Premier Research Germany Limited

Premier Research Germany Limited

Darmstadt

Befreiender Jahresabschluss zum Geschäftsjahr vom 01.01.2023 bis zum 31.12.2023

Company number: 5639273

Annual report and financial statements 2023

Company Overview

Directors

Ludo Reynders and Thomas Perkins

Company Secretary

Thomas Perkins

Registered Office

250 South Oak Way, Reading, England, RG2 6UG

Principal Trading Address

Europaplatz 5 D-64293 Darmstadt Germany

Bankers

HSBC UK Bank PLC

Independent Auditors

Ernst & Young LLP, R+ Building, 2 Blagrave St, Reading RG1 1AZ, United Kingdom

Contents

Strategic Report

Directors' Report

Statement of Directors' Responsibilities in Respect of the Financial Statements

Independent Auditor's Report to the Members of Premier Research Germany Limited

Statement of Comprehensive Income

Statement of Financial Position

Statement of Changes in Equity

Notes to the Financial Statements

Strategic Report

Business overview

Premier Research Germany Limited (the "Company") is a wholly owned subsidiary of Premier Research GmbH. The Company is a professional services organisation providing clinical development services to the pharmaceutical, biotechnology and medical device industries and operates primarily through an operational branch in Germany which provides clinical development services.

Strategic and operational review

The Company is a provider of clinical development services to biopharmaceutical innovators worldwide. The Company develops tailored service offerings that meet the diverse and distinct needs of its target market.

Premier Research Germany Limited focuses on key therapeutic areas, product categories and customer segments where it has an established capability and service offering.

The Company creates increased value by developing its people and strengthening the processes and systems necessary to drive efficiency and meet the objectives of its clients.

Financial review

Financial performance

The results of the year are shown on page 14 of the Annual report and financial statements. The Directors do not propose the payment of a dividend for the year ended 31 December 2023. The Company's performance is monitored and assessed using a wide range of key performance indicators including net revenue and gross profit. Management reporting is produced on a monthly basis, which monitors actual performance against budgeted and forecast figures.

Revenue for the year increased by £1,054k, or 9.94%, from £10,600k for the year ended 31 December 2022 to £11,654k for the year ended 31 December 2023. The increase in revenue is associated with an increase in intercompany revenue as employees were utilised by other companies within the group. Profit before tax for the period was £612k an increase of 39.73% (2022: £438K).

Principal risks and uncertainties

The Board of Directors is responsible for assessing and monitoring business risk. Regularly scheduled board meetings are held to oversee potential risks and areas of uncertainty to ensure that the Company is appropriately addressing operational and financial risks when and if they arise.

Key business risks include client risks such as our ability to continue to successfully win new work, delivery risk on the work we are performing and foreign exchange risk in the markets we operate.

Client risks relate to the ability of the Company to generate new business awards from new and existing customers and maintain existing customer contracts. Our inability to generate new business awards on a timely basis and subsequently enter into contracts for such awards could have a material adverse effect on our business, financial condition, results of operations or cash flows. The Company is managing client risk through building deeper relationships with existing clients and pro-actively targeting new clients.

Delivery risks relate to the ability of the Company to perform its services in accordance with formal contractual requirements and complex regulatory standards and requirements. The Company's reputation is founded on sound, effective and professional delivery of its services, on budget, and on time. This avoids customer disputes and minimises costs. The Company actively manages delivery risk through the use of many standard operating procedures adherence to which are frequently audited by internal and client auditors. The Company also places significant importance on strong management controls, detailed financial reporting, the hiring of appropriately qualified staff and the continuous training and development of all personnel.

A significant amount of the Company's transactions occur in euros and therefore the Company is exposed to significant foreign currency exchange rate risk. The Company attempts to match its contracted income with the currency of its expenditures to minimise foreign exchange rate risk. The Company, to date, has not used foreign currency contracts or other derivative instruments to manage changes in currency rates and has no current plans to take out such instruments. The Company is also exposed to foreign currency translation risk on its revenue and profits outside the UK. Unfavourable exchange rate fluctuations could therefore have a material impact of these financial statements. To date, however, the Company has not needed to use foreign currency hedging contracts or other derivative instruments to manage its foreign currency exchange exposures and has no current plans to do so.

The Directors, having assessed all the available information up to and including 31 December 2025, conclude that the business is dependent on the future financial support of Premier Research Holdings Inc., parent entity, and a letter of support has been provided by the parent entity for the period to 31 December 2025.

During February 2022, Russia invaded Ukraine in its efforts to take over the country by force. Operations in Russia have ceased however the legal entity remains. Ukraine remains scaled down with regular reviews from the Directors. Certain employees within Ukraine have remained and continue to work, while others have relocated to countries within Europe. The Directors' assessment is that the developing situation in Ukraine and the associated impact on the economy will not have a significant impact on the Company.

Section 172 statement

The following Section 172 disclosure, which is required under the Companies Act 2006, describes how the Company Directors consider stakeholder interests in their decision-making process and promote the success of the Company for the benefit of all parties.

The principal decision maker of Premier Research Germany Limited is the Board of Premier Research Holdings, Inc. The Board, in conjunction with Executive Management, sets the priorities and provides the governance framework within which the Company operates.

By order of the Board,

Registered office:

250 South Oak Way, Reading RG2 6UG

Directors' Report

The Directors present their report together with the audited financial statements for the year ended 31 December 2023.

Financial results

The audited accounts for the Company for the year ended 31 December 2023 are set out on pages 17 to 30. The Company's profit for the year after taxation from continuing operations was £601,000 (2022: £425,000).

Directors and Directors' interests

The Directors who held office during the year and to the date of this report were as follows:

L Reynders

T Perkins

Directors' qualifying third party indemnity provision

The Company has granted an indemnity to one or more of its Directors against liability in respect of proceedings brought by third parties, subject to the conditions set out in section 234 of the Companies Act 2006. Such qualifying third party indemnity provision remains in force as at the date of approving the Directors' report.

Dividends

The Directors do not recommend the payment of a dividend (2022: £nil).

Future developments

The Company is expected to continue to enhance our capabilities through organic service development.

Going concern

Based on the Directors' assessment of the standalone cash flow forecasts of the Company up to and including 31 December 2025, the Directors have concluded that the Company is reliant on financial support from its Parent Company, Premier Research Holdings Inc. Accordingly, a letter of support has been provided by Premier Research Holdings Inc. confirming that it has the ability to and will provide financial support to the Company to enable it to meet its liabilities as they fall due for the period to 31 December 2025. Given this reliance, the Directors have assessed the ability of the parent Company to provide this support, including reviewing Group cash flow forecasts until 31 December 2025 and considering the Group's available facilities during this period.

As of 31 December 2023, Premier Research Holdings Inc. is the holder of a first lien term debt obligation with a current outstanding balance of USD 251,710,000 with a maturity date of 24 July 2024, and a second lien term debt obligation with a current outstanding balance of USD 66,000,000 with a maturity date of 25 July 2025 (collectively the "Term Loans"). The first lien debt is payable in quarterly instalments of USD 655,000 and will have an outstanding principal balance of USD 250,400,000 at maturity. The second lien debt requires no principal payment until maturity. Interest is paid monthly on both term loans.

On 13 March 2024, the Company entered into a new debt agreement, whereby the existing Term Loans were satisfied in full, and a new credit facility totalling $320,000,000 ("New Credit Facility") was established. The New Credit facility requires no principal payments until maturity in March of 2030. Also on 13 March 2024, the Company entered into a new $20,000,000 Revolving Credit Facility in connection with the New Credit Facility.

The Directors, having assessed all the available information up to and including 31 December 2025, confirm the ability of the Company to continue as a going concern over that period.

Employees

During the year, affiliates of the Company continued the policy of providing employees with information about the organisation. Employees have also been encouraged to present their suggestions and views on the Company's performance primarily through periodic meetings with local management. The Company and its affiliates take all reasonable steps to ensure that employment conditions are equal in all respects for both men and women.

Full and fair consideration is given to employment applications submitted by disabled persons based upon their particular aptitudes and abilities. So far as is practical, arrangements are made to continue the employment of an individual who becomes disabled. Disabled employees are given fair consideration for training, career development and promotion.

Health and safety

The Company aims to provide and maintain a safe working environment for all its employees and visitors, and seeks the involvement of its employees in improving health and safety throughout its operations. The Company keeps its health and safety policy under continuous review to take account of changes in legislation, best practice and the working environment.

Environment

Given the nature of its activities, there is limited scope for the Company to have a major impact on environmental matters. Nevertheless, the Company is mindful of its responsibility in this regard and strives to seek opportunities where improvements may be made. It is likely that these will be concentrated in areas of energy conservation and waste control.

Streamlined energy and carbon reporting

The Directors have assessed electricity consumption reports provided by the landlord relating to 250 South Oak Way, Reading for the reporting period. These show a consumption of 26,536kWh (2022: 26,957kWh). They have considered all significant energy sources and has concluded that the Company is exempt from reporting under the current regulations.

Disclosure of information to the auditor

As required by Section 418 of the Companies Act 2006, each Director serving at the date of approval of the financial statements confirms that:

Auditor

Pursuant to Section 487 of the Companies Act 2006, the appointed independent auditors are Ernst & Young LLP.

By order of the Board

Registered office:

250 South Oak Way, Reading RG2 6UG

Statement of Directors' Responsibilities in Respect of the Financial Statements

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

Company law requires the Directors to prepare financial statements for each financial year. Under that law they have elected to prepare the financial statements in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework. Under Company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period. In preparing financial statements, the Directors are required to:

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and to prevent and detect fraud and other irregularities.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF PREMIER RESEARCH GERMANY LIMITED

Opinion

We have audited the financial statements of Premier Research Germany Limited for the year ended 31 December 2023 which comprise the Statement of comprehensive income, the Statement of Financial Position, the Statement of changes in equity and the related notes 1 to 20, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards including FRS 101 "Reduced Disclosure Framework (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

have been prepared in accordance with the requirements of the Companies Act

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period to 31 December 2025.

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

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements, or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of the other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or directors' report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

Responsibilities of Directors

As explained more fully in the directors' responsibilities statement set out on page 10 the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the 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 company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 auditor's 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.

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. 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. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

Our approach was as follows:

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

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Statement of Comprehensive Income For the year ended 31 December 2023

All amounts are derived from continuing operations

The notes on pages 17-30 form part of these financial statements.

Statement of Financial Position As at 31 December 2023

The notes on pages 17-30 form part of these financial statements.

The financial statements were approved by the Board of Directors and authorised for issue on 26 ^th September 2024. They were signed on its behalf by:

Statement of Changes in Equity For the year ended 31 December 2023

The notes on pages 17-30 form part of these financial statements.

Notes to the Financial Statements

1 General Information

Premier Research Germany Limited (the "Company"), is a Company incorporated and domiciled in the United Kingdom. These financial statements cover the individual entity. The address of its registered office and principal place of business are given in the Directors' report. The principal activity of the Company is that of a professional services organisation providing clinical development services to the pharmaceutical, biotechnology and medical device industries. The financial statements of Premier Research Germany Limited for the year ended 31 December 2023 were authorised for issue by the board of Directors on 26 ^th September 2024 and the statement of financial position was signed on the board's behalf by T Perkins.

The Company's intermediate parent Company is Premier Research GmbH, incorporated and registered in Germany, which owns 100% of the Company's share capital. The ultimate parent is Premier Research Holdings, Inc., a US corporation which is controlled by funds managed by Metalmark Capital LLC.

The largest and smallest group in which the Company is consolidated into is Premier Research Holdings, Inc. The consolidated financial statements of Premier Research Holdings, Inc. may be obtained from the Company's registered office at the address shown on the Director's report.

The functional currency of the Company is the euro as the entity operates primarily in Germany and its business transactions are predominantly denominated in this currency. The financial statements have been presented in Pounds Sterling as the Company is registered in the United Kingdom.

Basis of preparation

These financial statements were prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework ('FRS 101'), and the Companies Act 2006.

In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of UK adopted International Financial Reporting Standards ('IFRSs'), but makes amendments, where necessary, in order to comply with Companies Act 2006 and has set out below where advantage of the FRS 101 disclosure exemptions have been taken.

The Company is exempt by virtue of section 401 of the Companies Act 2006 from the requirement to prepare group financial statements. These financial statements present information about the Company as an individual undertaking and not about its group.

Going concern

Based on the Directors' assessment of the standalone cash flow forecasts of the Company up to and including 31 December 2025, the Directors have concluded that the Company is reliant on financial support from its Parent Company, Premier Research Holdings Inc. Accordingly, a letter of support has been provided by Premier Research Holdings Inc. confirming that it has the ability to and will provide financial support to the Company to enable it to meet its liabilities as they fall due for the period to 31 December 2025. Given this reliance, the Directors have assessed the ability of the parent Company to provide this support, including reviewing Group cash flow forecasts until 31 December 2025 and considering the Group's available facilities during this period.

As of 31 December 2023, Premier Research Holdings Inc. is the holder of a first lien term debt obligation with a current outstanding balance of USD 251,710,000 with a maturity date of 24 July 2024, and a second lien term debt obligation with a current outstanding balance of USD 66,000,000 with a maturity date of 25 July 2025 (collectively the "Term Loans"). The first lien debt is payable in quarterly instalments of USD 655,000 and will have an outstanding principal balance of USD 250,400,000 at maturity. The second lien debt requires no principal payment until maturity. Interest is paid monthly on both term loans.

On 13 March 2024, the Company entered into a new debt agreement, whereby the existing Term Loans were satisfied in full, and a new credit facility totalling $320,000,000 ("New Credit Facility") was established. The New Credit facility requires no principal payments until maturity in March of 2030. Also on 13 March 2024, the Company entered into a new $20,000,000 Revolving Credit Facility in connection with the New Credit Facility.

The Directors, having assessed all the available information up to and including 31 December 2025, confirm the ability of the Company to continue as a going concern over that period.

Disclosure exemptions applied

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 paragraph 8:

For the disclosure exemptions listed in points i) and ii), the equivalent disclosures are included in the consolidated financial statements of the group, Premier Research Holdings, Inc., which the Company is consolidated into and that are publicly available from the Company's registered office.

In these financial statements, the Company has not taken advantage of the following disclosure exemptions on the basis that they are not relevant to the Company's transactions and activities during the current or prior year:

New standards, interpretations and amendments effective 1 January 2023

No new accounting standards, amendments, or IFRIC interpretations have had a significant impact on the Company during the year.

2 Accounting Policies

Investments in subsidiaries

Investments in subsidiaries are stated at cost less any provision for impairment.

Revenue recognition

The Company has applied IFRS 15 Revenue from Contracts with Customers. The revenue recognition standard provides a five step analysis of transactions to determine when and how revenue is recognised. IFRS 15 requires revenue to be recognised when a customer obtains control of promised goods or services in an amount that reflects the consideration a Company expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The five step-model set out within IFRS 15 is as follows:

• Identifying the contract with the customer

The Company has established agreements and work orders with its customers that fall under the scope of IFRS 15. A contract can be a single agreement or multiple agreements that were negotiated together as a single arrangement. A contract is the final understanding between the parties as to the specific nature and terms of the agreed-upon transaction. A contract must meet the following criteria: (a) approval & commitment; (b) identification of rights; (c) identify payment terms; (d) contract has commercial substance; and (e) collection is probable.

• Identify all the individual performance obligations within the contract

IFRS 15 requires an entity to assess the goods or services promised in a contract and identify as a performance obligation each promise to transfer to the customer either a good or service (or a bundle of goods or services) that is distinct, or a series of distinct goods or services that are substantially the same and that have the same pattern of transfer to the customer. Based upon a review of existing contracts, a majority of the Company's contract revenue agreements contain the following types of services:

The Company's services are highly interrelated and interdependent; delivering value to the customer bundled together. Therefore, all of these services have been determined to represent a single combined performance obligation, inclusive of service fees, pass through costs and investigator grants combined. Service fees, pass through costs and investigator grants have been deemed interdependent costs of one another and are incurred in order to fulfil the overall delivery of the contract specifications.

• Determine the transaction price (including any variable consideration)

The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer, including amounts collected on behalf of third-party vendors. The consideration promised in an agreement with a customer may include fixed amounts (inclusive of service fees, pass through costs and investigator grants), variable amounts, or both. Examples of variable consideration is inflation revenue.

• Allocate the transaction price to an individual performance obligation

The Company's contracts have a directly observable transaction price pertaining to each promised good or service. When more than one performance obligation exists, the Company allocates the transaction price to each performance obligation. As the Company's contracts have been deemed one performance obligation, the transaction price is allocated as one.

• Recognition of revenue

An entity should recognise revenue when (or as) it satisfies a performance obligation by transferring a promised good or service to a customer. A good or service is transferred when (or as) the customer obtains control of that good or service. The Company provides its services over the life of the agreement and, therefore, each contract is satisfied over time. The Company uses a percentage of completion method to determine the value of revenue earned over time to fully deliver the promised good or service to a customer.

Payment for services is usually invoiced upon the completion of operational milestones. Pass through expenses are invoiced monthly. Payment terms vary between 30 to 60 days on average.

In addition to the above noted contract type, the Company also engages to perform some services on a time and materials or unit basis whereby revenue is recognised as services as time is expended or units completed.

IFRS 9 financial instruments

Financial assets are classified using a principles-based approach in three measurement categories: amortised cost, fair value through other comprehensive income or fair value through profit or loss. Classification is performed on initial recognition of the asset based on the characteristics of the asset and the local business model. The vast majority of the Company's financial assets are currently recorded at amortised cost and this will continue to be the case.

To measure the expected credit losses, trade receivables have been grouped based on shared characteristics and the days past due. The Company has concluded that the expected loss rates for trade receivables are a reasonable approximation of the loss rates for each aging bucket based on historical debt trends of our portfolio of customers for the last two reporting periods.

Trade and other receivables are held to collect contractual cash flows, classified under the 'hold to collect' business model and measured at amortised cost. Contractual cash flows represent 'solely payments of principal and interest' (Trade and other receivables are not interest bearing).

Unbilled receivables, other receivables and cash and cash equivalents were assessed for expected credit loss, with the risk immaterial due to the nature of the financial assets under assessment.

Leasing

The Company assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

Company as a lessee

The Company leases buildings. These leases tend to be 5-10 years in length but may have break or extension options which are reviewed by the Board on an individual basis when they fall due.

Management has made certain judgements on lease terms based on the Company's current expectations of whether break or renewal options will be taken. In arriving at these judgements, management has considered its current business plan.

The Company applies a single recognition and measurement approach for all leases, including short-term leases and leases of low-value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

Right-of-use asset

The Company recognises right-of-use assets at the commencement date of the lease. Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets, as shown in note 11 Property, Plant and Equipment.

Lease liabilities

At the commencement date of the lease, the Company recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees.

In calculating the present value of lease payments, the Company uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. The IBR is calculated by Company borrowing margin rate and additional risk-free rate based on the market yield on US securities. As the Company has no external borrowings and utilises group funding, management have deemed it appropriate to utilise group rates in determining the IBR.

After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made and the carrying amount of lease liabilities is remeasured if there is a modification.

The Company's lease liabilities are included in note 14.

Foreign currencies

Transactions in foreign currencies are translated to the Company's functional currencies at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are retranslated to the functional currency at the foreign exchange rate ruling at that date. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are retranslated to the functional currency at foreign exchange rates ruling at the dates the fair value was determined.

For the purpose of presenting financial information, the assets and liabilities of the Company's foreign operations are translated at exchange rates prevailing on the balance sheet date. Income and expense items are translated at the average exchange rates for the period. Foreign exchange differences arising on translation are recognised in other comprehensive income.

Retirement benefit costs

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due. Payments made to state-managed retirement benefit schemes are dealt with as payments to defined contributions schemes where the Company's obligations under the schemes are equivalent to those arising in a defined contribution retirement benefit scheme.

Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the Company's financial Information and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised based on tax laws and rates that have been enacted at the balance sheet date. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited in other comprehensive income, in which case the deferred tax is also dealt with in other comprehensive income.

Tangible and intangible assets

Property, plant and equipment

The Company has held no land and buildings for the period covered by the financial statement.

Other items of property, plant and equipment are stated at cost less accumulated depreciation and any recognised impairment loss.

Depreciation is recognised so as to write off the cost or valuation of assets less residual value over their useful lives, using the straight-line method, on the following basis:

Useful lives and residual values are reviewed annually and where adjustments are required these are made prospectively.

The gain or loss arising on the disposal of an asset is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognised in income on the transfer of the risks and rewards of ownership.

The Company has no class of tangible fixed asset that has been revalued.

Financial instruments

Financial assets and financial liabilities are recognised in the Company's balance sheet when the Company becomes a party to the contractual provisions of the instrument. The Company has the following categories of financial assets and liabilities:

Trade and other receivables

Trade receivables, which generally have 30-90 day terms, are recognised and carried at the lower of their original invoiced value and recoverable amount. Where the time value of money is material, receivables are carried at amortised cost. Provision for impairment is made through profit or loss when there is objective evidence that the Company will not be able to recover balances in full. Balances are written off when the probability of recovery is assessed as being remote.

Cash and cash equivalents

Cash and cash equivalents include cash and highly liquid investments with original maturities of three months or less and are stated at cost, which approximates market value.

Trade payables

Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest rate method.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognised at the proceeds received, net of direct issue costs.

Bank borrowings

Other financial liabilities, including borrowings, are initially measured at fair-value, net of transaction costs.

Other financial liabilities are subsequently measured at amortised cost using the effective interest method, with interest expense recognised on an effective yield basis.

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or, where appropriate, a shorter period to the net carrying amount on initial recognition

De-recognition of financial liabilities

The Company derecognises financial liabilities when, and only when, the Company's obligations are discharged, cancelled or they expire.

3 Critical Judgements and Estimations in Applying the Company's Accounting Policies

The preparation of financial statements in conformity with FRS101 requires management to make estimates and assumptions that affect the amounts reported for assets, liabilities, revenues and expenses. Critical accounting estimates represent estimates made by management that are, by their very nature, uncertain. Such estimates are based on historical experience and on various other assumptions that we believe are reasonable under the circumstances, and these estimates form the basis for making judgments about the carrying value of assets and liabilities and the reported amount of revenues and expenses that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. On an ongoing basis, we evaluate our estimates and assumptions, including those related to revenue recognition, lease terms, allowance for doubtful debts, income taxes and contingencies.

Determining the lease term of contracts with renewal and termination options - Company as lessee

The Company has several lease contracts that include extension and termination options. The Company applies judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew or terminate the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise either the renewal or termination.

After the commencement date, the Company reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew or to terminate (e.g., construction of significant leasehold improvements or significant customisation to the leased asset).

Refer to Note 14 for information on potential future rental payments relating to periods following the exercise date of extension and termination options that are not included in the lease term.

Estimate to complete revenue recognised

As revenue from service agreements and fixed price contracts is recognised over time, the amount of revenue recognised in a reporting period depends on the extent to which the performance obligation has been satisfied. For services agreements this requires an estimate of the quantity of the services to be provided, based on historical experience with similar contracts.

In a similar way, recognising revenue for fixed price contracts also requires significant judgment in determining the estimated number of hours required to complete the promised work when applying the hours-to-hours method.

Company review recognition of fixed price contract based on the estimated stage of completion of each contract. A judgement is made based on costs to date against total expected costs and revenue is recognised based on this estimate.

4 Revenue

Pass-through revenue is 100% reimbursable from clients for incurred travel costs and other direct project related costs.

5 Operating Profit for the year

6 Auditor's Remuneration

7 Interest Payable and Similar Expenses

8 Director's Remuneration

The Directors of the Company are remunerated by Premier Research International LLC. These Directors time is deemed inconsequential to the Company and as such their remuneration has not been disclosed.

9 Staff Costs

The average number of persons employed by the Company during the year was as follows:

10 Tax

Corporation tax is calculated at 25% (2022: 19%) of the estimated taxable profit for the year.

The tax charge for each year can be reconciled to the loss per the income statement as follows:

The Company's operations are carried out through its German branch, Premier Research Germany Limited Germany (Darmstadt) branch, and the income attributable to the branch activity is subject to German income tax at a 33%. In 2023, the Company incurred approximately £11 of tax expense related to its prior operations in its Ukrainian branch. As of 31 December 2023, the Company recorded net operating losses of £20,305,940 (2022: £20,873,927). Due to the Company's history of losses, it cannot objectively verify projections of future income. For this reason, it is more likely than not that the Company's losses will not be realized in the future to reduce taxes payable. Therefore, a tax benefit has not been recognized for the Company's loss carried forward, and as of 31 December 2023, the Company has an unrecognised deferred tax asset of £6,700,960 (2022: £6,888,396) arising from tax losses carried forward.

In the Spring Budget 2021, the UK Government announced that from 1 April 2023 the corporation tax rate would increase to 25% (rather than remaining at 19%, as previously enacted). This new law was substantively enacted on 24 May 2021.

11 Property, Plant and Equipment

12 Investments

The Company's subsidiary undertakings are set out below. Their principal activity is Clinical Development Services. Class of shares is ordinary.

An impairment review is carried out by the Company on an annual basis. This impairment review did not highlight any indicators of impairment and as such the Directors are comfortable with the carrying value of each investment.

13 Trade and Other Receivables

The Company has not charged interest for late payment of invoices in 2023 or 2022.

Allowances against doubtful debts are recognised against overdue trade receivables based on estimated irrecoverable amounts determined by reference to past default experience. Specific counterparty risk is also considered here an analysis of the counterparty's current financial position indicates a change in credit risk.

Before accepting any significant new customer, the Company uses a variety of credit scoring systems to assess the potential customer's credit quality and to define credit limits for each customer. Limits and scoring attributed to customers are reviewed regularly.

Trade debtors disclosed above include amounts which are past due at year-end but against which the Company has not recognised an allowance for doubtful receivables. There has not been a significant change in credit quality and the amounts are still considered recoverable.

During the year, the amounts owed by parent company has been offset against the amounts owed to parent company (Note 15). The comparative amounts have not been adjusted as these are reclassification that are only impacting the balance sheet and therefore not material to the overall financial statements.

Amounts owed by subsidiary undertakings disclosed above are repayable on demand. The amounts are considered recoverable.

14 Company as a lessee

The Company has lease contracts for buildings used in its operations which generally have lease terms between 5 and 10 years. Set out below are the carrying amounts of right-of-use assets recognised and the movements during the period:

Set out below are the carrying amounts of lease liabilities and the movements during the period:

15 Trade and Other Payables

The Directors consider that the carrying amount of trade and other payables approximate their fair value.

The amounts owed to subsidiary undertakings are repayable on demand.

16 Share Capital

The Company has one class of ordinary shares which carry no right to fixed income, nor do they have any preferences or restrictions attached to them.

17 Translation Reserve

Exchange differences relating to the translation of the net assets of the Company from their functional currencies into the parent's functional currency, are recognised directly in the translation reserve.

18 Accumulated Losses

19 Retirement Benefit Scheme

Defined contribution schemes

The Company operates a stakeholder retirement benefit scheme which is open to all employees.

Other than amounts that are deducted from employees' remuneration and accrued pending payment to the pension fund, no further obligations fall on the Company as the assets of these arrangements are held and managed by third parties entirely separate from the Company. The pension charge for the period represents contributions payable to the fund and amounted to £335,000 and £293,000 for the years ended 31 December 2023 and 2022, respectively.

20 Related Party Transactions

Premier Research Germany Limited is wholly owned by Premier Research GmbH. The ultimate parent is Premier Research Holdings, Inc., a US Corporation which is controlled by funds managed by Metalmark Capital LLC.

The Company has taken advantage of the disclosure exemption relating to the disclosure of related party transactions entered into between the Company and other wholly owned subsidiaries of the Group as permitted by FRS 101 paragraph 8. Refer to note 1 for further details.