. We conduct business in an ethical way and take seriously our responsibilities to our wider stakeholders including employees, clinical study
partners, contractors, key opinion leaders, trading partners, distributors, research and laboratory customers, suppliers and regulatory authorities.
The Corporate Responsibility Report on pages 34 to 41 provides more details and Principle 8 also talks about our values-based corporate culture.
Employees
We recognise that our employees are a core fundamental component to our success. We hold regular all-employee meetings to discuss business
progress and provide updates on initiatives. These meetings also include opportunities for staff to present on ongoing projects. One of the goals of
these meetings is to ensure that staff feel valued and engaged with the wider Group.
ANGLE provides training and development programmes, inclusive and interactive appraisal systems, merit-based promotions, flexible and
family-friendly employee policies and a range of employee and family benefits. Woven throughout all initiatives and programmes is a philosophy
which promotes an open culture for discussion and honest feedback (See “Our core values” on page 36 of the Corporate Responsibility Report).
Employees are encouraged to be creative and offer ideas across the Group. Group-wide competitions have been held to encourage creativity and
camaraderie.
The Company places importance on the development of internal candidates for management roles and utilises a combination of competency and
development plans to progress this. The Company has a Management Charter which formalises the ANGLE culture and clarifies our expectations
to and from staff and puts in place a structure to ensure we achieve it. This has delivered a number of ongoing initiatives across the Group including
a refined structured promotions process, a coaching programme to support managers and a New Manager training course. Regular one-to-one
support is provided to all managers.
Towards the end of 2023, the Company made the decision to embark on an orderly wind down of its US clinical laboratory operations. This decision
was made in the light of ongoing adverse market conditions affecting our biopharma services customer base and revenue pick-up being slower
than expected, but also a need to focus on a UK-based centre of excellence and to invest in next-generation sequencing molecular solutions. The
Directors concluded that closure of the US clinical operations was in the best interests of the Company and its shareholders. Regrettably, this
resulted in the Company needing to make many of its US staff redundant.
Contractors and suppliers
ANGLE operates a high standard of quality management to ensure we comply with the appropriate regulations in the various territories in which
we operate. The Group uses external specialists where needed in relation to areas such as the quality systems and health and safety.
The complex nature of our products and product development process means that close working relationships with a number of key suppliers
are essential to ensure we receive the highest quality products and services. An ISO 13485:2016 quality system is mandatory for key suppliers.
This involves senior staff clearly communicating requirements and working closely with suppliers to develop appropriate products and services.
We ensure there are clear processes for change control to avoid issues and clear billing arrangements and we aim to pay suppliers based on the
terms agreed. As a result, we receive high quality goods delivered on time and to specification. It puts us in a position to negotiate discounts, for
example, bulk discounts on cassettes through frame orders.
ANGLE plc Annual Report and Financial Statements 202352
CORPORATE GOVERNANCE REPORT CONTINUED
Key opinion leaders, customers and clinical study partners
We work closely with key opinion leaders (KOLs) and customers who have access to patient samples, who provide feedback on their use of the
system, including problems encountered, development needs such as new processes and workflows and working with different downstream
analysis systems. Our success, competitive advantage and reputation are dependent on understanding these needs and providing solutions.
The relationships are managed by key account managers. KOLs, customers and the Group regularly present at scientific conferences. We have
a leveraged R&D model driving an increased number of peer-reviewed publications enabled by the Parsortix system in order to be at the forefront
of CTC research and clinical adoption. We contract with leading cancer centres to run clinical studies on our behalf as they have access to the
necessary patient blood samples and subsequent outcome data.
16 peer-reviewed publications were issued in the year by KOLs and customers (2022: 22) taking the total to 92 publications as at 31 December
2023 (2022: 76). A further two publications have been issued since the year end. Conference attendance is back to being predominantly physical
attendance with the associated networking benefits, although we may still attend certain conferences virtually.
Distributors
We have established an international network of oncology focused distribution partners, covering major territories in Europe, Africa, the Middle
East, and Asia-Pacific. Training programmes for distributor representatives were initiated, new marketing materials developed, and service and
support infrastructure strengthened. These partners are opening distribution channels for Parsortix instruments and consumables globally. In
addition to sales these partners all provide invaluable market access and service and maintenance support in their jurisdictions.
Regulatory authorities
We operate in a highly regulated area of business. National governments and regulators (Competent Authorities) implement highly structured
product certification regimes to national, supra-national and international standards. Such certifications are necessary by law to manufacture
and market devices for research and clinical use.
Notified Bodies are designated by Competent Authorities to perform assessments to agreed standards. ANGLE is subject to those assessments
where appropriate to the products manufactured and marketed by the Company.
We employ consultants with high levels of regulatory knowledge, experience and contacts to ensure our working knowledge is comprehensive,
up to date and appropriate to our needs. Guidance documents and training are identified to enable us to keep up to date with regulatory
developments across different regulatory bodies and different standards domains.
Through engagement, we ensure that we understand the regulatory landscape so that we can identify and comply with all applicable product
standards in all relevant territories. We engage with regulatory authorities, through telephone, email and face-to-face meetings, to ensure we obtain
their views, understand the regulations and their impact on our work plans and submissions.
During the year, we maintained ISO 13485:2016+A11:2021 accreditation (Europe). The scope of quality system certification for the site includes
the design, development, manufacture, sale, distribution, installation and service of instruments and test methods, consumables and reagents for
cellular and molecular diagnostics. The UK ISO 13485:2016 certification is independently maintained and enables the businesses to pursue a wide
range of medical device development and manufacturing activities in line with the Company’s strategic objectives.
Risk management (QCA Principle 4)
The Board is responsible for identifying the major business risks faced by the Group and for determining the appropriate course of action and
systems to manage and mitigate those risks.
The nature of medical diagnostics development and the early stage and scale of our operations means there are a number of risks and
uncertainties. The Directors maintain a risk register and have summarised the principal risks and uncertainties that could have a material impact
on the Group. The Principal Risks and Uncertainties are reported on pages 27 to 33.
The Board monitors the key areas such as clinical applications, competitive position, financial, intellectual property, manufacturing, market
acceptance, operational, regulation and quality assurance, research and development, staff, key suppliers and key partners. An ongoing
assessment is made of their potential impact and mitigation strategies and actions. New potentially material risks which arise between reviews
are added to the risk register, discussed at Board level as they arise and followed up by the Board as appropriate.
The Audit Committee has adopted formal terms of reference (see Principle 9) and considers financial reporting, corporate governance and internal
controls. Its review of financial reporting includes discussion of major accounting issues, policies and compliance with UK-adopted international
accounting standards, the law (Companies Act 2006), review of key management estimates and judgements (Note 1.17 Critical accounting
estimates and judgements), review and update of the risk register, risk identification and assessment and risk management and mitigation activities
and going concern assumptions.
Internal control systems are designed to meet the particular needs of the Group and the risks to which it is exposed. The system of internal control
is designed to manage the risk of failure to achieve business objectives, rather than to eliminate it, and by its nature can only provide reasonable but
not absolute assurance against material misstatement or loss.
A quarterly review process exists to ensure early identification of new accounting issues arising from the introduction of new areas of business
and/or the adoption of new or amended accounting standards. The process will ensure the impacts are assessed, advice or training is obtained
if required and policies (new or revised) are agreed and documented on a timely basis.
An internal financial audit function is not considered necessary or practical due to the size of the Group and the close day-to-day control exercised
by the Executive Directors and senior management. The Board will continue to monitor the requirement to have an internal audit function.
ANGLE plc Annual Report and Financial Statements 2023Governance53
The key procedures that the Directors have established with a view to providing an effective system of internal control are as follows:
Management structure
The Board has overall responsibility for the Group and focuses on the overall Group strategy (see Principle 1) and the interests of shareholders
(see Principles 2 and 10). There is a schedule of matters specifically reserved for decision by the Board (see Principle 9). The Board has an
organisational structure with clearly defined responsibilities and lines of accountability and each Executive Director has been given responsibility
for specific aspects of the Group’s affairs (see Principles 5 and 9). Internal financial risks are controlled through authorisation procedures/levels
and segregation of accounting duties. Delegation of Authority processes are regularly reviewed and updated.
Quality and integrity of personnel
The integrity and competence of personnel are ensured through high recruitment standards and subsequent training. We assess employee
competence at all levels, identify development requirements and provide training and development support, aligned with business and personal
objectives. High-quality, motivated personnel are seen as an essential part of the control environment.
Budgets and reporting
Each year the Board approves the annual budget which includes an assessment of key risk areas. Performance is monitored and relevant action
taken throughout the year through regular reporting to the Board of variances from the budget and preparation of updated forecasts for the year
together with information on the key risk areas.
Investment and divestment appraisal
All material investment and divestment decisions require appraisal, review and approval by the Board.
Internal controls
The Board reviews the effectiveness of the Group’s systems of internal controls and has a process for the continuous identification, evaluation
and management of the significant risks the Group faces. Assessment considers the external environment, the territories in which the Group
operates, the industry in which the Group operates including applicable regulations and standards, the internal environment and non-financial
risks such as operational and legal risks. The risks identified are ranked based on significance and likelihood of occurrence. The Board reviews the
controls in place to mitigate those risks and improvements are made where required. The Group conducts its operations in accordance with the
ISO 13485:2016+A11:2021 quality management system standard and continues to invest in its systems and people in light of Group strategy and
risk assessment to ensure the appropriate operational controls and measures are in place and working effectively. The quality system is subject to
annual Notified Body audit (BSI) in the UK. The Group uses external specialist resources (regulatory, design, manufacturing etc.) as required. Day-to-
day responsibility for the implementation of effective internal control and risk monitoring rests with senior management.
Metrics and quality objectives continue to be actively implemented and monitored as part of a continual improvement programme. A number of
incremental improvements have been made in the year driven by planned internal quality system auditing and risk assessment and other larger
improvements have been identified and are being progressed. Improvements have included:
● Ongoing development of New Product Introduction (NPI) process aligned with New Product Development (NPD) process and to be embedded
across the Company
● Procure to pay (P2P): product and supplier standardisation contributing to £0.3 million savings in 2023, and £0.2 million in 2024 to date
● Improved product defect management processes within our ISO 13485 Quality Management System, as part of the development of our internal
manufacturing capability
● Ongoing implementation of a transition plan to ensure the ANGLE Clinical Laboratory GCLP-compliant quality system meets the requirements of
ISO 15189:2022
● Development and introduction of Finance Business Partnering (FBP) reporting tools to aid the efficiency of budgeting and forecasting processes
● SAP Concur system expense management introduced, moving from manual process to an automated process for out-of-pocket and credit
card expenses with refreshed travel policy to support employee understanding of travel expectations, in line with latest tax guidance, allowing for
consistent control over travel and expense costs
● Compiled contract database allowing for timely review of upcoming contract renewals to improve contract negotiations, ensuring no rollover without
scrutiny/attention and improved supplier onboarding process
● Introduction of standard costing for pharma service offerings and further development of standards for instrument installation and servicing
● Established a comprehensive inventory policy, covering revaluation, purchase price variance (PPV) and disposal of inventory, processes embedded
across the business via standard forms
● Sales and operations planning (S&OP) further developed across 2023 to improve the accuracy of demand requirements internally and externally to
allow visibility of manufacturing requirements
● Introduction of Power BI for reporting, budgets, forecasts and actuals access to budget holders
● Completion of Enterprise Resource Planning software discovery phase with all required processes mapped with identified solutions where required.
Maintain a well-functioning Board (QCA Principle 5)
The Board of Directors is led by the Chairman, has overall responsibility for strategy (see Principle 1) and is responsible to shareholders for the
governance of ANGLE plc and for the effective operation and management of the Group. Its aim is to provide leadership and control in order to
ensure the growth and development of a successful business, while representing the interests of the Company’s shareholders (see Principles 2
and 10).
ANGLE plc Annual Report and Financial Statements 202354
CORPORATE GOVERNANCE REPORT CONTINUED
Composition
The Board comprises the Chairman, three Non-executive and two Executive Directors. The QCA Code recommends there are at least two non-
executive directors. Two Non-executive Directors were added to the Board in January 2023. The former Chairman retired and resigned from the
Board in September 2023.
Different Directors hold the roles of Chairman and Chief Executive and there is a clear division of responsibilities between them. The Chairman is
responsible for corporate governance, for overseeing the running of the Board, ensuring that no individual or group dominates the Board’s decision
making and ensuring that the Non-executive Directors are properly briefed on matters. The Chief Executive has responsibility for implementing
the strategy of the Board and managing the day-to-day business activities of the Group through his management of the Executive Directors and
senior managers. The Chief Financial Officer also acts as the Company Secretary as the size and nature of the business activities do not justify a
dedicated person or a need to outsource the activity; in this role he supports the Chairman directly on governance matters as well as dealing with
legal and regulatory compliance.
The Board’s composition is geared towards the Group’s current stage of development and priorities and will be refreshed as appropriate. The skill
set of the Board therefore includes experience in non-executive director/chairman/CEO roles, listed companies, investor relations, fundraising,
medical diagnostics, technology development, product development and commercialisation, operating clinical laboratories and laboratory
developed tests, CE mark and FDA cleared product approvals and reimbursement. Individual Directors possess a wide variety of skills and
experience, and biographical details of the Directors are set out on pages 44 and 45.
The Board currently has one female Director and one ethnic minority Director. The Board is confident both that the opportunities in the Company
are not excluded or limited by any diversity issues, including gender, and that the Board contains the necessary mix of experience, skills and other
personal qualities and capabilities necessary to deliver its strategy. This area will continue to be monitored.
Independence
The Chairman and Non-executive Directors are considered by the Board to be independent of management and free of any relationship which
could materially interfere with the exercise of their independent judgement. They do not have a significant shareholding (see page 48) or represent
a major shareholder, they receive no remuneration from the Company other than Directors’ fees and occasional consultancy fees (see page 59),
they have no day-to-day involvement in running the business and have never been employees of the Company, they have no personal financial and/
or material interest in any other matters to be decided, such as contracts, and they have no conflicts of interests arising from cross-directorships
or advisory roles. Each Board meeting starts with a declaration of Directors’ interest to identify potential or actual conflicts of interest. The Board
considers that the Non-executive Directors are of sufficient calibre to bring the strength of independence to the Board. The Board has nominated
Brian Howlett as Senior Independent Director. Issues can also be raised directly through the normal channels of the Chairman, Chief Executive and
Chief Financial Officer and where necessary the Non-executive Directors can be approached directly.
The Non-executive Director Brian Howlett joined the Board in January 2013. He was independent at the time of his appointment and under the
previous QCA code he counted as an independent director. The Board considers that his long-standing knowledge and detailed experience of the
business are extremely valuable and that the length of tenure does not affect his independence of judgement.
Committees of the Board
The Board maintains Audit, Remuneration and Nomination Committees. All Committees operate with written terms of reference (see Principle 9).
Ensure Directors have necessary, up-to-date skills (QCA Principle 6)
Individual Directors possess a wide variety of skills and experience. Detailed biographical information on the individual Directors are set out
on pages 44 and 45.
The key skills they bring to the Board are:
● Jan Groen, Chairman – expertise in new product development, including development and successful commercialisation of CE marked and
FDA cleared diagnostic products and laboratory developed tests in Europe and the USA.
● Andrew Newland, Chief Executive – over 30 years’ experience in setting up, leading and building technology-based businesses, over 20 years
leading specialist MedTech businesses, and 14 years in the liquid biopsy space.
● Ian Griffiths, Chief Financial Officer– over 30 years’ experience in finance and technology-based businesses, and 14 years in the liquid biopsy space.
● Brian Howlett, Non-executive Director – extensive commercial operations experience of the MedTech sector.
● Juliet Thompson, Non-executive Director – over 20 years in advising listed healthcare companies in UK and Europe as an investment banker.
● Joseph Eid, Non-executive Director – valuable knowledge and experience in oncology drug development and the use of biomarkers in the clinical
trials process and as companion diagnostics.
The Non-executive Directors also serve on other boards in the medical diagnostics sector which gives a broad range of skills, capabilities
and experience. All Directors are able to take training and/or independent professional advice in the furtherance of their duties if necessary.
Directors keep their skill set up to date through attending industry events, seminars and research. The Executive Directors will typically undertake
specific training during the year. All Directors also have access to the Company’s Nominated Advisor, legal advisors, financial advisors and other
independent professional advisors as required. Professional advisors provide briefings and update notes on necessary legislation from time to time.
No individual Director or Committee of the Board received any external advice in relation to their Board duties in the year.
There is an induction process for new Directors including briefing by the Nominated Advisor and the Company.
ANGLE plc Annual Report and Financial Statements 2023Governance55
Evaluate Board performance (QCA Principle 7)
The Company supports the concept of an effective Board leading and controlling the Company. The Chairman discusses and deals with any
concerns with an individual Director, or the Board as a whole, on Board performance as they arise. Additionally, the Board undertakes a periodic
formal evaluation of its performance, its Directors and its Committees. The review, led by the Chairman, involves each Board member providing
feedback and comments on the others and where necessary specific actions are identified to improve certain areas.
The evaluation criteria take into account the Financial Reporting Council’s guidance on board effectiveness. The criteria against which board,
committee and individual effectiveness is considered comprise the board structure (composition, constitution, diversity and succession
planning – see Principle 5), the dynamics and functioning of the board (annual board meeting schedule, quality of information, interactions and
communications with the executive directors and senior management team, cohesiveness and the quality of participation in board meetings),
the board’s role in strategy and the financial reporting process. Evaluation procedures are evolving to ensure they are relevant to the Group’s
stage of development and Board dynamics. Due to the experience and size of the Board and the size of the Company, the Board does not
consider it necessary to have evaluations facilitated by an external consultant but will keep this under review.
Promote a values-based corporate culture (QCA Principle 8)
The Board places emphasis on its values-based corporate culture and ethical behaviour which are crucial to the Group’s reputation in the highly
regulated field in which it operates. The Corporate Responsibility Report on pages 34 to 41 provides more details and Principle 3 also talks about
our responsibilities to wider stakeholders. The Group’s success depends on maintaining a supportive, innovative and can-do culture when working
with suppliers and customers.
The Group manages a highly regarded quality management system which has a very strong influence on culture. The Group’s competency
framework sets values-based expectations at all levels in terms of the way we communicate and behave towards each other and external
stakeholders. Our competency framework links to our performance management system and, in turn, to our rewards strategy.
The Group operates a flat structure with all staff having the ability to discuss matters with Directors and senior managers. The management
teams meet regularly to promote communications and teamwork. The majority of projects take a team-based approach. Staff participate through
virtual teams as well as regular office visits. Recruitment practices are heavily focused on recruiting people with similarly strong values. We have
expanded our HR team to ensure a consistently open and ethical approach to recruitment, management and employee communication throughout
our offices.
The Group has established a Management Charter which formalises and clarifies expectations that managers at all levels take responsibility for
supporting and promoting an ethical values-based culture. Senior managers are coached in the development and maintenance of an open and
ethical culture. This Charter forms the basis of our management development programme and is part of management objectives.
The Group has taken further steps to promote a supportive culture. These include improving healthcare benefits, training mental health first aiders,
subscription for employees to Employee Assistance Programmes (e.g. Thrive: mental wellbeing app) and team building events.
The highly skilled and diverse nature of the Group influences culture which, at the most recent review, is characterised by:
● Qualifications, with 82% (2022: 81%) of staff having higher education qualifications including Degrees, Masters and Doctorates as well as Chartered
Accountants and MBAs, with the majority of staff having multiple qualifications.
● Gender split, with 44%:56% (2022: 49%:51%) Male:Female.
● Different nationalities, with 30 (2022: 35) different countries represented.
Maintain fit for purpose governance structures (QCA Principle 9)
Roles and responsibilities
Chairman: the Chairman is responsible for the leadership of the Board and ensuring the effective running and management of the Board. He is
also responsible for the Board’s oversight of the Company’s affairs, which includes ensuring that the Directors receive accurate, timely and clear
information, ensuring the effective contribution of the Non-executive Directors and implementing effective communication with shareholders.
Chief Executive Officer: the Chief Executive Officer is responsible for the day-to-day management and the executive leadership of the business.
His other responsibilities include the progress and development of objectives for the Company, managing the Company’s risk exposure,
implementing the decisions of the Board and ensuring effective communication with shareholders and regulatory bodies.
Non-executive Directors’ independence
The Board considers the Non-executive Directors to be sufficiently independent to provide appropriate oversight and scrutiny (see Principle 5).
Service contracts and letters of appointment
The two Executive Directors, Andrew Newland and Ian Griffiths, have service contracts with the Company dated 9 March 2004 and effective from
17 March 2004, as amended from time to time. The contracts are not set for a specific term but include a rolling 12 month notice period by the
Company or the individual. In the event of a change in control, the Executives have the right to terminate their employment without the requirement
to work their notice period.
The Chairman, Dr. Jan Groen, has a letter of appointment dated and effective from 1 November 2018. The Non-executive Director Brian Howlett has
a letter of appointment dated and effective from 7 January 2013. The Non-executive Director Juliet Thompson has a letter of appointment dated
and effective from 5 January 2023. The Non-executive Director Dr. Joseph Eid has a letter of appointment dated and effective from 19 January
2023. These letters are issued in place of service contracts. These appointments are not set for a specific term and are terminable at will without
notice by either party.
ANGLE plc Annual Report and Financial Statements 202356
CORPORATE GOVERNANCE REPORT CONTINUED
Re-election and election of Directors
In accordance with the Company’s Articles of Association, Directors are subject to re-election every three years, and newly appointed Directors are
subject to election at the first Annual General Meeting (AGM) after their appointment.
Juliet Thompson and Joseph Eid were appointed in January 2023 and were re-elected by the shareholders at the AGM held on 28 June 2023.
All other Directors were re-elected by the shareholders at the AGM held on 29 June 2022. Accordingly no directors are seeking re-election at this
year's AGM.
Committees of the Board
The Board maintains Audit, Remuneration and Nomination Committees. All Committees operate with written terms of reference, the details of which
can be found on the website. Their minutes are circulated for review and consideration by the full Board of Directors, supplemented by oral reports
on matters of particular significance from the Committee Chairmen at Board meetings.
Audit Committee
The members of the Committee are the Non-executive Director Juliet Thompson (Chair of the Audit Committee from appointment in 2023), the
Chairman Jan Groen and the Non-executive Director Brian Howlett (former Chairman of the Audit Committee). The Non-executive Director Joe Eid
will attend as an observer. The Audit Committee meets at least twice a year to review the annual and interim financial statements before they are
submitted to the Board. The external auditors, Chief Financial Officer and Chief Executive may attend by invitation. Provision is made to meet with
the auditors at least once a year without any Executive Director present.
The Committee has adopted formal terms of reference and considers financial reporting, corporate governance and internal controls. Its review
of financial reporting includes discussion of major accounting issues, policies and compliance with UK-adopted international accounting
standards, the law (Companies Act 2006), review of key management judgements and estimates, review and update of the risk register, risk
assessment and risk management activities and going concern assumptions. Risks have been described in more detail in QCA Principle 4 and
the Principal Risks and Uncertainties are reported on pages 27 to 33. Note 1.17 and Note C1.3 describes the critical accounting estimates and
judgements. The Committee also reviews the scope and results of the external audit and the independence and objectivity of the auditors and
makes recommendations to the Board on issues surrounding their remuneration, rotation of partners/staff, appointment, resignation or removal.
The Audit Committee also considers and determines relevant action in respect of any control issues raised by the auditors. The Audit Committee
is also responsible for monitoring the provision of non-audit services provided by the Group’s auditors and assesses the likely impact on the
auditors’ independence and objectivity when considering an award of any material contract for additional services. The fees in respect of audit
and non-audit services are disclosed in Note 3. An ethical standard for auditors came into force with effect from 15 March 2020 and the Company
has a policy to restrict the non-audit services that the auditors can provide.
Remuneration Committee
The members of the Committee are the Non-executive Director Brian Howlett (Chairman of the Remuneration Committee), the Chairman Jan Groen
and the Non-executive Directors Juliet Thompson and Joe Eid. The Remuneration Committee meets as required. The Chief Executive and Chief
Financial Officer may attend by invitation but are not present when matters affecting their own remuneration arrangements are considered.
The Committee has adopted formal terms of reference and the Committee reviews and sets the remuneration and terms and conditions of
employment of the Executive Directors and senior management. It also agrees a policy for the salaries of all staff and is responsible for the
development of the Company’s remuneration scheme. The decisions of the Committee are formally ratified by the Board.
The Company is not required by either the AIM Listing Rules or the Companies Act to produce a remuneration report but provides the information
in the Annual Report and Financial Statements as recommended by the QCA because of its commitment to maintaining high standards of
corporate governance. The Company’s Remuneration Policy is the responsibility of the Remuneration Committee. The Remuneration Policy, in so
far as it relates to the Directors, is subject to an advisory vote by Shareholders every three years and was last approved at the 2021 Annual General
Meeting (AGM). The Remuneration Policy is therefore due for approval as an advisory vote at the 2024 AGM. The Directors’ Annual Remuneration
Report is subject to an advisory vote by Shareholders at each AGM.
The Remuneration Report on pages 58 to 61 provides details of the Remuneration Policy and the Directors’ Annual Remuneration.
Nomination Committee
The members of the Committee are the Chairman Jan Groen (Chairman of the Nomination Committee) and the Non-executive Directors Brian
Howlett, Juliet Thompson and Joe Eid. The Nomination Committee meets as required. The Chief Executive and Chief Financial Officer may attend
by invitation.
The Committee has adopted formal terms of reference and is responsible for reviewing the structure, size and composition of the Board, planning
for succession and for identifying and recommending to the Board suitable candidates for both executive and non-executive Board appointments.
Information
Management supplies the Board and/or Committees with appropriate and timely information, including a business update and management
accounts so that trading performance can be regularly reviewed.
ANGLE plc Annual Report and Financial Statements 2023Governance57
Matters reserved for the Board
The Board has a schedule of matters specifically reserved to it for decision, including the review and approval of:
● Group policy and long-term plans and strategy for the profitable development of the business;
● interim and annual Financial Statements;
● major investments and divestments;
● other significant financing matters such as fundraising, material contracts including clinical studies and product development, acquisitions and
capital item purchases;
● management accounts, cash flow forecasts, annual budgets and amendments; and
● senior executive remuneration and appointments.
Share dealing code
The Company has adopted and operates a share dealing code governing the share dealings of the Directors and applicable employees to ensure
compliance with the AIM and MAR Rules.
Commitment
Directors are required to allocate sufficient time to the Company to discharge their responsibilities effectively. The Chairman is required to commit
approximately three to five days per month. Non-executive Directors are required to commit approximately two to four days per month. Executive
Directors work full-time.
Directors’ attendance
The Board has at least eight main Board meetings per year with additional special meetings as required. Meetings have been held as a mixture
of face-to-face and by video conference. Certain Directors may be appointed as a Committee of the Board of Directors. Directors’ attendance
at Board and Committee meetings during the year ended 31 December 2023 is set out below:
Board
Audit
Remuneration
Nomination
Jan
Groen
13/13
3/3
3/3
1/1
Brian
Howlett
12/13
3/3
3/3
1/1
Joseph
Eid
Juliet
Thompson
Garth
Selvey*
Andrew
Newland
Ian
Griffiths
11/12
N/A
2/2
1/1
11/12
3/3
2/2
1/1
10/10
3/3
3/3
1/1
13/13
N/A
N/A
N/A
13/13
N/A
N/A
N/A
* Garth Selvey retired and resigned from the Board effective 29 September 2023.
Scoring represents individual Directors’ attendance for those meetings when they were members of the Board or Committee.
In addition, the Board has other non-Board meetings to discuss strategy, certain meetings with advisors and key business areas with the senior
management team.
Communicate governance and performance with shareholders (QCA Principle 10)
The Board communicates regularly with shareholders providing updates on Group performance to shareholders via interim and annual financial
reports, trading updates, investor presentations and a regular news flow of significant developments for the Group (see Principle 2). The website
includes historical financial statements and governance related material.
The members and role of the Remuneration Committee are described in QCA Principle 9. The Remuneration Report on pages 58 to 61 describes
the Remuneration Policy for the Group as well as detailing the Directors’ remuneration for the year. Discussions are held with significant
shareholders ahead of any significant changes in Remuneration Policy and Shareholders are able to make an advisory vote annually on the
Directors’ Remuneration Report and every three years on the Remuneration Policy.
The Annual General Meeting presents an opportunity for shareholders to vote on the various resolutions proposed.
ANGLE plc Annual Report and Financial Statements 202358
REMUNERATION REPORT
The Company is not required by either the AIM Listing Rules or the Companies Act to produce a separate directors’ remuneration policy and report
although AIM companies are required to report and disclose certain information on directors’ pay under AIM Rule 19 and pursuant to s412 of the
Companies Act 2006. The Company has provided the information below as recommended by the QCA because of its commitment to maintaining
high standards of corporate governance. The Company’s Remuneration Policy is the responsibility of the Remuneration Committee.
Remuneration Policy
The Company’s aim is to attract, retain and incentivise the Executive Directors, senior management and staff in a manner consistent with the
goals of good corporate governance. In setting the Company’s Remuneration Policy, the Remuneration Committee considers a number of factors
including the basic salary, benefits and incentives available to Executive Directors, senior management and staff of comparable companies and
for new senior recruits based on executive search specialist advice. The Company’s remuneration packages awarded to Executive Directors and
senior management are intended to be competitive, include a significant proportion of performance related remuneration and align employees’ with
shareholders’ interests.
The Remuneration Policy was approved as an advisory vote by Shareholders at the 2021 Annual General Meeting (AGM) and remains effective for
three years. The Remuneration Policy is due for re-approval as an advisory vote at the 2024 AGM.
Basic salary and benefits
Salary levels are reviewed annually. The Committee believes that basic salary and benefits should be competitive in the relevant employment
market and reflect individual responsibilities and performance. Medical health insurance, life cover, income replacement and pension benefits are
also provided to employees once they have met eligibility criteria. Executive Directors and senior management are eligible for employer pension
contributions on the same basis as eligible staff in the relevant jurisdiction. Basic salary may be taken in part as a pension payment. Basic salary
and pension are considered together as a “Combined Figure”.
Annual Bonus Plan
The Annual Bonus Plan is a discretionary award and allows a bonus payment of up to 100% of the Combined Figure upon the achievement
of defined targets relating to business progress for the year including weighting to reflect relative importance within the business plan. The
Remuneration Committee has the discretion to settle an element of any bonus in the form of share options, “Bonus Options”, exercisable at par
value and not subject to performance conditions.
Share option schemes
The Company has an Enterprise Management Incentive (EMI) Scheme, a Company Share Option Plan (CSOP) and Unapproved Share Option
Schemes as a medium-term incentive and makes a discretionary award on a regular basis as a means of encouraging ownership and aligning the
interests of staff and external shareholders. Reflecting the need to attract, incentivise, reward and retain high calibre staff to deliver the business
strategy, the Remuneration Committee has established a limit for the Company’s share option schemes of up to 16% of the issued and to be
issued share capital from time to time. The Share Option Schemes contain normal “good leaver”, “bad leaver” and change of control provisions.
Malus and clawback provisions will apply under certain circumstances.
Long-Term Incentive Plan
The Company has a Long-Term Incentive Plan (LTIP) as a means of further encouraging ownership and aligning the interests of senior management
and shareholders to achieve key strategic goals and build long-term value. The LTIP provides for discretionary awards of options on a regular
basis to acquire shares for nil consideration subject to performance conditions, “LTIP Options”. Performance conditions, targets and weightings
will be set by the Remuneration Committee at the time of an award to ensure they are stretching and aligned with the Company’s strategy to build
shareholder value. Details in respect of each award will be disclosed in an RNS at the time of award and also in the subsequent Annual Report and
Financial Statements. LTIP Options have a performance and holding period of not less than five years, with a minimum performance period of three
years and an additional holding period. Awards vest only to the extent that the performance conditions and targets have been met by the end of
the relevant performance period and will be capable of sale once the holding period is completed. The LTIP contains normal “good leaver”, “bad
leaver” and change of control provisions. Malus and clawback provisions will apply under certain circumstances. Awards will be made from within
the overall 16% limit described in Share options above.
Discretionary incentives
The Group may operate with discretionary incentives either in addition to or instead of the incentives described above in any particular year,
dependent on the needs of the business.
Non-pensionable
None of the awards under the Annual Bonus Plan, Share Option Schemes, Long-Term Incentive Plan or discretionary incentives are pensionable.
Non-executive Directors
Non-executive Directors receive a fixed fee for their services and are not eligible to participate in any of the Company’s incentive schemes. The
remuneration of the Non-executive Directors is determined by the Board as a whole within the overall limits stipulated in the Articles of Association.
ANGLE plc Annual Report and Financial Statements 2023Governance59
Directors’ Remuneration Report
Directors’ interests – shares
The interests of those Directors serving at 31 December 2023, including beneficial interests, in the Ordinary shares of the Company were as stated
below:
I F Griffiths
J Groen
B Howlett
A D W Newland
Directors’ emoluments
The aggregate remuneration received by Directors who served during the year was as follows:
Number of Ordinary shares of £0.10 each
2023
1,271,332
–
10,000
7,304,686
2022
1,241,332
–
10,000
7,179,686
Chairman
J Groen*
G R Selvey*
Executive
I F Griffiths
A D W Newland
Non-executive
J Eid*
B Howlett
J Thompson*
Total
Salary/Fees
£’000
Benefits
£’000
Pension
£’000
Bonus
£’000
50
29
143
269
38
38
48
–
–
4
12
2
–
–
–
–
33
–
–
–
–
615
18
33
–
–
–
–
–
–
–
–
2023
Total
£’000
50
29
180
281
40
38
48
666
2022
Total
£’000
27
27
164
264
–
27
–
509
*
J Groen was appointed as Chairman with effect from 22 May 2023. G Selvey retired as Chairman on 22 May 2023 and remained on the Board until his full retirement as a Non-executive
Director on 29 September 2023. J Thompson was appointed as a Non-executive Director with effect from 5 January 2023. J Eid was appointed as a Non-executive Director with effect
from 19 January 2023. Non-executive Director fees were increased to more closely reflect market rates and practice including payment for positions as Chair of Committees of the
Board. Fees paid reflect the roles and commensurate period for each Non-executive Director. Garth Selvey had voluntarily waived £7,780 (2022: £20,000) of his fees.
Benefits include amounts in respect of private medical insurance and taxation advice.
Performance bonuses were not awarded in the current financial year under the terms of the Annual Bonus Plan due to the potential impact and
associated uncertainties of the ongoing adverse macroeconomic and stock market conditions and the desire of the Company to conserve cash.
This is notwithstanding the fact the Executives were deemed to have met the performance criteria in relation to some 67% of the performance
bonus, major factors of which were: developing strong performance data on downstream analysis systems, generating NGS DNA breakthrough
results and launching new products and services.
Performance bonuses were not awarded in the prior financial year under the terms of the Annual Bonus Plan due to the potential impact and
associated uncertainties of the ongoing adverse macroeconomic and stock market conditions and the desire of the Company to conserve cash.
This is notwithstanding the fact the Executives were deemed to have met the performance criteria in relation to a proportion of the performance
bonus, major factors of which were: receipt of FDA De Novo clearance of the Parsortix PC1 system, a successful fundraise, delivering best in class
ovarian cancer results and further developing the ANGLE clinical laboratories and pharma services business.
I F Griffiths sacrificed salary during the year (none in prior year) and the Company elected to make contributions to his personal pension.
Directors’ interests – options
The Directors’ interests in LTIP Options and share options over the Ordinary shares of the Company were as stated below.
LTIP Options
A Long-Term Incentive Plan (LTIP) was established in 2018. The intention of the LTIP is to reward tangible increases in shareholder value. Subject
to the rules of the LTIP, awards will vest only to the extent that the performance conditions have been met in the performance period and the
underlying shares may only be traded once the holding period is completed.
ANGLE plc Annual Report and Financial Statements 202360
REMUNERATION REPORT CONTINUED
Award #1 – 20 December 2018
The Remuneration Committee approved a grant of nil-cost options to Executive Directors on 20 December 2018, as amended by shareholders
at the Annual General Meeting on 30 June 2021 to extend the performance period by one year due to COVID-19 related impacts, over a maximum
of 6,000,000 Ordinary shares of £0.10. The LTIP Options have performance conditions as set out below, a performance period of four years and an
additional holding period of one year.
The performance conditions for the LTIP Options relate to the compound annual growth rate (CAGR) of the share price over three years. The
mid-market share price on 20 December 2018 was £0.385 per Ordinary share. As different levels of performance are achieved the number of
shares that vest increases up to a maximum, as set out below:
Share price CAGR
< 40%
> 40%
> 55%
> 75%
Multiple of
share price
(3 years)
< 2.70
> 2.70
> 3.70
> 5.40
Proportion
vesting
0%
20%
50%
100%
Andrew
Newland
Number
0
720,000
1,800,000
3,600,000
Ian
Griffiths
Number
0
480,000
1,200,000
2,400,000
Total
Number
0
1,200,000
3,000,000
6,000,000
Capable of exercise as at 31 December 2023
1,800,000
1,200,000
3,000,000
As at 20 December 2022 the share price target in relation to the proportion vesting of 50% had been met and therefore 3,000,000 LTIP options
vested; the remaining 50% or 3,000,000 LTIP options were forfeited. The holding period to 20 December 2023 has completed and 3,000,000
LTIP Options are fully vested and capable of exercise.
Award #2 – 25 September 2020
The Remuneration Committee approved a grant of nil-cost options to Executive Directors on 25 September 2020 over a maximum of 3,000,000
Ordinary shares of £0.10. The LTIP Options have performance conditions as set out below, a performance period of three years and an additional
holding period of two years.
The performance conditions for the LTIP Options relate to i) the Company achieving FDA clearance for its Parsortix system and ii) the compound
annual growth rate (CAGR) of the share price at the end of the three-year performance period. The mid-market share price on 25 September 2020
was £0.53 per Ordinary share. As different levels of performance are achieved the number of shares that vest increases up to a maximum, as set
out below:
Share price CAGR
< 20%
> 20%
> 35%
> 50%
Multiple of
share price
(at 3 years)
< 1.70
> 1.70
> 2.50
> 3.40
Proportion
vesting
0%
20%
50%
100%
Andrew
Newland
Number
0
360,000
900,000
1,800,000
Ian
Griffiths
Number
0
240,000
600,000
1,200,000
Total
Number
0
600,000
1,500,000
3,000,000
While FDA clearance was achieved and the performance conditions for the proportion vesting of 50% was met during the performance period,
on the actual performance condition assessment date of 25 September 2023 the share price target was not met and therefore all LTIP options
have been forfeited.
Award #3 – 12 November 2021
The Remuneration Committee approved a grant of nil-cost options to Executive Directors on 12 November 2021 over a maximum of 3,000,000
Ordinary shares of £0.10. The LTIP Options have performance conditions as set out below, a performance period of three years and an additional
holding period of two years.
The performance conditions for the LTIP Options relate to the compound annual growth rate (CAGR) of the share price being met at some point
during the three-year performance period. The mid-market share price on 12 November 2021 was £1.285 per Ordinary share. As different levels
of performance are achieved the number of shares that vest increases up to a maximum, as set out below:
Share price CAGR
< 20%
> 20%
> 25%
> 30%
Multiple of
share price
(3 years)
< 1.73
> 1.73
> 1.95
> 2.20
Proportion
vesting
0%
20%
50%
100%
Andrew
Newland
Number
0
360,000
900,000
1,800,000
Ian
Griffiths
Number
0
240,000
600,000
1,200,000
Total
Number
0
600,000
1,500,000
3,000,000
ANGLE plc Annual Report and Financial Statements 2023Governance61
Award #4 – 9 March 2023
The Remuneration Committee approved a grant of nil-cost options to Executive Directors on 9 March 2023 over a maximum of 6,000,000 Ordinary
shares of £0.10. The LTIP Options have performance conditions as set out below, a performance period of three years and an additional holding
period of two years.
The performance conditions for the LTIP Options relate to the compound annual growth rate (CAGR) of the share price being met at some point
during the three-year performance period. The mid-market share price on 9 March 2023 was £0.2575 per Ordinary share. As different levels of
performance are achieved the number of shares that vest increases up to a maximum, as set out below:
Share price CAGR
< 20%
> 20%
> 25%
> 30%
Share options
Name
I F Griffiths
A D W
Newland
Date of
grant
At
1 January
2023
10/11/2014
12/11/2015
25/11/2016
500,000
46,980
500,000
1,046,980
10/11/2014 1,000,000
25/11/2016 1,000,000
2,000,000
Multiple of
share price
(3 years)
< 1.73
> 1.73
> 1.95
> 2.20
Proportion
vesting
0%
20%
50%
100%
Andrew
Newland
Number
0
720,000
1,800,000
3,600,000
Ian
Griffiths
Number
0
480,000
1,200,000
2,400,000
Total
Number
0
1,200,000
3,000,000
6,000,000
Granted
Lapsed Cancelled Exercised
At 31
December
2023
Vested –
capable of
exercise
Exercise
price (£)
Earliest
exercise
date
Note (1)
Note (2)
Note (3)
Expiry
date
09/11/2024
11/11/2025
24/11/2026
–
–
–
500,000
46,980
500,000
–
46,980
500,000
0.8625
0.1000
0.6450
– 1,046,980
546,980
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
– 1,000,000
–
– 1,000,000 1,000,000
0.8625
0.6450
Note (1)
Note (3)
09/11/2024
24/11/2026
– 2,000,000 1,000,000
(1) Vesting is subject to the performance conditions that a) the Company’s share price must have increased to £2.00, £2.25, £2.50 and £2.75 at some point since the date of grant for each
quarter of the allocation (this condition has not yet been met) and b) a time/event condition with options vesting after five years or on the sale of the Parsortix business, whichever is
earliest (this condition has been met).
(2) Options were granted as Bonus Options in accordance with the Remuneration Committee’s discretion to settle an element of the Annual Bonus in the form of share options. The Bonus
Options vested immediately and are exercisable at par value.
(3) Vesting is subject to a) a performance condition that the Company’s share price has risen by at least 100% at some point from the market price on 25 November 2016, and b) a service
condition with options vesting over a three-year period. These conditions have been met and the options are fully vested and capable of exercise.
No share options were issued to Directors in the current year (2022: nil). No Directors’ share options were forfeited or cancelled in the current year
(2022: nil). No share options lapsed in the current year (2022: 1,500,000). No share options were exercised in the current year (2022: nil).
Note 20 provides additional information on share options and LTIP Options.
Shareholder return
The market price of the Company’s shares on 29 December 2023 was £0.1175 and the range of market price during the year from 1 January until
31 December 2023 was between £0.0907 (low) and £0.5156 (high).
This report was approved by the Board of Directors on 12 June 2024 and is signed on its behalf by:
Brian Howlett
Remuneration Committee Chairman
12 June 2024
ANGLE plc Annual Report and Financial Statements 202362
INDEPENDENT AUDITORS’ REPORT
To the Members of ANGLE plc
Report on the audit of the Financial Statements
Opinion
In our opinion, ANGLE plc’s Group Financial Statements and Company Financial Statements (the “Financial Statements”):
● give a true and fair view of the state of the Group’s and of the Company’s affairs as at 31 December 2023 and of the Group’s loss and the Group’s
and Company’s cash flows for the year then ended;
● have been properly prepared in accordance with UK-adopted international accounting standards as applied in accordance with the provisions of the
Companies Act 2006; and
● have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the Financial Statements, included within the Annual Report and Financial Statements (the “Annual Report”), which comprise:
Consolidated Statement of Financial Position and Company Statement of Financial Position as at 31 December 2023; Consolidated Statement
of Comprehensive Income, Consolidated Statement of Cash Flows and Company Statement of Cash Flows, Consolidated Statement of Changes
in Equity and Company Statement of Changes in Equity for the year then ended; and the notes to the Financial Statements, which include a
description of the significant accounting policies.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities under ISAs
(UK) are further described in the Auditors’ responsibilities for the audit of the Financial Statements section of our report. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We remained independent of the Group in accordance with the ethical requirements that are relevant to our audit of the Financial Statements in the
UK, which includes the FRC’s Ethical Standard, as applicable to listed entities, and we have fulfilled our other ethical responsibilities in accordance
with these requirements.
Our audit approach
Overview
Audit scope
● The ANGLE Group’s finance function is in the UK. The Group also operates in the US. It was announced in November 2023 that the US clinical
laboratory would be closed.
● The Group’s head office is located in the UK where our work over the Group consolidation was performed.
Key audit matters
● Going Concern (Group and Company)
● Impairment of Investment in Subsidiaries (Company)
● Expected credit loss on amounts due from Group undertakings (Company)
Materiality
● Overall Group materiality: £1,082,000 (2022: £1,222,000) based on 5% of loss before tax.
● Overall Company materiality: £731,000 (2022: £1,041,000) based on 1% of total assets.
● Performance materiality: £812,000 (2022: £917,000) (Group) and £548,000 (2022: £781,000) (Company).
The scope of our audit
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the Financial Statements.
Key audit matters
Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the audit of the Financial Statements
of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by the
auditors, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the
efforts of the engagement team. These matters, and any comments we make on the results of our procedures thereon, were addressed in the
context of our audit of the Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.
This is not a complete list of all risks identified by our audit.
Impairment of Investment in Subsidiaries is a new key audit matter this year. Otherwise, the key audit matters below are consistent with last year.
ANGLE plc Annual Report and Financial Statements 2023Financial Statements63
How our audit addressed the key audit matter
For our audit response and conclusions in respect of going
concern, see the ‘Conclusions relating to going concern’
section below.
The audit procedures we performed to address the risk
relating to the impairment of investment in subsidiaries
were:
(1) Assessed whether it is appropriate to determine the
recoverable amount based on fair value less costs to
sell.
(2) Supported by PwC Valuation experts, we audited
management’s fair value less costs to sell model.
(3) We evaluated the disclosures presented in the
Financial Statements.
Based on the procedures performed, we consider it
appropriate to determine the recoverable amount based
on fair value less costs to sell and agree with the impairment
recorded against the investment in subsidiaries held by
the Company as at 31 December 2023.
The audit procedures we performed to address the risk
around the expected credit loss on amounts due from
Group undertakings were:
(1) We obtained the Directors’ calculation which we
tested for mathematical accuracy.
(2) We understood the year on year movements in
probabilities assigned to each repayment scenario.
(3) We challenged the probabilities assigned to the
repayment scenarios, considering the performance of
the Group during the year and the current economic
environment ANGLE operates in.
(4) We evaluated the disclosures presented in the
Financial Statements.
Based on the procedures performed, we found that
the Directors’ expected credit loss provision as at 31
December 2023 is supportable.
Our audit approach continued
Key audit matter
Going Concern (Group and Company)
For the year ended 31 December 2023, the Group used net cash in operating
activities of £14.5 million and the Company used net cash in operating activities
of £nil. Cash and cash equivalents as at 31 December 2023 were £16.2 million for
the Group and £15.0 million for the Company. As stated in Note 1.3 to the Annual
Report and Financial Statements, the Directors have prepared and reviewed
the financial projections for a period in excess of 12 months from the date of
approval of these Financial Statements with discretionary expenditure carefully
controlled in line with available resources, as certain projects may be deferred
until additional resources are available. Based on the level of existing cash,
the net proceeds from the Placing and Subscription element of the fundraise
announced on 5 June 2024 and expected R&D tax credits, the projected income
and expenditure (the quantum and timing of some of which is at the Group’s
discretion), the Directors have a reasonable expectation that the Group and
Company have adequate resources to continue in business for the foreseeable
future. Accordingly, the going concern basis has been used in preparing the
Financial Statements.
Going concern was identified as an area of significant risk and therefore
required significant attention and audit effort by us during the audit including
consideration of the accuracy of management’s forecasts and ability to control
the underlying cost base of the business.
Impairment of Investment in Subsidiaries (Company)
Refer to Note C1.5 Critical accounting estimates and judgements and Note C3
Investment in Subsidiaries.
As at 31 December 2023, the Company had an investment in subsidiaries with
a cost of £12.8m. There is a risk that the recoverable amount of the investment
in subsidiaries as at 31 December 2023 is below cost which would require an
impairment.
The market capitalisation of the Group as at 31 December 2023 was below the
book value of the Company’s net assets which is an impairment trigger. Given
the materiality of the investment in subsidiaries in the context of the Company
Financial Statements, this is considered to be an area with a higher potential risk
of material misstatement.
Through their assessment, the Directors concluded that a full impairment of the
investment in subsidiaries balance of £12.8m was required based on fair value
less costs to sell.
Expected credit loss on amounts due from Group undertakings
(Company)
Refer to Note C1.5 Critical accounting estimates and judgements and Note C4
Other receivables.
As at 31 December 2023, the Company had amounts due from Group
undertakings with a value before impairments of £125.6m. The brought forward
expected credit loss provision against amounts due from Group undertakings as
at 1 January 2023 totalled £47.5m. Companies adopting IFRS 9 in their stand-
alone financial statements are required to calculate expected credit losses on all
financial assets, including intercompany loans within the scope of IFRS 9. This
requires the Directors to evaluate the range of possible recovery outcomes and
probability weight each outcome. Due to the inherent uncertainty involved in
determining and probability weighting the outcomes and the materiality of the
balance in the context of the Company Financial Statements, this is considered
to be an area with a higher potential risk of material misstatement.
The Directors have calculated an expected credit loss on the amounts due from
Group undertakings by assigning probabilities of recovery to various repayment
scenarios. Through this assessment, the impairment charge for the year ended
31 December 2023 has been calculated as £20.1 million and the provision as at
31 December 2023 totals £67.6 million. The net book value of amounts due from
Group undertakings after the impairment totals £58.1m as at 31 December 2023.
ANGLE plc Annual Report and Financial Statements 2023
64
INDEPENDENT AUDITORS’ REPORT CONTINUED
To the Members of ANGLE plc
Our audit approach continued
How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the Financial Statements as a whole,
taking into account the structure of the Group and the Company, the accounting processes and controls, and the industry in which they operate.
In establishing the overall approach to the Group audit, we assessed the audit significance of each entity in the Group by reference to both its
financial significance and other indicators of audit risk, such as the complexity of operations and the degree of estimation and judgement in the
financial results.
Following this assessment, we determined that we needed to focus our audit work on ANGLE Europe Limited and ANGLE North America
Incorporated. Through discussions with the Group finance team, we obtained an understanding of the operational activities of these entities, and
appropriately determined the audit risks for each entity based on the size of individual financial statement line items and the judgements/estimates
made by the Directors. This, together with additional procedures performed at the Group level over the consolidation, gave us the evidence we
needed for our opinion on the Financial Statements as a whole.
The financially significant components for the audit were ANGLE Europe Limited and ANGLE North America Incorporated as these were the
only two components that contributed more than 15% to the loss before tax. We also performed audit work over all bank accounts for which we
obtained bank confirmations, and for ANGLE Biosciences Incorporated we audited the completeness of the remaining severance accrual included
within provision for closure costs to ensure the provision recorded is complete. We also audited the Group's consolidated equity position and
performed analytical procedures on certain out of scope entities.
All work was performed by the Group audit team and no component auditors were involved in the audit.
The impact of climate risk on our audit
As part of our audit we made enquiries of management to understand the extent of the potential impact of climate risk on the Group’s and
Company’s Financial Statements, and we remained alert when performing our audit procedures for any indicators of the impact of climate risk.
Our procedures did not identify any material impact as a result of climate risk on the Group’s and Company’s Financial Statements.
Materiality
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These, together with
qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures on the individual
financial statement line items and disclosures and in evaluating the effect of misstatements, both individually and in aggregate on the Financial
Statements as a whole.
Based on our professional judgement, we determined materiality for the Financial Statements as a whole as follows:
Overall materiality
£1,082,000 (2022: £1,222,000).
£731,000 (2022: £1,041,000).
How we determined it
5% of loss before tax
1% of total assets
Financial Statements – Group
Financial Statements – Company
Rationale for benchmark applied
Whilst the Group has generated revenue
in the year ended 31 December 2023 it is
still loss making for the year. Given this, we
believe that loss before tax is the primary
measure used by the Shareholders in
assessing the financial performance of the
Group, and is a generally accepted auditing
benchmark.
The entity fulfils the role of the holding
Company within the Group. The entity’s main
function in the Group has historically been
the raising of funds through equity issues
to fund the Group’s development activities
and manage the Group’s cash reserves. As
such, we believe that total assets is the most
appropriate measure to assess the financial
position of the Company, and is a generally
accepted auditing benchmark.
For each component in the scope of our Group audit, we allocated a materiality that is less than our overall Group materiality. The range of
materiality allocated across components was £659,000 to £963,000.
We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected
misstatements exceeds overall materiality. Specifically, we use performance materiality in determining the scope of our audit and the nature and
extent of our testing of account balances, classes of transactions and disclosures, for example in determining sample sizes. Our performance
materiality was 75% (2022: 75%) of overall materiality, amounting to £812,000 (2022: £917,000) for the Group Financial Statements and £548,000
(2022: £781,000) for the Company Financial Statements.
In determining the performance materiality, we considered a number of factors - the history of misstatements, risk assessment and aggregation
risk and the effectiveness of controls – and concluded that an amount at the upper end of our normal range was appropriate.
We agreed with those charged with governance that we would report to them misstatements identified during our audit above £54,000 (Group
audit) (2022: £61,100) and £37,000 (Company audit) (2022: £52,050) as well as misstatements below those amounts that, in our view, warranted
reporting for qualitative reasons.
ANGLE plc Annual Report and Financial Statements 2023Financial Statements
65
Conclusions relating to going concern
Our evaluation of the Directors’ assessment of the Group's and the Company’s ability to continue to adopt the going concern basis of accounting
included:
● Testing the mathematical integrity of the cash flow forecasts and assessing management’s historical forecasting accuracy.
● Assessing the reasonableness of assumptions within the models around sales growth.
● Assessing the completeness and accuracy of costs included within the cash flow forecasts based on historical expenditure and committed
future costs.
● Vouching the net proceeds from the placing and subscription element of the fundraise announced on 5 June 2024 to cash received.
● Evaluating a scenario with discretionary expenditure carefully controlled in line with available resources under which certain projects may be
deferred until additional resources are available. We evaluated the levers available to the Directors in order to conserve cash, considering the timing
of when such decisions would have to be made in order to have the desired effect on the cash run rate of the business.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the Group's and the Company’s ability to continue as a going concern for a period of at least twelve
months from when the Financial Statements are authorised for issue.
In auditing the Financial Statements, we have concluded that the Directors’ use of the going concern basis of accounting in the preparation of the
Financial Statements is appropriate.
However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the Group's and the Company's
ability to continue as a going concern.
Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.
Reporting on other information
The other information comprises all of the information in the Annual Report other than the Financial Statements and our auditors’ report thereon.
The Directors are responsible for the other information. Our opinion on the Financial Statements does not cover the other information and,
accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon.
In connection with our audit of the Financial Statements, our responsibility is to read the other information and, in doing so, consider whether
the other information is materially inconsistent with the Financial Statements or our knowledge obtained in the audit, or otherwise appears to be
materially misstated. If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude
whether there is a material misstatement of the Financial Statements or a material misstatement of the other information. If, based on the work we
have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to
report based on these responsibilities.
With respect to the Strategic report and Directors' report, we also considered whether the disclosures required by the UK Companies Act 2006
have been included.
Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as
described below.
Strategic Report and Directors' Report
In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic Report and Directors' Report for
the year ended 31 December 2023 is consistent with the Financial Statements and has been prepared in accordance with applicable legal
requirements.
In light of the knowledge and understanding of the Group and Company and their environment obtained in the course of the audit, we did not
identify any material misstatements in the Strategic Report and Directors' Report.
ANGLE plc Annual Report and Financial Statements 202366
INDEPENDENT AUDITORS’ REPORT CONTINUED
To the Members of ANGLE plc
Responsibilities for the Financial Statements and the audit
Responsibilities of the Directors for the Financial Statements
As explained more fully in the Directors' responsibilities, the Directors are responsible for the preparation of the Financial Statements in accordance
with the applicable framework and for being satisfied that they give a true and fair view. The Directors are also responsible for such internal control
as they determine is necessary to enable the preparation of Financial Statements that are free from material misstatement, whether due to fraud or
error.
In preparing the Financial Statements, the Directors are responsible for assessing the Group’s and the Company’s ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either
intend to liquidate the Group or the Company or to cease operations, or have no realistic alternative but to do so.
Auditors’ responsibilities for the audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the Financial Statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is
not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these Financial Statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities,
outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of
detecting irregularities, including fraud, is detailed below.
Based on our understanding of the Group and industry, we identified that the principal risks of non-compliance with laws and regulations related
to Companies Act 2006 and tax regulation, and we considered the extent to which non-compliance might have a material effect on the Financial
Statements. We evaluated management’s incentives and opportunities for fraudulent manipulation of the Financial Statements (including the
risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to increase revenue and
misappropriation of cash. Audit procedures performed by the engagement team included:
● Discussions with the Directors, including considerations of known or suspected instances of fraud or non-compliance with laws and regulations as
well as review of Board and other Committee minutes.
● Performing detailed testing over compliance with tax legislation including evaluating the Group’s transfer pricing arrangements and auditing R&D
tax credits.
● Evaluation of management’s controls designed to prevent and detect irregularities.
● Identifying and testing journal entries, in particular any journal entries posted with unusual account combinations that represent a risk of material
misstatement due to fraud.
● Performing unpredictable procedures designed to identify fraud.
● Reviewing Financial Statement disclosures and testing of supporting documentation to assess compliance with Companies Act 2006 requirements.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with
laws and regulations that are not closely related to events and transactions reflected in the Financial Statements. Also, the risk of not detecting a
material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by,
for example, forgery or intentional misrepresentations, or through collusion.
Our audit testing might include testing complete populations of certain transactions and balances, possibly using data auditing techniques.
However, it typically involves selecting a limited number of items for testing, rather than testing complete populations. We will often seek to target
particular items for testing based on their size or risk characteristics. In other cases, we will use audit sampling to enable us to draw a conclusion
about the population from which the sample is selected.
A further description of our responsibilities for the audit of the Financial Statements is located on the FRC’s website at: www.frc.org.uk/
auditorsresponsibilities. This description forms part of our auditors’ report.
Use of this report
This report, including the opinions, has been prepared for and only for the Company’s Members as a body in accordance with Chapter 3 of Part 16
of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or
to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
ANGLE plc Annual Report and Financial Statements 2023Financial Statements67
Other required reporting
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you if, in our opinion:
● we have not obtained all the information and explanations we require for our audit; or
● adequate accounting records have not been kept by the Company, or returns adequate for our audit have not been received from branches not
visited by us; or
● certain disclosures of Directors’ remuneration specified by law are not made; or
● the Company Financial Statements are not in agreement with the accounting records and returns.
We have no exceptions to report arising from this responsibility.
Fiona Hornsby (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Reading
12 June 2024
ANGLE plc Annual Report and Financial Statements 2023
68
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 December 2023
Revenue
Cost of sales
Gross profit
Other operating income
Operating costs
Operating profit/(loss)
Finance income
Finance costs
Profit/(loss) before tax
Tax (charge)/credit
Profit/(loss) for the year
Other comprehensive income/(loss)
Items that may be subsequently reclassified to profit or loss:
Exchange differences on translating foreign operations
Other comprehensive income/(loss)
Total comprehensive income/(loss) for the year
Earnings/(loss) per share attributable to owners of the parent
Basic and Diluted (pence per share)
All activity arose from continuing operations.
Note
2
3
3
7
7
8
9
2023
£’000
2,186
(658)
1,528
–
(23,287)
(21,759)
463
(336)
(21,632)
1,500
(20,132)
1,114
1,114
(19,018)
2022
£’000
1,041
(428)
613
1
(24,821)
(24,207)
136
(368)
(24,439)
2,753
(21,686)
(2,023)
(2,023)
(23,709)
(7.73)
(8.79)
ANGLE plc Annual Report and Financial Statements 2023Financial StatementsCONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 31 December 2023
Assets
Non-current assets
Intangible assets
Property, plant and equipment
Right-of-use assets
Total non-current assets
Current assets
Inventories
Trade and other receivables
Taxation
Cash and cash equivalents
Total current assets
Total assets
Non-current liabilities
Lease liabilities
Provisions
Trade and other payables
Total non-current liabilities
Current liabilities
Lease liabilities
Provisions
Trade and other payables
Total current liabilities
Total liabilities
Net assets
Equity
Share capital
Share premium
Share-based payments reserve
Other reserve
Translation reserve
Accumulated losses
ESOT shares
Total equity
69
2022
£’000
2,764
3,505
4,971
11,240
2,059
1,797
2,876
31,896
38,628
2023
£’000
2,741
2,922
4,304
9,967
1,679
1,807
1,512
16,218
21,216
31,183
49,868
(3,905)
(370)
(26)
(4,301)
(649)
(544)
(2,750)
(3,943)
(4,339)
(157)
(59)
(4,555)
(662)
(610)
(3,978)
(5,250)
(8,244)
(9,805)
22,939
40,063
26,058
115,918
5,709
2,553
(4,869)
(122,328)
(102)
22,939
26,058
115,918
5,321
2,553
(5,983)
(103,702)
(102)
40,063
Note
11
12
13
15
16
13
17
18
13
17
18
19
21
The Consolidated Financial Statements on pages 68 to 96 were approved by the Board of Directors and authorised for issue on 12 June 2024 and
signed on its behalf by:
Ian F Griffiths
Director
Andrew D W Newland
Director
ANGLE plc Annual Report and Financial Statements 202370
CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended 31 December 2023
Operating activities
Profit/(loss) before tax
Adjustments for:
Depreciation and impairment of property, plant and equipment
Depreciation and impairment of right-of-use assets
(Profit)/loss on disposal of property, plant and equipment
Amortisation and impairment of intangible assets
Share-based payment charge
Exchange differences
Net finance (income)/costs
Operating cash flows before movements in working capital
(Increase)/decrease in inventories
(Increase)/decrease in trade and other receivables
Increase/(decrease) in trade and other payables
Increase/(decrease) in provisions
Operating cash flows
Research and development tax credits received
Overseas tax payments
Net cash from/(used in) operating activities
Investing activities
Purchase of property, plant and equipment
Purchase of intangible assets
Interest received
Net cash from/(used in) investing activities
Financing activities
Net proceeds from issue of share capital – placing
Proceeds from issue of share capital – share option exercises
Proceeds from disposal of property, plant and equipment
Principal elements of lease payments
Interest elements of lease payments
Net cash from/(used in) financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at 1 January
Effect of exchange rate fluctuations
Cash and cash equivalents at 31 December
2023
£’000
2022
£’000
(21,632)
(24,439)
1,093
1,147
84
68
1,894
1,183
(127)
(16,290)
90
(74)
(1,011)
(36)
(17,321)
2,863
–
(14,458)
(611)
(49)
457
(203)
–
14
2
(959)
(182)
(1,125)
(15,786)
31,896
108
16,218
920
940
172
978
4,386
(2,072)
232
(18,883)
(580)
(650)
(978)
594
(20,497)
4,506
(59)
(16,050)
(1,718)
(169)
136
(1,751)
18,922
123
–
(814)
(135)
18,096
295
31,839
(238)
31,896
ANGLE plc Annual Report and Financial Statements 2023Financial StatementsCONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 31 December 2023
71
Equity attributable to owners of the parent
Share
capital
£’000
Share
premium
£’000
Share-based
payments
reserve
£’000
Other
reserve
£’000
Translation
reserve
£’000
Accumulated
losses
£’000
ESOT
shares
£’000
Total
equity
£’000
At 1 January 2022
23,514
99,406
2,727
2,553
(3,960)
(83,808)
(102)
40,330
For the year to 31 December 2022
Consolidated profit/(loss)
Other comprehensive income/(loss):
Exchange differences on translating
foreign operations
Total comprehensive income/(loss)
Issue of shares (net of costs)
Share-based payment charge
Released on exercise
Released on forfeiture/lapse
2,544
16,512
4,386
(43)
(1,749)
(21,686)
(21,686)
(2,023)
(2,023)
(21,686)
43
1,749
(2,023)
(23,709)
19,056
4,386
–
–
At 31 December 2022
26,058
115,918
5,321
2,553
(5,983)
(103,702)
(102)
40,063
For the year to 31 December 2023
Consolidated profit/(loss)
Other comprehensive income/(loss):
Exchange differences on translating
foreign operations
Total comprehensive income/(loss)
Share-based payment charge
Released on forfeiture/lapse
(20,132)
(20,132)
1,114
1,114
(20,132)
1,506
1,114
(19,018)
1,894
–
1,894
(1,506)
At 31 December 2023
26,058
115,918
5,709
2,553
(4,869)
(122,328)
(102)
22,939
Share premium
Represents amounts subscribed for share capital in excess of nominal value, net of directly attributable share issue costs.
Share-based payments reserve
The share-based payments reserve is used for the corresponding entry to the share-based payments charged through a) the Consolidated
Statement of Comprehensive Income for employee incentive arrangements relating to ANGLE plc equity and b) the Consolidated Statement
of Financial Position for acquired intangible assets in investments comprising intellectual property (IP). Transfers are made from this reserve to
accumulated losses as the related share options are exercised, forfeited, lapse or expire.
Other reserve
The other reserve is a merger reserve arising from the acquisition of the former holding company.
Translation reserve
The translation reserve comprises cumulative exchange differences arising on consolidation from the translation of the Financial Statements
of international operations. Under IFRS this is separated from accumulated losses.
ESOT shares
This reserve relates to shares held by the ANGLE Employee Share Ownership Trust (ESOT) and may be used to assist in meeting the obligations
under employee remuneration schemes.
Accumulated losses
Represents cumulative profit and loss net of distribution to owners.
ANGLE plc Annual Report and Financial Statements 202372
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the year ended 31 December 2023
Accounting policies
Basis of preparation
1
1.1
The Financial Statements of the Group have been prepared in accordance with UK-adopted international accounting standards for the year ended
31 December 2023 (including comparatives for the year ended 31 December 2022). They have also been prepared in accordance with those parts
of the Companies Act 2006 that apply to companies reporting under those standards.
The basis of preparation of the Financial Statements of the Parent Company is set out in Note C1.1 and the Financial Statements are presented
on pages 97 to 103.
Accounting standards adopted in the year
The following standards relevant to the Group have been amended or implemented during the year:
Amendments to IFRS 17 and IFRS 4
Various
Amendments to IAS 12
Amendments to IAS 12
Insurance contracts – deferral of IFRS 9
Narrow scope amendments to IAS 1, Practice statement 2 and IAS 8
Deferred tax related to assets and liabilities arising from a single transaction
International tax reform
The Consolidated Financial Statements have been prepared in accordance with these changes where relevant. Their adoption has not had a
material impact on the Consolidated Financial Statements. Apart from these changes, the accounting policies set out in the Notes have been
applied consistently to both reporting years presented in these Consolidated Financial Statements.
Accounting standards issued but not yet effective
The following pronouncements have been issued by the IASB and are effective for annual years beginning on or after 1 January 2024.
The Directors have not yet assessed the impact of the adoption of these Standards and Interpretations for future years.
Amendments to IFRS 16
Amendments to IAS 1
Amendment to IAS 7 and IFRS 7
Amendment to IAS 21
IFRS S1 sustainability
IFRS S2 sustainability
Leases – Lease Liability in a Sale and Leaseback
Presentation of financial statements – on non-current liabilities with covenants
Supplier finance – disclosures to enhance the transparency of arrangements
Lack of Exchangeability – foreign currency
General requirements for disclosure of sustainability-related financial information
Climate-related disclosures
These Financial Statements have been prepared under the historical cost convention. The basis of consolidation is set out in Note 1.4.
Presentation of Financial Statements
1.2
The financial information, in the form of the primary statements contained in this report, is presented in accordance with International Accounting
Standard (IAS) 1 Presentation of Financial Statements. The Group has reviewed the items disclosed separately on the face of the Consolidated
Statement of Comprehensive Income and the components of financial performance considered by management to be significant, or for which
separate disclosure would assist, both in a better understanding of financial performance and in making projections of future results. This has been
done taking into account the materiality, nature and function of components of income and expense.
1.3 Going concern
The Financial Statements have been prepared on a going concern basis which assumes that the Group will be able to continue its operations for
the foreseeable future.
The Group's business activities, together with the factors likely to affect its future development, performance and financial position, are set out
in the Chairman’s and Chief Executive’s Statement, the Operational Update and Strategic Report on pages 02 to 43. The principal risks and
uncertainties are stated on pages 27 to 33. In addition, Note 14 to the Financial Statements includes details of the Group’s exposure to capital risk,
liquidity risk, credit risk, interest rate risk and foreign currency risk.
The Directors have considered the uncertainties, risks and potential impact on the business associated with potential negative trading scenarios.
In these circumstances discretionary expenditure within the business provides flexibility to scale back operations to address adverse events if
required.
The Group completed a Placing and Subscription of £8.77 million before costs on 5 June 2024, and an Open Offer to raise up to £2.06 million is in
progress for which the results will be known on 21 June 2024.
The Directors have prepared and reviewed the financial projections for a period in excess of 12 months from the date of approval of these
Financial Statements with discretionary expenditure carefully controlled in line with available resources, as certain projects may be deferred until
additional resources are available. Based on the level of existing cash, the net proceeds from the Placing and Subscription element of the fundraise
announced on 5 June 2024 and expected R&D tax credits, the projected income and expenditure (the quantum and timing of some of which is at
the Group’s discretion), the Directors have a reasonable expectation that the Group and Company have adequate resources to continue in business
for the foreseeable future. Accordingly, the going concern basis has been used in preparing the Financial Statements.
ANGLE plc Annual Report and Financial Statements 2023Financial Statements73
Accounting policies continued
Basis of consolidation
1
1.4
The Consolidated Financial Statements incorporate the Financial Statements of the Company and its subsidiaries.
Subsidiary undertakings
Subsidiary undertakings are entities controlled by the Group, generally as a result of owning a shareholding of more than half of the voting rights.
The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect
those returns through its power over the entity.
Subsidiary undertakings are consolidated on the basis of the acquisition method of accounting. Under this method of accounting the results
of subsidiaries sold or acquired are included in the statement of comprehensive income up to or from the date control passes. Subsidiary
undertakings’ accounting policies are amended where necessary to ensure consistency with the policies adopted by the Group.
Intra-group transactions and balances are eliminated fully on consolidation and the consolidated financial statements reflect external transactions
only.
Business combinations
1.5
Acquisitions of businesses are accounted for using the acquisition method. The consideration for each acquisition is measured at the aggregate
of the fair values (at the date of exchange) of identifiable assets, liabilities incurred or assumed, and equity instruments issued by the Group in
exchange for control of the acquired entity. Identifiable assets are recognised if the asset is separable or arises from contractual or other legal
rights and its fair value can be measured reliably. The excess of the cost of acquisition over the fair value of the Group’s share of the identifiable
net assets, including intangible assets, is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets acquired
the difference is recognised directly in the income statement as a bargain purchase. Acquisition-related costs are charged to the statement of
comprehensive income as incurred.
Where a business combination is achieved in stages, the Group’s previously held interests in the acquired entity are re-measured to fair value
at the acquisition date (i.e. the date at which the Group attains control) and the resulting gain or loss, if any, is taken through the statement of
comprehensive income.
Revenue
1.6
Products and product services
Revenue for the sale of instruments, cassettes, assay and control kits, instrument hire, fee-for-service and support and maintenance “services”
is measured at the fair value of the consideration received or receivable for the sale of products and services net of sales taxes, rebates and
discounts and excludes intercompany sales. Revenue is recognised when control over the products has transferred to the customer. This is usually
when a Group company has fulfilled its delivery obligations to the customer, the customer has accepted delivery of the products and collection of
the related receivables is reasonably assured.
A small number of customers may request “bill and hold” arrangements, where the Group holds the goods sold to the customer on their behalf until
the customer is ready to receive them. Revenue is only recognised on a bill and hold basis when a formal contract is in place, the goods are on hand
and are separately identified as belonging to the customer and are unable to be redirected to an alternative customer, are ready for delivery, and the
customer has acknowledged formal acceptance of the bill and hold transaction.
Revenue from support and maintenance services on sold instruments is recognised in the period in which the related chargeable costs are
incurred and when the service is completed or where applicable on a straight-line basis over the period of the contract to match the benefits to the
customer.
Pharma services
Revenue for the delivery of assay development contracts is recognised either at a point in time, on achievement of a key milestone such as when
a defined Work Package has been completed and accepted by the customer, or over time as the activity is undertaken, in accordance with the
contract. Activity is measured based on progress and achievement of performance obligations within a Work Package. Customer contracts clearly
identify key events or milestones against which performance can be measured. Where contracts contain multiple deliverables, and the value of
each deliverable can be determined with reasonable certainty, then the transaction price, assessed against a standard price list, will be allocated to
each performance obligation based on the expected cost of each item.
Revenue from pharma services is recognised in the period in which the processed sample results are reported or the Group has fulfilled its
obligations to the customer regarding the harvested sample.
Contract liabilities
Advance payments received from customers are credited to contract liabilities and the related revenue is released to the statement of
comprehensive income in accordance with the recognition criteria described above.
Contract assets
Services in progress but not yet invoiced are recognised as revenue in line with the pharma services policy above and result in a contract asset at
the reporting date.
ANGLE plc Annual Report and Financial Statements 202374
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
Accounting policies continued
1
1.7
Employee benefits
Share-based payments
IFRS 2 Share-based Payment has been applied to all share-based payments.
Share-based incentive arrangements which allow Group employees to acquire shares of the Company may be provided to employees, subject
to certain criteria. The fair value of options granted is recognised as a cost of employment within operating costs with a corresponding increase
in equity. Share options granted are valued at the date of grant using an appropriate option pricing model and taking into account the terms and
conditions upon which they were granted. Market related performance conditions are taken into account in calculating the fair value, while service
conditions and non-market related performance conditions are excluded from the fair value calculation, although the latter are included in initial
estimates about the number of instruments that are expected to vest. The fair value is charged to operating costs over the vesting period of the
award, which is the period over which all the specified vesting conditions are to be satisfied. Options are fully vested and capable of exercise
when the employee becomes unconditionally entitled to the options. The annual charge is modified to take account of revised estimates about
the number of instruments that are expected to vest, for example, options granted to employees who leave the Group during the performance or
service condition vesting period and forfeit their rights to the share options and in the case of non-market related performance conditions, where
it becomes unlikely they will vest. A modification to an award that is beneficial to an employee will result in an increased charge, as determined
at the modification date using an appropriate option pricing model and inputs, and is recognised over the remaining vesting period. A change
to market related performance conditions results in a change in the fair value of the instruments granted. A change in service conditions and
non-market related performance conditions results in a revision to the estimated number of instruments that will vest.
For options granted to employees under unapproved share-based payment compensation schemes, including the Long-Term Incentive Plan, to the
extent that the share price at the reporting date is greater than the exercise price then a provision is made for any employer’s National Insurance
Contributions or equivalent. Share option agreements in the UK include a tax indemnity that allows employer’s National Insurance Contributions,
or equivalent, to be recovered from the Optionholder and where this is likely to be applied a receivable for such taxes is also recorded, otherwise
a charge is made to the statement of comprehensive income.
Pension obligations
Pension costs are charged to the statement of comprehensive income as incurred and represent the amount of contributions payable to the
Group’s defined contribution pension scheme or employee personal pension schemes on an individual basis. The Group has no further payment
obligations once the contributions have been paid.
Compensated absences
A liability for short-term compensated absences, such as vacation, is recognised for the amount the Group may be required to pay as a result
of the unused entitlement that has accumulated at the reporting date.
Taxes
1.8
Tax on the profit or loss for the year comprises current and deferred tax.
Current tax is the expected tax payable on the taxable income for the year, using tax rates (and laws) that have been enacted or substantively
enacted at the reporting date, and any adjustment to tax payable in respect of previous years.
The Group’s principal activity is the development and commercialisation of the Parsortix cell separation system, with deployment in liquid biopsy
– non-invasive cancer diagnostics. The Group undertakes research and development activities and incurs significant costs that are eligible for
tax relief under the HMRC Small and Medium-Sized Enterprises (SME) and R&D Expenditure Credit (RDEC) tax relief programmes. Qualifying
expenditure largely comprises employment costs for research and development staff, consumables and other internal and external costs such as
clinical studies and research programmes directly related to research and development projects. The Group meets the criteria to claim under the
SME and RDEC schemes and has been making R&D tax claims for which cash credits are received.
The Group estimates the expected tax credit receivable for the reporting period on qualifying expenditure incurred. The tax credit is recognised
in the statement of comprehensive income in the period in which the corresponding costs were incurred. Amounts not yet received are recognised
in the statement of financial position.
Deferred tax is provided for in full on all temporary differences resulting from the carrying value of an asset or liability and its tax base, except where
they arise from the initial recognition of goodwill or from the initial recognition of an asset or liability that at the date of initial recognition does not
affect accounting or taxable profit or loss on a transaction that is not a business combination. Deferred tax is determined using tax rates (and laws)
that have been enacted or substantively enacted at the reporting date and are expected to apply when the related deferred tax liability is settled or
deferred tax asset realised.
Deferred tax liabilities are recognised on any increase in the fair value of investments to the extent that substantial shareholdings relief or unutilised
losses may be unavailable. Deferred tax assets are only recognised to the extent that it is probable that future taxable profit will be available against
which the temporary differences can be utilised.
IAS 12 Income Taxes requires the separate disclosure of deferred tax assets and liabilities on the statement of financial position. If there is a legally
enforceable right to offset current tax assets and liabilities, and they relate to taxes levied by the same tax authority, and the Group intends to
settle current tax liabilities and assets on a net basis, or their tax assets and liabilities will be realised simultaneously, then deferred tax assets and
liabilities are offset.
Deferred tax is provided on temporary differences arising on investments in subsidiaries, except where the timing of the reversal of the temporary
difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.
ANGLE plc Annual Report and Financial Statements 2023Financial Statements75
Accounting policies continued
Intangible assets
1
1.9
Intellectual property (IP)
IP assets (comprising patents, know-how, copyright and licences) are recognised as a purchase at cost or where acquired by the Group as a result
of a business combination are initially recognised at fair value (Note 1.5 – in accordance with IFRS 3 Business Combinations), and are capitalised.
Internally generated IP costs are written off as incurred except where IAS 38 Intangible Assets criteria, as described in research and development
below, would require such costs to be capitalised.
The Group’s view is that capitalised IP assets have a finite useful life and to that extent they should be amortised over their respective unexpired
periods with provision made for impairment when required. Capitalised IP assets are not amortised until the Group is generating an economic
return from the underlying asset. Amortisation is calculated using the straight-line method to allocate the costs of IP over their estimated useful
economic lives. Estimated useful economic life is based on remaining patent life or specific terms of licences or agreements, or in the absence
of any observable date, ten years. The amortisation period applied to these assets, when originally assessed, ranges from 8.5 to 19 years.
Amortisation is included within operating costs.
Research and development
Research expenditure is written off as incurred.
Development expenditure is written off as incurred, except where the Directors are satisfied that a new or significantly improved product or process
results and other relevant IAS 38 Intangible Assets criteria are met as to the technical, commercial and financial viability of individual projects that
would require such costs to be capitalised. In such cases, the identifiable directly attributable expenditure is capitalised and amortised.
The Group’s view is that capitalised assets have a finite useful life and to that extent they should be amortised over their respective unexpired
periods with provision made for impairment when required. Assets capitalised are not amortised until the associated product is available for use
or sale. Amortisation is calculated using the straight-line method to allocate the costs of development over the estimated useful economic lives.
Estimated useful economic life is assessed by reference to the remaining patent life and may be adjusted after taking into consideration product
and market characteristics such as fundamental building blocks and product life cycle specific to the category of expenditure. The amortisation
period applied to these different categories when originally assessed ranges from 5.0 to 13.5 years. Amortisation is included within operating costs.
Other acquired intangible assets
Other intangible assets acquired by the Group as a result of a business combination that are separable or arise from contractual or other legal
rights and can be reliably measured are initially recognised at fair value (Note 1.5 – in accordance with IFRS 3 Business Combinations) and are
capitalised.
The Group’s view is that these acquired intangible assets have a finite useful life and to that extent they should be amortised over their respective
unexpired periods with provision made for impairment when required. Acquired intangible assets are not amortised until the Group is generating
an economic return from the underlying intangible asset. Amortisation is calculated using the straight-line method to allocate the costs over their
estimated useful economic lives. Estimated useful economic life is based on specific terms of contracts and agreements. Amortisation is included
within operating costs. The acquired intangible assets that may be recognised and the amortisation period applied are:
Brands and trademarks
Technology*
Over the expected useful life of an actively used and/or marketed brand or trademark (10 years)
Over the remaining life of the key patents or the expected useful life (10 years)
*
Technology includes patents, licensed IP, copyright on software and designs, developed and in-process products, completed and in-process research and development, documented
trade secrets such as technical know-how, manufacturing and operating procedures, methods and processes.
Impairment of intangible assets excluding goodwill
The Group is required to review, at least annually, whether there are indications (events or changes in circumstances) that intangible assets have
suffered impairment and that the carrying amount may exceed the recoverable amount. If there are indications of impairment, then an impairment
review is undertaken.
An impairment loss is recognised within operating costs for the amount by which the carrying amount in the cash-generating units (CGUs)
exceeds its recoverable amount. The impairment loss is allocated to reduce the assets of the CGUs on a pro-rata basis. The recoverable amount
is the higher of the asset’s fair value less costs to sell and the value-in-use. In the event that an intangible asset will no longer be used, for example,
when a patent is abandoned, the balance of unamortised expenditure is written off. Where intangible assets have suffered an impairment, they are
reviewed for possible reversal of the impairment at each reporting date.
Impairment reviews require the estimation of the recoverable amount based on value-in-use calculations. Intangible assets relate typically to
in-process development and patents and require broader assumptions than for developed technology. Key assumptions taken into consideration
relate to technological, market and financial risks and include the chance of product launch taking into account the stage of development of
the asset, the scale of milestone and royalty payments, overall market opportunities, market size and competitor activity, revenue projections,
estimated useful lives of assets (such as patents), contractual relationships and discount and terminal value rates to determine present values
of cash flows.
ANGLE plc Annual Report and Financial Statements 202376
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
Accounting policies continued
Intangible assets continued
1
1.9
Goodwill
Goodwill arising in a business combination is recognised as an intangible asset at the date of acquisition and represents the excess of the cost of
a business combination over the Group’s interest in the fair value of the identifiable assets, liabilities and contingent liabilities including those intangible
assets identified under IFRS 3 Business Combinations. After initial recognition, goodwill is stated at cost less any accumulated impairment losses.
Goodwill is deemed to have an indefinite useful life and is not amortised but is reviewed for impairment annually or more frequently if events
or changes in circumstances indicate a potential impairment. Goodwill arising on a business combination is allocated to the associated CGUs
expected to benefit from the acquisition and any synergies of the combination. This is then assessed against the estimation of the recoverable
amount based on fair value less costs to sell calculations of the CGUs for impairment. Where the recoverable amount of the CGUs is less than
the carrying amount, including goodwill, an impairment loss is recognised in operating costs. The impairment loss is allocated first to reduce the
carrying amount of any goodwill allocated to the CGUs and then to assets of the CGUs on a pro-rata basis. An impairment loss recognised for
goodwill is not reversed in a subsequent period.
1.10 Property, plant and equipment
Property, plant and equipment is stated at historical cost less accumulated depreciation or impairment value. Cost includes the original purchase
price and expenditure that is directly attributable to the acquisition of the items to bring the asset to its working condition. Assets acquired through
a business combination are initially recognised at their fair value. Depreciation is provided at rates calculated to write off the cost less estimated
residual value of each asset over its expected useful economic life. Assets held under finance leases, if any, are depreciated over their expected
useful economic life on the same basis as owned assets, or where shorter the lease term. Assets are reviewed for impairment when events or
changes in circumstances indicate that the carrying amount may not be recoverable.
The following rates are used:
Computer equipment
Fixtures, fittings and equipment
Laboratory equipment and tooling (laboratory equipment)
Laboratory equipment and tooling (moulds and tooling)
Leasehold improvements
33.33%
20.00% – 33.33%
20.00% – 33.33%
Utilisation basis
Term of the lease
Straight-line
Straight-line
Straight-line
Volume
Straight-line
1.11 Leases
At the inception of a contract the Group assesses whether the contract is, or contains, a lease. A lease is defined as a contract that conveys
the right to use an underlying asset for a period of time in exchange for consideration. The Group applies a single recognition and measurement
approach for all leases, except for short-term leases and leases of low-value assets. The lease liabilities represent the Group’s obligation to make
lease payments and the right-of-use asset representing the right to use the underlying asset.
Right-of-use assets
The Group recognises right-of-use assets at the commencement date of the lease (the date the underlying asset is available for use). The right-
of-use asset is measured at cost, which is made up of the initial lease liability, any direct costs incurred, and lease payments made at or before the
commencement date net of any lease incentives received.
The Group depreciates right-of-use assets on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets
over the term of the lease.
The right-of-use assets are also subject to impairment and are adjusted for any re-measurement of lease liabilities.
Lease liabilities
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments, unpaid at the
date, to be made over the lease term.
In calculating the present value of lease payments, the Group uses the interest rate implicit in the lease, or the lease’s incremental borrowing
rate at the lease commencement date where the interest rate implicit in the lease is not readily determinable. After the commencement date,
the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying
amount of lease liabilities is re-measured if there is a modification, a change in the lease term, a change in the lease payments (e.g. changes to
future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option
to purchase the underlying asset.
Right-of-use assets and lease liabilities are separately identified as line items on the statement of financial position.
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to its short-term leases of property and equipment (i.e. leases that have a 12 month
or less lease term from date of commencement and do not contain a purchase option). The Group also applies the lease of low-value assets
recognition exemption to leases of office and laboratory equipment that are considered low value. Lease payments relating to short-term leases
and leases of low-value assets are expensed on a straight-line basis over the lease term.
Net investment in sublease
The Group classifies a sublease as a finance lease or an operating lease by reference to the head lease. Net investment in a sublease is created
initially by derecognising the right-of-use asset and recognising a receivable equal to the amount of lease payments receivable discounted by the
interest rate implicit in the lease.
ANGLE plc Annual Report and Financial Statements 2023Financial Statements77
Accounting policies continued
Inventories
1
1.12
Inventories comprises finished goods (instruments, cassettes, assay kits and production parts) that are available for sale and use internally or
with partners, raw materials and work in progress. Inventories are initially recognised at cost and subsequently held at the lower of cost and net
realisable value. Cost includes materials and direct labour. Cost is based on standard cost the basis of which is the last price paid in combination
with the most frequent purchase price where there are stepped price points and is updated annually. Inventories acquired through business
combinations are initially recognised at their fair value.
Net realisable value is the estimated selling price, less all estimated costs of completion and costs to be incurred in marketing, selling and
distribution. Provision is made, if necessary, for any costs of modifications required to bring the asset to a working condition due to new standards
and/or regulations, or for slow-moving or obsolete inventory. If net realisable value is lower than the carrying amount, a write down provision is
recognised within operating costs for the amount by which the carrying amount exceeds its net realisable value.
Inventories of finished goods used for research and development projects are initially recognised at cost, as all inventories are held together and
available for sale, and subsequently charged to research and development expenditure as they are used.
1.13 Employee Share Ownership Trust
The Group has an Employee Share Ownership Trust (ESOT) to assist with meeting the obligations under share option and other employee
remuneration schemes. The ESOT is consolidated as if it is a subsidiary and accounted for as Treasury (own) shares. Shares in ANGLE plc held by
the ESOT are stated at weighted average purchase cost and presented in the statement of financial position as a deduction from equity under the
heading of ESOT shares. A gain or loss is not recognised on the purchase or sale of ESOT shares and consideration paid or received is recognised
directly in equity. Finance and administration costs relating to the ESOT are charged to operating costs as incurred.
1.14 Foreign currency
The Consolidated Financial Statements are presented in Pounds Sterling, which is the Company’s functional and presentational currency.
The Group determines the functional currency of each entity and items included in the Financial Statements of each entity are measured using
that functional currency. The functional currencies of the Group’s operations are Pounds Sterling, US Dollars, Euros and Canadian Dollars.
Transactions denominated in foreign currencies are recorded at the rate ruling at the date of the transaction. Monetary assets and liabilities
denominated in foreign currencies are translated at the rates of exchange ruling at the reporting date.
Non-monetary assets and liabilities denominated in foreign currencies and held at cost use the exchange rate at the date of the initial transactions.
Non-monetary assets and liabilities denominated in foreign currencies and held at fair value use the exchange rate at the date that the fair value
was determined.
Profits and losses on both the individual transactions during the year and monetary assets and liabilities are dealt with in the statement of
comprehensive income.
On consolidation, the statements of comprehensive income of the foreign subsidiaries are translated at the average exchange rates for the year
and the statements of financial position at the exchange rates at the reporting date. The exchange differences arising as a result of translating
statements of comprehensive income at average rates and restating opening net assets at closing rates are taken to the translation reserve.
On disposal of a foreign operation, the cumulative amount recognised in the translation reserve relating to that particular foreign operation is
recognised in the statement of comprehensive income.
1.15 Provisions
Provisions are recognised when the Group has a present obligation of uncertain timing or amount as a result of past events, and it is probable
that the Group will be required to settle that obligation and a reliable estimate of the obligation can be made. The provisions are measured at
the Directors’ best estimate of the amount to settle the obligation at the reporting date and are discounted back to present value if the effect is
material. Changes in provisions are recognised in the statement of comprehensive income for the reporting year.
1.16 Operating segments
The Group determines and presents operating segments based on the reporting information that is provided to the Board of Directors to allow
it to make operating decisions. The Board of Directors is responsible for all significant decisions and collectively is the Chief Operating Decision-
Making (CODM) body as defined by IFRS 8 Operating Segments.
An operating segment is a component of the Group that engages in business activities from which it may earn income and incur expenses,
including income and expenses that relate to transactions with any of the Group’s other components. An operating segment’s results are reviewed
regularly by the Board of Directors to make decisions about resources to be allocated to the segment and assess its performance.
1.17 Critical accounting estimates and judgements
The preparation of the Financial Statements requires the use of estimates, assumptions and judgements that affect the reported amounts of
assets and liabilities at the date of the Financial Statements and the reported amounts of revenues and expenses during the reporting year.
Although these estimates, assumptions and judgements are based on the Directors’ best knowledge of the amounts, events or actions, and are
believed to be reasonable, actual results ultimately may differ from those estimates.
The estimates that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are described below.
ANGLE plc Annual Report and Financial Statements 202378
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
Accounting policies continued
1
1.17 Critical accounting estimates and judgements continued
Share-based payments (Notes 1.7 and 20)
In calculating the fair value of equity-settled share-based payments the Group uses option pricing models. The Directors are required to
exercise their judgement in choosing appropriate option pricing models and determining input parameters that may have a material effect on the
fair value calculated. These key input parameters are expected volatility, expected life of the options and the number of options expected to vest.
A sensitivity analysis was performed on the impact of a +/-10% variation in the expected volatility used in the share-based payment models.
The impact on the share-based payment charge (the majority of which relates to LTIP Options) in the year is an increase of £0.3 million and a
decrease of £0.3 million respectively. No awards were made in the prior year.
Operating segment and revenue analysis
2
Operating segment
The Group’s principal trading activity is undertaken in relation to the commercialisation of its Parsortix cell separation system. All operating
activities are shown as one operating segment. All significant decisions are made by the Board of Directors with implementation of those decisions
on a Group-wide basis. The Group manages all overseas R&D and commercial activities from the UK.
Segmental analysis is not considered necessary for one operating segment, as the segment information is substantially in the form of and on the
same basis as the Group’s IFRS information.
Revenue analysis
The Group revenues are to the research use market and involve a mix of customers located in various territories.
Significant customers
The Group had three significant customers who contributed 10% or more of Group revenues in the year (2022: two customers contributing more
than 10% of revenues).
Analysis of revenue from contracts with customers
The Group derives revenues from the sale of products (and associated product services) and pharma services (assay development and clinical
trials support) in the following geographical regions:
Product
£’000
300
581
287
61
1,229
Product
services
£’000
Pharma
services
£’000
15
160
26
–
201
191
–
190
375
756
2023
Total
£’000
506
741
503
436
2,186
Product
£’000
Product
services
£’000
Pharma
services
£’000
96
374
124
–
594
6
92
14
–
112
119
–
216
–
335
2022
Total
£’000
221
466
354
–
1,041
UK
Europe
North America
Rest of World
Total
All of the revenues are recognised in line with the Group’s accounting policy (Note 1.6) and have been generated from contracts with customers.
Assets and liabilities related to contracts with customers
Services in-progress but not yet invoiced result in a contract asset and products and services paid for in advance but not yet delivered result
in a contract liability and are recognised in line with the Group’s accounting policy (Note 1.6). At the point where completed work is invoiced the
contract asset is derecognised and a corresponding receivable is recognised.
Contract assets at the reporting date of £6,185 (2022: £67,759).
Sales of instruments include a service-based support and maintenance contract which is renewable annually. Revenue associated with the
unexpired support and maintenance contract period and service is deferred at the reporting date.
Contract liabilities
At 1 January
Recognised in year, relating to amounts invoiced in prior years
Deferred at year end relating to amounts invoiced in the current year
At 31 December
2023
£’000
250
(226)
197
221
2022
£’000
132
(115)
233
250
The Group has applied the practical expedient to disclosure of performance obligations at the reporting date because all significant contracts with
customers for product related services have an expected duration of one year or less at the reporting date.
The standard credit period allowed for trade receivables is 30 days, although this may be extended such that invoices become payable after
completion of a key milestone.
ANGLE plc Annual Report and Financial Statements 2023Financial Statements3
Costs
Operating costs
Employment costs (Note 5)
Depreciation and impairment of property, plant and equipment (Note 12)
Depreciation and impairment of right-of-use assets (Note 13)
Profit/(loss) on disposal of property, plant and equipment
Amortisation and impairment of intangible assets (Note 11)
Operating lease costs – low-value and short-term (Note 13)
Auditors’ remuneration (see below)
Third-party research, development and clinical study costs
Patent and legal costs
Inventories used in operations
Listed company costs
Foreign exchange (gain)/loss
Other operating costs
Total operating costs
Cost of sales
Inventories
Other
Total cost of sales
Total costs
79
2022
£’000
13,998
920
940
172
978
34
230
4,039
327
449
610
(2,060)
4,184
24,821
180
248
428
2023
£’000
10,920
1,093
1,147
84
68
27
228
2,476
154
1,782
627
1,228
3,453
23,287
245
413
658
23,945
25,249
Third-party research and development costs include the cost of clinical studies (patient enrolment, CRO fees, core laboratory work etc.), key
opinion leader research agreements, instrument design, scientific advisory board fees and laboratory supplies.
Costs associated with the closure of the US clinical laboratory operations of £0.8 million are included within operating costs and comprises £0.5
million impairment charges in respect of property plant and equipment and right-of-use assets to reflect future under-utilisation, £0.2 million
continuing facility costs and £0.1 million in respect of professional fees and other closure costs including logistics. In the prior year costs associated
with the closure of the Canadian operations of £2.1 million are included within operating costs and comprises £0.7 million of compensation costs,
£1.0 million impairment charges in respect of intangible assets, property plant and equipment and right-of-use assets and £0.4 million in respect of
professional fees and other closure costs including logistics. See Note 17 for additional detail.
Auditors’ remuneration
Audit services
Statutory audit of parent and consolidated financial statements
Statutory audit of parent and consolidated financial statements – additional prior year audit work
Statutory audit of subsidiaries
Total
2023
£’000
172
12
44
228
2022
£’000
186
–
44
230
ANGLE plc Annual Report and Financial Statements 202380
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
4
Directors’ emoluments
Aggregate emoluments for qualifying services
Employer pension contributions (Note 6)
Total per Directors’ Remuneration Report (page 59)
2023
£’000
633
33
666
2022
£’000
509
–
509
Up to 6,000,000 LTIP Options were granted to Directors in the year (2022: nil). 3,000,000 LTIP Options were forfeited in the year as a result of not
meeting the performance conditions (2022: 3,000,000 as a result of not meeting the highest-level performance condition). No LTIP Options were
lapsed, cancelled or exercised in the year (2022: nil). No share options were granted to Directors in the year (2022: nil). No share options lapsed in
the year (2022: 1,500,000). No Directors’ share options were forfeited or cancelled in the year (2022: nil). No share options were exercised in the
year (2022: nil). Disclosures relating to individual Directors’ LTIP Options and share options are given in the Directors’ Remuneration Report on
pages 59 to 61.
The above includes the following amounts paid in respect of the highest paid Director:
Emoluments for qualifying services
2023
£’000
281
Disclosures relating to individual Directors’ emoluments are given in the Directors’ Remuneration Report on pages 59 to 61.
Employment
5
Employment costs
The aggregate of employment costs of employees (including Directors) for the year was:
Wages and salaries
Social security costs
Other pension costs (Note 6)
Share-based payment charge (Note 20)
Total staff costs in operating costs (Note 3)
The key management personnel are the Directors and their remuneration is disclosed in Note 4 and within the Directors’ Remuneration Report
on pages 59 to 61.
Number of employees
The average monthly number of employees (including Directors) during the year was:
Research and development, engineering, manufacturing, quality control and regulatory
Commercial and administrative
Total
2023
Number
97
53
150
2022
Number
121
49
170
2022
£’000
264
2022
£’000
9,280
159
173
9,612
4,386
2023
£’000
8,296
489
241
9,026
1,894
10,920
13,998
ANGLE plc Annual Report and Financial Statements 2023Financial StatementsPension costs
6
The Group incurred UK pension contribution charges for the year as follows:
Direct to personal pension plan schemes
ANGLE auto-enrolment pension scheme
Total
2023
£’000
86
155
241
Contributions to pension schemes were payable at the reporting date and are included in trade and other payables (Note 18) as follows:
Direct to personal pension plan schemes
ANGLE auto-enrolment pension scheme
Total
2023
£’000
34
17
51
81
2022
£’000
108
65
173
2022
£’000
36
15
51
One Director has received contributions under a defined contribution pension scheme (2022: nil) – see Directors’ Remuneration Report on page 59.
7
Finance income and costs
Finance income
Interest on cash and cash equivalents
Other interest
Total
Finance costs
Lease liabilities finance charges (Note 13)
Provision for dilapidations finance charges (Note 17)
Total
2023
£’000
457
6
463
(325)
(11)
(336)
2022
£’000
128
8
136
(354)
(14)
(368)
Tax charge/(credit)
8
The Group undertakes research and development activities. In the UK these activities qualify for tax relief resulting in research and development
tax credits.
Current tax:
Research and development tax credit receivable for the current year
Prior year adjustment in respect of research and development tax credit
Deferred tax:
Origination and reversal of timing differences
Tax charge/(credit)
2023
£’000
(1,501)
1
–
(1,500)
2022
£’000
(2,791)
38
–
(2,753)
ANGLE plc Annual Report and Financial Statements 202382
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
8
Tax charge/(credit) continued
Profit/(loss) before tax
Corporation tax:
Tax on profit/(loss) at 23.8% (2022: 19.1%)
Factors affecting charge:
Disallowable expenses
Excess of depreciation (over)/under capital allowances
Enhanced research and development relief
Share-based payments
Unutilised losses carried forward
Other tax adjustments
Prior year adjustment
Tax charge/(credit)
2023
£’000
2022
£’000
(21,632)
(24,439)
(5,148)
65
82
(48)
437
3,088
23
1
(1,500)
(4,655)
68
(114)
(1,281)
814
2,274
103
38
(2,753)
The Group has accumulated losses available to carry forward against future trading profits of £82.5 million (2022: £70.1 million). No deferred tax
asset has been recognised in respect of tax losses since it is uncertain at the reporting date as to when future profits will be available against which
the unused tax losses can be utilised. The estimated value of the deferred tax asset not recognised, measured at a weighted average rate of 25.0%
(2022: 25.0%), is £20.5 million (2022: £17.6 million). An increase in the main rate of Corporation Tax from 19.0% to 25.0% was announced and
included in Finance Bill 2021. This came into effect from 1 April 2023.
Earnings/(loss) per share attributable to owners of the parent
9
The basic and diluted earnings/(loss) per share is calculated by dividing the after tax loss for the year attributable to the owners of the parent of
£20.1 million (2022: £21.7 million) by the weighted average number of shares in the year.
In accordance with IAS 33 Earnings per Share, 1) the “basic” weighted average number of Ordinary shares calculation excludes shares held
by the Employee Share Ownership Trust (ESOT) as these are treated as treasury shares and 2) the “diluted” weighted average number of Ordinary
shares calculation considers potentially dilutive Ordinary shares from instruments that could be converted. Share options are potentially dilutive
where the exercise price is less than the average market price during the year. Due to the losses in 2023 and 2022 share options are non-dilutive
for those years as adding them would have the effect of reducing the loss per share and therefore the diluted loss per share is equal to the basic
loss per share.
Profit/(loss) for the year attributable to owners of the parent
Weighted average number of Ordinary shares
Weighted average number of ESOT shares
Weighted average number of Ordinary shares – basic
Effect of potential dilutive share options
Adjusted weighted average number of Ordinary shares – diluted
2023
£’000
2022
£’000
(20,132)
(21,686)
Number of shares
Number of shares
260,580,547
(113,259)
260,467,288
–
246,692,903
(113,259)
246,579,644
–
260,467,288
246,579,644
Earnings/(loss) per share attributable to owners of the parent
Basic and Diluted (pence per share)
(7.73)
(8.79)
ANGLE plc Annual Report and Financial Statements 2023Financial Statements83
Investments
10
The Company has investments in the following subsidiaries:
Company name
Principal activity
Class of share held
Holding %
ANGLE Biosciences Incorporated(1)
ANGLE Europe Limited(1)
ANGLE EU BV
ANGLE North America Incorporated(2)
ANGLE Technology Limited(1)
ANGLE Technology Ventures Limited
ANGLE Partnerships Limited(1)
ANGLE Technology Licensing Limited
ANGLE Technology LLC
ANGLE Technology Ventures LLC
(1) Subsidiary held directly.
(2) Direct holding in subsidiary of 9.47%.
Medical diagnostics
Medical diagnostics
Medical diagnostics
Medical diagnostics
Medical diagnostics
Medical diagnostics
Dormant
Dormant
Dormant
Dormant
Common
Ordinary
Ordinary
Common & Preferred
Ordinary
Ordinary
Ordinary
Ordinary
Membership units
Membership units
100
100
100
100
100
100
100
100
100
100
The Group has taken advantage of the exemption from audit in accordance with section 479A of the Companies Act 2006 for ANGLE Technology
Limited and ANGLE Technology Ventures Limited.
ANGLE Biosciences Incorporated is incorporated and registered in British Columbia, Canada. Its registered address is 725 Granville Street,
Suite 400, Vancouver, British Columbia, V7Y 1G5, Canada. On 18 October 2022, the Company announced the decision to close the facilities
in Toronto, Canada in an orderly wind down. The closure was substantially completed by 31 December 2022 and all operating activity ceased.
Formal company dissolution is anticipated in due course.
ANGLE Europe Limited, ANGLE Technology Limited, ANGLE Technology Ventures Limited, ANGLE Partnerships Limited and ANGLE Technology
Licensing Limited are incorporated and registered in the United Kingdom. Their registered address is 10 Nugent Road, Surrey Research Park,
Guildford, Surrey, GU2 7AF, UK.
ANGLE EU BV is incorporated in the Netherlands as a vehicle to overcome Brexit issues and facilitate the fulfilment of EU wide product sales.
Its registered address is Joop Geesinkweg 701, Rembrandt Kantoor, 1114 AB, Amsterdam-Duivendrecht, Netherlands.
ANGLE North America Incorporated, ANGLE Technology LLC and ANGLE Technology Ventures LLC are registered in the United States. ANGLE
North America Incorporated’s registered address is 5100 Campus Drive, Suite 120, Plymouth Meeting, PA 19462, USA. ANGLE Technology LLC
and ANGLE Technology Ventures LLC’s registered address is Rees Broome, PC, 1900 Gallows Road STE 700, Tysons Corner, VA 22182, USA.
ANGLE plc Annual Report and Financial Statements 202384
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
11
Intangible assets
Cost
At 1 January 2022
Additions
Disposals
Exchange movements
At 31 December 2022
Additions
Exchange movements
At 31 December 2023
Accumulated amortisation and impairment
At 1 January 2022
Charge for the year
Disposals
Impairment
Exchange movements
At 31 December 2022
Charge for the year
Impairment
Exchange movements
At 31 December 2023
Net book value
At 31 December 2023
At 31 December 2022
Goodwill
£’000
2,207
–
–
–
2,207
–
–
Acquired
intangible
assets
£’000
1,217
–
–
5
1,222
–
(4)
2,207
1,218
–
–
–
–
–
–
–
–
–
–
2,207
2,207
578
110
–
531
3
1,222
–
–
(4)
1,218
–
–
Intellectual
property
£’000
Product
development
£’000
Total
£’000
5,876
155
(9)
188
6,210
50
(94)
6,166
2,303
191
(9)
787
174
3,446
61
7
(89)
1,293
–
(9)
156
1,440
–
(76)
1,364
1,250
13
(9)
–
152
1,406
10
–
(75)
1,341
3,425
23
34
2,741
2,764
1,159
155
–
27
1,341
50
(14)
1,377
475
68
–
256
19
818
51
7
(10)
866
511
523
Goodwill is deemed to have an indefinite useful life, is carried initially at fair value and is reviewed for impairment annually or more frequently
if events or changes in circumstances indicate a potential impairment.
Goodwill acquired in a business combination is allocated at acquisition to the cash-generating units (CGUs) that are expected to benefit from that
business combination. The goodwill has been allocated to the combined Group as a single CGU for the purposes of the impairment review, since
this is the lowest level within the entity at which management monitors goodwill and the related cash flows are primarily generated from a combined
existing and acquired technology product offering. The whole Group is expected to benefit from the business combination.
The carrying amount of goodwill has been assessed by reference to the fair value less costs to sell of the single CGU, which comprises the
combined Group. The fair value of the Group can be estimated by reference to the market capitalisation of ANGLE plc, which at 31 December 2023
stood at £30.6 million, and exceeds the carrying amount of the CGU by £7.7 million less any costs of disposal.
Acquired intangible assets relate to the acquisition of the assets of Axela Inc. in 2017 and comprises the fair value of the identifiable intangible
assets arising at the date of acquisition, being mainly the technology which was being amortised over its expected useful economic life. The
closure of the Canadian facility in 2022 resulted in an impairment assessment and subsequent review and the acquired intangible assets were
impaired in full.
Product development relates to internally generated intangible assets that were capitalised in accordance with IAS 38 Intangible Assets
(Note 1.9). Capitalised product development costs are directly attributable costs comprising cost of materials, specialist contractor costs, labour
and overheads. Product development costs are amortised over their estimated useful lives commencing when the related new product is in
commercial production. Development costs not meeting the IAS 38 criteria for capitalisation continue to be expensed through the statement of
comprehensive income as incurred.
IAS 38 criteria are reviewed at the end of each accounting year. Internally generated intangible assets had a carrying value of £0.5 million at
31 December 2023 (2022: £0.6 million).
The carrying value of intangible assets excluding goodwill is reviewed for indications of impairment whenever events or changes in circumstances
indicate that the carrying value may exceed the recoverable amount. No indications of impairment have been identified.
Amortisation and impairment charges are charged to operating costs in the statement of comprehensive income.
ANGLE plc Annual Report and Financial Statements 2023Financial Statements
12 Property, plant and equipment
Leasehold
improvements
£’000
Computer
equipment
£’000
Laboratory
equipment
and tooling
£’000
Fixtures,
fittings and
equipment
£’000
Cost
At 1 January 2022
Additions
Disposals
Transfers (to)/from inventories
Exchange movements
At 31 December 2022
Additions
Disposals
Transfers (to)/from inventories
Exchange movements
At 31 December 2023
Accumulated depreciation
At 1 January 2022
Charge for the year
Disposals
Transfers (to)/from inventories
Exchange movements
At 31 December 2022
Charge for the year
Impairments
Disposals
Transfers (to)/from inventories
Exchange movements
At 31 December 2023
Net book value
At 31 December 2023
At 31 December 2022
882
1,077
(68)
–
34
1,925
15
(11)
–
(20)
1,909
464
188
(46)
–
5
611
217
72
(11)
–
(5)
884
1,025
1,314
200
132
(74)
–
8
266
26
(24)
–
(2)
266
114
63
(50)
–
4
131
66
1
(18)
–
(1)
179
87
135
3,766
733
(361)
133
141
4,412
308
(120)
151
(51)
4,700
2,145
643
(235)
(137)
32
2,448
651
44
(40)
(139)
(21)
2,943
1,757
1,964
213
68
(39)
–
14
256
5
(45)
–
(7)
209
166
26
(39)
–
11
164
35
7
(45)
–
(5)
156
53
92
85
Total
£’000
5,061
2,010
(542)
133
197
6,859
354
(200)
151
(80)
7,084
2,889
920
(370)
(137)
52
3,354
969
124
(114)
(139)
(32)
4,162
2,922
3,505
Laboratory equipment includes a carrying value of £0.7 million (2022: £0.3 million) in relation to Parsortix instruments being used in-house and on
long-term loan to key opinion leaders. Tooling includes amounts in relation to moulds for the productionisation of cassettes, enabling higher volume
production, lower pricing and compliance with medical device manufacturing quality requirements.
Depreciation and impairment charges are charged to operating costs in the statement of comprehensive income.
ANGLE plc Annual Report and Financial Statements 202386
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
13 Leases
The Group has lease contracts for office accommodation and specialist laboratory facilities and equipment. These lease contracts generally have
lease terms between 3 and 10 years, with earlier break clauses in some cases. The Group’s obligations under its leases are secured by the lessor’s
title.
The carrying amounts of right-of-use assets recognised and the movements during the year are shown below:
Right-of-use assets
At 1 January
Additions
Depreciation
Impairment
Exchange movements
At 31 December
Laboratory and
office premises
£’000
Laboratory
equipment
£’000
4,971
299
(793)
(350)
(72)
4,055
–
253
(4)
–
–
249
The carrying amounts of lease liabilities and the movements during the year are shown below:
Laboratory and
office premises
£’000
Laboratory
equipment
£’000
5,001
126
(1,007)
–
324
(89)
4,355
–
253
(55)
–
1
–
199
Lease liabilities
At 1 January
Additions
Rent paid and payable
Transfer to provision for dilapidations (Note 17)
Accretion of interest (Note 7)
Exchange movements
At 31 December
Non-current lease liabilities
Current lease liabilities
Total
2023
Total
£’000
4,971
552
(797)
(350)
(72)
4,304
2023
Total
£’000
5,001
379
(1,062)
–
325
(89)
4,554
2023
£’000
3,905
649
4,554
2022
Laboratory and
office premises
£’000
2,204
3,575
(896)
(44)
132
4,971
2022
Laboratory and
office premises
£’000
2,338
3,508
(1,259)
(90)
354
150
5,001
2022
£’000
4,339
662
5,001
The Group had total cash outflows for leases of £1.1 million for the year (2022: £0.9 million).
The Group added one new lease for laboratory equipment in the year with a repayment period of three years and an implied interest rate of 8% and
reassessed and increased the dilapidations provisions on its UK premises following a change in landlord management. The Group added three
leases in the prior year with the addition of new premises in the UK and the United States. Of these additions, £2.5 million related to a ten-year lease
(with a five-year break clause) at a 6.7% implied interest rate.
ANGLE announced the decision to centralise its laboratory services to a centre of excellence in the UK and to close all US clinical laboratory
operations on 9 November 2023. The US clinical laboratory is on a long-term lease and operations can either be reinstated as customer demand
increases or the premises could be sub-let. An impairment charge equal to 21 months depreciation has been applied to the right-of-use asset to
allow time for the optimal decision to be made.
The Group has one lease contract that includes a break-clause, with the option to extend. The Directors exercise judgement in determining whether
this option is reasonably certain to be exercised and agreed that it was reasonable to assume it would be, with the lease extended beyond the
break-clause option period due to significant fit-out and renovations to create specialist laboratories and the prohibitive cost of finding equivalent
alternative accommodation. The impact of including the extension option is to increase both the carrying value of the right-of-use assets and the
non-current lease liabilities at the reporting date by £1.1 million (2022: £1.0 million).
The Group also holds certain leases with lease terms of 12 months or less and leases of low-value office equipment. The Group applies the ‘short-
term lease’ and ‘lease of low-value assets’ recognition exemptions for these leases. Payments made under such leases are expensed on a straight-
line basis and the expense recorded in the year relating to such leases was £27,237 (2022: £33,774).
ANGLE plc Annual Report and Financial Statements 2023Financial Statements87
13 Leases continued
Maturity analysis of the undiscounted lease payments:
31 December 2023
31 December 2022
Within 1
year
£’000
962
1,015
1 to 2
years
£’000
963
908
2 to 5
years
£’000
2,229
2,469
More than
5 years
£’000
1,662
2,335
14 Financial risk management
Overview
The Group is exposed, through its normal operations, to a number of financial risks, the most significant of which are credit, liquidity and investment
(market) risks.
The Group’s financial instruments comprise cash, trade and other receivables and trade and other payables which arise directly from its operations,
and from time-to-time short-term bank deposits, overdrafts and finance leases.
It is the Group’s policy that no trading in financial derivatives shall be undertaken.
Financial assets
Financial assets of the Group comprise cash at bank and in hand and trade and other receivables (Note 16). It is the Group’s policy to place surplus
cash resources on deposit at both floating and fixed term deposit rates of interest with the objective of maintaining a balance between accessibility
of funds and competitive rates of return.
Financial liabilities
Financial liabilities of the Group in the normal course of business comprise trade and other payables (Note 18), provisions (Note 17) and lease
liabilities (Note 13). It is the Group’s policy to use various financial instruments with floating and fixed rates of interest with the objective of maintaining
a balance between continuity of funding, matching the liability with the use of the asset and finding flexible funding options for a reasonable charge.
The Group currently does not utilise overdraft facilities. The Group has no long-term borrowings or undrawn committed borrowing facilities.
The Group is currently not exposed to any interest rate risk on its financial liabilities.
Capital risk management
The capital structure of the Group comprises cash and cash equivalents, short-term deposits and total equity. The Group’s objectives when
managing capital are to:
● safeguard the Group’s ability to continue as a going concern;
● have available the necessary financial resources to allow the Group to meet milestones and deliver benefits from its operational activities; and
● optimise the return to investors based on the level of risk undertaken.
As part of achieving these objectives, the Group identifies the principal financial risk exposures to be foreign currency risk, credit risk and liquidity
risk. The Group’s approach to these risks is outlined below.
In order to maintain or adjust the capital structure the Group may issue new shares.
The Group’s capital and equity ratios are shown in the table below:
Total equity attributable to owners of the parent
Total assets
Equity ratio
2023
£’000
22,939
31,183
73.6%
2022
£’000
40,063
49,868
80.3%
Liquidity risk
The principal risk to which the Group is exposed is liquidity risk, which is that the Group will not be able to meet its financial obligations as they fall
due. The Group seeks to manage liquidity through planning, forecasting, careful cash management and managing the operational risk.
The nature of the Group’s activities means it finances its operations through earnings and the issue of new shares to investors. The principal cash
requirements are in relation to funding operations and meeting working capital requirements.
The Group may also find it difficult to raise additional capital to develop its business depending on progress with meeting milestones and/or market
conditions.
Sensitivity analysis examining a small percentage increase and decrease in liquidity is of limited use and accordingly no analysis has been shown.
ANGLE plc Annual Report and Financial Statements 202388
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
14 Financial risk management continued
Credit risk
The Group’s credit risk is attributable to its cash and cash equivalents and trade receivables.
The Group’s risk on cash and cash equivalents is limited as substantially all funds are held in banks with credit ratings of A-1 and above (S&P).
The maximum exposure to cash and cash equivalents is £16.2 million (2022: £31.9 million).
The risk for trade receivables is that a customer fails to pay for goods or services received and the Group suffers a financial loss. The Group’s
objective with respect to credit risk is to minimise the risk of default by customers. The customer base is primarily academic institutions and
pharmaceutical businesses. The exposure is managed centrally, and Group policy is to use judgement and past experience to assess the credit
quality of each customer and where appropriate seek full or part-payment in advance.
The Group has applied the IFRS 9 Financial Instruments simplified approach to measuring expected credit losses, and the expected credit loss
rates are based on historical experience that the risk of loss is low. On this basis any credit loss provision would be negligible, and no provision
has been made.
The maximum exposure to trade and other receivables is £1.0 million (2022: £0.7 million).
Interest rate risk
There is currently no interest rate risk on financial assets and liabilities.
Cash at bank of £15.7million earns interest at fixed rates of between 0.8% and 3.2% (2022: £31.9 million, between 0.20% and 1.10%).
There is currently no interest rate risk on financial liabilities as the Group has no interest-bearing loans or borrowings.
All amounts, excluding lease liabilities, have maturity dates of less than 12 months (2022: £nil maturity greater than 12 months). Contractual
maturities in respect of lease obligations are disclosed in Note 13 on page 87.
Foreign currency risk
The Group has overseas subsidiaries whose income and expenses are primarily denominated in US Dollars (USD). As a result the Consolidated
Financial Statements will be affected by movements in the USD:Sterling exchange rate, albeit these are significantly reduced following the closure
of the US clinical laboratory in late 2023.
The majority of the Group’s operating revenues and expenses are in Sterling, Euros and USD. Sales are priced in Sterling, Euros and USD although
the Group may have a limited amount of revenues denominated in other currencies. The Group monitors its currency exposures on an ongoing
basis and is building US and European sales which provide a natural hedge for USD and Euro expenditure. Excess exposure, if any, may be managed
for all significant foreign currencies using forward currency contracts or currency swaps.
Sensitivity analysis
The impact of a 10% variation in currency exchange rates on the US Dollar on the profit/(loss) for the year is as follows:
Profit/(loss) – realised gains/(losses)
Profit/(loss) – 10% strengthening
Profit/(loss) – 10% weakening
Profit/(loss) – unrealised gains/(losses)
Profit/(loss) – 10% strengthening
Profit/(loss) – 10% weakening
2023
£’000
(516)
630
£’000
2,070
(2,530)
2022
£’000
(274)
280
£’000
2,091
(1,918)
The Company provides a centralised treasury function to trading subsidiaries through ANGLE Technology Limited. The amounts due from Group
undertakings are held on the books of the subsidiary undertakings as loans denominated in Sterling. Under IFRS 9 these loans are retranslated
at the rate of exchange at the reporting date giving rise to an unrealised exchange gain or loss.
Hedging
The Group did not hedge its financial transactions in 2023 or 2022.
ANGLE plc Annual Report and Financial Statements 2023Financial Statements89
14 Financial risk management continued
Currency profile
The Group’s financial assets and financial liabilities which are stated at amortised cost have the following currency profile:
Sterling
£’000
USD
£’000
Euro
£’000
CAD
£’000
2023
Total
£’000
Sterling
£’000
USD
£’000
Euro
£’000
CAD
£’000
2022
Total
£’000
Financial assets
Trade and other receivables
Cash and cash equivalents
Total
401
15,773
16,174
387
152
539
Financial liabilities
Non-current
Lease liabilities
Provisions
Current
Lease liabilities
Provisions
Trade and other payables
Total
2,542
370
518
34
1,281
1,363
–
131
187
382
4,745
2,063
195
277
472
–
–
–
–
165
165
–
16
16
983
16,218
254
31,579
17,201
31,833
185
167
352
–
–
–
323
31
3,905
370
649
544
1,859
2,644
157
511
–
1,735
1,695
–
151
16
434
354
7,327
5,047
2,296
255
88
343
–
–
–
–
141
141
–
62
62
694
31,896
32,590
–
–
–
594
238
832
4,339
157
662
610
2,548
8,316
Fair values of financial assets and liabilities
The Directors believe that the fair value and the book value of financial assets and financial liabilities are not materially different. Trade payables and
receivables have a remaining life of less than one year so their value on the statement of financial position is considered to be a fair approximation
of fair value.
15
Inventories
Raw materials and work in progress
Finished goods
Total
2023
£’000
226
1,453
1,679
2022
£’000
167
1,892
2,059
An obsolescence provision of £122,115 (2022: £26,474) was made to write down the value of inventories to reflect the use and age/expiry date
of inventories.
ANGLE plc Annual Report and Financial Statements 202390
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
16 Trade and other receivables
Amounts receivable within one year
Trade receivables
Other receivables
Net investment in sublease (see below)
Prepayments and contract assets
Total
2023
£’000
727
330
–
750
1,807
2022
£’000
317
491
27
962
1,797
Other receivables comprises recoverable taxes (VAT and Canadian HST). Contract assets include amounts for services in progress but not yet
invoiced (Note 2).
All trade and other receivable accounts are short-term. The Directors consider the carrying amount of trade and other receivables to approximate
their fair value and that all the above financial assets are of good credit quality and no changes have been experienced since initial recognition.
Receivables are unsecured and interest free, unless past their due date when interest may be charged.
The Group has applied the IFRS 9 Financial Instruments simplified approach to measuring expected credit losses, and the expected credit loss
rates are based on historical experience that the risk of loss is low. On this basis any credit loss provision would be negligible, and no provision has
been made.
Age profile of trade receivables:
Not past due
0 – 30 days past due
30 – 60 days past due
> 60 days past due
Total
2023
£’000
579
147
–
1
727
2022
£’000
208
47
58
4
317
The standard credit period allowed for trade receivables is 30 days, although this may be extended such that invoices become payable after
completion of a key milestone.
In the prior year, the Group entered into a sublease arrangement in respect of a right-of-use asset. The sublease is for the remaining life of the lease
which expired in December 2023.
Net investment in sublease
At 1 January
Rental income received and receivable
Accretion of interest
Exchange movements
At 31 December
2023
£’000
27
(33)
6
–
–
2022
£’000
55
(35)
2
5
27
ANGLE plc Annual Report and Financial Statements 2023Financial Statements17 Provisions
Non-current
Provision for dilapidations
Total
Current
Provision for closure costs
Provision for dilapidations
Total
91
2022
£’000
157
157
2022
£’000
594
16
610
2023
£’000
370
370
2023
£’000
544
–
544
ANGLE announced the decision to centralise its laboratory services to a centre of excellence in the UK and to close all US clinical laboratory
operations on 9 November 2023. The US clinical laboratory is on a long-term lease and operations can either be reinstated as customer demand
increases or the premises could be sub-let. A provision for 21 months facility maintenance costs and the remaining costs of an orderly wind down
has been applied to allow time for the optimal decision to be made.
On 18 October 2022, the Company announced the decision to close the facilities in Toronto, Canada in an orderly wind down. This decision was
taken in light of the increasing costs of operating in Canada due to proposed changes in the UK R&D Tax credit rules which effectively made
overseas R&D costs 50% higher. The closure was substantially completed by 31 December 2022 but there remained various costs associated
with redundancy pay and support, completing tax returns, other compliance matters and formal company dissolution. A provision was made for
the estimated remaining costs to complete the winding down of Canadian operations. The provision was reduced by payments made in the current
year of £0.2 million to £0.3 million.
The Group increased the dilapidations provisions on its UK premises in the year following a change in landlord management. A provision for
dilapidations in respect of right-of-use leasehold property of £0.1 million was reclassified from leases (Note 13) to provisions in 2022.
Movement in provisions
At 1 January
Transfer from lease liabilities (Note 13)
Additions
Payments
Release of provision
Accretion of interest (Note 7)
Exchange movements
At 31 December
Closure
costs
£’000
Dilapidations
£’000
594
–
225
(253)
–
–
(22)
544
173
–
202
–
(16)
11
–
370
2023
Total
£’000
767
–
427
(253)
(16)
11
(22)
914
Closure
costs
£’000
Dilapidations
£’000
–
–
603
–
–
–
(9)
594
–
90
67
–
–
14
2
173
2022
Total
£’000
–
90
670
–
–
14
(7)
767
ANGLE plc Annual Report and Financial Statements 202392
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
18 Trade and other payables
Amounts payable after one year
Other taxes and social security costs
Total
Amounts payable within one year
Trade payables
Other taxes and social security costs
Other payables
Accruals and contract liabilities
Total
2023
£’000
26
26
2023
£’000
1,059
311
51
1,329
2,750
2022
£’000
59
59
2022
£’000
1,495
658
51
1,774
3,978
Other taxes and social security costs include a provision for employers’ taxes on the theoretical gain on the exercise of unapproved share options
and LTIP Options, within one year of £0.1 million (2022: £0.4 million) and after more than one year of £0.0 million (2022: £0.1 million). The theoretical
gain uses an estimated employers’ tax rate multiplied by a number determined by 1) the share price at the reporting date less the exercise price,
to the extent this is greater than the exercise price 2) pro-rata vesting over the vesting period and 3) assumes any performance and service
conditions will be met and options vest.
Accruals include amounts for professional fees, vacation, clinical studies, and in the prior year also for salary and severance costs of the Canadian
operation. Contract liabilities include amounts for pre-billed revenues (Note 2).
Except as disclosed above, trade and other payables are short-term. The Directors consider that the carrying value of trade and other payables
are a reasonable approximation of fair value. The contractual maturity of all the amounts above are within one year of the reporting date.
19 Share capital
The share capital of the Company is shown below:
Allotted, called up and fully paid
260,580,547 (2022: 260,580,547) Ordinary shares of £0.10 each
2023
£’000
2022
£’000
26,058
26,058
The Company has one class of Ordinary shares which carry no right to fixed income. No new shares were issued in 2023.
ANGLE plc Annual Report and Financial Statements 2023Financial Statements93
20 Share-based payments
The key disclosures that enable the user of the Financial Statements to understand the nature and extent of share-based payment charges through
the statement of comprehensive income in relation to ANGLE plc shares are detailed below.
The share-based payment charge for the Company Employee Share Option Schemes and Long-Term Incentive Plan (LTIP) was £1.9 million
(2022: £4.4 million).
Company – Share Option Schemes
The Company operates Share Option Schemes as a means of encouraging ownership and aligning interests of staff and external shareholders.
The Company also operates an LTIP for Executive Directors. These are a key part of the remuneration package and granted at the discretion of the
Remuneration Committee taking into account the need to motivate, retain and recruit high calibre executives and staff.
The Company has an Enterprise Management Incentive (EMI) Share Option Scheme, a Company Share Option Plan (CSOP) and Unapproved
Share Option Schemes for the United Kingdom and the United States. Each scheme is governed by a specific set of rules and administered by the
Directors of the Company. Options are generally granted at the market price of the shares on the date of grant, except for “Bonus Options” and
“LTIP Options”. Share options are granted under a service condition and/or a non-market performance condition and/or a market performance
condition (such as a target share price). Options generally cease to be exercisable after ten years from the date of grant. To the extent these
conditions are met the share options vest and become capable of exercise. To the extent these conditions are not met then the share options are
forfeited or lapse. In exceptional circumstances the performance date may be extended. Options are forfeited if the employee leaves the Group
unless the conditions under which they leave are such that they are considered to be a “good leaver”; in this case some or all of their vested
options may remain exercisable for a limited period of time, subject to any performance condition having been met. Options lapse if they are not
exercised by the date they cease to be exercisable. LTIP Options also have an additional holding period of up to two years such that the minimum
performance and holding period is five years.
The movement in the number of employee share options is set out below:
Outstanding at 1 January
During the year:
Granted
Exercised
Forfeited/lapsed
Outstanding at 31 December
2023
Number
of share
options
#
2023
Weighted
average
exercise
price (£)
2022
Number
of share
options
#
17,158,147
0.7168
20,858,479
10,972,500
–
(9,340,667)
18,789,980
0.2477
–
0.5551
0.5233
–
(274,997)
(3,425,335)
17,158,147
2022
Weighted
average
exercise
price (£)
0.7626
–
0.4865
1.0143
0.7168
Capable of being exercised at 31 December
6,337,647
0.5495
9,177,646
0.5165
The options outstanding at 31 December 2023 had a weighted average remaining contractual life of six years and ten months (2022: six years and
three months).
ANGLE plc Annual Report and Financial Statements 202394
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
20 Share-based payments continued
Company – Share Option Schemes continued
The Company uses a Trinomial option pricing model as the basis to determine the fair value of the Company’s share options. The following
assumptions are used in the option pricing model to determine the fair value of share options at the respective date of grant that are still
outstanding at 31 December 2023:
Date of grant
10 November 2014
10 November 2014
31 March 2015
12 November 2015
1 March 2016
25 November 2016
25 November 2016
20 December 2018
20 December 2018
21 May 2020
25 September 2020
10 May 2021
12 November 2021
12 November 2021
9 March 2023
9 March 2023
2 May 2023
5 June 2023
Total
Exercise
price (£)
Share price
at date
of grant (£)
Expected
volatility
Risk free
interest rate
Expected
life of
option
(years)
Expected
dividends
Vesting
conditions
Outstanding
share
options
0.8625
0.8625
0.8625
0.1000
0.5650
0.6450
0.6450
0.3850
0.3850
0.6150
0.5300
1.1100
1.2850
1.2850
0.2575
0.2575
0.2275
0.1800
0.8625
0.8625
0.7850
0.7550
0.5650
0.6450
0.6450
0.3850
0.3850
0.6150
0.5300
1.1100
1.2850
1.2850
0.2575
0.2575
0.2275
0.1800
40.00%
40.00%
40.00%
40.00%
40.00%
40.00%
40.00%
40.00%
40.00%
61.40%
57.60%
59.11%
59.55%
59.55%
67.13%
67.13%
68.69%
71.43%
1.03%
1.53%
0.67%
0.68%
0.42%
0.30%
0.30%
0.75%
0.75%
(0.04)%
(0.12)%
0.11%
0.52%
0.52%
3.86%
3.86%
3.74%
4.41%
3.0
5.0
3.0
2.0
3.0
3.0
3.0
3.0
3.0
3.0
3.0
3.0
3.0
3.0
3.0
3.0
3.0
3.0
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
(1)
(2)
(1)
(3)
(1)
(1)
(4)
(1)
(5)
(1)
(1)
(1)
(6)
(7)
(6)
(8)
(9)
(10)
20,000
1,500,000
180,000
46,980
150,000
675,000
1,500,000
700,000
1,000,000
350,000
1,649,000
100,000
953,000
1,300,000
3,366,000
3,300,000
1,000,000
1,000,000
18,789,980
Expected volatility was derived from observation of the historic volatility of the Company’s shares for the commensurate period for awards made
since 2020. Prior to this, expected volatility was derived from observation of the volatility of quoted shares in similar sectors to the Company and
observation of the historic volatility of the Company’s shares, adjusted for any unusual historic events and expected changes to future volatility.
The expected life used in the model is based on management’s best estimate taking into account the effects of non-transferability, exercise
restrictions, behavioural conditions and expected future events.
The share options issued were subject to both performance and service (employment) conditions:
(1) Vesting is subject to a service condition with options vesting over a period up to three years.
(2) Vesting is subject to the performance conditions that a) the Company’s share price must have increased to £2.00, £2.25, £2.50 and £2.75 at
some point since the date of grant for each quarter of the allocation (this condition has not yet been met) and b) a time/event condition with
options vesting after five years or on the sale of the Parsortix business, whichever is earliest (this condition has been met).
(3) Options were granted as Bonus Options in accordance with the Remuneration Committee’s discretion to settle an element of the Annual
Bonus in the form of share options. The Bonus Options vest immediately and are exercisable at par value.
(4) Vesting is subject to a) a performance condition that the Company’s share price has risen by at least 100% at some point from the market
price on 25 November 2016 and b) a service condition with options vesting over a three-year period. These conditions have been met and the
options are fully vested and capable of exercise.
(5) Vesting is subject to a performance condition that the Company’s share price has risen to at least £1.056 on 21 December 2021. This
condition has been met and the options are fully vested and capable of exercise.
(6) Vesting is subject to a service condition with options vesting at three years.
(7) Vesting is subject to a performance condition that the Company’s share price has risen to at least £2.220 at some point during the period
to 12 November 2024 and a service condition with options vesting at three years.
(8) Vesting is subject to a performance condition that the Company’s share price has risen to at least £0.445 at some point during the period
to 9 March 2026 and a service condition with options vesting at three years.
(9) Vesting is subject to a performance condition that the Company’s share price has risen to at least £0.445 at some point during the period
to 1 May 2026 and a service condition with options vesting at three years.
(10) Vesting is subject to a performance condition that the Company’s share price has risen to at least £0.445 at some point during the period
to 4 June 2026 and a service condition with options vesting at three years.
ANGLE plc Annual Report and Financial Statements 2023Financial Statements95
20 Share-based payments continued
Long-Term Incentive Plan
The Company has a Long-Term Incentive Plan (LTIP) for Executive Directors. Disclosures are set out in the Directors’ Remuneration Report
on pages 59 to 61 and below. LTIP Options are subject to share price performance targets and to the extent these targets are met within the
performance period then LTIP Options vest although remain subject to an additional holding period. To the extent these targets are not met then
the LTIP Options are forfeited. LTIP Options cease to be exercisable after ten years from the date of grant.
The movement in the number of LTIP Options is set out below:
Outstanding at 1 January
During the year:
Granted
Forfeited
Outstanding at 31 December
Vested at 31 December
2023
Number
of LTIP
Options
#
2022
Number
of LTIP
Options
#
9,000,000
12,000,000
6,000,000
(3,000,000)
–
(3,000,000)
12,000,000
9,000,000
3,000,000
3,000,000
The LTIP Options outstanding at 31 December 2023 had a weighted average remaining contractual life of seven years and ten months (2022:
seven years and six months).
The Company uses a Monte Carlo simulation option pricing model as the basis to determine the fair value of the Company’s LTIP Options. The
following assumptions are used in the option pricing model to determine the fair value of LTIP Options at the respective date of grant that are still
outstanding at 31 December 2023:
Date of grant
20 December 2018
20 December 2018
12 November 2021
12 November 2021
12 November 2021
9 March 2023
9 March 2023
9 March 2023
Total
Exercise
price (£)
Share price
at date
of grant (£)
Expected
volatility
Risk free
interest rate
0.0000
0.0000
0.0000
0.0000
0.0000
0.0000
0.0000
0.0000
0.3850
0.3850
1.2850
1.2850
1.2850
0.2575
0.2575
0.2575
45.04%
45.04%
56.20%
56.20%
56.20%
65.07%
65.07%
65.07%
0.88%
0.88%
0.62%
0.62%
0.62%
3.70%
3.70%
3.70%
Expected
life of
option
(years)
Barrier
(performance
condition)
(£)
Expected
dividends
5.0
5.0
5.0
5.0
5.0
5.0
5.0
5.0
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
1.056
1.434
2.220
2.510
2.823
0.445
0.503
0.566
Outstanding
LTIP
Options
1,200,000
1,800,000
600,000
900,000
1,500,000
1,200,000
1,800,000
3,000,000
12,000,000
Expected volatility was derived from observation of the historic volatility of the Company’s shares for the commensurate period. The expected life
used in the model is based on management’s best estimate taking into account the effects of non-transferability, exercise restrictions, behavioural
conditions and expected future events. The barrier reflects the share price targets that must be met for a proportion of the award to vest.
Under the discretion approved by the shareholders at the Annual General Meeting on 30 June 2021, reflecting COVID-19 related impacts, the
performance period for the LTIP Options issued on 20 December 2018 was extended from 20 December 2021 to no later than 20 December
2022, and the holding period reduced accordingly such that the overall five-year period is unchanged. Other than the change in date, the overall
performance condition was unchanged.
ANGLE plc Annual Report and Financial Statements 202396
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
20 Share-based payments continued
Long-Term Incentive Plan continued
The modification required an assessment of the fair value of the equity instruments originally granted measured immediately before and after the
modification. The difference between these two fair values is the incremental fair value and this was calculated at £3.1 million and expensed over
the remaining vesting period of the options. The following assumptions are used in the model to determine the fair value of LTIP Options at the date
of modification that are still outstanding at 31 December 2023:
Date of modification
12 November 2021
12 November 2021
Total
21 ESOT shares
At 31 December
Share price
at date of
modification
(£)
Expected
volatility
Risk free
interest rate
1.2850
1.2850
50.60%
50.60%
0.47%
0.47%
Exercise
price (£)
0.0000
0.0000
Expected
life of
option
(years)
2.1
2.1
Barrier
(performance
condition)
(£)
Expected
dividends
Nil
Nil
1.056
1.434
Outstanding
LTIP
Options
1,200,000
1,800,000
3,000,000
2023
£’000
102
2022
£’000
102
Employee Share Ownership Trust (ESOT) shares are ANGLE plc shares held by the ANGLE Employee Trust. At 31 December 2023 the Trust held
113,259 shares (2022: 113,259 shares). The market value of these shares at 31 December 2023 was £13,308 (2022: £57,196). Shares purchased
by the ANGLE ESOT are used to assist in meeting the obligations under employee remuneration schemes.
22 Guarantees and other financial commitments
The Group has a number of retainers with professional advisors which can be terminated on short notice periods.
In December 2020, the Group entered into a guaranty agreement in favour of the landlord, who absorbed significant bespoke fit-out costs, for
the clinical laboratory in Plymouth Meeting, Pennsylvania, USA in respect of obligations under the lease and bespoke fit-out costs for $1,044,800
reducing by $107,200 per annum. The total guaranty value at 31 December 2023 was US$857,600 (2022: US$964,800).
During the year, the Group entered into certain commitments in relation to the development of the Parsortix cancer diagnostic product, building
inventory and the new clinical laboratories. In aggregate these gave rise to financial commitments at 31 December 2023 of up to £0.6 million over
one year (2022: £2.8 million over one year).
The Group has taken advantage of the exemption from audit in accordance with section 479A of the Companies Act 2006 for ANGLE Technology
Limited and ANGLE Technology Ventures Limited. ANGLE plc has provided a statutory guarantee over these subsidiaries’ liabilities in accordance
with section 479C of the Companies Act 2006.
Other than these, the Group has no contractual commitments to provide financial support to its investments.
NatWest Bank (the Group’s UK commercial bankers) have placed a charge over a 35-day notice account of £700,000 as security for a Bacstel-IP
facility used in the normal course of business.
23 Related party transactions
Transactions between subsidiaries within the Group are not disclosed as they are eliminated on consolidation.
Directors’ interests – related party interests and transactions
Apart from the interests disclosed in the Directors’ Remuneration Report on pages 59 to 61 and below, none of the Directors had any interest at any
time during the year ended 31 December 2023 in the share capital of the Company or its subsidiaries.
Brian Howlett entered into a consultancy contract with effect from 7 January 2013 to provide specialist commercial advice outside his normal
Board responsibilities. Consultancy fees of £nil were paid in the year to Brian Howlett under this contract (2022: £nil).
SoBold Limited provides digital marketing services and website development and management to ANGLE with fees in the year of £49,059
(2022: £77,209) and a balance of £5,160 (2022: £3,000) due at the reporting date. Andrew Newland’s son is the managing director and a main
shareholder of SoBold Limited. The relationship is managed by VP Commercial Operations, Nick Claxton.
No other Director had a material interest in a contract, other than a service contract, with the Company or its subsidiaries, or investments during
the year.
24 Post reporting date events
As reported in the Chairman’s and Chief Executives Statement and elsewhere, the Group has had a strong start to 2024 with three new
service agreements signed with two large pharma customers, Eisai and AstraZeneca. The Group completed a Placing and Subscription of
£8.8 million before costs on 5 June 2024, and an Open Offer to raise up to a further £2.1 million is in progress for which the results will be
known on 21 June 2024.
ANGLE plc Annual Report and Financial Statements 2023Financial StatementsCOMPANY STATEMENT OF FINANCIAL POSITION
As at 31 December 2023
Assets
Non-current assets
Investment in subsidiaries
Other receivables
Total non-current assets
Current assets
Other receivables
Cash and cash equivalents
Total current assets
Total assets
Net assets
Equity
Share capital
Share premium
Share-based payments reserve
Accumulated losses
Equity attributable to owners
97
2022
£’000
10,923
62,356
73,279
14
30,812
30,826
2023
£’000
–
58,069
58,069
–
15,013
15,013
73,082
104,105
73,082
104,105
26,058
115,918
5,686
(74,580)
73,082
26,058
115,918
5,298
(43,169)
104,105
Note
C3
C4
C4
C5
The Company’s loss and total comprehensive loss for the year to 31 December 2023 were £32.9 million (2022: £13.0 million).
The Financial Statements on pages 97 to 103 were approved by the Board of Directors and authorised for issue on 12 June 2024 and signed
on its behalf by:
Ian F Griffiths
Director
Registered No. 04985171
Andrew D W Newland
Director
ANGLE plc Annual Report and Financial Statements 202398
COMPANY STATEMENT OF CASH FLOWS
For the year ended 31 December 2023
Operating activities
Profit/(loss) before tax
Adjustments for:
Impairment of investment in subsidiaries
Impairment of intercompany loans
Operating cash flows before movements in working capital
Net cash from/(used in) operating activities
Investing activities
Loans (to)/from subsidiaries
Net cash from/(used in) investing activities
Financing activities
Net proceeds from issue of share capital – placing
Proceeds from issue of share capital – share option exercises
Net cash from/(used in) financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at 1 January
Cash and cash equivalents at 31 December
2023
£’000
2022
£’000
(32,917)
(13,049)
12,817
20,100
–
–
(15,813)
(15,813)
–
14
14
(15,799)
30,812
15,013
-
13,049
–
–
(18,443)
(18,443)
18,922
123
19,045
602
30,210
30,812
ANGLE plc Annual Report and Financial Statements 2023Financial StatementsCOMPANY STATEMENT OF CHANGES IN EQUITY
For the year ended 31 December 2023
Equity attributable to owners
Share
premium
£’000
99,406
Share-based
payments
reserve
£’000
Accumulated
losses
£’000
2,704
(31,912)
Share
capital
£’000
23,514
At 1 January 2022
For the year to 31 December 2022
Profit/(loss)
Total comprehensive income/(loss)
Issue of shares (net of costs)
Share-based payment charge
Released on exercise
Released on forfeiture/lapse
2,544
16,512
At 31 December 2022
26,058
115,918
For the year to 31 December 2023
Profit/(loss)
Total comprehensive income/(loss)
Share-based payment charge
Released on forfeiture/lapse
At 31 December 2023
26,058
115,918
(13,049)
(13,049)
43
1,749
(43,169)
104,105
(32,917)
(32,917)
1,506
(74,580)
(32,917)
(32,917)
1,894
–
73,082
4,386
(43)
(1,749)
5,298
1,894
(1,506)
5,686
99
Total
equity
£’000
93,712
(13,049)
(13,049)
19,056
4,386
–
–
ANGLE plc Annual Report and Financial Statements 2023100
NOTES TO THE COMPANY FINANCIAL STATEMENTS
For the year ended 31 December 2023
C1 Accounting policies
C1.1 Basis of preparation
The Parent Company Financial Statements have been prepared in accordance with UK-adopted international accounting standards for the year
ended 31 December 2023. They have also been prepared in accordance with those parts of the Companies Act 2006 that apply to companies
reporting under those standards.
The accounting policies of the Company which have been applied consistently throughout the year are the same as those of the Group and are
presented on pages 72 to 78.
C1.2 Presentation of Financial Statements
The financial information, in the form of the primary statements contained in this report, is presented in accordance with International Accounting
Standard (IAS) 1 Presentation of Financial Statements.
C1.3 Investment in subsidiaries
Investment in subsidiaries is stated at cost plus capital contribution to the subsidiary in respect of share-based payments, less any provision for
impairment. The Company considers the recoverability of investment in subsidiaries on an annual basis in accordance with IAS 36 Impairment
of Assets. Where there is an indication (events or changes in circumstances) that the carrying amount may exceed the recoverable amount an
impairment review will be undertaken. The Directors consider that reference to the market capitalisation of the Company is an appropriate external
measure of the Company’s assets, including the value of the Company’s subsidiaries within this, and to the extent that there is material shortfall in
the market capitalisation relative to the book value of the net assets of the Company then this would be an indication of the need for an impairment
review. The recoverable amount is the higher of the Company’s fair value less costs to sell or value-in-use. An impairment loss is recognised against
the investment in subsidiaries for the amount by which the carrying amount of the net assets of the Company exceed the recoverable amount. The
impairment can be no more than the book value of the investment in subsidiaries. This impairment loss is recognised within operating costs. Where
assets have suffered an impairment, they are reviewed for possible reversal of the impairment at each reporting date.
C1.4 Other receivables – intercompany loans
Other receivables primarily comprises intercompany loans and is stated as cost less any provision for impairment. The Company is required
to calculate expected credit losses to assess the recoverability of intercompany loans on an annual basis in accordance with IFRS 9 Financial
Instruments. An adjustment to the provision for impairment is made as required. An impairment loss is recognised in the statement of
comprehensive income.
C1.5 Critical accounting estimates and judgements
The preparation of the Financial Statements requires the use of estimates, assumptions and judgements that affect the reported amounts of
assets and liabilities at the date of the Financial Statements and the reported amounts of revenues and expenses during the reporting year.
Although these estimates, assumptions and judgements are based on the Directors’ best knowledge of the amounts, events or actions, and are
believed to be reasonable, actual results ultimately may differ from those estimates.
The estimates that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are described below.
Impairment of investment in subsidiaries (Notes C1.3 and C3)
In accordance with IAS 36, the Company is required to make an assessment of the recoverability of investment in subsidiaries. ANGLE has
historically used its market capitalisation as a proxy for the fair value less costs to sell. As the market capitalisation at the year end was below the
value of net assets then this is treated as an indicator of impairment of the investment in subsidiaries. In accordance with IAS 36 an impairment
review of the £12.8 million carrying value of the investment in subsidiaries was undertaken and resulted in an impairment charge of £12.8 million
(2022: £nil) at the reporting date. The recoverability of the carrying value is ultimately dependent on the trading performance of the Group.
Management estimates the recoverable amount after considering the:
Fair value less costs to sell (FVLCTS)
The recoverable value assessed under FVLCTS uses market capitalisation at the year end (a proxy for fair value), a control premium and estimated
costs to sell. Significant judgements are however required as to whether a share price at a point in time (the year end) is a fair approximation of the
market capitalisation and what an appropriate control premium should be.
Standard sensitivity analysis is less useful, however, using the year end share price and assuming 3% costs to sell, then the share price and control
premium would need to exceed £0.29 or 147% respectively in order to start reversing this impairment charge.
Value in use calculations
These calculations involve significant judgement and estimation due to the inherent uncertainty and subjectivity over forecasting and discounting
future cash flows. The key input factors are the length of the forecast period, the underlying forecasts for each business area, the overall risk
adjustment factor to business areas, the discount rate and the terminal growth rate. As ANGLE is offering new products and services in an emerging
market then forecasts of the speed and scale up of the different products and services is challenging and dependent on many factors. While the
discount rate and terminal growth rate have a significant impact on the discounted cash flow calculations, these are more easily benchmarked to
the relevant sector, company stage of growth etc., and are therefore more straightforward to estimate. Outcomes may be materially different and
this could have a significant impact on the value in use calculations and therefore the carrying value of these assets.
ANGLE plc Annual Report and Financial Statements 2023Financial Statements101
C1 Accounting policies continued
Accounting for intercompany loans (Notes C1.4 and C4)
In accordance with IFRS 9 Financial Instruments, the Company is required to make an assessment of expected credit losses on intercompany
loans. Having considered the increased quantum of the intercompany loans and the probability of credit losses expected to arise across a number
of repayment scenarios, an adjustment to provisions for expected credit losses of £20.1 million (2022: £13.0 million) was recognised in the year.
The calculation of the provision for lifetime expected credit losses requires a significant degree of estimation, in particular in determining the
probability weighted likely outcome for each repayment scenario considered to determine the expected credit loss in each scenario. Input
parameters have included significant positive factors, for example, with regard to increasing product sales and establishing the distributor network,
new product and service launches, follow on business with Artios following a successful assay development program, the first large pharma
contract with Eisai, the excellent results from the combined DNA next generation sequencing of CTCs and ctDNA from the same blood sample,
as well as significant negative factors, including slower than anticipated revenue pick-up, poor macroeconomic factors and an extremely adverse
market for growth companies which may affect access to capital to develop the Company as well as our customer base and their purchasing
decisions. Should the outcomes vary, this could have a significant impact on the carrying value of the intercompany loans in future years.
A sensitivity analysis was performed on the impact of a +/-15% variation in the probability of default offset by a +/-10% variation in the probability
of full recoverability and a +/-5% probability of partial success. The impact on the provisions for expected credit losses in the year is an increase of
£14.2 million and a decrease of £14.2 million respectively.
C2 Total comprehensive income
As permitted by Section 408 of the Companies Act 2006, the Parent Company’s Statement of Comprehensive Income has not been included in
these Financial Statements. The total comprehensive loss for the year was £32.9 million (2022: £13.0 million).
The only employees of the Company are the Directors; the remuneration of the Directors is borne by Group subsidiary undertakings. Full details of
their remuneration can be found in the Directors’ Remuneration Report on pages 59 to 61.
Administrative expenses, including auditors’ remuneration, are borne by other Group companies and are not recharged to the Company.
C3
Investment in subsidiaries
Cost
At 1 January
Share-based payment charge
Impairment
At 31 December
2023
£’000
10,923
1,894
(12,817)
–
2022
£’000
6,537
4,386
–
10,923
Details of the Company’s subsidiary undertakings at 31 December 2023 are shown in Note 10 to the Consolidated Financial Statements along with
other interests held indirectly through subsidiary undertakings.
The fall in share price and impact on the market capitalisation of the Company at the year end has been identified as an impairment indicator in
accordance with IAS 36. Accordingly, a full impairment assessment has been performed as at 31 December 2023.
Management’s approach and the key assumptions used to determine the fair value less costs to sell or value in use were as follows:
Fair value less costs to sell (FVLCTS)
The key input factors of the FVLCTS calculation are:
1) Market capitalisation, as a proxy for fair value, which is based on the number of shares in issue and the share price
- Share price - IAS 36 requires the year end share price to be used which was £0.1175 per share at 31 December 2023.
2) Control premium – 50%
- On the basis of a low share price at year end (which has been significantly higher both before and after the year end), strong competitive
differentiators of the Company (platform technology, FDA clearance, patent life etc.) undervalued nature of the UK stock market and recent
biopharma deals.
3) Costs to sell – 3% of selling price in light of the overall value of such a transaction.
Management’s FVLCTS calculation indicate the value of the investment in subsidiaries should be impaired to £nil.
Under the fair value hierarchy of IFRS 13 Fair Value Measurement, the share price at the year end is known and treated as a level 1 measurement,
and, although not specific to the Company, there is benchmark data on a range of control premium and costs to sell such that this is deemed as a
level 2 measurement, such that as a whole these allow for a robust valuation at this point in time.
ANGLE plc Annual Report and Financial Statements 2023102
NOTES TO THE COMPANY FINANCIAL STATEMENTS CONTINUED
For the year ended 31 December 2023
C3 Investment in subsidiaries continued
Value in use calculations (VIU)
A discounted cash flow calculation was prepared to calculate the present value of the business. VIU calculations are by their nature forward looking
and help overcome limitations of looking at a valuation at one point in time. The key input factors of the VIU calculation are a 10-year forecast
period (recognising growth profile), revenue projections from products and services, a risk adjusted multiplier of 0.6, a perpetuity growth rate of
2% and a discount rate of 10%. The model is sensitive to these key inputs. There is inherent uncertainty involved in forecasting and discounting
future cash flows and the nature of the new products and services in an emerging and rapidly growing market means the Company has not yet
established a strong historical performance track record.
If the forecasted cash flows materialise in line with the 10-year forecast, then the investment in subsidiaries would not be impaired. However, under
a number of scenarios with a substantially reduced growth-rate an impairment of the investment in subsidiaries would be required.
As such, the Company has determined that the recoverable amount of the investment in subsidiaries should be based on the fair value less costs
to sell (FVLCTS) given the inherent uncertainty in the VIU and the fact that the Company has not yet established a strong historical performance
track record to be able to substantively support its growth assumptions. In accordance with IAS 36 and as described in Note C1.3 and C1.5 and
above, an impairment review of the carrying value of the investment in subsidiaries resulted in an impairment charge of £12.8 million (2022: £nil) at
the reporting date. This will be reviewed for possible reversal of the impairment at each reporting date.
C4 Other receivables
Amounts receivable after one year
Amounts due from Group undertakings
Cost
At 1 January
Additions/(repayments)
At 31 December
Provision
At 1 January
Impairment charge
At 31 December
Net book value
At 31 December
2023
£’000
2022
£’000
109,807
15,813
125,620
47,451
20,100
67,551
91,364
18,443
109,807
34,402
13,049
47,451
58,069
62,356
The Company provides a centralised treasury function to trading subsidiaries through ANGLE Technology Limited. The amounts due from Group
undertakings are interest free, unsecured and have no fixed date of repayment. Amounts due from Group undertakings are due on demand but are
not expected to be recovered within 12 months.
Having considered the increased quantum of the intercompany loans and the probability of credit losses expected to arise across a number
of repayment scenarios, an adjustment to provisions for expected credit losses of £20.1 million (2022: £13.0 million) was recognised in the
year. Input parameters for the year and sensitivity analysis are described in Note C1.4 and C1.5 above and overall, the Directors believe that the
negative factors outweigh the positive factors for the year (2022: also negative factors outweigh the positive factors) and as a consequence
there is a corresponding increase in the provision. Outcomes may be different and this could have a significant impact on the carrying value of the
intercompany loans in future years.
Amounts receivable within one year
Other receivables
Other receivables comprise share capital receivable.
2023
£’000
–
2022
£’000
14
ANGLE plc Annual Report and Financial Statements 2023Financial StatementsC5 Share capital
The share capital of the Company is shown below:
Allotted, called up and fully paid
260,580,547 (2022: 260,580,547) Ordinary shares of £0.10 each
103
2023
£’000
2022
£’000
26,058
26,058
Details of the Company’s share capital and changes in its issued share capital can be found in Note 19 to the Consolidated Financial Statements
on page 92.
Details of the Company’s share options schemes can be found in Note 20 to the Consolidated Financial Statements on pages 93 to 96.
C6 Guarantees and other financial commitments
In December 2020, the Company entered into a guaranty agreement in favour of the landlord, who absorbed significant bespoke fit-out costs, for
the clinical laboratory in Plymouth Meeting, Pennsylvania, USA in respect of obligations under the lease and bespoke fit-out costs for $1,044,800
reducing by $107,200 per annum. The total guaranty value at 31 December 2023 was US$857,600 (2022: US$964,800).
The Company provides financial support to its subsidiaries. Details of the Group’s financial commitments are given in Note 22 to the Consolidated
Financial Statements on page 96.
C7 Related party transactions
Group transactions and balances
The Company provides a centralised treasury function to trading subsidiaries through ANGLE Technology Limited. The amounts due to Group
undertakings are interest free, unsecured and have no fixed date of repayment. Details of amounts owed by ANGLE Technology Limited are given in
Note C4 above.
ANGLE Technology Limited recognised interest received on the Company’s cash and cash equivalents balances of £0.4 million (2022: £0.1 million).
Directors’ interests – related party interests and transactions
Details are given in Note 23 to the Consolidated Financial Statements on page 96.
C8 Post reporting date events
Details are given in Note 24 to the Consolidated Financial Statements on page 96.
ANGLE plc Annual Report and Financial Statements 2023104
NOTICE OF ANNUAL GENERAL MEETING
Directors:
J E Eid (Non-executive Director)
I F Griffiths (Finance Director)
J Groen (Chairman)
B Howlett (Non-executive Director)
A D W Newland (Chief Executive)
J Thompson (Non-executive Director)
13 June 2024
Dear Shareholder
Registered Office
10 Nugent Road
Surrey Research Park
Guildford
GU2 7AF
Annual General Meeting
You will find included with this document a Notice convening the Annual General Meeting (the “Meeting”) of ANGLE plc for 12:00 pm on Thursday
11 July 2024 at which the following Resolutions will be proposed:
1. Resolution 1 to receive the Annual Report and Financial Statements of the Company for the year ended 31 December 2023.
2. Resolution 2 to approve the Remuneration Policy (insofar as it relates to the Directors), for the year ended 31 December 2023 set out on page
58 of the Annual Report.
Note: this is an advisory vote only.
3. Resolution 3 to approve the Directors’ Remuneration Report for the year ended 31 December 2023 set out on pages 59 to 61 of the Annual
Report.
Note: this is an advisory vote only.
4. Resolution 4 to re-appoint the auditors of the Company, PricewaterhouseCoopers LLP, and authorise the Directors to determine their level
of remuneration.
5. Resolution 5 to grant the Directors authority to allot unissued shares in the capital of the Company up to an aggregate nominal amount
of £10,636,018.
Note: the Directors wish to renew their authorisations with respect to the allotment of new shares.
6. Resolutions 6 and 7 to disapply statutory pre-emption rights.
Note: the Directors wish to renew their authorisations for the disapplication of the statutory pre-emption rights in respect of the allotment of
new shares pursuant to rights issues or otherwise for cash and for financing a transaction which the Directors determine to be an acquisition
or other capital investment, as detailed in the Notice of Annual General Meeting, to enable the Directors to take advantage of opportunities
as they arise without the need for further Shareholder approval. The Resolutions proposed are in line with the most recent Statement of
Principles on Disapplying Pre-emption Rights published by the Pre-Emption Group in November 2022 (the “PEG Statement of Principles
2022”) and in line with the guidance issued by the Investment Association.
7. Resolution 8 to grant the Directors authority to purchase issued shares in the capital of the Company up to an aggregate nominal amount
of £3,190,806.
Note: whilst the Directors have no present intention of purchasing the Company’s shares, the Directors are seeking authorisation as they wish
to have the flexibility to do so if this was generally in the best interests of the Shareholders and (except in the case of purchases intended to
satisfy obligations under share schemes) the expected effect of the purchase would be to increase earnings per share of the remaining shares.
The authorities requested in items 5, 6, 7 and 8 will expire at the 2025 Annual General Meeting or, if earlier, 15 months from the date of the passing
of the Resolution.
ANGLE plc Annual Report and Financial Statements 2023Notice of Annual General Meeting
105
Meeting arrangements
The Meeting will be held at 12:00 pm on Thursday 11July 2024 at the Surrey Technology Centre, 40 Occam Road, Guildford, Surrey, GU2 7YG.
Please note that only those shareholders or their nominated proxies who attend in person will be deemed to be present at the Meeting and will be
entitled to speak and vote at the Meeting. If you are unable to attend the Meeting in person, you are strongly encouraged to vote in advance by
appointing the Chairman or another duly nominated person as your proxy (instructions are provided below). Questions are invited to be submitted
before the Meeting.
Business update presentation
The Board remains keen to encourage engagement with Shareholders. The Company will provide a business update presentation after the
formalities of the Meeting are concluded.
Action to be taken
Shareholders should register their Proxy Vote either online at www.signalshares.com or through CREST as outlined in the Notes to the Notice
of Annual General Meeting as soon as possible, but in any event no later than 48 hours before the time fixed for the Meeting. Shares held in
uncertificated form (i.e. in CREST) may be voted through the CREST Proxy Voting Service in accordance with the procedures set out in the
CREST Manual.
Recommendation
Your Directors consider the Resolutions to be proposed at the Annual General Meeting to be in the best interests of the Company and its
Shareholders. Accordingly, the Directors unanimously recommend Shareholders to vote in favour of all the Resolutions to be proposed at the
Annual General Meeting.
Yours faithfully
Jan Groen
Chairman
(Company number 04985171)
ANGLE plc Annual Report and Financial Statements 2023106
NOTICE OF ANNUAL GENERAL MEETING CONTINUED
NOTICE IS HEREBY GIVEN that the ANNUAL GENERAL MEETING (the “Meeting”) of ANGLE plc (the “Company") will be held at 12:00 pm on
Thursday 11 July 2024 at the Surrey Technology Centre, 40 Occam Road, Guildford, Surrey, GU2 7YG for the purpose of considering and, if thought
fit, passing the following Resolutions of which the Resolutions numbered 1 through 5 will be proposed as ordinary resolutions and Resolutions
numbered 6 through 8 will be proposed as special resolutions.
Ordinary Business
1.
TO receive the Financial Statements of the Company for the year ended 31 December 2023, and the reports of the Directors and auditors
thereon.
2.
TO approve the Remuneration Policy (insofar as it relates to the Directors), as set out on page 58 of the Annual Report for the year ended
31 December 2023.
Note: this is an advisory vote only.
3.
TO approve the Directors’ Remuneration Report as set out on pages 59 to 61 of the Annual Report for the year ended 31 December 2023.
Note: this is an advisory vote only.
4.
TO re-appoint PricewaterhouseCoopers LLP as auditors of the Company to hold office from the conclusion of this Meeting until the
conclusion of the next Annual General Meeting of the Company at which Financial Statements are laid and to authorise the Directors to
determine their remuneration.
Special Business
5.
THAT, for the purposes of section 551 of the Companies Act 2006 ("the Act"), the Directors be and they are hereby generally and
unconditionally authorised to exercise all powers of the Company to allot shares in the Company, or grant rights to subscribe for or convert
any security into shares in the Company, up to an aggregate nominal amount of £10,636,018 PROVIDED that this authority shall expire (unless
previously renewed, varied or revoked by the Company in general meeting) at the earlier of the conclusion of the next Annual General Meeting
of the Company or on the date falling 15 months after the passing of this Resolution EXCEPT that the Company may, before such expiry, make
an offer or agreement which would or might require shares to be allotted or the granting of rights to subscribe for, or convert any security
into, shares in the Company after such expiry and the Directors may allot shares and grant rights to subscribe for, or convert any security into,
shares in the Company in pursuance of any such offer or agreement as if the authority conferred hereby had not expired. This authority shall
replace any existing like authority which is hereby revoked with immediate effect but without prejudice to any allotment of shares or grant of
rights already made, offered or agreed to be made pursuant to such authorities.
6.
THAT, subject to and conditional upon the passing of Resolution 5, the Directors be and they are hereby generally empowered, in addition
to all existing authorities, pursuant to section 570 of the Act to allot equity securities (within the meaning of section 560 of the Act) for cash
pursuant to the authority conferred by Resolution 5 above as if section 561 of the Act did not apply to any such allotment, provided that this
power shall be limited to:
(a)
the allotment of equity securities in connection with an offer of equity securities open for acceptance for a period fixed by the Directors
to holders of equity securities on the register of members of the Company on a date fixed by the Directors in proportion (as nearly as may
be practicable) to their respective holdings of such securities or in accordance with the rights attached thereto but SUBJECT to such
exclusions, variations or other arrangements as the Directors may deem necessary or expedient to deal with:
i.
ii.
iii.
iv.
v.
fractional entitlements;
directions from any holders of shares to deal in some other manner with their respective entitlements;
legal or practical problems arising in any overseas territory;
the requirements of any regulatory body or stock exchange; or
otherwise howsoever;
(b)
(c)
the allotment of equity securities (otherwise than pursuant to sub-paragraph (a) of this Resolution 6) up to an aggregate nominal amount
of £3,190,806; and
the allotment of equity securities or sale of treasury shares (otherwise than under paragraph (a) or paragraph (b) of this Resolution 6)
up to a nominal amount equal to 20% of any allotment of equity securities or sale of treasury shares from time to time under paragraph
(b) of this Resolution 6), such authority to be used only for the purposes of making a follow-on offer which the Board of the Company
determines to be of a kind contemplated by paragraph 3 of Section 2B of the PEG Statement of Principles 2022 prior to the date of this
notice,
such authority to expire at the end of the next AGM of the Company or, if earlier, at the close of business on the date falling 15 months after
the passing of this Resolution but, in each case, prior to its expiry the Company may make offers, and enter into agreements, which would,
or might require equity securities to be allotted (and treasury shares to be sold) after the authority expires and the Board may allot equity
securities (and sell treasury shares) under any such offer or agreement as if the authority had not expired.
ANGLE plc Annual Report and Financial Statements 2023Notice of Annual General Meeting
107
7.
THAT, if Resolution 5 is passed, the Board be authorised in addition to any authority granted under Resolution 6 to allot equity securities
(as defined in the Act) for cash under the authority given by that Resolution 5 and/or to sell ordinary shares of £0.10 each in the capital of
the Company (“Ordinary Shares”) held by the Company as treasury shares for cash as if section 561 of the Act did not apply to any such
allotment or sale, such authority to be limited to:
(a)
(b)
the allotment of equity securities or sale of treasury shares up to a nominal amount of £3,190,806, such authority to be used only for the
purposes of financing (or refinancing, if the authority is to be used within 12 months after the original transaction) a transaction which
the Board of the Company determines to be either an acquisition or a specified capital investment of a kind contemplated by the PEG
Statement of Principles 2022 prior to the date of this notice; and
the allotment of equity securities or sale of treasury shares (otherwise than under paragraph (a) of this Resolution 7) up to a nominal
amount equal to 20% of any allotment of equity securities or sale of treasury shares from time to time under paragraph (a) of this
Resolution 7), such authority to be used only for the purposes of making a follow-on offer which the Board of the Company determines to
be of a kind contemplated by paragraph 3 of Section 2B of the PEG Statement of Principles 2022 prior to the date of this notice,
such authority to expire at the end of the next AGM of the Company or, if earlier, on the date falling 15 months after the passing of this
Resolution but, in each case, prior to its expiry the Company may make offers, and enter into agreements, which would, or might, require equity
securities to be allotted (and treasury shares to be sold) after the authority expires and the Board may allot equity securities (and sell treasury
shares) under any such offer or agreement as if the authority had not expired.
8.
THAT, the Company be and is hereby generally and unconditionally authorised for the purposes of section 701 of the Act to make market
purchases (within the meaning of section 693(4) of the Act) of Ordinary Shares on such terms and in such manner as the Directors may from
time to time determine, provided that:
(a)
the maximum number of Ordinary Shares that may be purchased is 31,908,055 (representing approximately 10% of the Company’s
issued share capital at the date of this notice);
(b)
the minimum price (exclusive of expenses) which may be paid for each Ordinary Share is £0.10; and
(c)
the maximum price (exclusive of expenses) which may be paid for each Ordinary Share is an amount equal to 105% of the average of
the middle market quotations of an Ordinary Share taken from the London Stock Exchange Daily Official List for the five business days
immediately preceding the day on which the Ordinary Share is contracted to be purchased,
and the authority hereby conferred shall expire (unless previously renewed, varied or revoked by the Company in general meeting) at the end of
the next AGM of the Company or, if earlier, at the close of business on the date falling 15 months after the passing of this Resolution EXCEPT
that the Company may, before such expiry, enter into one or more contracts to purchase Ordinary Shares under which such purchases may
be completed or executed wholly or partly after the expiry of this authority and may make a purchase of Ordinary Shares in pursuance of any
such contract or contracts.
Registered Office
10 Nugent Road
Surrey Research Park
Guildford
GU2 7AF
Dated 13 June 2024
By Order of the Board
Ian F Griffiths
Company Secretary
ANGLE plc Annual Report and Financial Statements 2023
108
NOTICE OF ANNUAL GENERAL MEETING CONTINUED
Notes:
1. Under the Articles of Association of the Company, a member of the Company entitled to attend and vote at the Annual General Meeting may
appoint one or more proxies to vote instead of him. A shareholder may appoint more than one proxy in relation to the Meeting provided that
each proxy is appointed to exercise the rights attached to a different Ordinary Share or Ordinary Shares held by that shareholder. A proxy need
not be a shareholder of the Company.
2.
To be valid, an appointment of proxy must be registered with or returned to the Company’s Registrar at least 48 hours before the time of the
Meeting or any adjourned meeting by one of the following methods:
● by logging on to www.signalshares.com and following the instructions;
● you may request a hard copy Form of Proxy directly from the Registrar, Link Group, on Tel: 0371 664 0300. Calls are charged at the
standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate.
Link Group are open between 09:00 and 17:30, Monday to Friday excluding public holidays in England and Wales. The Form of Proxy in hard
copy duly executed, together with the power of attorney or other authority (if any) under which it is signed (or a notarially certified copy of such
power or authority) must be deposited at the Company's Registrar, Link Group, PXS1, Central Square, 29 Wellington Street, Leeds, LS1 4DL.
If a hard copy Form of Proxy is used to appoint more than one proxy, the Form of Proxy should be photocopied and completed for each proxy
holder and the proxy holder's name should be written on the Form of Proxy together with the number of shares in relation to which the proxy
is authorised to act. The box on the Form of Proxy must also be ticked to indicate that the proxy instruction is one of multiple instructions
being given;
● if you are an institutional investor you may also be able to appoint a proxy electronically via the Proxymity platform, a process which has
been agreed by the Company and approved by the Registrar. For further information regarding Proxymity, please go to www.proxymity.io.
Your proxy must be lodged by 12:00 pm on Tuesday 9 July 2024 in order to be considered valid or, if the meeting is adjourned, by the time
which is 48 hours before the time of the adjourned meeting. Before you can appoint a proxy via this process you will need to have agreed to
Proxymity’s associated terms and conditions. It is important that you read these carefully as you will be bound by them and they will govern the
electronic appointment of your proxy. An electronic proxy appointment via the Proxymity platform may be revoked completely by sending an
authenticated message via the platform instructing the removal of your proxy vote; or
● in the case of CREST members, by utilising the CREST electronic proxy appointment service in accordance with the procedures set out in
Note 4 of this document.
3.
4.
Pursuant to regulation 41 of the Uncertificated Securities Regulations 2001, the Company has specified that, to be entitled to vote at the
Meeting (and for the purpose of determining the number of votes they may cast), members must be entered on the Company's register of
members at close of business on 9 July 2024. Changes to entries on the relevant register of securities after that time shall be disregarded in
determining the rights of any person to vote at the Meeting.
To appoint a proxy or to give or amend an instruction to a previously appointed proxy via the CREST system, the CREST message must be
received by the issuer’s agent RA10 by at least 48 hours before the time of the Meeting or any adjourned meeting. For this purpose, the time
of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications Host) from which
the issuer’s agent is able to retrieve the message. After this time any change of instructions to a proxy appointed through CREST should be
communicated to the proxy by other means. EUI does not make available special procedures in CREST for any particular messages, therefore
normal system timings and limitations will apply in relation to the input of CREST proxy instructions. CREST Personal Members or other CREST
sponsored members, and those CREST Members who have appointed voting service provider(s) should contact their CREST sponsor or
voting service provider(s) for assistance with appointing proxies via CREST. For further information on CREST procedures, limitations and
system timings please refer to the CREST Manual. We may treat as invalid a proxy appointment sent by CREST in the circumstances set out
in Regulations 35(5) (a) of the Uncertificated Securities Regulations 2001. In any case your Proxy Vote must be received by the Company’s
Registrar no later than at least 48 hours before the time of the Meeting or any adjourned meeting.
5. Any corporation which is a member can appoint one or more corporate representatives who may exercise on its behalf all of its powers as a
member provided that they do not do so in relation to the same shares.
6. A corporation must execute the Form of Proxy under the hand of a duly authorised officer or attorney. The power of attorney or authority (if
any) should be returned with the Form of Proxy.
7.
8.
9.
In the case of joint holders, where more than one of the joint holders purports to appoint a proxy, only the appointment submitted by the most
senior holder will be accepted. Seniority is determined by the order in which the names of the joint holders appear in the Company’s register of
members in respect of the joint holding (the first-named being the most senior).
If a shareholder submits more than one valid proxy appointment, the appointment received last before the latest time for the receipt of proxies
will take precedence. If the Company is unable to determine which appointment was received last, none of them will be treated as valid in
respect of that share.
To be entitled to attend and vote at the AGM (and for the purpose of the determination by the Company of the votes they may cast),
shareholders must be registered in the register of members of the Company at 6:00 pm on 9 July 2024 (or, in the event of any adjournment,
not less than 48 hours before the time of the adjourned meeting (excluding any part of a day that is not a working day)). Changes to the
register of members after the relevant deadline shall be disregarded in determining the rights of any person to attend and vote at the meeting.
10. As at 12 June 2024, being the last practicable day prior to the date of this Notice of AGM, the Company’s issued share capital consisted of
319,080,547 Ordinary Shares. Each Ordinary Share carries the right to one vote at a general meeting of the Company and, therefore, the total
number of voting rights in the Company as at 12 June 2024 is 319,080,547.
ANGLE plc Annual Report and Financial Statements 2023Notice of Annual General Meeting109
Explanatory Notes:
Resolution 1: Report and Financial statements
The Directors are required to present to the Meeting the audited Financial Statements and the reports of the Directors and the auditors for the year
ended 31 December 2023.
Resolution 2: Directors’ Remuneration Policy
As an AIM-quoted company the Company is not subject to the legislation requiring companies to submit their remuneration policy insofar
as it relates to the Directors to a binding vote of Shareholders. However, the Company has on a voluntary basis prepared a forward-looking
Remuneration Policy which is submitted to a vote of Shareholders on an advisory basis. If the Remuneration Policy insofar as it relates to the
Directors is approved and remains unchanged; it will be valid for up to three financial years without new Shareholder approval being requested.
The Remuneration Policy was approved by Shareholders at the 2021 Annual General Meeting and is therefore due for re-approval. If the Company
wishes to change the policy in any material way, it intends to put the revised policy to a Shareholder vote before it is able to implement that
revised policy.
Resolution 3: Directors’ Remuneration Report
This Resolution seeks approval of the Directors’ Remuneration Report for the year ended 31 December 2023. The full text of the Directors’
Remuneration Report is contained on pages 59 to 61 of the Company’s Annual Report.
This is an advisory vote and no entitlement to remuneration for the year ended 31 December 2023 is conditional on this Resolution being passed.
Resolution 4: Re-appointment of auditors
The Company is required to appoint auditors at each general meeting at which financial statements are laid before the Company, to hold office
until the end of the next such meeting. This Resolution proposes the appointment and, in accordance with standard practice, gives authority to the
Directors to determine the remuneration to be paid to the auditors.
Resolution 5: Directors' authority to allot shares
Section 551 of the Act provides that the directors of a company may not allot shares (or grant rights to subscribe for shares or to convert any
security into shares) in a company unless they have been given prior authorisation for the proposed allotment by ordinary resolution of the
company's shareholders or by the Articles of Association of a company.
Accordingly, this Resolution seeks to grant a new authority under section 551 of the Act to authorise the Directors to allot shares in the Company
or grant rights to subscribe for, or convert any securities into, shares of the Company and will expire on the date falling 15 months after the passing
of this Resolution or at the conclusion of the next Annual General Meeting of the Company following the passing of this Resolution, whichever
occurs first.
If passed, Resolution 5 would give the Directors authority to allot shares or grant rights to subscribe for, or convert any security into, shares in the
Company up to a maximum nominal value of £10,636,018 representing approximately one-third of the Company's nominal value of the issued
share capital at the date of this notice.
ANGLE plc Annual Report and Financial Statements 2023110
NOTICE OF ANNUAL GENERAL MEETING CONTINUED
Resolutions 6 and 7: Disapplication of pre-emption rights
Under section 561(1) of the Act, if the Directors wish to allot any of the unissued shares or grant rights over shares for cash (other than pursuant
to an employee share scheme) they must in the first instance offer them to existing shareholders in proportion to their holdings. There may be
occasions, however, when the Directors will need the flexibility to finance business opportunities by the issue of shares without a pre-emptive offer
to existing Shareholders. This cannot be done under the Act unless the Shareholders have first waived their pre-emption rights. The Resolutions
proposed are in line with the PEG Statement of Principles 2022 and in line with the guidance issued by the Investment Association.
If passed, Resolution 6 empowers the Directors to allot equity securities for cash other than in accordance with the statutory pre-emption rights
in respect of (i) rights issues and similar offerings, where difficulties arise in offering shares to certain overseas Shareholders, and in relation to
fractional entitlements and certain other technical matters and (ii) generally in respect of Ordinary Shares up to a maximum nominal value of
£3,190,806, representing approximately 10% of the Company’s nominal value of the issued share capital as at the date of this notice, together with
authority for up to a maximum nominal value of £638,161, representing approximately 2% of the Company’s issued ordinary share capital as at the
date of this notice, to be used only for the purposes of a follow-on offer which the Directors determine to be of a kind contemplated by paragraph 3
of section 2B of the PEG Statement of Principles 2022. This is proposed as a special resolution.
If passed, Resolution 7 empowers the Directors to make allotments for cash, in respect of a further maximum nominal value of £3,190,806,
representing approximately 10% of the Company’s issued ordinary share capital as at the date of this notice, provided that this power may be used
only for the purposes of financing (or refinancing, if the authority is to be used within six months of the original transaction) a transaction which the
Directors determine to be an acquisition or other capital investment of a kind contemplated by the PEG Statement of Principles 2022, together with
authority for up to maximum nominal value of £638,161, representing approximately 2% of the Company’s issued ordinary share capital as at the
date of this notice, to be used only for the purposes of a follow-on offer which the Directors determine to be of a kind contemplated by paragraph 3
of section 2B of the PEG Statement of Principles 2022. This is proposed as a special resolution.
The Directors intend to adhere to the guidelines set out in the PEG Statement of Principles 2022, and not to allot shares for cash on a non pre-
emptive basis pursuant to the authority in Resolution 6 or Resolution 7 in excess of an amount equal to 10% of the Company’s issued ordinary
share capital (excluding treasury shares) in any one-year period, whether or not in connection with an acquisition or specified capital investment,
in each case other than in connection with an acquisition or specified capital investment which is announced contemporaneously with the
allotment or which has taken place in the preceding six-month period and is disclosed in the announcement of the allotment.
These authorities will expire on the date falling 15 months after the passing of the Resolutions or, if sooner, the conclusion of the next AGM of
the Company after the passing of the Resolutions. The exception to this is that the Directors may allot equity securities after the authorities have
expired in connection with an offer or agreement made or entered into before the authorities expired.
Resolution 8: Authority for market purchase
If passed, Resolution 8 will permit the Company to purchase up to 31,908,055 Ordinary Shares (representing approximately 10% of the Ordinary
Shares in issue as at the date of this notice) through the market subject to the pricing limits set out in the Resolution and shall expire (unless
previously renewed, varied or revoked by the Company in general meeting) on the date falling 15 months after the passing of this Resolution or at
the conclusion of the next Annual General Meeting of the Company (whichever first occurs). This is proposed as a special resolution.
ANGLE plc Annual Report and Financial Statements 2023Notice of Annual General MeetingGENERAL INFORMATION FOR SHAREHOLDERS
In respect of the Annual General Meeting
111
Time of the Meeting
The Meeting will start promptly at 12:00 pm on Thursday 11 July 2024.
The venue
The Meeting will be held in person at the Surrey Technology Centre, 40 Occam Road, Guildford, Surrey, GU2 7YG.
Shareholders are asked to exercise their votes by submitting their proxy as set out in the Notice of Meeting above. All Shareholders are strongly
recommended to vote electronically at www.signalshares.com as your vote will automatically be counted.
Travel details
Directions to the venue can be found at https://surrey-research-park.com/connect-and-collaborate/ in the “Where to find us” section. There is
easy access to the venue from the A3 and there is a large secure car park. Please note you need to register your car for free parking upon arrival.
The nearest railway station is Guildford, and the venue is located approximately five minutes taxi ride or ten minutes bus ride from the railway
station. The bus stop is situated nearby.
ANGLE plc Annual Report and Financial Statements 2023112
THE CHALLENGE
Cancer: a significant and growing problem
What is cancer?
Cancer is a disease in which abnormal cells divide
without control and can invade nearby tissues
Cancer starts when genetic changes make one cell or a few cells begin
to grow and multiply, unchecked by normal restraints. This may cause a
growth called a tumour that can have dangerous consequences for organs
in the body.
How cancer spreads
The main reason that cancer is so serious is its ability to spread throughout
the body. Cancer cells can spread locally by moving into nearby tissue or
spread regionally to nearby lymph nodes, tissues or organs. It can also
spread to distant parts of the body and this is called metastatic cancer.
Circulating tumour cells (CTCs), which are shed by the primary tumour into
the blood, are thought to be the precursors of metastasis5.
How many people are affected?
Why is metastasis so serious?
1 in 2
people will be diagnosed with cancer in their lifetime1,2
90%of cancer deaths are caused by metastasis6
54%
Global increase in number of new cancer cases from 2022 to 20453
18.7m new cases
Globally, over 18 million people were diagnosed with cancer and almost
10 million people died from the disease in 20224. There are a further 49.3
million people living with cancer4
1 https://seer.cancer.gov/statfacts/html/all.html
2 www.cancerresearchuk.org/about-cancer/what-is-cancer – UK (50%).
3 https://gco.iarc.who.int/tomorrow/en
4 www.gco.iarc.fr/today/home.
5 Smit & Pantel, Mol Aspects Med, 96 (2024).
6 Seyfried & Huysentruyt, Crit Rev Oncol, 18 (1-2) 43-73 (2013).
The “stage” of cancer at diagnosis is extremely important for predicting
patient survival. Cancer staging is a way of describing the size of a cancer
and how far it has spread into the surrounding tissues or other sites in the
body (metastasis). Staging is important in helping determine treatment.
If the cancer is “early” stage and found in only one place in the body, then
surgery or radiotherapy may be sufficient. If the cancer is “late” stage or has
metastasised to many places in the body, then treatment is needed that
also circulates throughout the whole body, such as chemotherapy, hormone
therapy, or targeted cancer drugs.
Once cancer spreads, it can be hard to control, and while some types of
metastatic cancer can be driven into remission with treatment, most cannot.
There is significant variation in the likely stage at diagnosis between different
cancer types. Some cancer types have no obvious symptoms or are fast-
growing, and as a result, patients are often diagnosed at a late stage once
the cancer has already spread. These include lung, ovarian and pancreatic
cancers.
Why is treating cancer so challenging?
During cancer treatment there
are many challenges to optimal
patient management:
1
How do you know which drug
will work most effectively?
Mutations in cancer cells
vary from patient to patient with
the same cancer type so the
same drug isn’t effective for all
patients.
2
How do you track whether
drugs are working and
continue to be effective?
A single tumour contains
cancer cells with many different
mutations – this is known as
heterogeneity. This means that
a drug may only be effective
against part of the tumour.
3
How do you
monitor patients
in the long-term?
Over time cancer cells
evolve and can change
in response to treatment
selection pressure. Continual
monitoring is needed to
deliver targeted treatment.
Tissue biopsy shortcomings
The standard diagnostic test
for cancer is to undertake
a solid tissue biopsy.
This approach has many
shortcomings compared to a
liquid biopsy:
Expensive to perform
and requires a lot of
hospital resources.
Patients experience
a longer recovery
time which may
delay treatment.
Requires an invasive
procedure and can
cause adverse events.
Poor tissue availability due
to inaccessibility of the tumour
(pancreatic, lung, brain, liver
and bone cancers).
Difficult to repeat so
unable to track the changes
in the cancer over time and
the development of
drug resistance.
Only samples one site and
may not reflect tumour
heterogeneity.
ANGLE plc Annual Report and Financial Statements 2023Additional InformationAT A GLANCE
Liquid biopsy improving patient outcomes and
reducing healthcare costs
113
The Parsortix system
captures circulating
tumour cells (CTCs)
which can cause
cancer metastasis
and harvests them for
analysis.
Tissue biopsy is the current
standard of care but has
many shortcomings and
is challenged by:
1) the frequent lack of
tissue availability (too
ill for surgery, tumour
inaccessible, insufficient
tissue);
2) tumour heterogeneity as it
only samples one site; and
3) the dynamic nature
of the cancer response
to treatment meaning the
original biopsy information
is rapidly outdated.
Obtaining cancer tissue for analysis
Solid tissue biopsy
Tumour tissue is cut out from the cancer site through an
invasive procedure
Tissue samples
Tissue is specially prepared so sections
can be examined – usually formalin-fixed
paraffin-embedded (FFPE) samples
Liquid biopsy
Cancer cells or cell fragments are obtained from
a simple blood test. Non-invasive, repeatable, real-time,
cost effective
CTCs Living intact cancer cells shed
from a tumour into the bloodstream which
can cause metastasis
Circulating tumour DNA (ctDNA)
DNA mainly from fragments of dead
cells shed into the bloodstream can
contain cancer-related mutations
Benefits of Parsortix CTC solution
Source
Sample type
Procedure
Sample accessibility
Tumour heterogeneity
Patient recovery time
Test costs
Test turnaround time
Longitudinal monitoring5
Molecular
analysis
Live cells
DNA
RNA
Protein
Cell culture
Xenograft
Solid tissue biopsy
Primary tumour
Metastatic site
Intact cells
Invasive
Intact cells
Invasive
Liquid biopsy
CTCs1
Intact cells
Minimally invasive3
ctDNA2
Fragmented DNA
Minimally invasive3
Not always accessible
Less accessible
Accessible using Parsortix4
Accessible
Site of biopsy sampling
Site of biopsy sampling
Multi-site sampling
Multi-site sampling
Varies
Varies
Varies
Difficult
Yes
Yes
Yes
Yes
Yes
Longer
Higher
Longer
Very difficult
Yes
Yes
Yes
Yes
Yes
None
Lower
Shorter
Easy
Yes
Yes
Yes
Yes
Yes
None
Lower
Shorter
Easy
Yes
No
No
No
No
Standard of care
Proven
Proven
Adopted in prostate cancer for
Adopted for targeted treatment
AR-V7
selection
1 CTCs (circulating tumour cells) are live cancer cells circulating in the blood.
2 ctDNA is cell-free circulating tumour fragments of DNA from dead cells, which may be found in the plasma component of the blood.
3 Sample obtained from simple peripheral blood draw.
4 Access to CTCs from blood is technically challenging given the low number of CTCs present and historically has been very difficult. ANGLE’s Parsortix system
has been specially designed to address this issue.
5 Solid tissue biopsy information is a one-time snapshot and rapidly becomes outdated and does not reflect response to treatment and current mutational
status. Liquid biopsy information is dynamic as tests can be repeated to provide real time information to monitor changes over time.
ANGLE plc Annual Report and Financial Statements 2023
114
WHICH SAMPLE?
CTCs provide the complete picture
Circulating tumour cells (CTCs) and circulating tumour DNA (ctDNA) can be measured concurrently from a single
blood draw to provide complementary information about a patient’s disease. Liquid biopsy has the potential to
advance current standard of care throughout the patient treatment pathway.
Solid biopsy
CTCs Complete DNA, RNA and proteins
ctDNA DNA fragments only
CTCs are living cells that cause metastasis and can provide prospective
information on cancer evolution in response to drug therapy. Identifying
and targeting these cells may improve patient outcomes.
ctDNA is mainly derived from dead cells and provides little insight
into how the cancer might develop in the future, e.g. emerging
drug resistance.
Multiple DNA abnormalities
(including epigenetic
modifications)
Multiple DNA abnormalities
(including epigenetic
modifications)
RNA expression
Protein expression
In vitro and in vivo culture
Circulating
tumour
cell
(CTC)
Circulating
tumour
DNA (ctDNA)
Blood sample
Liquid
biopsy
“CTCs represent the only viable biomarker
that provides tumor-specific information, even
after the primary tumor has been resected.
Moreover, through liquid biopsy from the blood,
CTCs are easily accessible and CTC detection
(and characterization) can be repeated over the
course of the disease of an individual patient…
…In contrast to circulating nucleic acids,
proteins, EVs and other potential biomarkers,
CTCs present the only viable analyte that
can be captured by liquid biopsy and thus
enables further downstream analysis as well as
functional characterization.”
Professor Klaus
Pantel, Founder
and Chairman of the
Institute of Tumor
Biology, University
Medical Center
Hamburg-Eppendorf,
Germany
With advances in genomic sequencing oncologists are increasingly
able to select therapies based on the specific DNA mutations identified
in a patient’s tumour. However, many patients fail to respond to targeted
treatment or do not have a sustained response.
That may be, in part, because key information about the biology of the
tumour is missing from looking at the DNA alone. While the presence of
mutations can be determined from DNA, the effect of mutations on protein
function cannot be fully understood without analysing gene expression
(RNA) or the proteome. Understanding protein expression provides a
more accurate and functional description of the tumour at the specific
sampling time and is critical for drug development, treatment selection, and
predicting treatment response. This is recognised by the National Institute
of Health as being crucial to improving patient outcomes.
With growing understanding and investment in proteogenomic research,
we find ourselves in a new era: the Omics Revolution, which aims to provide
the complete picture of a patient’s tumour and transform the future of
personalised medicine.
The study of CTCs allows us to look beyond the genome at
complete DNA, RNA, and protein expression analysis for genomic,
transcriptomic, and proteomic research.
What is the genome, transcriptome
and proteome?
Genome
Between
20,000-25,000 genes
Genes are units of DNA that code for proteins. Abnormalities in
certain genes can result in cancer development and growth.
Transcriptome
Approximately
100,000 transcripts
To make proteins, genes must first be transcribed into messenger
RNA (mRNA). Different sections of a gene can either be included
or excluded from the mRNA transcript, producing multiple different
transcripts from a single gene that result in related but different
proteins.
Proteome
Estimated more than
1,000,000 proteins
After mRNA transcripts are translated into proteins, proteins undergo
modifications that affect their activity and how long they are present
in a cell. Protein abundance, diversity and function could hold the key
to understanding why targeted therapies may not always work as
expected.
ANGLE plc Annual Report and Financial Statements 2023Additional Information115
Emerging clinical utility of CTCs
CTC based liquid biopsies enable minimally invasive, longitudinal monitoring of cancer for the entirety of the
patient care pathway.
CTCs can provide complementary information alongside current standard of care for clinical decision making. This includes:
Disease risk & prognosis
● CTCs have been isolated and enumerated as a prognostic
biomarker in multiple cancers1,2.
● Gene expression analysis of CTCs has been shown to
accurately differentiate between early and late-stage
cancer, providing a more effective predictor of disease as
compared to gold standard biomarkers alone3.
● CTCs and cancer associated macrophage-like cells
(CAMLs) are markers for disease prognosis4,5 and disease
monitoring after surgery, to aid patient management5.
Therapeutic target selection:
● CTCs contain intact whole cancer genomes and
transcriptomes, and can offer complementary information
alongside ctDNA1,6. This information can provide clinical
targets for drug selection in multiple cancers1. These targets
have been shown to mirror matched metastatic tissue
biopsy7.
● Molecular analysis of CTCs has shown clinical relevance,
providing additional information to guide treatment
decisions1 and identify targets for drug selection such as
HER24.
Monitoring treatment response and resistance:
● CTCs have been analysed to study mutations and changes
in mutations to track tumour evolution throughout the
treatment process8. This is relevant for studying treatment
response and treatment resistance. This allows a real-time
view of cancer status to inform current and future drug
selection.
Spatiotemporal monitoring of metastasis
● CTCs can cause metastasis, and therefore
provide information on the metastatic process8.
As a result, CTCs are more representative of cancer
heterogeneity than single tissue samples and provide up-
to-date clinical information.
● Analysis of CTCs has shown high levels of epithelial-to-
mesenchymal transition (EMT). EMT is a key transition
step in cancer cells associated with progression,
metastasis, resistance to treatment and relapse9.
This status has been reported to be almost exclusively
associated with advanced disease and independent of the
EMT status of matched tissue biopsy9.
● Monitoring EMT status in CTCs has been reported as
a marker of cancer metastasis10.
Post treatment monitoring
● Analysis of CTCs has the potential to enable detection
of minimal residual disease (MRD) prior to standard of
care11-13.
● In some cases ctDNA and CTCs have been shown to
predict relapse earlier than imaging and more accurately
than serum markers14.
● CTCs have been reported to identify patient groups at
high risk of relapse that may benefit from systemic
therapy15.
● The presence of specific markers on CTCs has been
reported to independently predict an increased risk of
disease relapse, death and potential immune
response16.
● CTC analysis during relapse has shed light on treatment
resistance and the metastatic process8 to inform current
and future drug selection.
Liquid biopsy in the patient care pathway
Screening
Early-stage
cancer
Advanced stage
cancer
Post
treatment
Disease
remission
Disease
relapse
1 Ortolan, E. et al. ESMO Open 6, (2021).
6 Kong, S. L. et al. Front. Oncol. 11, (2021).
12 Ko, J. M.-Y. et al. Br. J. Cancer 123, 114–125 (2020).
2 Müller, V. et al. ESMO Open 6, 100299 (2021).
7 Ring, A. et al. Ann. Surg. Oncol. 29, 2882–2894 (2022).
13 Mi, J. et al. Front. Oncol. 12, (2022).
3 Moore, R. G. et al. Obstet. Gynecol. 140, 631 (2022).
8 Silvestri, M. et al. Sci. Rep. 12, 1470 (2022).
14 Gorges, K. et al. Cancers 11, 1685 (2019).
4 Nitschke, C. et al. Cancers 14, 4405 (2022).
9 Payne, K. et al. Head Neck 44, 2545–2554 (2022).
15 Lucci, A. et al. Clin. Cancer Res. 26, 1886–1895 (2020).
5 Nitschke, C. et al. Biomedicines 10, 2955 (2022).
10 Zhang, Z. et al. Anal. Chem. 93, 16787–16795 (2021).
16 Papadaki, M. A. et al. Cancers 12, 376 (2020).
11 Stergiopoulou, D. et al. Sci. Rep. 13, 1258 (2023).
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Additional Information
ANGLE plc Annual Report and Financial Statements 2023
THE SOLUTION
Parsortix system
The Parsortix system from ANGLE uses a
patented microfluidic technology in the form of a
single use cassette to capture and then harvest
circulating tumour cells (CTCs) from blood.
The cassette captures CTCs based on their less
deformable nature and larger size compared to
other blood cells.
The Parsortix system has a
unique combination of features
making it suitable for routine
clinical analysis of patient
blood samples.
Professor Ged Brady
Cancer Research UK Manchester Institute of Technology
A closer look at the cassette
CTCs are caught on a step that “folds over”
in a microscope slide sized cassette.
Inlet
Cross section
Patented multifold
and separation step
Critical gap
Captured CTCs
White blood cells
Red blood cells
Blood flow
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117
Competitive differentiation
Unlike some other CTC enrichment technologies, we believe the
Parsortix system is applicable for all solid tumour cancers and has
been exemplified in 24 different cancer types.
The Parsortix system can identify many CTC subpopulations,
including epithelial or mesenchymal cells or those undergoing
epithelial-to-mesenchymal transition (EMT).
EMT is important because it is involved in tumour progression, the
development of drug resistance and metastasis. EMT is not complete
in cancer cells, and tumour cells are in multiple transitional states
and express mixed epithelial and mesenchymal markers. Such hybrid
cells in partial EMT can move collectively as clusters and can be more
aggressive than cells with a distinct phenotype.
EMT results in a loss of expression of the epithelial marker, EpCAM.
As a result, up to 50% of CTCs could be missed by EpCAM
dependent CTC enrichment systems1,2.
It is important to identify CTC subpopulations given their different
prognostic significance with respect to clinical outcomes and
treatment response.
The Parsortix system can isolate clusters of CTCs. Parsortix enriched
CTC clusters have shown to have up to 100 times increase in
metastatic potential compared to single CTCs3.
The system facilitates the capture and release of live CTCs for further
analysis via cell culture.
This technology has been described in clinical research as a suitable
platform for potential downstream transcriptomic analysis due to
its low white blood cell background yield as compared to other
technologies.
The Parsortix system can be used for the enrichment and analysis
of CTCs alongside the analysis of ctDNA providing unique
complementary insights.
Read more on pages 17 and 18
Isolated CTCs
easily harvested for
downstream analysis
Harvested CTCs
remain viable and can
be cultured
Can isolate CTC
clusters with high
metastatic potential
CTCs suitable
for multi-omics
providing tumour
DNA, RNA and
proteins
Parsortix
System
Proprietary microfluidic
device for CTC capture
and harvest
Can isolate
epithelial,
mesenchymal and
CTCs undergoing
EMT
Simple, reliable, low
cost method
1. Hyun, K.-A. et al. Oncotarget 7, 24677–24687 (2016).
2. de Wit, S. et al. Oncotarget 9, 35705–35716 (2018).
3. Cheung, K.J. et al. Proc Natl Acad Sci U S A. 113(7):E854-63 (2016).
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HOW IT WORKS
Capture, harvest and analysis of CTCs
The Parsortix system is a next generation liquid biopsy
technology. Starting from a simple blood draw, which
is minimally invasive and can be repeated as often
as needed, the system isolates and harvests CTCs,
intact cancer cells, providing a real-time sample for
subsequent analyses using widely adopted laboratory
techniques.
Unlike ctDNA, which is limited to DNA analysis and
is the focus for most of the liquid biopsy industry, a
full range of analyses (DNA, RNA and protein) can be
undertaken with CTCs, providing the best sample for
multi-omic analysis.
Automated process requiring minimum user intervention
Blood collection
1
Designed for a single 10ml tube of blood.
No pre-processing required.
Automated blood processing
2
Blood is pumped through the cassette with minimal user input.
Cell capture in cassette
3
Cell harvest
4
Proprietary single use cassette captures CTCs, intact living
cancer cells.
CTCs can be harvested in <200μl buffer for multiple downstream
analysis techniques.
ANGLE plc Annual Report and Financial Statements 2023Additional Information119
Downstream analysis
5
Widely available techniques
Imaging assays
Molecular assays
ANGLE is developing numerous assays for
the molecular analysis of CTCs.
These include:
● Sample-to-answer solution for parallel
analysis of CTCs and ctDNA
● Digital PCR pan cancer assay
● NGS pan cancer assay
● Custom assays and panels
● Single cell picking workflow
Read more on pages 17 and 18
The cells harvested by the Parsortix system
can be analysed using existing techniques
already established for tissue biopsy and
cell analysis including:
Imaging assays
● Cytopathology
● Immunofluorescence (IF)
Molecular assays
● Fluorescent In Situ Hybridisation (FISH)
● Polymerase Chain Reaction (PCR)
● Next Generation Sequencing (NGS) and
Third Generation Sequencing (TGS)
● RNA sequencing (RNA-seq)
● Whole Genome Amplification (WGA)
● Whole Exome Sequencing (WES)
ANGLE has developed an imaging solution
product and multiple imaging solution
services. ANGLE continues to develop
further Portrait products and services.
These assays are listed below:
Products:
● Portrait+ CTC Staining Kit
Includes new CellKeep Slide
Services:
● Portrait Flex assay for EMT CTC
detection
● Portrait PD-L1 assay for PD-L1
assessment
● Portrait DDR assay for γH2AX
● Portrait DDR assay for pKAP1
In development:
● Portrait+ HER2 CTC assay
● Portrait DDR assay for pKAP1
micronuclei
Read more on pages 10, 11 and 13 to 16
To watch our video visit:
www.angleplc.com/parsortix
technology/introduction/
ANGLE plc Annual Report and Financial Statements 2023120
EXPLANATION OF FREQUENTLY USED TERMS
Term
Analyte
Analytical sensitivity
Explanation
The substance that is being investigated, identified or measured in the analysis/test/assay
Analytical sensitivity represents the smallest amount of substance in a sample that can accurately be
measured by an assay. It can also be viewed as the Limit of Detection (LoD). LoD is the actual concentration
of an analyte in a specimen that can be consistently detected ≥ 95% of the time. For ANGLE’s Portrait assays
it is the proportion of spiked cells known to express the marker(s) of interest which were marker positive in
the assay
Analytical specificity
Analytical specificity is an assay’s ability to detect the intended target. For ANGLE’s Portrait assays it is
the proportion of spiked cells known to NOT express the marker(s) of interest which were marker negative
in the assay
Antibody
A protein made by white blood cells in response to an antigen (a toxin or foreign substance). Each antibody
can bind to only one specific antigen. The purpose of this binding is to help destroy the antigen
Antibody-drug conjugates
Antibody-drug conjugates (ADCs) are targeted medicines that deliver chemotherapy agents only to cancer
cells. ADCs consist of an antibody that binds to a specific biomarker, such as HER2, on the cancer cell. This
antibody is linked to a cytotoxic drug, which is then released into the cancer cell, consequently killing it
Antigen
AR-V7
Assay
AUC-ROC
Baseline
Benign
Biobank
Biomarker
Biopharma
Biopsy
Blood lineage markers
BRAF
CAGR
Cancer
Capture
Proteins that can be used as markers in laboratory tests to identify cancerous and normal tissues or cells
The androgen receptor (AR) has been proposed as a mechanism of therapeutic resistance to AR signalling
(ARS) inhibitors. Androgen receptor variant 7 (AR-V7) participates in regulating prostate cancer cell
proliferation and gene expression and is correlated with drug resistance.
A laboratory test to find and measure the amount of a specific substance
The area under the curve (AUC) for a receiver operating characteristic (ROC) plot, a plot of 1-specificity on
the x-axis vs. the sensitivity on the y-axis at each possible threshold for a test’s results, is a measure of a
diagnostic test’s accuracy. The accuracy of the test depends on how well the test separates the two groups
being compared into those with the outcome (sensitivity) and those without the outcome (specificity) in
question. An AUC of 1 (100%) represents a perfect test while an AUC of 0.5 (50%) represents a worthless
test. The traditional academic classification system for AUC-ROCs is 90% to 100% = excellent; 80% to 90%
= good; 70% to 80% = fair; 60% to 70% = poor; 50% to 60% = fail. Source: University of Cambridge MRC Unit
www.imaging.mrc-cbu.cam.ac.uk/statswiki/FAQ/roc
An initial measurement of a condition taken at an early timepoint used for comparison over time
Not cancerous. Benign tumours may grow larger but do not spread to other parts of the body. Also called
non-malignant
A large collection of biological or medical data collected for research purposes
A biological molecule found in blood, other body fluids, or tissues that is a sign of a normal or abnormal
process, or of a condition or disease. A biomarker may be used to see how a disease is developing or how
well the body responds to a treatment for a disease or condition. Also called molecular marker and signature
molecule
Biopharmaceutical companies collectively as a sector of industry
Process by which cancer cells are removed from the tumour for analysis
Markers are used to identify blood cell types using specific antibodies. This helps to better differentiate
between CTCs and blood cells
A cell signaling molecule associated with cell growth, proliferation, differentiation, migration, apoptosis and
survival. BRAF mutations occur in 15% of all human cancer types
Compound Annual Growth Rate. A measure of revenue growth that has been compounded over time
A term for diseases in which abnormal cells divide without control and can invade nearby tissues. Cancer
cells can also spread to other parts of the body through the blood and lymph systems
Process for capturing target cells from a sample
Capture efficiency
Proportion of target cells captured
Carcinogen
Cassette
Any substance that is directly involved in causing cancer
ANGLE's patent protected microfluidic consumable that captures CTCs
ANGLE plc Annual Report and Financial Statements 2023Additional Information121
Term
CD45
CD47
CDx
Cell(s)
Cell culture
Cell-free DNA
CellKeepTM Slide
Cell labelling
Cell lines
CE Mark
Explanation
The CD45 antibody recognises the human CD45 antigen, also known as the leukocyte common antigen.
WBC are CD45+ whereas CTCs are CD45-. CD45 staining is often used as a negative confirmation that CTCs
are not WBC
Is known as integrin associated protein and is found on the surface on many cells in the body. The protein
tells immune cells not to destroy a cell, helping to protect cells and also to detect aging or diseased cells. It is
overexpressed in many types of cancer allowing the cells to avoid death
Companion diagnostic
In biology, the smallest unit that can live on its own and that makes up all living organisms and the tissues
of the body. The human body has more than 30 trillion cells
See cultured cells
Genomic DNA found in the plasma
A unique CTC harvesting technology developed by ANGLE to maximise the retention of CTCs harvested
from blood samples for imaging. Use of the CellKeep Slide reduces the volume of antibody needed to stain
harvested CTCs thereby reducing processing time and associated costs
Technique involving the staining of target cells with fluorescent and/or chromogenic markers for cell
identification
Cultured cells
Regulatory authorisation for the marketing and sale of products for clinical use in the European Union. The
CE mark is the manufacturer's declaration, following appropriate assessment by a CE Notified Body, that the
product meets the requirements of the applicable CE directives
Chemotherapy
The treatment of cancer by chemicals (drugs). In cancer care the term usually means treatment with drugs
that destroy cancer cells or stop them from growing
Circulating tumour cell
Cancer cell that has detached from a tumour and is circulating in the patient’s blood
Circulating tumour DNA
Circulating tumour DNA (ctDNA) is tumour-derived fragmented DNA in the bloodstream that has been
released by dead/dying tumour cells
Class II Classification
CLIA Laboratory
The FDA classifies devices on the level of control necessary to ensure their safety and effectiveness. A class
II device has a moderate to high associated risk
The Clinical Laboratory Improvement Amendments (CLIA) of 1988 are federal regulatory standards that apply
to all clinical laboratory testing performed on humans in the United States (with the exception of clinical trials
and basic research). A clinical laboratory is defined by CLIA as any facility which performs laboratory testing
on specimens obtained from humans for the purpose of providing information for health assessment and for
the diagnosis, prevention, or treatment of disease
Clinical application
Use in treating patients
Clinically actionable biomarker
A genomic biomarker (for example EGFR, HER2) which is a target for one or more FDA approved
therapeutic drugs
Clinically actionable DNA variants
A variant (such as a mutation or alteration) of a genomic biomarker which is a target for one or more
FDA approved therapeutic drugs
Clinical samples
Patient samples, for example, blood
Clinical study
Clinical use
Clinician
A type of research study that tests how well new medical approaches work in people. These studies test
new methods of screening, prevention, diagnosis, or treatment of a disease
Use in treating patients
A healthcare professional/doctor
Companion diagnostic (CDx)
A medical device which provides information that is essential for the safe and effective use of
a corresponding drug or biological product. Also abbreviated as CDx
Comprehensive genomic
information
Information gained from profiling large amounts of patient genes including relevant cancer biomarkers and
gene alterations to guide the patient pathway
Contract Research Organisation
(CRO)
A company hired by another company or research centre to take over certain parts of running a clinical trial.
The company may design, manage, and monitor the trial, and analyse the results. Also abbreviated as CRO
ANGLE plc Annual Report and Financial Statements 2023122
EXPLANATION OF FREQUENTLY USED TERMS CONTINUED
Term
Explanation
Copy number alterations
Changes to chromosome structure that result in a loss or gain in copies of sections of DNA
CRISPR
CT
CTC(s)
CTC clusters
CTC labelling
Clustered regularly interspaced short palindromic repeats, a segment of short repeats that can be used
as a gene editing tool
Computerised tomography, a form of diagnostic imaging that combines a series of X-rays
Circulating tumour cell(s)
Groups of more than two CTCs that travel together in the bloodstream
CTCs are often labelled with three markers and are formally identified as CTCs if they are CK+, CD45-, DAPI+
ctDNA or cfDNA
Abbreviation for circulating tumour DNA also known as cell-free DNA
CT scan
Cultured cells
Cytokeratin (CK)
A procedure that uses a computer linked to an x-ray machine to make a series of detailed pictures of areas
inside the body. The pictures are taken from different angles and are used to create 3-dimensional views of
tissues and organs
Cultured cells grown in the laboratory from human-derived cells used for experimental work
Cytokeratins are a family of intracytoplasmic cytoskeleton proteins with members showing tissue specific
expression
Cytopathology
A branch of pathology involving the study and diagnosis of disease at a cellular level
CK
CK+
See Cytokeratin
A cell positive for the presence of cytokeratin protein or mRNA with the presence of distinct cytokeratins
often used to identify epithelial cells
Cytopathological
A branch of pathology that studies and diagnoses diseases at the cellular level, generally used on samples
of free cells or tissue fragments
DAPI
DDR
De Novo
DEPArray™
Diagnosis
A nuclear stain that is often used to identify the nucleus in a cell
DNA Damage Repair. A group of cellular restoration processes in response to DNA damage
An FDA clearance pathway to classify novel medical devices – see FDA De Novo below
A commercial single cell isolation system
The process of identifying a disease, condition, or injury from its signs and symptoms. A health history,
physical examination and tests, such as blood tests, imaging tests, and biopsies, may be used to help make a
diagnosis
Diagnostic Leukapheresis (DLA)
Removal of the blood to collect specific blood cells such as leukocytes. The remaining blood is then returned
to the body
Diagnostic test
A type of test used to help diagnose a disease or condition
Digital PCR
DNA
DNA damage
DOMINO
A third generation of PCR that enables absolute quantification through partitioning the reaction
Deoxyribonucleic acid (DNA) is the molecule that encodes the genetic instructions used in the development
and functioning of all known living organisms and many viruses
A change in DNA structure that can cause cellular injury, or negatively impact cell function/activity
A prostate cancer pre-biopsy study run by ANGLE and MidLantic Urology
Downstream technologies
Technologies used to undertake molecular analysis of harvested cells after the separation has taken place
EGFR
Enrichment
Enumeration
EpCAM
EpCAM+ cells
Epithelial cells
The epidermal growth factor receptor – a signalling molecule which is typically present on the cell surface
and can control cell activity including cell proliferation. Mutations in EGFR or deregulation have been
associated with a number of cancers including ~30% of all epithelial cancers
Generic term for concentrating target cells or molecules in a starting heterogeneous mixture
To determine the number of; count
The Epithelial Cell Adhesion Molecule (EpCAM) protein is found spanning the membrane that surrounds
epithelial cells, where it is involved in cell adhesion
Cells that express EpCAM. CTCs can be either EpCAM+ or EpCAM-
Cells that line the surfaces and cavities of the body
ANGLE plc Annual Report and Financial Statements 2023Additional Information123
Term
Explanation
Epithelial-mesenchymal transition
Process by which epithelial cells lose their cell polarity and cell-cell adhesion, and gain migratory and invasive
properties to become mesenchymal cells. EMT is thought to occur as part of the initiation of metastasis and
is often responsible for cancer progression
EMT
Epitope
ESR1
Epithelial-mesenchymal transition
A part of a molecule to which an antibody will bind
Estrogen Receptor 1 gene is essential for sexual development and reproduction, and mutation of this gene
may play a role in the development of breast and endometrial cancers
Exploratory endpoint
An endpoint is a targeted outcome of a clinical trial. Exploratory endpoints are to explore new hypotheses
FDA
U.S. Food and Drug Administration responsible for authorised medical products in the United States
FDA Class II Device
FDA 510(k)
FDA De Novo
Fluorescence In-Situ Hybridization
(FISH)
Formalin-fixed paraffin-embedded
(FFPE)
Gamma-H2AX or γH2AX
Medical devices with an intended use that is considered medium or moderate risk. For non-exempt devices
the FDA require a pre-market clearance or approval to be issued before a company can legally market their
device. The company will be required to have general medical device quality system controls in place as well
as device specific special controls (which may include device labelling and design control processes and
documentation)
A 510(k) is a premarket submission made to the FDA to demonstrate that the device to be marketed is at
least as safe and effective, that is, substantially equivalent, to a legally marketed device that is not subject to
Premarket Approval. Submitters must compare their device to one or more similar legally marketed devices
and make and support their substantial equivalency claims
The De Novo process provides a pathway to classify novel medical devices for which general controls alone,
or general and special controls, provide reasonable assurance of safety and effectiveness for the intended
use, but for which there is no legally marketed predicate device (therefore the FDA 510(k) route does not
apply). Devices that are classified into class I or class II through a De Novo classification request may be
marketed and used as predicates for future premarket (510(k)) submissions
A laboratory technique for detecting and locating a specific DNA sequence on genes or chromosome
in tissue and cells. The technique relies on exposing genes or chromosomes to a small DNA sequence
called a probe that has a fluorescent molecule attached to it. The probe sequence binds to its corresponding
sequence on the genes or chromosome and they light up when viewed under a microscope with a
special light
A form of preservation and preparation for solid tissue biopsy specimens that allows sample evaluation
A sensitive marker for DNA damage. Specifically, for double-stranded DNA breaks. This can be used to
assess treatment
GCLP
Good Clinical Laboratory Practice
Gene amplification
A process in which a gene is duplicated many times
Gene expression
Genome
Genotyping
The process by which a gene gets turned on in a cell to make RNA and proteins. Gene expression may be
measured by looking at the RNA or the protein made from the RNA
Genetic material of an organism. The genome includes both protein coding and non-coding sequences
Process of determining differences in the genetic make-up (genotype) by examining the DNA sequence
Genomic abnormalities
Changes or rearrangements within the genome that drive disease
Gleason Score
A system of assessing how aggressive prostate cancer tissue is based on how it looks under a microscope.
Gleason scores range from 2 to 10 and indicate how aggressive and fast-growing the cancer is. A low
Gleason score means the cancer tissue is similar to normal prostate tissue and the tumour is less likely to
spread; a high Gleason score means the cancer tissue is very different from normal prostate tissue and the
tumour is more likely to spread
Global market value
The amount a product or service is worth in a global market
Gynaecological cancer
Cancer of the female reproductive tract, including the cervix, endometrium, fallopian tubes, ovaries, uterus,
and vagina
Harvest
Process for recovering captured cells from the separation system to enable imaging and molecular analysis
Harvest efficiency
Proportion of target cells harvested
Harvest purity
The number of target cells (such as CTCs) in the harvest as a proportion of the WBC
ANGLE plc Annual Report and Financial Statements 2023124
EXPLANATION OF FREQUENTLY USED TERMS CONTINUED
Term
HER2 (or ERBB2)
Heterogeneity
Histopathology
HNV
HT29
Explanation
A member of the epidermal growth factor receptor (EGFR/ERBB) family. Amplification or overexpression of
HER2 has been shown to play an important role in the development and progression of certain aggressive
types of breast cancer. The protein has become an important biomarker and target of therapy for breast
cancer patients
A word that signifies diversity
The study of diseased cells and tissues using a microscope
Healthy normal volunteer
Cultured colorectal cancer cell line
Immune checkpoint inhibitors (ICI) A type of immunotherapy that blocks immune checkpoints – key regulators of the immune system.
See PD-L1/PD-1
Immune system
A complex network of cells, tissues and organs that help the body fight infections and disease
Immunofluorescence
A technique used to determine the location of an antigen or antibody labelled with a fluorescent dye
Immunohistochemistry
A lab test that uses antibodies to test for certain antigens (markers) in a sample of tissue.
Immunohistochemistry is used to help diagnose diseases, such as cancer. It may also be used to help
tell the difference between different types of cancer
Immunostain
A general term that applies to any use of an antibody-based method to detect a specific protein or antigen
in a sample
Immunotherapy
Treatment that stimulates the body's immune system to fight cancer
In vitro diagnostic (IVD)
An in vitro diagnostic is a method of performing a diagnostic test outside of a living body in an artificial
environment, usually a laboratory
In-cassette labelling or in-situ
labelling
CTC labelling for cell identification undertaken inside the separation system
Inhibitor
Indolent cancer
Installed base
ISO 13485:2016
ISO 15189:2022
An agent that slows down or interferes with a process or activity
A type of low-risk cancer that grows slowly
Number of units installed and being used by customers, KOLs and the company
An international standard that outlines the requirement for a Quality Management System for any company
which is involved in the design, production, installation, servicing and manufacturing of medical devices
An international standard for medical laboratories. Laboratory accreditation helps labs develop quality
management systems, assesses their competence and ensures they are functioning in line with industry and
legal standards
Invasive procedure
A medical procedure that invades (enters) the body, usually by cutting or puncturing the skin
Key Opinion Leader
Key Opinion Leaders (KOLs) are research centres and/or physicians who influence their peers’
medical practice
KRAS
A signalling molecule frequently mutated in the development of many cancers
Laboratory developed test (LDT)
A laboratory developed test (LDT) is a type of in vitro diagnostic test that is designed, manufactured and used
within a single laboratory
Leukocytes
Liquid biopsy
Localised
Longitudinal
Lymphocyte
White blood cells
Term used for the process of obtaining cancer cells (or cell-free DNA) from a blood sample. Unlike solid
biopsy, liquid biopsy is minimally invasive and repeatable
Describes disease that is limited to a certain part of the body. For example, localised cancer is usually found
only in the tissue or organ where it began and has not spread to nearby lymph nodes or to other parts of the
body. Some localised cancers can be completely removed by surgery
Repeat sampling or observations at different points in time
A type of immune cell that is made in the bone marrow and is found in the blood and in lymph tissue. A
lymphocyte is a type of white blood cell
Lysis
The breaking down of a cell, often by viral, enzymatic, or osmotic mechanisms that compromise its integrity
ANGLE plc Annual Report and Financial Statements 2023Additional Information125
Term
Malignant
Marker
Explanation
Malignant, otherwise known as cancerous cells form part of the tumour, and can invade and destroy nearby
tissue and spread to other parts of the body
A diagnostic indication that disease may develop or is already present. A chemical substance produced
by a cancer and used to monitor the progress of the disease. These chemicals are usually measured by
a blood test
Mass spectrometry
A tool for measuring the mass-to-charge ratio of one of more molecules present in a sample
MBC
MedTech
meEGFR
Megakaryocyte
Metastatic breast cancer
MedTech, or Medical Technology, is a broad discipline. It is defined as a field that accounts for technologies
i.e. devices to the healthcare systems for diagnosis, patient care, treatment and improvement of a person’s
health
Arginine methylation of the epidermal growth factor receptor
A large bone marrow cell with a lobulated nucleus responsible for the production of blood thrombocytes
(platelets), which are necessary for normal blood clotting
Mesenchymal CTCs
CTCs generally lacking epithelial markers with mesenchymal features
Metastasis
Spread of a cancer from one site to another
Microfluidic device
Microarray
Micrometastases
An instrument that uses very small amounts of fluid on a microchip to do certain laboratory tests.
A microfluidic device may use body fluids or solutions containing cells or cell parts to diagnose diseases
A microarray is a laboratory tool used to detect the expression of thousands of genes at the same time
Small numbers of cancer cells that have spread from the primary tumour to other parts of the body and are
too few to be picked up in a standard actionable biomarker screening or diagnostic test
Microtentacles
Microtubule-based membrane protusions in detached cancer cells
Molecular analysis
Analysis of DNA, RNA and protein often used to determine the mutational status of a patient
Molecular evolution
The study of evolutionary change at a molecular level
Monoclonal antibody
Antibody clones made in a laboratory used to stimulate the immune system
Morphology
Mouse model
MRI
mRNA
MTOR
Multi-omics
Mutation
The study of the form and structure of cells
The use of special strains of mice to study a human disease or condition, and how to prevent and treat it
Magnetic resonance imaging, a form of diagnostic imaging that uses strong magnetic fields as well as
radio waves
Messenger RNA used to direct the synthesis of proteins
Mammalian target of rapamycin is a signalling molecule which regulates many key intracellular pathways
including cell proliferation, growth and survival. Abnormal activation of MTOR is linked to tumour development
and cancer
The combined analysis of single-cell data which can include analysis of the genome, transcriptome and
proteome
A gene mutation is a permanent change in the DNA sequence that makes up a gene. Gene mutations can
be inherited from a parent or can happen during a person’s lifetime. Mutations passed from parent to child
are called hereditary or germline mutations. Mutations that happen during a person’s life, known as somatic
mutations, can be caused by environmental factors such as ultraviolet radiation from the sun. Or they can
occur if a mistake is made as DNA copies itself during cell division
Mutational analysis
Testing for the presence of a specific mutation or set of mutations
Next Generation Sequencing (NGS) Also known as high-throughput sequencing, is the catch-all term used to describe a number of different
modern sequencing technologies. It is a method by which the bases of DNA and RNA can be determined,
which is used in biological research and to obtain clinically relevant information
NHGRI
NICE
NIH
The National Human Genome Research Institute
National Institute for Health and Care Excellence
National Institute of Health
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EXPLANATION OF FREQUENTLY USED TERMS CONTINUED
Term
Non-invasive
Explanation
In medicine, it describes a procedure that does not require inserting an instrument through the skin or into
a body opening. Although a needle is inserted to draw blood, liquid biopsies are referred to as minimally
invasive as they do not require surgery
NSCLC
Non-Small Cell Lung Cancer
Nuclear marker
A marker used to identify the nucleus of a cell
Off-chip labelling
CTC labelling for cell identification of harvested cells undertaken outside the separation system
Oncologist
Oncology
A doctor who has special training in diagnosing and treating cancer and may also specialise in certain
cancers or techniques
A branch of medicine that specialises in the diagnosis and treatment of cancer. It includes medical oncology
(the use of chemotherapy, hormone therapy and other drugs to treat cancer), radiation oncology (the use of
radiation therapy to treat cancer) and surgical oncology (the use of surgery and other procedures to treat
cancer)
Omics Revolution
The genomic, transcriptomic, and proteomic analysis of a tumour utilising multiple analytes and techniques
to provide a complete picture of a patient’s tumour
Paired samples
Two related samples often used to compare different systems
PARP
Poly (ADP- ribose) polymerase. An enzyme involved in many functions of the cell including the repair of DNA
Parsortix® PC1 system
The name of the FDA cleared Parsortix system developed and used by ANGLE to capture and harvest
metastatic breast cancer CTCs for subsequent, user validated analyses, comprising the automated
instrument to run blood samples through the microfluidic cassette and all the associated operating
procedures and protocols
Parsortix® system
The name of the core technologies developed and used by ANGLE to capture and harvest CTCs comprising
the automated instrument to run blood samples through the microfluidic cassette and all the associated
operating procedures and protocols
Pathologist
A doctor who has special training in identifying diseases by studying cells and tissues under a microscope
Patient care pathway
Patient study
PCR
PD-1
PD-L1
Refers to the management and care a patient experiences from diagnosis, through treatment, monitoring,
residual disease detection and/or remission of their disease
A type of research study, on a smaller scale than a clinical study, that tests how well new medical approaches
work in people. These studies test new methods of screening, prevention, diagnosis, or treatment of a
disease
See Polymerase Chain Reaction
Programmed Death 1 Receptor. A receptor for PD-L1, a key component in programmed death signalling
Programmed Death-Ligand 1 (PD-L1) is the principal ligand of programmed death 1 (PD-1), a coinhibitory
receptor that can be constitutively expressed or induced in myeloid, lymphoid, normal epithelial cells and
in cancer
Peer-reviewed publications
A publication that contains original articles that have been written by scientists and evaluated for technical
and scientific quality and correctness by other experts in the same field
Pelvic mass
A general term for any growth or tumour on the ovary or in the pelvis. A pelvic mass can be cystic
(cystadenoma), solid (fibroma) or both (dermoid). A pelvic mass can be benign or malignant
Peripheral blood
Blood circulating throughout the body
Personalised cancer care
Treating a patient individually based on their personal data often including mutational and disease status
Pharma
Pharmaceutical companies collectively as a sector of industry
Pharmacodynamics
The study of the biochemical, physiologic and molecular effects of a drug on the body
Phenotype
PIK3CA
Pilot study
A phenotype is the composite of an organism’s observable characteristics or traits, such as its morphology,
development, biochemical or physiological properties, behaviour and products of behaviour. A phenotype
results from the expression of an organism's genes as well as the influence of environmental factors and the
interactions between the two
A gene that makes one of the proteins in an enzyme called PI3K, which is involved in many cell functions
The initial study examining a new method or treatment
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Term
Plasma
pKAP1
Explanation
Pale-yellow liquid component of blood obtained following removal of cells
Phospho-KAP1. A protein involved in response to DNA damage
Polymerase Chain Reaction (PCR)
Portrait+®
Precision medicine
A laboratory technique used to amplify DNA sequences. The method involves using short DNA sequences
called primers to select the portion of the genome to be amplified. The temperature of the sample is
repeatedly raised and lowered to help a DNA replication enzyme copy the target DNA sequence. The
technique can produce a billion copies of the target sequence in just a few hours
ANGLEs proprietary imaging assay providing pharma services and clinicians with a sample-to-answer
solution
The customisation of healthcare – with medical decisions, practices, and/or products being tailored to the
individual patient. In this model, diagnostic testing is often employed for selecting appropriate and optimal
therapies based on the context of a patient’s genetic content or other molecular or cellular analysis
Pre-labelled cell lines
Cells which are labelled often with a fluorescent label to facilitate identification during analysis or enrichment
Prognosis
The likely outcome or course of a disease; the chance of recovery or recurrence
Prostate-Specific Antigen (PSA)
A protein made by the prostate gland and found in the blood. PSA blood levels may be higher than normal
in men who have prostate cancer, benign prostatic hyperplasia (BPH), or infection or inflammation of the
prostate gland
Proteogenomics
The study of how information about the DNA in a cell or organism relates to the proteins made by that cell
or organism. This includes understanding how genes control the process of making proteins and what
changes occur to proteins after they are made that may switch them on and off. Proteogenomics may help
researchers learn more about which proteins are involved in certain diseases, such as cancer, and may also
be used to help develop new drugs that block these proteins
Protein expression
The way in which proteins are synthesised, modified, and regulated
Proteome
Protocol
PSA
Purity
Q-Submission
The complete set of proteins made by an organism. Proteins are made in different amounts and at different
times, depending on how they work, when they are needed, and how they interact with other proteins inside
cells
A detailed plan of a scientific or medical experiment, treatment, or procedure. In clinical studies, it states what
the study will do, how it will be done, and why it is being done. It explains how many people will be in the study,
who is eligible to take part in it, what study drugs or other interventions will be given, what tests will be done
and how often, and what information will be collected
See Prostate-Specific Antigen
The relative absence of extraneous matter in a sample
The FDA’s Pre-Submission Program which allows medical device and IVD manufacturers to discuss specific
aspects of the regulatory process and requirements with FDA experts
Quantitative assay
An assay which gives an accurate and exact numeric measure of the substance being investigated
Radiotherapy
The use of high-energy radiation from x-rays, gamma rays, neutrons, protons, and other sources to kill cancer
cells and shrink tumours
Real-time analysis
An assessment providing the most up-to-date and accurate representation of the patient’s disease status
Recurrence
Cancer that has recurred, usually after a period of time during which the cancer could not be detected. The
cancer may come back to the same place as the original (primary) tumour or to another place in the body
Regulatory authorisation
The authorisation by the appropriate regulatory body for a specific territory that allows an in vitro diagnostic
product to be sold for clinical use in that territory
Relapse
Remission
Research Use Only (RUO)
RNA
When an illness that has seemed to be getting better, or to have been cured, comes back or gets worse
If a cancer is in remission, there is no sign of it in examinations or tests. Generally, the longer the remission,
the less likely it is that the patient will relapse
Sales can be made to certain organisations without the need for regulatory authorisation provided they are
labelled as Research Use Only (RUO) or Investigational Use Only (IUO) and are not used for the purposes of
patient management
Ribonucleic acid performs multiple vital roles in the coding, decoding, regulation, and expression of genes.
Together with DNA, RNA comprises the nucleic acids, which, along with proteins, constitute the three major
macromolecules essential for all known forms of life
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EXPLANATION OF FREQUENTLY USED TERMS CONTINUED
Term
Explanation
RNA-Sequencing (RNA-seq)
Also called whole transcriptome shotgun sequencing (WTSS), uses next-generation sequencing (NGS) to
reveal the presence and quantity of RNA in a biological sample at a given moment in time
Sample-to-answer
Analysis which combines a fully integrated workflow to provide actionable results (answer) following
processing of the original sample material
Screening
Sensitivity
Checking for disease when there are no symptoms. Since screening may find diseases at an early stage,
there may be a better chance of curing the disease
Refers to the percentage of people who test positive for a specific disease or condition among people who
actually have the disease or condition
Separation
Term used for processing of a sample through the Parsortix system
Sequencing platforms
Modern technologies used to read and decipher DNA or RNA sequences on a large-scale with high precision
Single cell analysis
Extraction/picking of a single target cell from the harvest for analysis
Solid biopsy
Standard process for surgically excising (cutting out) cells from a solid tumour when that tumour is accessible
Spatiotemporal monitoring
Referring to the monitoring of metastasis over time
Specificity
Refers to the percentage of people who test negative for a specific disease or condition among a group of
people who do not have the disease or condition
Spiked cell experiments
Experiments where cultured cells are added (spiked) to HNV blood to assess the capture and harvest
efficiency of the system
Stage
Standard of care
The extent of a cancer in the body. Staging is usually based on the size of the tumour, whether lymph nodes
contain cancer and whether the cancer has spread from the original site to other parts of the body
The current treatment that is accepted by medical experts as the most effective treatment of a disease
and is widely used by healthcare professionals. Also known as gold standard, best practice, standard medical
care and standard therapy
Standard Operating Procedure
(SOP)
Written instructions for doing a specific task in a certain way. In clinical trials, Standard Operating Procedures
are set up to store records, collect data, screen and enrol subjects and submit Institutional Review Board (IRB)
applications and renewals
Subsequent analysis
The downstream assessment (via imaging or molecular analysis) of CTCs
Therapeutics
Tissue
Transcriptome
Translational research
A branch of medicine that deals with the treatment of disease
Tissue is a group of cells that have similar structure and that function together as a unit
The transcriptome is the set of all messenger RNA molecules in one cell or a population of cells
A term used to describe the process by which the results of research done in the laboratory are used to
develop new ways to diagnose and treat disease
Treatment resistance
The failure of a disease or disorder to respond positivity or significantly to treatment
Triage
The process of determining the priority of patients' treatments based on the severity of their condition
Triple negative breast cancer
A subtype of breast cancer that refers to the fact that the cancer cells do not have estrogen or progesterone
receptors and also do not make (or make too much) of the protein HER2. This cancer type grows and spreads
faster than other cancer types and has fewer treatment options
Tumour/Tumor
An abnormal mass of tissue that results when cells divide more than they should or do not die when they
should. Tumours may be benign (non-cancerous), or malignant (cancer)
Tumour evolution
Tumour heterogeneity
Tumour is the standard English spelling. Tumor is the standard American English spelling
Cancer cells acquire genotypic and phenotypic changes over the course of disease as a result of treatment
exposure and/or environmental changes
Describes the observation that different tumour cells can show distinct morphological and phenotypic
profiles, including cellular morphology, gene expression, metabolism, motility, proliferation, and metastatic
potential. This phenomenon occurs both between tumours (inter-tumour heterogeneity) and within tumours
(intra-tumour heterogeneity)
The heterogeneity of cancer cells introduces significant challenges in designing effective treatment
strategies
ANGLE plc Annual Report and Financial Statements 2023Additional Information129
Term
Tumour marker
Vimentin
WBC
Whole Exome Sequencing (WES)
Explanation
A substance found in tissue, blood, or other body fluids that may be a sign of cancer or certain benign (non-
cancerous) conditions. Most tumour markers are made by both normal cells and cancer cells, but they are
made in larger amounts by cancer cells. A tumour marker may help to diagnose cancer, plan treatment, or
determine how well treatment is working or if the patient has relapsed
Examples of tumour markers include CA-125 (in ovarian cancer), CA 15-3 (in breast cancer), CEA (in colon
cancer), and PSA (in prostate cancer)
A structural protein that is expressed in mesenchymal cells. Mesenchymal cells can be found in a variety of
tissue including connective tissue, bone marrow, adipose tissue, lymphatic tissue, blood vessels, and blood
White blood cells
A genomic technique for sequencing all of the protein-coding regions of genes in a genome (known as the
exome). It consists of two steps: the first step is to select only the subset of DNA that encodes proteins.
These regions are known as exons – humans have about 180,000 exons, constituting about 1% of the human
genome, or approximately 30 million base pairs. The second step is to sequence the exonic DNA using any
high-throughput DNA sequencing technology
Whole Genome Amplification
(WGA)
A PCR technique that is used to produce large quantities of DNA from a small amount of starting material.
Unlike conventional PCR, WGA is aimed at amplifying the entire genome of an organism rather than a specific
region. It can then be sequenced using WGS
Whole Genome Sequencing
(WGS)
A method that is used to learn the exact order of all of the building blocks (nucleotides) that make up
a person’s genome (complete set of DNA). WGS is used to find changes that may cause diseases, such
as cancer
Whole Transcriptome Amplification
(WTA)
A method used to amplify the entire transcriptome from RNA isolated from cells or tissues prior to RNA
sequencing. RNA sequencing has enabled high-throughput gene expression profiling to provide insight into
the functional link between genotype and phenotype. This has enabled profiling of gene expression in cancer
Xenograft
The transplant of an organ, tissue or cells to an individual of another species. A common example used in
cancer biology is a mouse model (mouse xenograft)
Primary source: www.cancer.gov/publications/dictionaries/cancer-terms
ANGLE plc Annual Report and Financial Statements 2023Independent Auditors PricewaterhouseCoopers LLP
130
COMPANY INFORMATION
Directors
Joseph E Eid, Non-executive DirectorNR
Ian F Griffiths, Chief Financial Officer
Jan Groen, ChairmanANR
Brian Howlett, Non-executive DirectorANR
Andrew D W Newland, Chief Executive
Juliet Thompson, Non-executive DirectorANR
A – Audit Committee
N – Nomination Committee
R – Remuneration Committee
Secretary
Ian F Griffiths
Company number
04985171
Registered office and 10 Nugent Road
Business address
Surrey Research Park
Guildford
Surrey
GU2 7AF, UK
+44 (0)1483 343434
www.angleplc.com
Registrar
Bank
Solicitor
Nominated Advisor
and Broker
Berenberg
60 Threadneedle Street
London
EC2R 8HP
Financial Public
Relations
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Reading
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Leeds
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NatWest Bank
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FTI Consulting
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Aldersgate Street
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ANGLE plc Annual Report and Financial Statements 2023Additional Information
Design and Production
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ANGLE plc
10 Nugent Road
Surrey Research Park
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Surrey
GU2 7AF
United Kingdom
T +44 (0)1483 343434
E investor@angleplc.com
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