CIC Annual Report 2023

Page 10

Because Science and People Matter

Cambridge Innovation Capital Limited Annual Report and Accounts for the year ended 31 March 2023

Welcome to Cambridge Innovation Capital

Cambridge Innovation Capital (CIC) is a leading venture capital investor backing and building category-leading deep tech and life sciences companies.

Our focus on the Cambridge ecosystem, and privileged relationship with the University of Cambridge, provides us with unparalleled access to emerging opportunities in one of Europe’s leading innovation hubs.

We have raised in excess of £0.5 billion from a geographically diverse range of institutional and strategic investors and have invested in 40 companies, whose innovations are set to transform the lives of many. Through these investments, we are helping to guide the development of disruptive companies in fields as diverse as cancer therapy, genomic diagnosis, surgical robotics, artificial intelligence and quantum computing.

Our commercial objective of creating value is central to our business, but our motivation is broader. We are driven by a desire to use our expertise to support companies and the wider innovation ecosystem to impact society positively.

>£0.5bn

Invested in 40 Attracted

>£2.4bn of assets under management portfolio companies of co-investments1

CAMBRIDGE INNOVATION
LIMITED
1 Investment in our portfolio companies by third parties prior to, or at, IPO.
CAPITAL

UK venture capital managers have had to navigate through strong headwinds in the last 12 months. The CIC team has risen to the challenge, holding the portfolio steady and remaining on course to deliver on our commitment to long-term value creation. We have continued to grow the team, adding breadth and depth of experience, and are well positioned to benefit from the favourable investment market conditions, which we expect to prevail over the next year or two.

Contents STRATEGIC REPORT We create value 04 In Europe’s leading innovation hub 06 With great people 10 Executing our strategic focus 12 On knowledge-intensive businesses 13 Demonstrating our value proposition 20 By living our values 22 And focusing on positive impact 24 Portfolio case studies 26 GOVERNANCE Directors’ report 38 Statement of Directors’ responsibilities 40 FINANCIAL STATEMENTS Independent auditors’ report 42 Consolidated statement of comprehensive income 45 Consolidated statement of financial position 46 Consolidated statement of changes in equity 47 Consolidated statement of cash flows 48 Notes to the consolidated financial statements 49 Company balance sheet 67 Company statement of changes in equity 68 Notes to the Company financial statements 69 Company information 78 Strategic Report Governance Financial Statements 01 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

Because, in troubled times, science and people matter

Despite the positive secular market sector trends for the knowledge-intensive sectors on which we focus, venture investments have been hit by a combination of adverse factors. The protracted conflict in the Ukraine; rising energy prices in Europe; inflation in developed economies and resultant interest rate rises; the managed collapse of SVB, principal lender to the global venture sector, and the consequential volatility in the banking sector; and the broader context of political uncertainty both on a global geopolitical level and within our domestic UK market, have all combined to create a tough operating and funding environment for young companies.

This macroeconomic environment has caused a reduction in net asset value for the first time since CIC’s inception. In the year, equity attributable to shareholders declined by 15% to £347 million, or 114.6p per share.

The fall in the share price of Bicycle Therapeutics (NASDAQ: BCYC) resulted in a reduction in the carrying value of 48% or £28 million during the year. Although the

company continues to make compelling clinical and commercial progress, its market capitalisation fell in line with its sector peers.

For the remainder of our portfolio, which is unlisted, we operate a robust quarterly fair value process and, over the course of the last year, have impaired several assets to reflect comparable market data, poor clinical data and/or near-term cash requirements. Individual company progress has partially offset downward external pressure on valuations. Most notably in the case of Riverlane, which delivered a £16 million uplift in carrying value based on its latest funding round, a considerable achievement in the current times.

Disposals have been made where we have judged it prudent to protect shareholder value. During the year, we have exited the majority of our interests in Centessa Pharmaceuticals (NASDAQ: CNTA), Audio Analytic was sold to a major US technology company in November 2022 and in February 2023, Sense Biodetection was sold to Sherlock Biosciences.

02
INNOVATION
LIMITED
CAMBRIDGE
CAPITAL

We have reserved funds for further investment into our balance sheet portfolio, which we believe will be sufficient to support our portfolio through to exit over the next few years.

Fund II, a Limited Partner fund that we manage and which closed at £225 million on 31 March 2022, completed four new investments during the year and one more in April 2023, thereby increasing total investment to £38 million across 11 companies. Taking into account further committed capital for tranched drawdowns and follow on reserves, Fund II is approximately 45% committed halfway through the investment period.

The latest acquisitions include:

Complement Therapeutics, an ophthalmology company developing novel therapeutics to address diseases related to complement dysregulation;

T-Therapeutics, a company using soluble T-cell receptors in a proprietary transgenic platform and discovery pipeline to develop novel medicines with applications in oncology, autoimmunity or infectious disease. This is the second time we have worked with the founder Professor Allan Bradley; and

• Cambridge GaN Devices, a fabless semiconductor company that is developing and commercialising energy-efficient, Gallium Nitride-based integrated circuits for power electronics.

The pipeline of new investments in both the life sciences and the deep tech sectors remains strong. We have reviewed more new deals this year than in any other and Fund II has sufficient uncommitted capital to take advantage of the right opportunities as they are presented.

We continue to make a positive contribution to the community in which we operate. We are working with the University of Cambridge and Cambridge

Enterprise, under the umbrella of Innovate Cambridge, to assemble all the key stakeholders needed to formulate, promote and deliver a shared vision for the Cambridge ecosystem over the next decade and beyond.

We have also developed an ESG toolkit to help our portfolio companies establish, monitor and report good governance and a strong commitment towards zero carbon. We are making this toolkit available to other venture capital businesses that have expressed an interest in learning from our experience.

We are passionate about science and technology and realising its commercial potential. We support the most promising entrepreneurs to achieve their vision and all of our investments have the potential to drive significant societal impact. This led to our new tagline ‘Because Science and People Matter’.

The senior team continues to take a leadership role in our sectors with positions of responsibility in the British Venture Capital Association, Bio Industry Association, Female Founders and the UK Government’s university spinout review. We continue to build the core Investment Team to support operational capabilities as well to embed deep domain expertise in specific areas where we have identified investment opportunity, through the recruitment of specialist Operating Partners, Entrepreneurs in Residence and other advisers.

Alongside our embedded relationships with the University of Cambridge, our accelerators and the many globally-renowned research institutes in the Cambridge region, this people strategy enables us to source and manage all stages of venture company growth from seed stage to full fruition in our increasingly fertile science ecosystem, whatever the weather.

READ MORE ON INNOVATE CAMBRIDGE ON PAGE 09 Strategic Report Governance Financial Statements 03 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

We create value

Our focus on the Cambridge ecosystem and unique position, as a preferred investor for the University of Cambridge and co-founders of two accelerators, provides us with unparalleled access to emerging opportunities in one of Europe’s leading innovation hubs.

Our value proposition

Focused on Europe’s leading innovation hub

Preferred investor for the University of Cambridge

Co-founders of two Cambridge accelerators Leading investor Value adding partner Sector experts

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04 CAMBRIDGE INNOVATION CAPITAL LIMITED
02 We select the businesses with the best potential 04 We create sustainable value for our stakeholders 01 Our unique access helps us to source opportunities 03 We build global category-leading companies Deep connections with leading research institutions Co-founders of two Cambridge accelerators Strategic Report Governance Financial Statements 05 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

In Europe’s leading innovation hub

We have chosen to focus on the Cambridge ecosystem due to its growing importance as one of Europe’s largest and fastest growing deep tech ecosystems. Cambridge is also the European location of choice for numerous global technology companies including Amazon, Apple, Arm, AstraZeneca, GlaxoSmithKline, Microsoft and Samsung.

University 1st £30bn 12x Top 3 121

In the world for producing successful tech founders1

Contributed to the UK economy1

For every £1 of publicly funded research the University generates £12.65 in economic impact across the UK

Cambridge 1st £21bn £8bn

Cambridge is the leading Research Innovation Hub in the UK and seventh in the world2

Annual turnover generated by 5,000+ knowledgeintensive firms1

Of venture investment in the last 10 years3

1 University of Cambridge innovation in numbers (April 2023)

2 Global Innovation Hubs Index (2022)

3 Beauhurst (May 2023)

4 Glassdoor (March 2023)

Of the world’s universities1

University of Cambridge affiliates awarded the Nobel Prize1

72,000+

People working for knowledgeintensive firms1

1st

Cambridge is ranked as the best place to work and second best place to live in the UK4

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Gene sequencers

Developed in 1998, reducing sequencing costs million-fold, opening up the possibility for gene therapy to treat currently incurable diseases

Humanised monoclonal antibodies

Invented in 1986 leading to the development of Humira (adalimumab), which is one of the world’s top selling pharmaceutical products with annual sales of over $20 billion+

In vitro fertilisation (IVF)

Developed in 1960s–70s, with the first baby born in 1978. Over 400,000 babies had been born via IVF by 2019

Smart meters

By 2020, 16 million were built, which are projected to save UK households £1.3 billion in energy bills by 2030 and reduce the cost of UK 2050 net-zero target by £16 billion

Raspberry Pi computer

Launched in 2008 and has made technology more equitable, enabling innovation for those with limited resources

ARM microprocessor

Founded in 1990, the microprocessor designs are now used in >90% of mobile phones worldwide

EDSAC

Supercomputer developed in 1946, which performed calculations 1,500x faster than its predecessors

Created 24 unicorns including
It takes imagination to change the world. It takes Cambridge to make it happen.
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In Europe’s leading innovation hub continued

CIC contributes to the Cambridge ecosystem

The Cambridge ecosystem helps to sustain CIC

The foundation for innovation is the steady supply of excellent ideas, of which there is an abundance in Cambridge. Ingenuity and creativity, alongside the fundamental research that underpins these ideas, combined with the constant exchange of ideas between academics and companies, governments and NGOs, has provided the recipe for this success. This combination of commercial and scientific expertise, working in tandem, has promoted the propagation of a wide range of knowledge-intensive businesses. Our focus enables us to be uniquely connected and deeply embedded within the community. We have established our reputation based on the strength of our relationships, our deep domain and operational expertise, and the mutual trust with the people with whom we work. This strategy ensures that we are not only the most active Series A investor in the Cambridge ecosystem, but we also participate in the biggest deals.

A responsible approach to investment

Knowledgeable and experienced team with an extensive global network

Substantial Series A and follow-on capital

Co-investment further improves job creation and local economy

World-class academic and commercial research

Rich pool of exceptional talent

Significant seed capital activity

Deep heritage and proven ecosystem to help scale knowledge-intensive start-ups

A strong track record and growing portfolio Global tech companies offer potential for strategic partnerships and channels to market

The most powerful way to achieve higher growth is to make sure the UK is the most innovative economy in the world.
RISHI SUNAK Prime Minister
Cambridge is at the heart of one of the most successful knowledgeintensive communities in the world.
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Innovation is critical to local, national and global prosperity and is central to the UK’s growth agenda. Innovation is also key to solving many of the world’s issues by: creating jobs and prosperity; • helping to tackle inequality, congestion and the scarcity of resources; addressing longer-term issues of low growth, productivity and investment; protecting national security by increasing UK ownership and control over critical IP; and finding solutions to the world’s greatest challenges ranging from climate change and biodiversity loss to pandemics, food security and poverty.

Innovate Cambridge, which we created with the University of Cambridge and Cambridge Enterprise, aims to ensure that the Greater Cambridge region is positioned to continue competing internationally and to enhance its reputation as a location for both ground-breaking research and a place to start, grow and locate knowledgeintensive businesses that will change the world.

Innovate Cambridge was officially launched at the inaugural Summit in September 2022 when we were joined by over 200 industry leaders, politicians, start-up founders and members of the Cambridge technology community to begin an ecosystem-wide conversation about the future of the Greater Cambridge region. Following the event, attendees were asked to sign the Innovate Cambridge Charter, in which they pledged to come together to support, promote and enhance the ecosystem, and to help develop a set of initiatives to enable the delivery of the Innovate Cambridge vision.

Since then, the Innovate Cambridge Steering Committee and Boston Consulting Group have been working collaboratively with all the key stakeholders to develop an ambitious and exciting vision for Cambridge, together with a set of priority actions to deliver this vision. The priority actions, once implemented, will enable the Greater Cambridge area to compete effectively on the international stage, ensuring more global businesses want to establish a presence in and around Cambridge and for us all to realise the wider benefits those moves bring to the local, regional and national economy.

Growth depends on seizing the opportunities of tomorrow… embracing technology, innovation and science.
SIR KEIR STARMER Leader of the Opposition
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With great people

Venture capital is a people business and our people are our greatest strength. We are constantly working hard to ensure we maintain an inclusive and collaborative culture – which we see as critical to our success.

We have built a team with a unique set of skills and experiences that are well suited to the Cambridge ecosystem and supporting the companies we are building within it. Our team has variously created, backed and sold university spin-out businesses, in both Europe and North America, and several have a PhD from one of the Universities of Cambridge or Oxford.

The individual and collective experiences of the team helps them to understand, and empathise with, the challenges facing an entrepreneur striving to build a deeptech or life sciences business. We also have access through our wider network to some of the ecosystem’s world-leading academics and entrepreneurs.

As we continue to grow, we strive to attract and retain the best talent,

with a strong focus on excellence and integrity. During the year, we were delighted to welcome Rowan Chapman (Non-executive Director), Tori Denman (Investor Relations), Dipesh Patel (Operating Partner), Damian Crowther and Mihriban Tuna (Entrepreneurs in Residence), and Neil Lawrence (Resident AI/ML Adviser).

As a team, we have a passion for science and its potential to drive change. Through our expertise and our position in one of the country’s most powerful science and technology ecosystems, we are able to identify and support the most promising entrepreneurs in knowledge-intensive businesses and help them achieve their vision.

Rowan has been appointed as a Non-executive Director and brings more than 20 years of experience as an executive business leader. Over her career, she has served on multiple corporate boards and executed numerous partnerships

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and investments. Rowan is a co-founder of Initiate Studios, a life sciences incubator founded in 2020, where she partners with entrepreneurs to launch new companies. Previously, she served as Head of Johnson & Johnson Innovation (NYSE: JNJ) for Western North America, Australia and New Zealand. Prior to that, Rowan led teams at General Electric Company (NYSE: GE), including as Head of Healthcare Investing at GE Ventures and Head of Precision Diagnostics at GE Healthcare. Before GE, she held operational roles in early and growth stage start-ups and was a Partner at Mohr Davidow Ventures for over 11 years, gaining extensive experience as an investor and board member for a wide variety of life science technology and data-enabled companies. Rowan holds a PhD in Biochemistry and Molecular Biology and a BA in Natural Sciences from the University of Cambridge and carried out post-doctoral research at the University of California San Francisco.

Tori is our Investor Relations Manager, working across our funds under management. She has ten years of professional experience, gained in a variety of corporate finance advisory and investment management roles, and has worked for small privately owned investment managers and global public companies with Jones Lang LaSalle and Lazard. In this time she has worked in the UK, Europe and the Middle East, transacting or funding approximately £1 billion of assets. Before joining us, Tori had a career break to pursue charitable work and raise a family. Tori holds a PG Diploma in Real Estate from LSBU and an MA in Modern Languages from the University of Oxford.

Dipesh is an Operating Partner focusing on technology investments. Prior to joining CIC, Dipesh held a number of general and technical management roles at Arm over 25 years. His most recent role was CTO where he was responsible for the Research and Digital IT functions. Prior to this, Dipesh was the President of the IoT Services Group and led the creation of a new software and services business to capture the market opportunities in the Internet of Things. His broad experience covers transistor technology to chip design to cloud platforms. Dipesh has a PhD and a BSc in Electronics

from Loughborough University. He also completed the Executive Programme from Stanford University Graduate School of Business.

Damian is Entrepreneur in Residence with the Life Sciences team. Having trained in Cambridge, then Oxford, as a clinician-scientist (PhD FRCP), Damian practiced clinical neurology in Nottingham and Cambridge before leading a basic neuroscience research group at the University of Cambridge for ten years. Since leaving academia he has gained commercial and entrepreneurial experience as a head of early drug discovery at AstraZeneca Neuroscience and co-founder of the HealthTech startup, GP Notebook.

Mihriban is Entrepreneur in Residence with the Life Sciences team. She brings 20 years of experience in biologics drug development across biotech and pharma. Prior to joining CIC, Mihriban was Chief Scientific Officer at Adaptate Biotherapeutics (acquired by Takeda Pharmaceutical Company), Senior Vice President, Drug Discovery, at F-star Therapeutics (NASDAQ: FSTX) and an early employee at Domantis (acquired by GSK). Mihriban holds a BSc in Biology from the Middle East Technical University, a PhD in Biochemistry from the University of Sussex and an MBA from the University of Cambridge Judge Business School.

Neil is our Resident AI/ML Adviser and is the inaugural DeepMind Professor of Machine Learning at the University of Cambridge. Neil has been working on machine learning models for over 20 years and recently returned to academia after three years as Director of Machine Learning at Amazon. His main interest is the interaction of machine learning with the physical world. This interest was triggered by deploying machine learning in the African context, where ‘end-to-end’ solutions are normally required. This has inspired new research directions at the interface of machine learning and systems research funded by a Senior AI Fellowship from the Alan Turing Institute. Neil is also visiting Professor at the University of Sheffield and the co-host of Talking Machines.

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Executing our strategic focus

Our priorities 01 02 03

Be the first choice for entrepreneurs, start-ups and investors who want to build a business in Cambridge

Our aims

• Augment our position as a leading investor in the Cambridge ecosystem

Strengthen our reputation for deep domain and operational expertise

Continue to recruit and retain a world-class team with a unique set of skills

• Strive to add value to every interaction

Select and nurture companies that have the potential to deliver superior returns

• Identify knowledge-intensive companies with a clear path to commercialisation

Execute our rigorous screening and approval process

• Invest in companies that have the potential to disrupt whole markets and sectors

Optimise each investment by taking a hands-on approach and adding value

Drive growth and realise value for our stakeholders

• Influence corporate strategy and business development

Implement management changes and incentives

Facilitate access to capital markets and M&A advisers

Expedite realisations, as and when appropriate

We are the leading investor in the Cambridge ecosystem, allowing us to select companies with the potential for superior returns for the benefit of our stakeholders.
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On knowledge-intensive businesses

ClimateTech

• Renewable energy

Artificial intelligence

Semiconductor design

• Quantum computing

Therapeutics

• Robotics

Diagnostics and devices

• Genomics

• Small and large molecules

Advanced therapies

Digital therapeutics

Energy storage

Sustainable materials

MedTech
Futute of compute
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On knowledge-intensive businesses continued

Expanding and supporting our existing portfolio

In August 2022, we invested in Cambridge GaN Devices (CGD), a fabless semiconductor company that develops a range of energy-efficient gallium nitride-based (GaN) power devices to make greener electronics possible. CGD was spun-out of the University of Cambridge to push the limits of semiconductor properties based on decades of research to develop green solutions for everyday electronics, respecting our planet’s natural resources, and creating a more sustainable future for the generations to come. This transaction has not been announced yet.

target broad cancer patient populations in both solid and haematological cancers. The seed funding will be used to build the company’s executive team, advance further research on this new class of antigens, and catalyse their translation into novel cancer immunotherapeutics, including therapeutic vaccines, cell therapies, and TCR-based biologics.

In December 2022, we participated in Carrick’s $25 million Series C round to accelerate the development of its CDK7 and CDK12/13 inhibitors to potentially bring new treatment approaches to patients battling cancer. At the same time, Carrick announced a collaboration with, and $35 million investment from, Pfizer to support its rapid development of samuraciclib in HR+, HER2- breast cancer, which represents more than two-thirds of all new female breast cancer cases. Carrick secured the aggregate funds, whilst maintaining full economic ownership and control of samuraciclib and the rest of its pipeline.

During the year, we invested in the $28 million Series A round of Mosaic Therapeutics, an oncology therapeutics company dedicated to resolving cancer’s complexity to power new treatments for patients. Mosaic’s use of advanced computational methods, while combining mining of large datasets with experimental approaches to identify and develop novel targeted therapies, completely reinvents the traditional approach to target and drug discovery. The company’s bespoke relationship with the Wellcome Sanger Institute provides it with unique access to deep scientific expertise, infrastructure, and biological assets.

During the year, we invested funds that we had previously committed to Epitopea’s £10.3 million seed financing. Epitopea aims to bring transformative benefits to cancer patients by uncovering a new class of untapped tumour-specific antigens (TSAs), to create immunotherapies that

Cumulative
2023 2022 2021 2020 2019 Current Exited 0 5 10 15 20 25 30 35 40
number of portfolios companies
14
CAMBRIDGE INNOVATION CAPITAL LIMITED

In March 2023, we participated in Seldon’s $20 million Series B round alongside new and existing investors. Seldon is a data-centric machine learning operations (MLOps) platform for the deployment, management, monitoring and explainability of machine learning models. Organisations are investing heavily in AI but many are struggling to scale out their models in production due to bottlenecks in team workflows, increased regulation and compliance restraints, a lack of trust in model outputs, and ensuring peak model performance are all top of mind for AI-powered enterprises. Seldon empowers Data Scientists, ML Engineers and other business stakeholders to accelerate the adoption of machine learning to help solve these challenges with unprecedented efficiency.

In November 2022, we participated in the Series A round of T-Therapeutics, a venture-backed company on a mission to unlock the power of T cells to treat chronic and infectious diseases. Based on technology from Professor Allan Bradley’s

laboratory in Cambridge University’s Department of Medicine, T-Therapeutics secured the funds to support its drug discovery efforts and prepare candidates for development.

During the year, we participated in Unlikely AI’s $20 million seed round. The funds raised will boost the development of Unlikely AI’s ambitious, fresh approach to artificial intelligence and expand its team. Unlikely AI was founded by William Tunstall-Pedoe, best known for his role in the development of Amazon Alexa and a member of our Advisory Panel. His first start-up, Evi Technologies (formerly True Knowledge), developed technology for natural language understanding and question answering. Evi launched a voice assistant with the same name in 2012 that saw millions of downloads in the first few months. The company was then acquired by Amazon, where the technology, team and know-how were used to create, launch and further develop Alexa.

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On knowledge-intensive businesses continued

Driving commercial progress

Bicycle Therapeutics (NASDAQ: BCYC), a biotechnology company pioneering a new and differentiated class of therapeutics based on its proprietary bicyclic peptide (Bicycle®) technology, announced that it has entered into a strategic collaboration agreement with Novartis to develop, manufacture and commercialise Bicycle® radio-conjugates (BRCs) for multiple agreed upon oncology targets. Under the terms of the agreement:

Bicycle will utilise its proprietary phage platform to discover Bicycles to be developed into BRCs;

• Novartis will be responsible for further development, manufacture and commercialisation of the BRCs; Novartis will fund all pre-clinical and clinical development and commercialisation activities; and Bicycle will receive a $50 million upfront payment and be eligible for development and commercial-based milestone payments totalling up to $1.7 billion and receive tiered royalties on Bicycle-based medicines commercialised by Novartis.

Bicycle also announced that Genentech, a member of the Roche Group, had exercised its second option to initiate a new programme, expanding the exclusive strategic collaboration agreement with Bicycle to discover, develop and commercialise novel Bicycle®-based immuno-oncology therapies. Pursuant to the terms of the February 2020 agreement, Genentech was granted two collaboration expansion option, each of which gave Genentech the right to add one additional programme to the collaboration in exchange for a $10 million payment to Bicycle. Having exercised the first option in October 2021, Genentech exercised its second option, thus triggering an additional $10 million payment.

Carrick Therapeutics, an oncology-focused biopharmaceutical company, announced a $35 million collaboration with Pfizer for combination development. Shortly after closing the collaboration with Pfizer, Carrick also announced that it had entered a clinical trial collaboration with The Menarini Group to evaluate samuraciclib and elacestrant in combination.

Congenica, the UK-based digital health company that enables the rapid analysis and interpretation of genomic data, was awarded the second stage of a contract to develop standardised next generation sequencing workflows in oncology for a group of seven Central European hospitals represented by the Medical University Graz. The European Union Horizon 2020 funded project, ‘About INtegrated and STANDardized NGS workflows FOR Personalized therapy’ (InstandNGS4P), has been set up to support the development of integrated and standardised next generation sequencing workflows to guide therapy decisions and provide clinical decision support at the bedside of cancer patients.

capital invested

Cumulative
2023 2022 2021 2020 2019 £m 0 100 150 200 250 300 50
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CMR Surgical, the global robotics business, announced that its Versius® Surgical Robotic System has been used in more than 10,000 surgeries spanning 130 different procedure types across seven surgical specialities across Europe, the Middle East, Asia, Australia and Latin America. Designed to offer high utilisation in operating rooms, Versius® is being used to perform a wide variety of both routine and complex procedures across a range of specialties including gynaecology, colorectal surgery, thoracic surgery, general surgery and urology –from hernia repairs and hysterectomies to radical prostatectomies and lower anterio resections.

CMR also announced that it had launched partnerships with two tele-mentoring companies, Teladoc Health and SurgEase Innovations, to enhance its ongoing training support for surgical teams. Tele-mentoring systems utilise specialised monitors, sound systems and cameras to allow trainers and surgical preceptors to provide real-time guidance and technical assistance during surgical procedures irrespective of geography, to provide expert clinical support for surgical teams as they master the Versius® technology. This additional remote assistance is provided to surgical teams as part of CMR’s comprehensive stepwise training programme, which utilises enhanced virtual reality technology, extensive supervised training and preceptor support.

Microbiotica, a leader in discovering and developing microbiome-based therapeutics and biomarkers, announced a clinical trial collaboration with MSD (Merck & Co., Inc., Rahway, NJ, USA) to evaluate MB097 in combination with KEYTRUDA® (pembrolizumab) in a Phase 1b clinical trial in melanoma.

Under the terms of the agreement, Microbiotica will conduct a Phase 1b clinical trial to evaluate the safety and tolerability, and initial signs of clinical activity of its live biotherapeutic product, MB097, in combination with KEYTRUDA® (pembrolizumab), MSD’s anti-PD-1 therapy, in melanoma patients with primary resistance to an anti-PD-1-containing immunotherapy.

Pragmatic Semiconductor, worked with researchers in the US on the first programmable processor designed specifically for a plastic process technology. Pragmatic and its partners have previously demonstrated the world’s first non-silicon ARM processor and also designed the iconic 6502 processor for its flexible plastic technology, but this is the first project to explore the performance, power, size and yield trade-offs of the technology. This is the first time that a microprocessor has been developed specifically for Pragmatic’s FlexIC Foundry service, using bespoke chip architectures designed by researchers at the University of Illinois.

Riverlane, the quantum engineering company building the world’s first operating system for error corrected quantum computing, and Rigetti (NASDAQ: RGTI), a pioneer in hybrid quantum-classical computing, announced a partnership backed by Innovate UK to tackle syndrome extraction on superconducting quantum computers. Syndrome extraction is a crucial step in quantum error correction, the greatest challenge to be solved to develop useful quantum computers that can process more data with far greater accuracy than is possible today. Useful quantum computers can unlock previously impossible scientific possibilities and transform a range of vital industries, including healthcare, sustainable energy and advanced materials.

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On knowledge-intensive businesses continued

Realisations

In November 2022, Audio Analytic was acquired by a large US technology company. Although the terms of the deal were not disclosed, we are delighted that the Audio Analytic team has been retained in Cambridge, meaning that another world-leading US business now has an established R&D presence in the city.

During the year, we sold the majority of our interests in Centessa Pharmaceuticals, a clinical-stage company employing its innovative asset-centric business model to discover, develop and ultimately deliver impactful medicines to patients, which listed on Nasdaq in May 2021.

In February 2023, it was announced that Sense Biodetection, a global molecular diagnostics innovator, had been acquired by Sherlock Biosciences, a company engineering biology to bring next-generation diagnostics to the point of need. The acquisition will accelerate Sherlock’s go-to-market strategy by adding Sense’s Veros™ instrument-free rapid molecular test platform and manufacturing capabilities, enabling the vision of highly accurate and affordable diagnostics that can be used anytime, anywhere.

Cumulative value 0 100 200 300 400 500 600 2023 2022 2021 2020 2019 Unrealised Realised £m
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At 31 March 2023, our cumulative portfolio (realised and unrealised) had a value of £0.5 billion.

OTHER INVESTMENTS
Key Unrealised Realised Listed Strategic Report Governance Financial Statements 19 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

Demonstrating our value proposition

Focused on Europe’s leading innovation hub

Cambridge’s global reputation, unique heritage and commercial expansion, combined with the deep scientific expertise, highly educated workforce and established networks for early-stage funding, make Cambridge a particularly attractive place to establish, nurture and cultivate knowledge-intensive businesses.

We work hard to develop the ecosystem and invest our time generously in coaching, mentoring, sponsoring and participating in a wide range of entrepreneurial and impact activities.

Preferred investor for the University of Cambridge

We benefit from a long-term partnership with, and permanent link to, the University.

We have unique access to Cambridge Enterprise and its information systems, investment meetings and potential spin-out pipeline.

We can exercise co-investment and pre-emption rights to existing and future University equity stakes.

Co-founders of two Cambridge accelerators

We have co-founded two accelerators, Start Codon and Deeptech Labs, which provide hands-on support to bridge the gap between translational research and Series A ready businesses.

We benefit from the pre-emption rights of companies participating in the accelerator programmes.

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Leading investor

Our reputation is based on the strength of our relationships, our deep domain and operational expertise, and the mutual trust with the people with whom we work.

We are the most active Series A investor in the Cambridge ecosystem and participate in the biggest deals.

Value-adding partner

We meet hundreds of entrepreneurs and co-investors each year and strive to add value in every interaction.

We are focused on growing the value of our investments by taking a hands-on approach including board participation, business planning and development, executive recruitment, commercialisation and scale-up.

Sector experts

We have built a team with a unique set of skills and experiences that are well suited to the Cambridge ecosystem and supporting the companies we are building within it.

We bring deep domain and operational expertise developed through our past experiences as investors, entrepreneurs, scientists and operators.

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Strategic Report Governance Financial Statements 21 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

By living our values

Our values are what steer us as we build a prosperous and sustainable future, enhance financial returns and have a positive impact on our stakeholders. These values were developed by our amazing team and truly characterise what it means to be part of CIC.

WE WANT TO ACHIEVE THE EXTRAORDINARY

We think big and believe anything is possible

We seek to be the best at what we do

We are pioneers, we are bold

WE HAVE A PASSION FOR LEARNING AND KNOWLEDGE

We are a people business and our success is built on enabling the growth and development of our team

We seek to ensure all members of our team are effective and fulfilled in their work

BUT NOT AT ANY COST

We are committed to doing the right thing, even when no one else is looking

We speak with honesty, think with sincerity and act with integrity

AND KNOW WE ARE STRONGER TOGETHER

We use our combined resources, internally and in the Cambridge ecosystem, to get the best results We pride ourselves on our ability to collaborate across sectors and markets

WE WANT A CULTURE WHERE EVERYONE CAN BE THEMSELVES

We celebrate different views and seek to avoid hierarchies

Each person on our team matters and plays an important role in our organisation’s success

AND TAKE PRIDE IN GIVING SOMETHING BACK

As individuals and an organisation, we can make a real difference to the future, our community and the environment

We contribute positively to the Cambridge ecosystem, making it a great place to work, live and thrive

How we conduct ourselves and how we do business is extremely important to everyone at CIC. We strive to be good citizens and successful business partners, whilst achieving the best results.
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Cambridge Science Centre (CSC) is an educational charity based in Cambridge that wants every young person to enjoy and explore STEM (Science, Technology, Engineering and Mathematics). CSC provides unique hands-on, interactive experiences, shows and activities, which are delivered by professional science communicators.

We are delighted to support CSC in the important work they do for young people in Cambridge and beyond. Our sponsorship has helped CSC to continue to thrive and develop the innovators of the future – people who will one day have the potential to change lives and make their mark on the world.

The Investing in Women Code is a commitment by financial services firms to the advancement of female entrepreneurship through improving female entrepreneurs’ access to tools, resources and finance.

We are committed to supporting diversity within the industry. Our ESG initiatives emphasise our own targets in advancing equality and inclusion within CIC, particularly through recruitment where gender and ethnic diversity is part of all shortlisted positions.

LSX Female Founders was founded to connect women entrepreneurs in the health and life science field with investors, as well as offer mentorship from relevant industry professionals.

As a founding partner of LSX Female Founders, we are pleased to have the opportunity to make a greater impact on diversity in the industry at a much larger scale. Together with our fellow founding partners, we can offer a combined network of over 10,000 investors to support the progression of new businesses.

Strategic Report Governance Financial Statements 23 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

And focusing on positive impact

Our theory of change

Our theory of change shows how we seek to: support the development of innovation and entrepreneurship in the Cambridge ecosystem; invest in entrepreneurial founders building category-leading, global businesses; and achieve enhanced financial returns for our investors by investing in best-in-class companies and supporting the growth of those companies with the resources available. Beyond that, it shows how we seek to have a positive impact on society.

We have selected the United Nations Sustainable Development Goals (SDGs) as a framework to consider the potential impact of our investment and also to encourage certain behaviours in our portfolio companies.

The SDGs that we aspire to fulfil through our core investment activities are

To ensure healthy lives and promote well-being

To promote sustained, inclusive and sustainable economic growth, full and productive employment and decent work

To build resilient infrastructure, promote inclusive and sustainable industrialisation and foster innovation

To make cities and human settlements inclusive, safe, resilient and sustainable

To ensure inclusive and equitable quality

To achieve gender equality

To reduce inequality

To ensure responsible consumption and production

As a Series A investor, we are often the first institutional investor to invest in a company. This provides us with an ideal opportunity to instil best practices at an early stage.
We also aim to encourage certain behaviours within our portfolio companies by focusing on
education and promote learning opportunities
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Challenges Outcomes Activities Outputs

Insufficient support for entrepreneurial innovation

Insufficient funding for early stage companies

Low success rate for early stage companies

Innovations that can deliver value to society may not find a way to scale

Lack of diversity in entrepreneurs and employees may result in missed opportunities

Deep engagement with the Cambridge ecosystem

Early stage assessment of potential reach and depth of impact

Investment and other support for entrepreneurs and their businesses

Strategic support to help build sustainable businesses

Encourage wider diversity in entrepreneurs and employees of portfolio companies

Development and commercialisation of impactful innovations

Maintain a balanced and diversified portfolio

Facilitate access to capital through building investment syndicates

Opportunities identified for impact enhancement aligned with commercial goals

Identify best practices within the portfolio

Enable visionaries to build global, category-leading companies

Deliver enhanced financial return for our investors

Attract more investment into our portfolio companies

Cross-fertilise ideas and people within the portfolio to enhance outcomes

Share and promote best practice within the portfolio

Benefitstosocietythrough
ofemployment healthcareandtechnology Improved educationandlearning Improveddiversity overtime Reduce d e n v i r o tnemnla i m p a c t I m p a c t S D G s
solutions Creation
Strategic Report Governance Financial Statements 25 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

Portfolio case studies

What is your vision? What is the problem you are trying to solve?

Minimal access surgery (MAS) has well documented benefits for patients, including reduced pain, discomfort, scarring and risk of infection, along with faster recovery times, when compared with open surgery. These advantages mean that MAS is widely recognised as the best treatment option for soft tissue surgeries.

However, MAS is extremely difficult to perform, which means that 50% of cases globally that could be treated this way are still being performed as open surgery.

The support of robotic systems should help to address this problem by making MAS less mentally and physically challenging for surgeons. However, robotic systems have historically not been easily accessible to all hospitals. In fact, only 3% of all surgeries globally are being performed with a robot. In Europe it is closer to just 1% of surgeries.

CIC has vast experience in the life sciences sector and knows the industry in which we operate very well. They have shared our vision from the beginning and supported us through many stages of development. Their support has been critically important and I look forward to working together in the future.

At CMR Surgical, our goal is to transform surgery – for good. As the fastest growing surgical robotics company, we are rapidly disrupting the surgical robotics market, bringing the benefits of minimal access surgery to more patients around the world every day with Versius, our next generation robot.

What is unique about your product/technology?

Versius is the only small, modular and portable surgical robotic system, which means that it can integrate seamlessly into virtually any operating room. Due to the modular design, Versius can easily be moved between hospital departments to maximise utilisation so that more patients can benefit from robotic-assisted MAS.

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Transforming surgery. For good.

How can it impact the world and/or benefit society?

By enabling more MAS, we can help patients to recover quicker and reduce post-operative bed days. This has a significant impact on hospitals and healthcare systems, which have enormous pressure on bed days and capacity.

In fact, after implementing a robotics programme with Versius, Milton Keynes University Hospital, UK, were able to save 450 bed days annually (including eight HDU bed days) – an important gain, which is helping the hospital to manage challenging bed pressures more effectively.

Robotics also have the potential to have a positive impact on the healthcare workforce. Versius has been designed with surgeons to minimise the ergonomic impact of procedures on their physical well-being. The open console gives them the option to stand or sit in a comfortable position throughout the entire surgical procedure, helping to reduce their stress and fatigue and supporting them to provide the best quality of care for patients.

What is the market opportunity?

To date, the surgical robotics market is only 3% penetrated globally. In Europe, it is around 1%.

Early generation robotic systems are often large and difficult to move around, which means that they are mostly being used in large, elite teaching hospitals that can dedicate an entire OR to a robot. Therefore, they are not always viable for smaller hospitals outside big cities and surgical centres, which often have high volumes of cases but less access to innovation.

All hospitals that need a robot, regardless of their size and location, should have access to a versatile system that can be highly utilised across departments. To transform surgery for more people, we also need to open up a very under penetrated market outside of the large central teaching hospitals.

We have already seen significant demand in this area – including from customers such as Argenteuil Hospital in France and Cristo Re in Italy.

Strategic Report Governance Financial Statements 27 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

Portfolio case studies continued

How do you measure progress?

Ultimately, CMR’s goal is more patients receiving the highest quality of surgical care. Versius has now been used in over 10,000 surgical cases around the world across 130 procedure types – which is a critical proof point that we are delivering on our mission.

What has been the biggest challenge to date?

Building a surgical robot is very difficult – CMR successfully achieved this and in a rapid time managed to bring Versius to the global market – going from concept to patient in five years. No other big established medtech companies with existing large customer footprints, deep industry knowledge and credibility have achieved this in such a short period of time.

CMR chartered the unknown to design a surgical robot that would meet our mission of increasing access to keyhole surgery for many people. Leveraging vast experience and understanding of keyhole surgery, software technology and engineering, but not of robotics, the team took calculated risks on disruptive technology design.

The development process for Versius was collaborative from the start, working alongside the surgical community to overcome design obstacles – such as whether to have cart mounted or bed mounted arms, or whether or not to have an open console design – to ensure a design evolution that ensured a system was being built in Versius that was compatible with the needs of busy surgical teams.

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Another challenge CMR faced in the development of Versius is the rapid scaling of the business. To keep up with the demand for Versius and growth of its development, and the company’s growth, CMR faced space constraints as it grew, and the need to rapidly build a skilled workforce in order to have the capabilities to commercially produce Versius to keep up with demand. CMR overcame these challenges by bringing in a manufacturing and scale-up expert to revolutionise manufacturing practices and successfully implement a supply chain scaling programme, supporting CMR’s robust growth.

What is next?

To date, CMR has installed over 100 systems worldwide. CMR will continue to go deeper into existing markets, including Europe, Asia and Latin America as well as secure additional regulatory approvals in markets where Versius can provide differentiation to customers. CMR has also invested in a new manufacturing facility and global exports hub in the UK, which will be operational in 2023, to meet the global demand for Versius.

Strategic Report Governance Financial Statements 29 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

Portfolio case studies

What is your vision? What is the problem you are trying to solve?

A world where our technology is embedded in trillions of connected items, bringing benefits to everyday lives and solving some of our biggest societal challenges.

What is unique about your product/technology?

Pragmatic is revolutionising semiconductor manufacturing, making flexible integrated circuits (chips) that are the only real alternative to silicon. Our chips can be produced in under two days – more than ten times faster than traditional silicon semiconductors. This, in combination with their thin flexible form factor and dramatically lower cost, means they can be used in places where it would not be cost-effective, or even physically possible, to use silicon chips.

How can it impact the world and/or benefit society?

The possibilities for our technology are endless and we have only scratched the surface of the benefits it brings. Examples include: smart patches for early detection of health conditions such as sepsis; item-level supply chain traceability and product authentication to prevent fraud; and enabling better recycling or re-use of packaging to help governments and companies enable a truly circular economy.

Our flexible integrated circuits are also a more sustainable alternative to silicon chips. Our production approach eliminates many of the resource-intensive processes of silicon manufacturing, using just a fraction of the energy and water. It also significantly reduces the quantity of chemicals and gases consumed, further improving the environmental footprint of chip manufacturing.

CIC is a tremendously important investor for Pragmatic. Having an investor that can go deep and understand so well what we are trying to achieve on both a technical and commercial level has helped to guide and support our vision and connect us with partners that can help make it a reality.
30 CAMBRIDGE INNOVATION CAPITAL LIMITED
continued
DAVID MOORE CEO

Simply intelligent

What is the market opportunity?

The directly addressable market for our flexible chips is well over $50 billion, with the potential for our technology to be embedded in trillions of smart items. Our growth is supported by a world-class shareholder base including financial, strategic and sovereign investors.

How do you measure progress?

In simple terms, we measure progress by the growth in our revenue pipeline, driven by the tangible demand for our technology in an increasing range of applications. As we continue to develop our technology platform and raise awareness of its capabilities, we will also measure progress by the number of innovative ideas and use cases that our customers create to improve everyday lives.

What has been the biggest challenge to date?

Our main obstacle has been translating our unique technology into a proven, reliable, high-yield fabrication line, or ‘fab’. Achieving consistent production yields over 90% was the key milestone that led to our oversubscribed $125 million Series C funding round.

What is next?

Our distributed manufacturing model is unique in the semiconductor industry. We have developed a ‘Fab-as-a-Service’ offering that enables agile, on-site, ‘justin-time’ chip production. The compact design of our fabs means that they can be located anywhere in the world, even on a customer’s site. This ensures continuity and security of supply at both a local and national level. We are currently commissioning our second fab in the UK, but over the next decade our ambition is to deploy over 100 fabs worldwide.

Strategic Report Governance Financial Statements 31 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

Portfolio case studies

What is your vision?

What is the problem you are trying to solve?

Our vision at Mosaic is to be the world leader in biomarker-specific, targeted oncology drug discovery, development and commercialisation.

We are addressing a huge unmet need for patients with cancer. The mean five-year survival rate across all cancer types is still only 51%. As academia, government, and private industry strive to improve patient outcomes, the clinical failure rate in oncology drug development sits at a dismal 93%. The opportunity and urgency to improve the lives of people with cancer is immense, and Mosaic is uniquely positioned to play a leading role in addressing this societal challenge.

CIC is a tremendous partner to Mosaic. Their position in the Cambridge biosciences ecosystem and years of experience in building world-class companies with global impact, has been instrumental in helping us shape our strategy and vision to become a world-leading oncology therapeutics company.

What is unique about your product/technology?

At Mosaic, we are resolving cancer’s complexity by reshaping the interface of computational and experimental biology to power new medicines for patients. Typically, cancer drug discovery and development has been hypothesis-driven, retrospective and biased. Past approaches are too time consuming and costly, and with over 800 known cancer fitness genes, over 200 cancer types, and over 2,000 known genetic biomarkers, identifying an effective medicine is like finding a needle in a haystack.

Our platform takes a large-scale, agnostic and prospective approach to identify and develop novel targeted therapies, completely reinventing the traditional approach to target and drug discovery. Our bespoke partnership with the Sanger Institute also provides us with expertise and access to biological matter that few other companies in the world have.

32 CAMBRIDGE INNOVATION CAPITAL LIMITED
continued

Resolving cancer’s complexity

How can it impact the world and/or benefit society?

Primarily, by bringing new medicines to patients there is an incredible opportunity to improve and save people’s lives. That’s why we come to work every day.

We have an extraordinarily talented team that is working every day on the cutting edge of science. Our platform was borne out of the Sanger, an institute that is world-renowned for mapping one-third of the human genome, and from the ground-breaking work of Dr Mathew Garnett and his team that co-discovered the BRAF mutation in cancer. Mosaic will continue this great history, striving at the forefront of experimental biology and computational science. With our learning platform we hope to inspire new science and technologies to improve cancer research and development around the world.

What is the market opportunity?

By taking an unbiased, agnostic and prospective approach, the opportunity to impact patients and grow our business is seemingly limitless, because Mosaic is looking at the entire spectrum of potential targets and possible single or combination drug candidates. Our discovery platform is alive and dynamic, so as we gain more experience and grow our data banks, our machine learning capabilities will increase exponentially. There is no ceiling to the number of medicines we can discover and develop.

Strategic Report Governance Financial Statements 33 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

Portfolio case studies continued

How do you measure progress?

Ultimately, our goal is to bring new medicines to the patients who so desperately need them. We have clear milestones along the way to ensure that we are making progress towards our goal, beginning with identifying the right drug candidates to take into clinical development and ensuring that we have the necessary capabilities, people, resources, and partnerships to make that happen.

What has been the biggest challenge to date?

Our biggest challenge has been finding the right people to match to our scientific aspirations and our company values. Any time that a company sits on the precipice of the latest scientific and technological breakthroughs, it will naturally be a challenge to find people with the right training and experience. In our case, it has often been the need for experience and knowledge in both experimental biology and bioinformatics, along with the right cultural fit, that has proven

34 CAMBRIDGE INNOVATION CAPITAL LIMITED

to be a challenge. Nonetheless, we are excited by the quality of candidates that have presented themselves and the enthusiasm they have shown to be part of the Mosaic family. We will never compromise on our talent, and we have not had to.

What is next?

We will progress our drug candidate program towards IND-enabling studies, identify the right potential partnerships to grow our business, and search for the best talent in the industry to grow our team.

Strategic Report Governance Financial Statements 35 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

Portfolio case studies continued

What is your vision?

We aim to deliver the highest quality and highest performance semiconductor devices and integrated circuits for a new generation of power systems where reducing the energy losses is the core aim.

What is unique about your technology?

ICeGaNTM technology targets outstanding efficiency with compact solutions, enhanced reliability, best-in-class robustness, through easy-to-use power transistors. We put leading-edge innovation in wide-bandgap (WBG) devices at the forefront of our mission, applying deep science from our roots in Cambridge University and close engagement with customers, investors, partners and employees. It is not just about Gallium Nitride (GaN). Our identity and respect for the environment goes well beyond our products.

By working with GaN, I want to make an impact – an impact on society, on the people, on the employees’ life and on the new generation. Thanks to CIC’s support and their knowledge of the semiconductor market, CGD will be able to expand its product portfolio, establish a presence in the US, and increase its market share to maximise the impact of the technology worldwide.

How can it impact the world and/or benefit society?

Among all the other semiconductor markets, the GaN market is the fastest growing with a 50% CAGR, thanks to the highest electrical efficiency that GaN has demonstrated it can achieve. Vast adoption of ICeGaNTM-based power converters in areas such as data centres can contribute to save up to 12TWh of electricity and nine million metric tons of CO2 per year by 2030, equivalent to the greenhouse emissions of more than 20 million barrels of oil consumed, thus contributing to <1.5°C temperature increase target by 2050 set by the Paris Agreement1

What is the opportunity?

Socio-economic factors and advances in technology are driving energy use and electricity spending. Climate change, populations growth, urbanisation and digital transformation are among the megatrends responsible for energy consumption predicted to increase

1 CGD calculations and main market reports 36 CAMBRIDGE INNOVATION CAPITAL LIMITED

Dare to innovate differently

by 14% by 2050 in the IEA 2020 World Energy Outlook by McKinsey. With the <1.5°C temperature increase target set by the Paris Agreement; more global economies establish reduction policies to achieve zero-net CO2 emission by 2050. Energy-efficient, power dense and miniaturised devices push the growth of GaN-based solutions.

At CGD, we are passionate about cutting-edge technology. We strive to solve our customers’ design challenges, enabling their end products to achieve maximum performance with advanced and easy-to-drive products that deliver on the promise of energy efficiency in consumer electronics, industrial, and automotive markets. By far the largest market, consumer will continue to grow > 45%, mostly driven by mobile adapters and chargers. Supporting the digital transformation, datacentres will grow at 66% CAGR. The automotive segment’s expected growth is >100% CAGR, driven by CO2 emissions regulations.

How do you measure progress?

We can see it in the numbers and in the orders. We have realised products that leading customers have successfully approved and adopted in their key designs confirming CGDs offering meets the expectations in terms of energy efficiency, power density and reliability, while out beating competition on the ease-of-use. In a nutshell, we created an all-round solution not yet available in the market.

What has been your biggest challenge to date?

The main challenge we face is associated with scale up. We are at the stage of delivering products to the market and need to scale up our operations. Getting ourselves known, in a growing semiconductor business where we are competing with the giants, that’s a challenge.

What’s next?

Approved by the Board of Directors Strategic Report Governance Financial Statements 37 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023

and signed on its behalf by EDWARD BENTHALL

Chairperson

We will not stop in following our mission: the environmental need for solutions to resolve the world’s most significant challenges (energy consumption and CO2 emissions) inspires us to contribute to society by preserving nature with energy-efficient power solutions. We continue to work ingeniously and bring novelty in everything we do, and how we do it, to make our world a better place. We call it 360° innovation. June 2023
23

Directors’ Report

Report of the Directors

The Directors present their report together with the audited consolidated financial statements for the year ended 31 March 2023. The objectives and future developments of the Company are addressed within the Strategic Report.

Results and dividends

During the year, the Group made a loss after tax for the year ended 31 March 2023 of £61.51 million (2022: profit of £38.85 million). The Company did not pay an interim dividend (2022: £0.06345 per share) and the Directors do not recommend the payment of a final dividend (2022: £nil).

Share buyback

During the year, the Company did not buy back and subsequently cancel any shares (2022: the Company bought back, and subsequently cancelled, 35,033,253 ordinary shares at £1.29 each for total consideration of £45.19 million).

Directors

The Directors who served during the year, and up to the date of signing the financial statements, were as follows:

Edward Benthall Chairperson

Andrew Williamson Managing Partner

Rob Sprawson Partner and CFO

Humphrey Battcock

Clive Birch

Rowan Chapman

Non-executive Director

Non-executive Director

Non-executive Director

Anne Ferguson-Smith Non-executive Director

Ian Leslie

Andy Neely

Non-executive Director

Non-executive Director

Directors’ emoluments

Appointed 1 September 2022

Directors’ emoluments are disclosed in Note 6 to the consolidated financial statements.

Directors’ interests in shares

The Directors who held office during the year ended 31 March 2023 had the following beneficial interests in the shares of the Company:

The Directors who held office during the year ended 31 March 2023 had the following beneficial interests in options over the ordinary shares of the Company:

At 31 March 2023 At 31 March 2022 Number of ordinary shares % of voting share capital Number of ordinary shares % of voting share capital Humphrey Battcock 250,052 0.08% 250,052 0.08% Edward Benthall 569,824 0.19% 569,824 0.19% Clive Birch 43,009 0.01% 43,009 0.01% Rob Sprawson 1 0.00% 1 0.00%
At 31 March 2022 Granted during the year Exercised during the year At 31 March 2023 Exercise price (pence) Rob Sprawson 25,872 – – 25,872 0.17 118,424 – (66,831) 51,593 0.01 Andrew Williamson 236,722 – – 236,722 0.01 38
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Directors’ indemnities

As detailed in the Company’s Articles of Association, indemnities were in force during the financial year and also at the date of approval of the financial statements between the Company and each of its Directors, under which the Company has agreed to indemnify each Director, to the extent permitted by law, in respect of certain liabilities incurred as a result of carrying out their duties as a Director of the Company. The Company has Directors’ and Officers’ Liability Insurance and it is the intention to maintain such a policy in the future.

Substantial shareholders

As at 20 June 2023, the Company had the following shareholders with interests of 3% or more, in aggregate, of the Company’s ordinary shares. The Company’s issued share capital is disclosed in Note 17 to the consolidated financial statements. Other than as shown below, so far as the Company and its Directors are aware, no other person holds, or is beneficially interested in, a disclosable interest in the Company.

Political donations

The Group did not make any political donations during the year (2022: £nil).

Post balance sheet events

Material events occurring since the balance sheet date are disclosed in Note 21 to the consolidated financial statements.

Independent auditors

PricewaterhouseCoopers LLP, having expressed their willingness to continue in office, will be deemed reappointed for the next financial year in accordance with section 487 (2) of the Companies Act 2006, unless the Company receives notice under section 488(1) of the Companies Act 2006.

Going concern

The Group’s cash is sufficient to meet the investment requirements and operational needs of the Group for at least a year from the date of approval of the financial statements.

Given the above, the Directors confirm that they have a reasonable expectation that the Group will have adequate resources to continue in operational existence for the foreseeable future and accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Approved by the Board of Directors and signed on its behalf by

23 June 2023

Shareholder % Cambridge University as trustee of the Cambridge University Endowment Fund 16.4% Union Bancaire Privée 14.8% The Chancellor, Masters and Scholars of the University of Cambridge 12.2% Best of CIC UBP Fund Limited 7.2% Fosun Industrial Co. Limited 6.6% Private Equity Solutions 5.0% Oman Investment Authority 4.1% Legal & General Assurance Society Limited 3.7% Bluesky Partnership II LP 3.6% Lisbet Rausing 3.3%
Financial Statements 39 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Governance

Statement of Directors’ responsibilities in respect of the financial statements

The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulation.

Company law requires the Directors to prepare financial statements for each financial year. Under that law, the Directors have prepared the Group financial statements in accordance with UK-adopted international accounting standards in conformity with the requirements of the Companies Act 2006 and the Company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’, and applicable law).

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 Company and of the profit or loss of the Group for that period. In preparing the financial statements, the Directors are required to:

select suitable accounting policies and then apply them consistently; state whether applicable international accounting standards in conformity with the requirements of the Companies Act 2006 have been followed for the Group financial statements and United Kingdom Accounting Standards, comprising FRS 102, have been followed for the Company financial statements, 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 Company will continue in business.

The Directors are also responsible for safeguarding the assets of the Group and Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group and 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 Company’s website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Directors’ confirmations

In the case of each Director in office at the date the Directors’ Report is approved:

• so far as the Director is aware, there is no relevant audit information of which the Group and Company’s auditors are unaware; and

• they have taken all the steps that they ought to have taken as a Director in order to make themselves aware of any relevant audit information and to establish that the Group and Company’s auditors are aware of that information.

Approved by the Board of Directors and signed on its behalf by

23 June 2023

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Governance 41 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Financial Statements Strategic Report

Independent Auditors’ Report

Report on the audit of the financial statements

Opinion

In our opinion:

• Cambridge Innovation Capital Limited’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 March 2023 and of the Group’s loss and the Group’s cash flows for the year then ended;

the Group financial statements have been properly prepared in accordance with UK-adopted international accounting standards as applied in accordance with the provisions of the Companies Act 2006;

• the Company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, including FRS 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’, and applicable law); and

the financial statements 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 Accounts for the year ended 31 March 2023 (the ‘Annual Report’), which comprise: the consolidated statement of financial position and the Company balance sheet as at 31 March 2023; the consolidated statement of comprehensive income, the consolidated statement of cash flows, and the consolidated and Company statements 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, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Conclusions relating to going concern

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 12 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 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,

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CAMBRIDGE
CAPITAL
To the members of Cambridge Innovation Capital Limited

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 March 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.

Responsibilities for the financial statements and the audit

Responsibilities of the Directors for the financial statements

As explained more fully in the Statement of 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 breaches of UK regulatory principles, such as those governed by the Financial Conduct Authority, and we considered the extent to which noncompliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the financial statements such as the Companies Act 2006. 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 estimation uncertainty in the valuation of investments. Audit procedures performed by the engagement team included:

performing procedures to ensure the financial statements are appropriately prepared and disclosed in line with the Companies Act 2006; performing inquiries of management as to whether the entity is in compliance with all relevant laws and regulations;

Governance 43 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Independent Auditors’ Report continued

To the members of Cambridge Innovation Capital Limited

• inspecting the Company’s minutes to ensure we have identified any possible non-compliance reported internally;

assessing the estimates made by management in determining the fair values of investments and considering whether there were any indications of systematic bias, particularly where price of last transaction was no longer considered an appropriate basis for estimating fair value; identifying and testing journal entries, in particular any journal entries posted with unusual account combinations;

designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing; and

• performing inquiries of management about key correspondence with the Financial Conduct Authority in relation to compliance with laws and regulations.

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.

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.

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.

for and on behalf of PricewaterhouseCoopers LLP

Chartered Accountants and Statutory Auditors

Cambridge

23 June 2023

44 CAMBRIDGE INNOVATION
LIMITED
CAPITAL

Consolidated Statement of Comprehensive Income

For the year ended 31 March 2023

Total comprehensive (expense)/income for the year is attributable to

All activities derive from continuing operations. The notes on pages 49 to 66 are an integral part of these financial statements.

Note 2023 £'000 2022 £'000 Revenue 4,126 4,994 Fair value changes in investments 12 (68,531) 48,439 Administrative income/(expenses) 2,558 (14,783) Other operating income 81 49 Operating (loss)/profit 5 (61,766) 38,699 Finance income 8 470 508 Finance costs 8 (132) (28) Share of net losses of associates accounted for using the equity method 13 (167) (121) (Loss)/profit before taxation (61,595) 39,058 Income tax 9 85 (210) (Loss)/profit after taxation (61,510) 38,848
Owners of Cambridge Innovation Capital Limited (61,561) 38,883 Non-controlling interests 18 51 (35) (61,510) 38,848
Governance 45 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Consolidated Statement of Financial Position

At 31 March 2023

The notes on pages 49 to 66 are an integral part of these financial statements.

The consolidated financial statements on pages 46 to 66 of Cambridge Innovation Capital Limited, registered number 08243718, were authorised for issue by the Board of Directors on 23 June 2023 and were signed on its behalf by

Note 2023 £'000 2022 £'000 Assets Non-current assets Property, plant and equipment 10 399 403 Right-of-use assets 11 1,693 1,889 Investments held at fair value 12 327,116 398,298 Investments accounted for using the equity method 13 206 373 329,414 400,963 Current assets Trade and other receivables 14 1,753 2,711 Cash and cash equivalents 39,769 40,057 41,522 42,768 Total assets 370,936 443,731 Liabilities Non-current liabilities Lease liabilities 11 (1,552) (1,731) Current liabilities Trade and other payables 15 (21,918) (31,781) Lease liabilities 11 (179) (142) (22,097) (31,923) Total liabilities (23,649) (33,654) Net assets 347,287 410,077 Equity Issued share capital 17 30 30 Share premium account 25,064 25,064 Capital redemption reserve 3 3 Share based payment reserve 1,719 3,091 Capital reserve 186,511 255,093 Retained earnings 133,227 126,206 Capital and reserves attributable to owners of Cambridge Innovation Capital Limited 346,554 409,487 Non-controlling interests 18 733 590 Total equity 347,287 410,077
46 CAMBRIDGE INNOVATION CAPITAL LIMITED

Consolidated Statement of Changes in Equity

The notes on pages 49 to 66 are an integral part of these financial statements.

Attributable to owners of Cambridge Innovation Capital Limited Note Issued share capital £'000 Share premium account £'000 Capital redemption reserve £'000 Share based payment reserve £'000 Capital reserve £'000 Retained earnings £'000 Total £'000 Noncontrolling interests £'000 Total equity £'000 At 1 April 2021 32 120,803 49,993 3,344 206,621 29,615 410,408 – 410,408 Profit/(loss) for the year and total comprehensive income/(expense) – – – – – 38,883 38,883 (35) 38,848 Fair value changes in investments 12 – – – – 48,472 (48,472) – – –Transactions with owners Share capital issued (net of expenses) 17 1 25,064 – – – – 25,065 625 25,690 Share based payments 7 – – – (253) – – (253) – (253) Capital reduction 17 – (120,803) (49,993) – – 170,796 – – –Buyback of ordinary shares (including expenses) 17 (3) – 3 – – (45,477) (45,477) – (45,477) Dividends paid – – – – – (19,139) (19,139) – (19,139) At 31 March 2022 30 25,064 3 3,091 255,093 126,206 409,487 590 410,077 (Loss)/profit for the year and total comprehensive (expense)/income – – – – – (61,561) (61,561) 51 (61,510) Fair value changes in investments 12 – – – – (68,582) 68,582 – – –Transactions with owners Share capital issued (net of expenses) 17 – – – – – – – 92 92 Transfer to liabilities of cashsettled share based payments 7 – – – (1,372) – – (1,372) – (1,372) At 31 March 2023 30 25,064 3 1,719 186,511 133,227 346,554 733 347,287
Governance 47 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements
For the year ended 31 March 2023

Consolidated Statement of Cash Flows

For the year ended 31 March 2023

The notes on pages 49 to 66 are an integral part of these financial statements.

Note 2023 £'000 2022 £'000 Cash flows from operating activities Operating (loss)/profit (61,766) 38,699 Adjustments for: Fair value changes in investments 12 68,531 (48,439) Share based payments 7 – (253) Depreciation 10, 11 340 119 Interest paid (59) –Finance costs (73) –Decrease/(increase) in trade and other receivables 2,035 (2,025) (Decrease)/increase in trade and other payables (11,075) 8,904 Cash used in operating activities (2,067) (2,995) Income tax paid (75) (50) Net cash used in operations (2,142) (3,045) Cash flows from investing activities Purchase of property, plant and equipment 10 (140) (433) Purchase of investments held at fair value 12 (6,455) (16,820) Transactions with non-controlling interests 92 –Proceeds from the sale of investments 6,668 64,326 Repayment of loans by portfolio companies 1,318 –Interest received 513 65 Net cash generated from investing activities 1,996 47,138 Cash flows from financing activities Purchase of right-of-use assets 11 – (17) Principal elements of lease payments 11 (142) –Proceeds from issue of shares 17 – 25,066 Buyback of shares (including expenses) 17 – (45,476) Dividends paid – (19,139) Net cash used in financing activities (142) (39,566) Net change in cash and cash equivalents (288) 4,527 Cash and cash equivalents at beginning of the year 40,057 35,530 Cash and cash equivalents at end of the year 39,769 40,057
48 CAMBRIDGE INNOVATION CAPITAL LIMITED

Notes to the Consolidated Financial Statements

For the year ended 31 March 2023

1. General information

Cambridge Innovation Capital Limited is incorporated in England and Wales and is domiciled in the UK, the address of its registered office being 22 Station Road, Cambridge, England, CB1 2JD. Cambridge Innovation Capital Limited and its subsidiaries, disclosed in Note H to the Company’s financial statements, form the ‘Group’ and the Group’s consolidated financial statements presented herein are in sterling. The Group invests in and supports world-leading life sciences and technology companies with an affiliation to Cambridge, Europe’s leading capital for innovation.

2. Basis of preparation

The Group’s cash is sufficient to meet the investment requirements and operational needs of the Group for at least a year from the date of approval of the financial statements. As a result, the financial statements for the year ended 31 March 2023 have been prepared:

on a going concern basis and under the historical cost convention, as modified by the revaluation of certain financial assets and financial liabilities at fair value through the income statement; and in accordance with UK-adopted international accounting standards in conformity with the requirements of the Companies Act 2006 (‘IFRS’).

The principal accounting policies adopted in the preparation of these financial statements have been consistently applied to all the years presented, unless otherwise stated.

The preparation of the financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in Note 4.

3. Significant accounting policies Basis of consolidation

The consolidated financial statements include the financial information of the Company and entities controlled by it (its subsidiary undertakings). Control is achieved when the Group:

• has power over the subsidiary undertaking;

• is exposed or has rights to a variable return from its involvement with the subsidiary undertaking; and has the ability to use its power to affect its returns.

The Group reassesses whether or not it controls a subsidiary undertaking if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above. When the Group has less than a majority of the voting rights, it considers that it has power over the entity when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the entity unilaterally. The Group considers all relevant facts and circumstances in assessing whether or not the Group’s voting rights in an entity are sufficient to give it such power, including:

the size of the Group’s holding of voting rights relative to the size and dispersion of holdings of the other vote holders;

potential voting rights held by the Group, other vote holders or other parties; rights arising from other contractual arrangements; and

• any additional facts and circumstances that indicate that the Group has, or does not have, the current ability to direct the relevant activities at the time that decisions need to be made.

Governance 49 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Consolidated Financial Statements

continued

For the year ended 31 March 2023

3. Significant accounting policies continued

The financial information of the subsidiary undertakings is prepared for the same reporting period as the Company, using consistent accounting policies. Subsidiary undertakings are consolidated from the date on which control is transferred to the Group and would cease to be consolidated from the date on which control is transferred out of the Group. Intra-group transactions, profits and balances are eliminated in full on consolidation.

Fund investments (see Note 12) are not considered to be subsidiary undertakings and, therefore, are not included in the consolidated financial information.

Associates

Associates are accounted for using the equity method of accounting. Under the equity method, interests in associates are initially recognised at cost and adjusted thereafter to recognise the Group’s share of the post-acquisition profits or losses and movements in other comprehensive income.

Revenue

Revenue relates to management fees that are generally earned as a fixed percentage of funds under management and are recognised as the related services are provided. Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable for services provided in the normal course of business, net of VAT. Revenue is recognised when the Group satisfies its performance obligations, in line with IFRS 15. All revenue is generated within the United Kingdom.

Property, plant and equipment

Property, plant and equipment is stated at cost (or deemed cost) less accumulated depreciation and accumulated impairment losses. Cost includes the original purchase price and costs directly attributable to bringing the asset to its working condition for its intended use.

Depreciation on assets is calculated, using the straight-line method, to allocate the cost to their residual values over their estimated useful lives, as follows:

leasehold improvements, five years; furniture and equipment, three years; and

• computer equipment, three years.

Leases

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments:

• fixed payments (including in-substance fixed payments) less any lease incentives receivable; and

• variable lease payments that are based on an index or a rate, initially measured using the index or rate as at the commencement date.

Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is generally the case, the Group’s estimated incremental borrowing rate is used, being the rate that the Group would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions.

Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.

50
INNOVATION
LIMITED
CAMBRIDGE
CAPITAL

Right-of-use assets are measured at cost and comprise: the amount of the initial measurement of the lease liability; any lease payments made at or before the commencement date; any initial direct costs; and restoration costs, less any lease incentives received.

Right-of-use assets are depreciated over the shorter of the asset’s useful life and the lease term on a straight-line basis. Where the Group is reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the underlying asset’s useful life.

Investments

The Group classifies all its investments (equity and loans), which are not subsidiaries or associates, as financial assets at fair value through profit or loss. These financial assets are initially recognised at fair value, which is most typically the transaction price, and subsequently carried at fair value with any changes in fair value recognised in profit or loss in the year in which they arise.

The Group measures the fair value of its investments in line with International Private Equity and Venture Capital Valuation 2018 Guidelines, endorsed by the British Venture Capital Association. The fair values of investments in quoted companies are based on bid prices in an active market at the reporting date.

For the Group’s investments in unquoted entities, where there are often no current earnings, no short-term future earnings or positive cash flows, it is often difficult to make reliable cash flow forecasts. The Group also considers that fair value estimates based entirely on observable market data are of greater reliability than those based on assumptions. Given these circumstances, the price of recent investment is typically considered to be the best input to derive fair value at the date of investment. As a result, the price of recent investment, by the Group or by a third party, is typically used as the de facto starting position for any fair value assessment made by the Group, albeit taking into account the following factors: the period of time for which it remains appropriate to use the price of the most recent investment; and the equity structure of a portfolio company, especially where it involves different class rights in a sale or liquidity event.

The resultant fair value may be subject to adjustment based on various performance-related factors including, inter alia: technical measures such as product development phases and patent approvals; financial measures such as changes in the rate of cash consumption; changes in profitability expectations; and market and sales measures such as product development phases, market launches and geographic expansions.

Fair value may also be subject to adjustment based on the extent to which key milestones have been achieved and prevailing market conditions, including the stability of the external environment. When contemplating the extent to which key milestones have been achieved by entities in early or development stages, the Group seeks to determine whether there is an indication of change in fair value based on performance against milestones that were set at the time of the investment, as well as taking into consideration key market drivers for the investee company and the overall economic environment.

Where the Group considers that the enterprise value derived from the price of recent investment, adjusted or unadjusted, may no longer be relevant and there are limited or no comparable entities or transactions from which to infer value, the Group may also consider more generic milestone and industry and sector analysis to determine fair value. When appropriate, the Group may also consider inputs from external advisers, analysts and consultants to assess the reasonableness of any change in fair value estimated by the Group.

At each measurement date, or if the Group considers that there is a reason to believe that the fair value might have changed between measurement dates, an assessment is made of the required adjustment to the fair value estimate of the investment. Wherever possible, the adjustment is based on objective data relating specifically to the entity in which the investment was made.

Governance 51 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Consolidated Financial Statements continued

For the year ended 31 March 2023

3. Significant accounting policies continued

Where deterioration in value is assessed to have occurred, the Group reduces the carrying value of the investment to reflect the estimated decrease. In these circumstances, the fair value of the investment is reduced by 25%, 50%, 75% or 100%, as judged appropriate by the Group.

If there is evidence of positive developments and value creation unrelated to recent investments, the Group may increase the fair value estimate of the investment. However, it is often difficult to determine the specific value attributable to those positive developments and the costs and risks associated with realising that value.

Trade and other receivables

Trade and other receivables are classified as loans and receivables and are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less provision for impairment. Any change in their value through impairment or reversal of impairment is recognised in the consolidated statement of comprehensive income.

Cash and cash equivalents

Cash and cash equivalents includes cash in hand, deposits held at call with banks, and other short-term highly liquid investments with original maturities of three months or less.

Financial liabilities

Financial liabilities are obligations to pay cash or other financial assets and are recognised when the Group becomes a party to the contractual provisions of the instrument. Financial liabilities, unless required to be categorised as at fair value through profit or loss, are recorded initially at fair value and subsequently at amortised cost using the effective interest method, with interest-related charges recognised as an expense in finance cost in the consolidated statement of comprehensive income. A financial liability is derecognised only when the obligation is extinguished.

Share based payments Options over shares held by the Employee Benefit Trust

The Group operates a share based payment compensation plan, under which the entity received services from employees as consideration for equity instruments (options) of the Company. In the prior year, the options were expected to be equity-settled. Therefore, the fair value of the employee service received in exchange for the grant of the options was recognised as an expense over the vesting period, with the impact of any subsequent revisions to original estimates recognised in the consolidated statement of comprehensive income and a corresponding adjustment to equity. However, it is the Directors’ expectation that in future all such options will be cash-settled and such options, which have all vested, are now measured at fair value at the balance sheet date. The Company recognises a liability at the balance sheet date based on these fair values and changes in the value of this liability are recognised in the consolidated statement of comprehensive income. The social security contributions payable in connection with the grant of options is considered an integral part of the grant itself and, therefore, the charge is treated as a cash-settled transaction.

Options over shares issued in accordance with the Group’s incentive schemes

The Group operates a share based payment compensation plan, under which the entity receives services from employees as consideration for equity instruments (options) of the Company. Given that it is the Directors’ intention that such options will be settled in the form of cash, the options are accounted for as cash-settled and such options are measured at fair value at the balance sheet date. The Group recognises a liability at the balance sheet date based on these fair values, taking into account the estimated number of options that will actually vest and the current proportion of the vesting period. Changes in the value of this liability are recognised in the consolidated statement of comprehensive income. The social security contributions payable in connection with the grant of options is considered an integral part of the grant itself, and the charge is treated as a cash-settled transaction.

52
INNOVATION
LIMITED
CAMBRIDGE
CAPITAL

Pension costs

The Group makes payments for each employee to a defined contribution scheme or a scheme of their choice. The assets of the defined contribution scheme are held separately from the Group in independently administered funds. Contributions made by the Group are charged to the consolidated statement of comprehensive income in the year to which they relate.

Management incentive plan

The Group operates a management incentive plan for all employees. Before any payment to a participant becomes due, the Group must first have returned the aggregate capital raised from shareholders, together with a compounded hurdle rate of 8% per annum. At the point at which the hurdle rate has been exceeded, a provision is included for the unrealised gain due to participants. The provision is measured by reference to net assets and the capital returned to shareholders to date, with movements in the provision charged/credited to the consolidated statement of comprehensive income within administrative expenses.

Taxation

Taxation expense comprises current and deferred tax recognised in the reporting year. Tax is recognised in the profit and loss account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity when the associated tax is recognised in other comprehensive income or directly in equity, respectively.

Current and deferred taxation assets and liabilities are not discounted.

Current tax

Current tax is the amount of income tax payable in respect of the taxable profit for the year or prior years. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the year end.

Deferred tax

Deferred income tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. However, deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill; deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit will be available, against which the temporary differences can be utilised.

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net basis.

Equity

Equity comprises the following:

share capital represents the nominal value of equity shares;

• share premium account reflects the excess over nominal value of the fair value of consideration received for equity;

capital redemption reserve reflects the buyback of share capital;

• share based payment reserve represents equity-settled share based remuneration until such instruments are exercised;

Governance 53 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Consolidated Financial Statements

continued

For the year ended 31 March 2023

3. Significant accounting policies continued

• capital reserve represents fair value gains and losses on investments that are initially recorded through the statement of comprehensive income but are transferred to the capital reserve to track the cumulative gains and losses; and retained earnings represents retained profits less accumulated losses.

4. Critical accounting estimates and judgements

In determining and applying accounting policies, judgement is often required in respect of items where the choice of specific policy, accounting estimate or assumption to be followed could materially affect the reported results or the net asset position of the Group. Management considers that certain accounting estimates and assumptions relating to the valuation of investments are critical accounting estimates. The treatment of investments has been detailed in Note 3.

5. Operating (loss)/profit

6. Employees and Directors

The average monthly number of persons (including Executive Directors, but excluding Non-executive Directors) employed by the Group during the year was:

2023 £'000 2022 £'000 Operating (loss)/profit is stated after charging/(crediting) Depreciation 340 119 Other operating income (81) (49) Services provided by the Group's auditors Fees payable to the Group's auditors and their associates for the audit of the Company and the consolidated financial information 76 65 Fees payable to the Group's auditors for other services – Tax compliance services 21 52 – Other assurance services 6 12 103 129
By primary activity 2023 Number 2022 Number Investment staff 9 8 Support staff 7 6 16 14 54 CAMBRIDGE INNOVATION CAPITAL LIMITED

6. Employees and Directors

During the year, one (2022: one) Director exercised options.

At 31 March 2023, there were two (2022: two) Directors who were members of a defined contribution pension scheme to which the Company contributed.

7. Share based payments Options over shares held by the Employee Benefit Trust

Certain employees have been granted call options over ordinary shares of the Company held by the Cambridge Innovation Capital Limited Employee Benefit Trust. The terms provide that shares may be acquired at a fixed price in tranches commencing one year from the date of employment and expiring on the earlier of six months after an Initial Public Offering and ten years from the date of the award. If an employee leaves, there is no impact on vested tranches but unvested tranches expire on the leaving date.

Movements in the number of options outstanding and their related weighted average exercise prices are as follows:

2023 £'000 2022 £'000 Employee benefit expenses for the above persons Wages and salaries 2,810 2,834 Social security costs 384 578 Other pension costs 202 187 Cash-settled share based payment expense (Note 7) 22 279 3,418 3,878 Key management, being Executive and Non-executive Directors, compensation Emoluments 976 969 Other pension costs 48 46 Employer's National Insurance 133 135 Cash-settled share based payment expense 23 72 1,180 1,222 Emoluments of the highest paid Director Emoluments 414 436 Other pension costs 27 26 441 462
At 1 April 2022 Granted during the year Exercised during the year Lapsed during the year At 31 March 2023 Number 1,167,371 – – – 1,167,371 Exercisable 1,167,371 n/a n/a n/a 1,167,371 Exercise price for all options (pence) 0.17 n/a n/a n/a 0.17 Weighted average remaining contractual life (years) 1.87 n/a n/a n/a 0.87 Proceeds receivable on exercise (£) 1,997 n/a n/a n/a 1,997 Governance 55 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Consolidated Financial Statements continued

For the year ended 31 March 2023

7. Share based payments continued

During the year, it was determined that call options over shares held by the Employee Benefit Trust would be cash, rather than equity, settled via share buybacks based on the net assets per share as approved, from time to time, by the Board. As a result, a share based payment charge of £1,372,000, that had been expensed to the Statement of Comprehensive Income prior to 1 April 2022, was transferred from equity to liabilities in the Statement of Financial Position. At 31 March 2023, the aggregate liability, including employer’s National Insurance contributions, for these options was £1,561,000.

Options over shares issued in accordance with the Company’s incentive schemes

Certain employees have been granted options over ordinary shares of the Company in accordance with the Company’s incentive schemes. The options provide that shares may be acquired at a fixed price in two equal tranches that vest two and three years after the date of the award and expire five years after the vesting date. If an employee leaves and is considered a good leaver, vested tranches expire one year after leaving and unvested tranches expire one year after the future vesting date. If an employee leaves and is considered a bad leaver, vested and unvested tranches lapse on the leaving date.

Movements in the number of options outstanding and their related weighted average exercise prices are as follows:

It has been determined that options over shares issued in accordance with the Company’s incentive schemes would be cash, rather than equity, settled based on the net assets per share most recently approved by the Board. The liability for cash-settled options assumes an annual leavers rate of 10% and is prorated for the extent to which each option has vested. At 31 March 2023, the aggregate liability, including employer’s National Insurance contributions, for these options was £727,000 (2022: £828,000) and during the year a charge of £5,000 (2022: £346,000) has been recorded.

8. Finance income and costs

At 1 April 2022 Granted during the year Exercised during the year Lapsed during the year At 31 March 2023 Number 764,632 – (72,841) – 691,791 Exercisable 434,679 n/a n/a n/a 573,617 Exercise price for all options (pence) 0.01 n/a 0.01 n/a 0.01 Weighted average remaining contractual life (years) 4.73 n/a n/a n/a 3.82 Proceeds receivable on exercise (£) 76 n/a (7) n/a 69
2023 £'000 2022 £'000 Bank and other interest income 470 508 Interest payable and similar charges (59) –Finance charges for lease liabilities (73) (28) Finance costs (132) (28) 56 CAMBRIDGE INNOVATION CAPITAL LIMITED

9. Income tax

The relationship between the expected tax expense based on the standard corporation tax rate of the Company and the tax expense actually recognised in the income statement is reconciled as follows:

The standard rate of UK Corporation Tax for the year is 19% (2022: 19%) but in 2021 the government enacted legislation to increase the standard rate to 25%, for profits above £250,000, with effect from 1 April 2023. As a result, deferred tax has been calculated at 25% (2022: 25%) in these financial statements (see Note 16).

10. Property, plant and equipment

2023 £'000 2022 £'000 Current tax on (loss)/profit for the year – 210 Adjustments for current tax of prior periods (85) –Total current tax (credit)/expense (85) 210
2023 £'000 2022 £'000 (Loss)/profit before taxation (61,595) 39,058 Standard corporation tax rate 19% 19% Expected tax (credit)/charge (11,703) 7,421 Fair value changes not subject to tax 13,021 (9,216) Income not subject to tax (1,466) –Expenses not tax deductible – 2,226 Adjustments for prior years (85) –Tax loss carried forward not recognised 148 –Utilisation of tax losses not previously recognised – (221) Income tax (credit)/charge (85) 210
Leasehold improvements £'000 Furniture and equipment £'000 Computer equipment £'000 Total £'000 Cost At 1 April 2021 61 57 27 145 Additions 286 142 5 433 Disposals (61) (35) (4) (100) At 31 March 2022 286 164 28 478 Additions 81 48 11 140 At 31 March 2023 367 212 39 618 Accumulated depreciation At 1 April 2021 58 56 15 129 Provided in the year 22 17 7 46 Disposals (61) (35) (4) (100) At 31 March 2022 19 38 18 75 Provided in the year 79 57 8 144 At 31 March 2023 98 95 26 219 Net book amount At 31 March 2023 269 117 13 399 At 31 March 2022 267 126 10 403 Governance 57 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Consolidated Financial Statements continued

For the year ended 31 March 2023

11. Leases

The Group leases its office and the financial statements include the following amounts relating to this lease:

On 15 November 2021, the Company entered into a new office lease. The lease has a contractual period of ten years, but may be cancelled by the Company on the fifth anniversary of the lease commencement date. The lease term is considered to be ten years, representing the non-cancellable lease period, as it is reasonably certain that the lease will not be cancelled. The lease provides for an annual rent of approximately £245,000, payable quarterly in advance, a six-month rent-free period from the lease commencement date and, if the Company does not cancel the lease after five years, a three-month rent-free period from the fifth anniversary of the lease commencement date.

The Company recorded a right-of-use asset of £1,962,000 and a lease liability of £1,846,000 at the lease commencement date, based on the present value of future lease payments discounted at 4% over the lease term. As the lease does not provide an implicit rate, the discount rate of 4% was the Company’s estimated incremental borrowing rate at the commencement of the lease. Rent expense is recognised on a straight-line basis over the ten year lease term, including the rent-free periods.

During the year, the Company incurred net cash outflows of £215,000 (2022: £17,000) in relation to the lease.

2023 £'000 2022 £'000 Right-of-use assets Cost 1,962 1,962 Depreciation at 1 April 73 –Provided in the year 196 73 Depreciation at 31 March 269 73 Net book amount 1,693 1,889 Lease liabilities Current 179 142 Non-current 1,552 1,731 1,731 1,873 Interest expense (included in finance costs) 73 28
58 CAMBRIDGE INNOVATION CAPITAL LIMITED

12. Investments held at fair value

The Directors have determined that the Company meets the definition of an investment entity as set out in IFRS 10, ‘Consolidated Financial Statements’ and, therefore, investments that are held as part of the Group’s investment portfolio are carried in the consolidated statement of financial position at fair value even though the Group may have significant influence over these companies.

At 31 March 2023, the Group held investments in the following entities:

Portfolio companies £'000 Fund investments £'000 Total £'000 At 1 April 2021 394,625 1,512 396,137 Investments 15,364 2,674 18,038 Realisations (64,316) – (64,316) Fair value changes in investments 48,614 (175) 48,439 At 31 March 2022 394,287 4,011 398,298 Investments 4,422 2,197 6,619 Realisations (9,270) – (9,270) Fair value changes in investments (68,622) 91 (68,531) At 31 March 2023 320,817 6,299 327,116
Country of registration Primary instrument % held Portfolio companies AudioTelligence Limited England and Wales A Preferred shares 31.3% Bicycle Therapeutics plc England and Wales Ordinary shares 5.8% Carrick Therapeutics Limited Ireland Preferred shares 6.9% Centessa Pharmaceuticals plc England and Wales Ordinary shares 0.1% CMR Surgical Limited England and Wales Preferred shares 6.8% Congenica Limited England and Wales A Ordinary shares 17.0% Cytora Limited England and Wales B Preferred shares 4.3% Exvastat Limited England and Wales Series A shares 54.2% Fluidic Analytics Limited England and Wales Series A shares 0.6% Geospock Limited England and Wales Series A1 Preferred shares 22.6% Imagen Limited England and Wales Series A shares 42.6% Immutrin Limited England and Wales Seed shares 32.1% Microbiotica Limited England and Wales Series B shares 13.7% Origami Energy Limited England and Wales A Ordinary shares 11.9% PervasID Limited England and Wales Ordinary shares 6.6% PetMedix Limited England and Wales B Preferred shares 12.1% Polyprox Therapeutics Limited England and Wales Ordinary shares 24.9% Pragmatic Semiconductor Limited England and Wales C Ordinary shares 20.6% Predictimmune Limited England and Wales A Ordinary shares 4.8% Riverlane Limited England and Wales Series B Preferred shares 22.4% Secondmind Limited England and Wales Series A Preferred shares 11.8% Sherlock Biosciences Incorporated England and Wales Common stock 0.6% Storm Therapeutics Limited England and Wales B Preferred shares 14.7% Swim.ai Incorporated Delaware, United States Series B Preferred stock 15.1% Undo Limited England and Wales Ordinary shares 6.9% Governance 59 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Consolidated Financial Statements

For the year ended 31 March 2023

12. Investments held at fair value

All of the Group’s investments are in unquoted entities, except for Bicycle Therapeutics plc and Centessa Pharmaceuticals plc, which are listed on Nasdaq.

At 31 March 2023, the Group had committed, subject to certain milestone provisions contained in the relevant legal documentation, to make further investments of £1.4 million (2022: $1.3 million) in portfolio companies and £9.7 million (2022: £11.9 million) as fund investments. As these relate to future investments, they have not been included in the financial statements.

Please also see the post balance sheet events disclosed in Note 21.

13. Investments accounted for using the equity method

Details of the Group’s interests in associated undertakings are as follows:

Summarised financial information in respect of the associated undertakings is set out below:

Country of registration Primary instrument % held Fund investments Cambridge Innovation Capital II LP England and Wales Loan 5.1% Cambridge Innovation Capital II (USD) LP England and Wales Capital 0.0% Start Codon Fund 1 Limited Partnership England and Wales Loan 16.0% Start Codon Carry Limited Partnership Scotland Capital 3.1% DeepTech Labs Fund 1 Limited Partnership England and Wales Loan 42.9%
Entity Principal activity Registered address 2023 2022 Start Codon Limited Life science accelerator Milner Therapeutics Institute, Puddicombe Way, Cambridge, CB2 0AW 26.6% 26.6% Accelerator Advisory Limited (trading as Deeptech Labs) Technology accelerator c/o Mills & Reeve LLP, Botanic House, 100 Hills Road, Cambridge, CB2 1PH 27.9% 27.9%
2023 £'000 2022 £'000 Summarised statement of financial
(100%) Non-current assets 40 30 Cash and cash equivalents 782 1,009 Other current assets 534 286 Non-current liabilities (495) –Current liabilities (253) (129) Net assets 608 1,196 Group's share of net assets 206 373 2023 £'000 2022 £'000 Summarised statement of comprehensive income (100%) Operating loss (588) (429) Taxation – –Loss and total comprehensive expense for the year (588) (429) Group's share of loss for the year (167) (121)
position
60 CAMBRIDGE INNOVATION CAPITAL LIMITED
continued
continued

The following table reconciles the summary information above to the carrying amount of the Group’s interests in associated undertakings:

14. Trade and other receivables

All amounts are short term. The carrying values of receivables are considered reasonable approximations to fair value. All of the receivables have been reviewed for indicators of impairment.

15. Trade and other payables

All trade and other payables are unsecured, interest free and payable on demand. The carrying values of trade and other payables are all in pounds sterling and are considered reasonable approximations to fair value.

16. Deferred tax

There were no deferred tax assets or liabilities recognised by the Group during the year (2022: £nil). A deferred tax asset would be recognised only when sufficient taxable profits are expected to be generated to relieve the trading losses.

Deferred tax amounts not provided for

The Company may also benefit from a tax deduction when the outstanding options over ordinary shares of the Company are exercised. Such a benefit would create an additional tax deductible expense.

2023 £'000 2022 £'000 At 1 April 373 494 Investments – –Loss from continuing operations (167) (121) At 31 March 206 373
2023 £'000 2022 £'000 Trade receivables 2 2,062 Prepayments and accrued income 436 543 Other receivables 1,315 106 1,753 2,711
2023 £'000 2022 £'000 Trade payables 295 434 Social security and other taxes 112 92 Accruals and deferred income 21,411 30,995 Other payables 100 260 21,918 31,781
2023 £'000 2022 £'000
Trade losses unrelieved 195 –Other timing differences 4,361 6,479 4,556 6,479
Governance 61 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Consolidated Financial Statements

For the year ended 31 March 2023

17. Issued share capital

Allotted, called up and fully paid

The Company has issued one special share to the University of Cambridge that: entitles the University of Cambridge to be issued ordinary shares for no consideration if, on the issue of ordinary or class A commitment shares to third parties, its founding shareholding falls below 5% of the then in issue ordinary and class A commitment shares;

• carries no right to participate in the income of the Company; carries no right to receive notice of, or to attend, speak or vote at, any General Meeting of the Company; entitles the holder to the nominal value of the special share on a return of assets on liquidation or capital reduction or otherwise; and is not transferable.

At 31 March 2023, the Cambridge Innovation Capital Limited Employee Benefit Trust held

(2022: 1,167,371) ordinary shares of £0.0001 each.

During the year ended 31 March 2022, the Company: issued 28,324,079 class B commitment shares at a subscription price of £0.88495 each that immediately paired up with the same amount of class A commitment shares, with each pair of class A and class B commitment shares converting into one new ordinary share; completed a capital reduction whereby the share premium account and the capital redemption reserve were cancelled and the amount arising from such cancellation was credited to retained earnings; and bought back at £1.29 each, and subsequently cancelled, 35,033,253 ordinary shares.

18. Non-controlling interests

Non-controlling interests represent the interests of minority shareholders in the total comprehensive income (or expense) and net assets of subsidiary companies where the Company holds less than 100% of the issued share capital. The movements in non-controlling interests during the year were as follows:

2023 Number 2022 Number 2023 £'000 2022 £'000
1 1 – –Ordinary shares of £0.0001
301,645,780 301,645,780 30 30 301,645,781 301,645,781 30 30
Special share of £0.0001
each
1,167,371
2023 £'000 2022 £'000 At 1 April 590 –Acquisition of non-controlling interests 92 625 Total comprehensive income/(expense) attributable to non-controlling interests 51 (35) 733 590 62 CAMBRIDGE INNOVATION CAPITAL LIMITED
continued

19. Related party transactions

The Group discloses transactions with related parties that are not subsidiaries. Convertible loans to related parties typically have the potential to be long term in nature. As a result, they are included within non-current investments (see Note 12) and the aggregate balance is shown below:

Income from related parties that primarily relates to management fees, interest on convertible loans and recharged expenses

20. Financial instruments

the Group's

The Group is entirely equity funded and uses certain financial instruments including cash, trade and other receivables, trade and other payables, lease liabilities and equity interests in, and loans to, investments held by the Group. The carrying amounts of assets and liabilities may be categorised as follows:

2023 £'000 2022 £'000 Loans at 1 April 7,722 11,628 Loans advanced 3,776 3,278 Loans converted or exchanged for equity (2,759) (6,559) Loans repaid (659) –Loans reclassified – (625) Loans at 31 March 8,080 7,722 Income during the year ended 31 March Amounts due at 31 March 2023 £'000 2022 £'000 2023 £'000 2022 £'000
4,118 5,799 161 2,419 Purchases during the year ended 31 March Amounts due at 31 March 2023 £'000 2022 £'000 2023 £'000 2022 £'000 Purchases from
office and the provision of other services 24 28 – 1
related parties that primarily relate to
2023 £'000 2022 £'000 Financial assets at fair value through profit or loss Investments 327,116 398,298 Financial assets at amortised cost Trade and other receivables 1,241 2,414 Cash and cash equivalents 39,769 40,057 41,010 42,471 Financial liabilities at amortised cost Trade and other payables 19,792 30,966 Lease liabilities 1,731 1,873 21,523 32,839 Financial liabilities at fair value Share based payments 2,011 720 Governance 63 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Consolidated Financial Statements continued

For the year ended 31 March 2023

20. Financial instruments continued Risk management objectives

The main risks associated with the Group’s financial instruments relate to market (price and interest rate risk), liquidity and credit risk. The Group does not have any committed borrowing facilities and it is the Group’s policy not to trade in derivative instruments, or to enter into hedging transactions.

The Group’s main objective in using financial instruments is to manage investments in world-leading life sciences and technology companies with an affiliation to Cambridge, Europe’s leading capital for innovation, from funds raised specifically for this purpose. Within the context of this objective, the Group seeks to maximise returns from funds held on deposit, while maintaining liquidity and credit risk at acceptable levels.

Balance sheets at 31 March 2023 and 2022 are not necessarily representative of the positions throughout the year, as investments and cash and cash equivalents vary considerably depending on when investments, realisations and distributions have actually occurred.

Market (price) risk

Investments are held for strategic rather than trading purposes and, therefore, are not actively traded by the Group. The Group is exposed to price risk in respect of equity interests in, and loans to, investments held by the Group and classified on the balance sheet at fair value through profit or loss. The Group seeks to manage this risk by routinely monitoring and reporting to the Board the status, performance and valuation of these investments. Proposed investments are subject to a detailed analysis and approval process.

Post tax profit/(loss) for the year may increase or decrease as a result of fair value gains/losses on investments classified at fair value through profit or loss and are allocated to the capital reserve.

Market (interest rate) risk

The Group does not have any liabilities that are exposed to interest rate risk.

The Group receives interest from cash and cash equivalents, which are primarily held in sterling, and the level of this interest is dependent upon the prevailing interest rates. The Group seeks to optimise the receipt of interest but has a primary focus on acceptable levels of credit and liquidity risk. All of the Group’s cash and cash equivalents were subject to floating rates in the range of 0.0% to 4.2% (2022: 0.0% to 0.7%).

The following table illustrates the sensitivity of the profit/(loss) for the year and total equity to a reasonably possible change in interest rates of +2% and 0% for both years with effect from the beginning of each year. The changes are considered to be reasonably possible based on observation of current market conditions. The calculations are based on the Group’s financial assets held during the year. All other variables are held constant.

Liquidity risk

Liquidity risk is the risk that the Group may not be able to meet its financial obligations. The Group seeks to manage financial risk by ensuring sufficient liquidity is available to meet forecast cash flows. Net cash requirements are compared to available cash and updated on a monthly basis.

2023 +2% £'000 2023 0% £'000 2022 +2% £'000 2022 0% £'000 Profit/(loss) for the year 798 (470) 756 (508) Equity 798 (470) 756 (508)
64 CAMBRIDGE INNOVATION CAPITAL LIMITED

The table below analyses the Group’s financial liabilities into relevant maturity groupings based on their contractual maturities:

Credit risk

In order to minimise the risk of loss, cash and cash equivalents are only held with European authorised financial institutions of good credit rating, being those at or above the credit rating of the main UK clearing banks. The credit rating profile, as per Standard & Poor’s rating services, for all of the Group’s financial assets was A+ (2022: A+).

Foreign exchange risk

The Group occasionally enters into transactions in currencies other than sterling. At 31 March 2023, the Group had committed, subject to certain milestone provisions contained in the relevant investment agreements, to make further investmens of $nil (2022: $1.3 million). The Group does not hedge its foreign currency commitments because of its policy not to enter into hedging transactions.

Capital risk management

The capital structure of the Group is limited to its equity comprising share capital, reserves and retained losses. The Group manages its capital to ensure that entities within the Group will be able to continue as going concerns, while maximising the return to shareholders through the optimisation of any equity balance. The Group’s overall strategy remains unchanged for the years under review.

Fair values

The fair values of the Group’s financial assets and liabilities are considered a reasonable approximation to the carrying values shown in the statement of financial position. The basis for determining fair values is described in Note 3.

Estimation of fair values

Within one year £’000 Between one and two years £’000 Between two and five years £’000 Over five years £’000 Total £’000 Trade payables 295 – – – 295 Lease liabilities 245 245 398 – 888 At 31 March 2023 540 245 398 – 1,183 Trade payables 434 – – – 434 Lease liabilities 214 245 643 – 1,102 At 31 March 2022 648 245 643 – 1,536
Level 1 £'000 Level 3 £'000 Total £'000 At 1 April 2021 37,918 358,219 396,137 Transfers between classifications 7,360 (7,360) –Investments – 18,038 18,038 Fair value changes in investments 17,814 30,625 48,439 Realisations – (64,316) (64,316) At 31 March 2022 63,092 335,206 398,298 Investments – 6,619 6,619 Fair value changes in investments (30,923) (37,608) (68,531) Realisations (1,665) (7,605) (9,270) At 31 March 2023 30,504 296,612 327,116 Governance 65 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Consolidated Financial Statements continued

For the year ended 31 March 2023

20. Financial instruments continued

The Group’s investments in Bicycle Therapeutics plc and Centessa Pharmaceuticals plc, which are listed on Nasdaq, are classified as Level 1. All of the Group’s other investments are in unquoted companies or partnerships. If one or more of the significant inputs to the fair value is not based on observable market data, the instrument is included as Level 3. As a result, the Group classifies all its unquoted investments as Level 3 and these investments are held at fair value in accordance with the investments policy in Note 3.

The Audit Committee and Board review the investment valuation process, and resultant fair values, at least twice a year in line with the Group’s reporting dates. The valuation of investments is prepared by the investment team, and reviewed by the Executive Directors, before being submitted to the Audit Committee and Board for approval. The fair value profile of investments is summarised as follows:

If the fair value of the Group’s investments varied by +/-10%, the profit for the year would change by +/- £32.7 million (2022: +/- £39.8 million).

21. Post balance sheet events

Following the year end, the Group invested a further £0.4 million in investments held at fair value.

22. Controlling party

There is no ultimate controlling party.

2023 £'000 2022 £'000 Price of recent investment Adjusted for milestones or impairments 27,116 275 Investment completed within one year 224,151 259,574 Investment completed between one and two years 28,774 53,467 Investment completed more than two years ago 16,570 21,890 296,611 335,206 Listed investments 30,504 63,092 327,115 398,298
66 CAMBRIDGE INNOVATION CAPITAL LIMITED

Company Balance Sheet

At 31 March 2023

The notes on pages 69 to 77 are an integral part of these financial statements.

The financial statements on pages 67 to 77 of Cambridge Innovation Capital Limited, registered number 08243718, were authorised for issue by the Board of Directors on 23 June 2023 and were signed on its behalf by

Note 2023 £'000 2022 £'000 Fixed assets Tangible assets G 399 403 Investments H 187,945 185,853 188,344 186,256 Current assets Debtors I 331 2,147 Cash at bank and in hand 32,620 17,770 32,951 19,917 Creditors: amounts falling due within one year J (23,491) (31,905) Net current assets/(liabilities) 9,460 (11,988) Total assets less current liabilities 197,804 174,268 Net assets 197,804 174,268 Capital and reserves Called-up share capital L 30 30 Share premium account 25,064 25,064 Capital redemption reserve 3 3 Share based payment reserve M 1,719 3,091 Retained earnings 146,080 153,438 Profit/(loss) for the year 24,908 (7,358) Total shareholders' funds 197,804 174,268
Governance 67 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Company Statement of Changes in Equity

For the year ended 31 March 2023

The notes on pages 69 to 77 are an integral part of these financial statements.

Note Called–up share capital £'000 Share premium account £'000 Capital redemption reserve £'000 Share based payment reserve £'000 Retained earnings £'000 Total shareholders' funds £'000 At 1 April 2021 32 120,803 49,993 3,344 47,258 221,430 Loss for the year and total comprehensive expense – – – – (7,358) (7,358) Transactions with owners Share capital issued (net of expenses) 1 25,064 – – – 25,065 Share based payments – – – (253) – (253) Capital reduction – (120,803) (49,993) – 170,796 –Buyback of ordinary shares (including expenses) (3) – 3 – (45,477) (45,477) Dividends paid – – – – (19,139) (19,139) At 31 March 2022 30 25,064 3 3,091 146,080 174,268 Profit for the year and total comprehensive income – – – – 24,908 24,908 Transactions with owners Share based payments M – – – (1,372) – (1,372) At 31 March 2023 30 25,064 3 1,719 170,988 197,804
68 CAMBRIDGE INNOVATION CAPITAL LIMITED

Notes to the Company Financial Statements

For the year ended 31 March 2023

A. General information

Cambridge Innovation Capital Limited (the ‘Company’) is incorporated in England and Wales and is domiciled in the UK, the address of its registered office being 22 Station Road, Cambridge, CB1 2JD.

B. Statement of compliance

The Company meets the definition of a qualifying entity under Financial Reporting Standard (‘FRS’) 100 issued by the Financial Reporting Council (‘FRC’). The financial statements have, therefore, been prepared in compliance with UK Accounting Standards including FRS 102, ‘The Financial Reporting Standard Applicable in the UK and Republic of Ireland’ and the Companies Act 2006.

C. Significant accounting policies

Basis of preparation

These financial statements are prepared on a going concern basis, under the historical cost convention, as modified by the revaluation of certain assets and liabilities measured at fair value through profit or loss.

The principal accounting policies adopted in the preparation of these financial statements have been consistently applied to all the years presented, unless otherwise stated.

Tangible fixed assets

Tangible fixed assets are stated at cost (or deemed cost) less accumulated depreciation and accumulated impairment losses. Cost includes the original purchase price and costs directly attributable to bringing the asset to its working condition for its intended use.

Depreciation on assets is calculated, using the straight-line method, to allocate the cost to their residual values over their estimated useful lives, as follows:

leasehold improvements, five years;

• furniture and equipment, three years; and computer equipment, three years.

Investments

Investments in subsidiary and associate undertakings are held at cost, less any accumulated impairment losses. An impairment review is performed to assess the carrying value of subsidiaries and associates at each reporting date.

Investments, which are not subsidiaries or associates, are held as financial assets at fair value through profit or loss. These financial assets are initially recognised at fair value, which is normally the transaction price, and thereafter any changes in fair value are recognised in profit or loss in the year in which they arise. The Company measures the fair value of these investments in line with International Private Equity and Venture Capital Valuation 2018 Guidelines, endorsed by the British Venture Capital Association.

Financial instruments

The Company has adopted the provisions of Section 11 and Section 12 of FRS 102 in respect of financial instruments.

The Company does not have any financial instruments other than investments, cash, debtors and creditors. The accounting policy for investments is discribed above. Cash, debtors and creditors are all measured at cost on the date the transaction was entered into and financial assets are subsequently reviewed for possible impairment.

Governance 69 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Company Financial Statements continued

For the year ended 31 March 2023

C. Significant accounting policies continued Cash and cash equivalents

Cash and cash equivalents includes cash in hand, deposits held at call with banks, and other short-term highly liquid investments with original maturities of three months or less.

Share based payments

Options over shares held by the Employee Benefit Trust

The Company operates a share based payment compensation plan, under which the entity received services from employees as consideration for equity instruments (options) of the Company. In the prior year, the options were expected to be equity-settled. Therefore, the fair value of the employee service received in exchange for the grant of the options was recognised as an expense over the vesting period, with the impact of any subsequent revisions to original estimates recognised in the consolidated statement of comprehensive income and a corresponding adjustment to equity. However, it is the Directors’ expectation that in future all such options will be cash-settled and such options, which have all vested, are now measured at fair value at the balance sheet date. The Company recognises a liability at the balance sheet date based on these fair values and changes in the value of this liability are recognised in the consolidated statement of comprehensive income. The social security contributions payable in connection with the grant of options is considered an integral part of the grant itself and, therefore, the charge is treated as a cash-settled transaction.

Options over shares issued in accordance with the Company’s incentive schemes

The Company operates a share based payment compensation plan, under which the entity received services from employees as consideration for equity instruments (options) of the Company. Given that it is the Directors’ intention that such options will be settled in the form of cash, the options are accounted for as cash-settled and such options are measured at fair value at the balance sheet date. The Company recognises a liability at the balance sheet date based on these fair values, taking into account the estimated number of options that will actually vest and the current proportion of the vesting period. Changes in the value of this liability are recognised in the consolidated statement of comprehensive income. The social security contributions payable in connection with the grant of options is considered an integral part of the grant itself, and the charge is treated as a cash-settled transaction.

Pension costs

The Company makes payments for each employee to a defined contribution scheme or a scheme of their choice. The assets of the defined contribution scheme are held separately from the Company in independently administered funds. Contributions made by the Company are charged to the profit and loss account in the year to which they relate.

Management incentive plan

The Company operates a management incentive plan for all employees. Before any payment to a participant becomes due, the Company must first have returned the aggregate capital raised from shareholders, together with a compounded hurdle rate of 8% per annum. At the point at which the hurdle rate has been exceeded, a provision is included for the unrealised gain due to participants. The provision is measured by reference to consolidated net assets and the capital returned to shareholders to date, with movements in the provision charged/credited to the profit and loss account.

Operating leases

Lease payments are expensed in the profit and loss account on a straight-line basis over the initial period of the lease.

70
INNOVATION
LIMITED
CAMBRIDGE
CAPITAL

Taxation

Taxation expense comprises current and deferred tax recognised in the reporting year. Tax is recognised in the profit and loss account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity when the associated tax is recognised in other comprehensive income or directly in equity, respectively.

Current and deferred taxation assets and liabilities are not discounted.

Current tax

Current tax is the amount of income tax payable in respect of the taxable profit for the year or prior years. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the year end.

Deferred tax

Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These timing differences arise from the inclusion of income and expenses in tax assessments in years different from those in which they are recognised in the financial statements.

Deferred tax is recognised on all timing differences at the reporting date except for certain exceptions. Unrelieved tax losses and other deferred tax assets are only recognised when it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when the deferred income tax assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where there is an intention to settle the balances on a net basis.

Capital and reserves

Capital and reserves comprise the following: called-up share capital represents the nominal value of equity shares; share premium account reflects the excess over nominal value of the fair value of consideration received for equity; capital redemption reserve reflects the buyback of share capital; share based payment reserve represents equity-settled share based remuneration until such instruments are exercised; and retained profit/(accumulated losses) represents retained profits/(accumulated losses).

Exemptions for qualifying entities under FRS 102

The Company has not provided a statement of cash flows or certain disclosures in relation to key management and related party transactions, as this information is included in the consolidated financial statements.

D. Critical accounting estimates and judgements

In determining and applying accounting policies, judgement is often required in respect of items where the choice of specific policy, accounting estimate or assumption to be followed could materially affect the reported results or the net asset position of the Company. Management considers that certain accounting estimates and assumptions relating to the carrying value of the Company’s investments are critical accounting estimates. The reatment of investments has been detailed above.

E. Results of the Company

The Company has taken advantage of Section 408 of the Companies Act 2006 and has not included a profit and loss account. The Company’s profit for the year ended 31 March 2023 is £24,908,000 (2022: loss of £7,358,000).

Governance 71 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Company Financial Statements continued

For the year ended 31 March 2023

F. Employees and Directors

All of the Group’s employees are employed by the Company. Employee numbers and employee benefit expenses are disclosed in Note 6 to the consolidated financial statements.

G. Tangible assets

H.

Leasehold improvements £'000 Furniture and equipment £'000 Computer equipment £'000 Total £'000 Cost At 1 April 2021 61 57 27 145 Additions 286 142 5 433 Disposals (61) (35) (4) (100) At 31 March 2022 286 164 28 478 Additions 81 48 11 140 At 31 March 2023 367 212 39 618 Accumulated depreciation At 1 April 2021 58 56 15 129 Provided in the year 22 17 7 46 Disposals (61) (35) (4) (100) At 31 March 2022 19 38 18 75 Provided in the year 79 57 8 144 At 31 March 2023 98 95 26 219 Net book amount At 31 March 2023 269 117 13 399 At 31 March 2022 267 126 10 403
Investments 2023 £'000 2022 £'000 At 1 April 185,853 234,012 Investments 2,104 2,080 Realisations – (50,132) Fair value changes in investments (12) (107) At 31 March 187,945 185,853 72 CAMBRIDGE INNOVATION CAPITAL LIMITED

At 31 March 2023, the Company held investments in the following entities:

1 The Company only holds management shares, which do not provide any beneficial interests, in these entities.

At 31 March 2023, the Company had committed, subject to certain provisions contained in the relevant legal documentation, to make further investments of £5.4 million (2022: £7.4 million) in the limited partnerships listed above. As these relate to future investments, they have not been included in the financial statements.

Entity Principal activity Registered address % held Cambridge Innovation Capital I Limited (previously Cambridge Innovation Capital (Jersey) Limited) Invests in high growth technology businesses Aztec Group House, 11–15 Seaton Place, St Helier, Jersey, JE4 0QH 100.0% Cambridge Innovation Capital Manager Limited FCA Authorised AIFM 22 Station Road, Cambridge, CB1 2JD 100.0% CICSP Limited Member of CICGP Limited Liability Partnership 50 Lothian Road, Festival Square, Edinburgh, EH3 9WJ 100.0% CICGP Limited Liability Partnership General partner of funds managed by Cambridge Innovation Capital Manager Limited 22 Station Road, Cambridge, CB1 2JD 100.0% CICFP Limited Partnership Carry/co‐invest vehicle for the Company and its directors, employees and other associated individuals for funds managed by Cambridge Innovation Capital Manager Limited 50 Lothian Road, Festival Square, Edinburgh, EH3 9WJ 50.0% CICGP Co-invest Limited Liability Partnership General partner of CICFP Co-invest Limited Partnership 22 Station Road, Cambridge, CB1 2JD 100.0% CICFP Co-invest Limited Partnership Carry vehicle for the Company, its directors and its employees for co-investment vehicles managed by Cambridge Innovation Capital Manager Limited 50 Lothian Road, Festival Square, Edinburgh, EH3 9WJ 100.0% Cambridge Innovation Capital ICC Management of Cambridge Innovation Capital – Cell One IC Aztec Group House, 11–15 Seaton Place, St Helier, Jersey, JE4 0QH 100.0% Cambridge Innovation Capital –Cell One IC Co-invest vehicle for investments in high growth technology businesses Aztec Group House, 11–15 Seaton Place, St Helier, Jersey, JE4 0QH n/a1 UBP CIC Co-invest ICC Management of UBP CIC Co-invest Cell One IC Aztec Group House, 11–15 Seaton Place, St Helier, Jersey, JE4 0QH 100.0% UBP CIC Co-invest Cell One IC Co-invest vehicle for investments in high growth technology businesses Aztec Group House, 11–15 Seaton Place, St Helier, Jersey, JE4 0QH n/a1 Start Codon Limited Life science accelerator Milner Therapeutics Institute, Puddicombe Way, Cambridge, CB2 0AW 26.6% Start Codon Fund I Limited Partnership Life science accelerator investment fund Milner Therapeutics Institute, Puddicombe Way, Cambridge, CB2 0AW 16.0% Start Codon Carry Limited Partnership Life science accelerator investment fund carry vehicle c/o Brodies LLP, Capital Square, 58 Morrison Street, Edinburgh, EH3 8BP 3.1% Accelerator Advisory Limited (trading as Deeptech Labs) Technology accelerator c/o Mills & Reeve LLP, Botanic House, 100 Hills Road, Cambridge, CB2 1PH 27.9% DeepTech Labs Fund I Limited Partnership Technology accelerator investment fund c/o Mills & Reeve LLP Botanic House, 100 Hills Road, Cambridge, CB2 1PH 42.9%
Governance 73 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Company Financial Statements

continued

For the year ended 31 March 2023

I. Debtors

All amounts are short term. The carrying values of debtors are considered reasonable approximations to fair value. All of the debtors have been reviewed for indicators of impairment.

J. Creditors: amounts falling due within one year

All creditors are unsecured, interest free and payable on demand. The carrying values of creditors are all in pounds sterling and are considered reasonable approximations to fair value.

K. Deferred tax

There were no deferred tax assets or liabilities recognised by the Company during the year (2022: £nil). A deferred tax asset would be recognised only when sufficient taxable profits are expected to be generated to relieve the trading losses.

The Company may also benefit from a tax deduction when the outstanding options over ordinary shares of the Company are exercised. Such a benefit would create an additional tax deductible expense.

The Company’s trading tax losses at 31 March 2023 were approximately £nil (2022: £nil).

2023 £'000 2022 £'000 Amounts owed by Group undertakings 5 1,858 Other debtors 161 99 Prepayments and accrued income 165 190 331 2,147
2023 £'000 2022 £'000 Trade payables 275 423 Amounts owed to Group undertakings 1,747 282 Taxation and social security 112 92 Other creditors – 79 Accruals and deferred income 21,357 31,029 23,491 31,905
2023 £'000 2022 £'000 Deferred tax amounts not provided for Other timing differences 4,361 6,479
74 CAMBRIDGE INNOVATION CAPITAL LIMITED

L. Called-up share capital

Allotted, called-up and fully paid Special share of £0.0001

Ordinary shares of £0.0001 each

The Company has issued one special share to the University of Cambridge that: entitles the University of Cambridge to be issued ordinary shares for no consideration if, on the issue of ordinary or class A commitment shares to third parties, its founding shareholding falls below 5% of the then in issue ordinary and class A commitment shares;

• carries no right to participate in the income of the Company; carries no right to receive notice of, or to attend, speak or vote at, any General Meeting of the Company; entitles the holder to the nominal value of the special share on a return of assets on liquidation or capital reduction or otherwise; and is not transferable.

At 31 March 2023, the Cambridge Innovation Capital Limited Employee Benefit Trust held

ordinary shares of £0.0001 each.

During the year ended 31 March 2022, the Company: issued 28,324,079 class B commitment shares at a subscription price of £0.88495 each that immediately paired up with the same amount of class A commitment shares, with each pair of class A and class B commitment shares converting into one new ordinary share; completed a capital reduction whereby the share premium account and the capital redemption reserve were cancelled and the amount arising from such cancellation was credited to retained earnings; and bought back at £1.29 each, and subsequently cancelled, 35,033,253 ordinary shares.

2023 Number 2022 Number 2023 £'000 2022 £'000
1 1 – –
301,645,780 301,645,780 30 30 301,645,781 301,645,781 30 30
1,167,371 (2022: 1,167,371)
Governance 75 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Notes to the Company Financial Statements

For the year ended 31 March 2023

continued

M. Share based payments Options over shares held by the Employee Benefit Trust

Certain employees have been granted call options over ordinary shares of the Company held by the Cambridge Innovation Capital Limited Employee Benefit Trust. The terms provide that shares may be acquired at a fixed price in tranches commencing one year from the date of employment and expiring on the earlier of six months after an Initial Public Offering and ten years from the date of the award. If an employee leaves, there is no impact on vested tranches but unvested tranches expire on the leaving date.

Movements in the number of options outstanding and their related weighted average exercise prices are as follows:

During the year, it was determined that call options over shares held by the Employee Benefit Trust would be cash, rather than equity, settled via share buybacks based on the net assets per share as approved, from time to time, by the Board. As a result, a share based payment charge of £1,372,000, that had been expensed to the Statement of Comprehensive Income prior to 1 April 2022, was transferred from equity to liabilities in the Statement of Financial Position. At 31 March 2023, the aggregate liability, including employer’s National Insurance contributions, for these options was £1,561,000.

Options over shares issued in accordance with the Company’s incentive schemes

Certain employees have been granted options over ordinary shares of the Company in accordance with the Company’s incentive schemes. The options provide that shares may be acquired at a fixed price in two equal tranches that vest two and three years after the date of the award and expire five years after the vesting date. If an employee leaves and is considered a good leaver, vested tranches expire one year after leaving and unvested tranches expire one year after the future vesting date. If an employee leaves and is considered a bad leaver, vested and unvested tranches lapse on the leaving date.

Movements in the number of options outstanding and their related weighted average exercise prices are as follows:

It has been determined that options over shares issued in accordance with the Company’s incentive schemes would be cash, rather than equity, settled based on the net assets per share most recently approved by the Board. The liability for cash-settled options assumes an annual leavers rate of 10% and is prorated for the extent to which each option has vested. At 31 March 2023, the aggregate liability, including employer’s National Insurance contributions, for these options was £727,000 (2022: £828,000) and during the year a charge of £5,000 (2022: £346,000) has been recorded.

At 1 April 2022 Granted during the year Exercised during the year Lapsed during the year At 31 March 2023 Number 1,167,371 – – – 1,167,371 Exercisable 1,167,371 n/a n/a n/a 1,167,371 Exercise price for all options (pence) 0.17 n/a n/a n/a 0.17 Weighted average remaining contractual life (years) 1.87 n/a n/a n/a 0.87 Proceeds receivable on exercise (£) 1,997 n/a n/a n/a 1,997
At 1 April 2022 Granted during the year Exercised during the year Lapsed during the year At 31 March 2023 Number 764,632 – (72,841) – 691,791 Exercisable 434,679 n/a n/a n/a 573,617 Exercise price for all options (pence) 0.01 n/a 0.01 n/a 0.01 Weighted average remaining contractual life (years) 4.73 n/a n/a n/a 3.82 Proceeds receivable on exercise (£) 76 n/a (7) n/a 69
76 CAMBRIDGE INNOVATION CAPITAL LIMITED

N. Operating lease commitments

The Group leases its office and the future aggregate minimum lease payments under this non-cancellable lease are as follows:

Within one year

Later than one year, but not later than five years

O. Related party transactions

The Company’s related party transactions include transactions with: the University of Cambridge and its subsidiaries; its subsidiary companies and associate undertakings; and entities in which the Company, or one of its wholly owned subsidiaries, has made an investment. Related party transactions for the Group are disclosed in Note 19 to the consolidated financial statements. The exemption from disclosing transactions and balances with wholly owned subsidiaries has been taken.

P. Post balance sheet events

Following the year end, the Company purchased a further £0.4 million of investments.

Q. Controlling party

There is no ultimate controlling party.

2023 £'000 2022 £'000
245 214
643 888 888 1,102
Governance 77 ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 MARCH 2023 Strategic Report Financial Statements

Company information

Company registration number

08243718

Registered office

22 Station Road

Cambridge

CB1 2JD

Officers

Edward Benthall Chairperson

Andrew Williamson Managing Partner

Rob Sprawson Partner and Chief Financial Officer

Humphrey Battcock Non-executive Director

Clive Birch Non-executive Director

Rowan Chapman Non-executive Director

Anne Ferguson-Smith Non-executive Director

Andy Neely Non-executive Director

Nick Richards General Counsel and Company Secretary

Bankers

Barclays Bank PLC

9–11 St Andrew’s Street

Cambridge, CB2 3AA

Legal advisers

Taylor Wessing LLP

5 New Street Square

London, EC4A 3TW

Fried, Frank, Harris, Shriver & Jacobson LLP

100 Bishopsgate

London, EC2N 4AG

Independent auditors

PricewaterhouseCoopers LLP

The Maurice Wilkes Building

St John’s Innovation Park

Cowley Road

Cambridge, CB4 0DS

Swiss representative

First Independent Fund Services Limited

Klausstrasse 33 CH-8008 Zurich

Swiss paying agent

Helvetische Bank AG

Seefeldstrasse 215 CH-8008 Zurich

Location where the relevant documents may be obtained

The Information Memorandum, the Articles of Association, as well as the Annual and Half Year Reports of the Company, may be obtained free of charge from the Swiss representative.

Place of performance and jurisdiction

In respect of the shares offered in Switzerland to Qualified Investors, the place of performance is at the registered office of the Swiss representative. The place of jurisdiction is at the registered office of the representative or at the registered office or place of residence of the investor.

78 CAMBRIDGE INNOVATION
LIMITED
CAPITAL

The production of this report supports the work of the Woodland Trust, the UK’s leading woodland conservation charity. Each tree planted will grow into a vital carbon store, helping to reduce environmental impact as well as creating natural havens for wildlife and people.

Cambridge Innovation Capital 22 Station Road Cambridge CB1 2JD www.cic.vc +44 (0)1223 856593

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Notes to the Company Financial Statements

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pages 78-79

Notes to the Company Financial Statements

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pages 76-77

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pages 74-75

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pages 72-73

Notes to the Company Financial Statements

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page 71

Notes to the Consolidated Financial Statements continued

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page 68

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3min
pages 66-67

Notes to the Consolidated Financial Statements

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pages 64-65

Notes to the Consolidated Financial Statements

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pages 62-63

Notes to the Consolidated Financial Statements continued

1min
pages 60-61

Notes to the Consolidated Financial Statements continued

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pages 58-59

Notes to the Consolidated Financial Statements

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pages 56-57

Notes to the Consolidated Financial Statements continued

4min
pages 54-55

Notes to the Consolidated Financial Statements

4min
pages 52-53

Notes to the Consolidated Financial Statements

2min
page 51

Independent Auditors’ Report continued

1min
page 46

Independent Auditors’ Report

5min
pages 44-45

Statement of Directors’ responsibilities in respect of the financial statements

1min
pages 42-43

Directors’ Report

2min
pages 40-41

Dare to innovate differently

1min
page 39

Portfolio case studies continued

1min
page 38

Portfolio case studies continued

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Resolving cancer’s complexity

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Portfolio case studies

1min
page 34

Simply intelligent

1min
page 33

Portfolio case studies

1min
page 32

Portfolio case studies continued

1min
pages 30-31

Transforming surgery. For good.

1min
page 29

Portfolio case studies

1min
page 28

And focusing on positive impact

1min
pages 26-27

By living our values

2min
pages 24-25

Demonstrating our value proposition

1min
pages 22-23

On knowledge-intensive businesses continued

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pages 20-21

On knowledge-intensive businesses continued

3min
pages 18-19

On knowledge-intensive businesses continued

2min
pages 16-17

With great people

3min
pages 12-13

In Europe’s leading innovation hub continued

2min
pages 10-11

In Europe’s leading innovation hub

1min
pages 8-9

Because, in troubled times, science and people matter

3min
pages 4-5

Welcome to Cambridge Innovation Capital

1min
pages 2-3
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